tung lok annual report 2009 ended march 2009

8/14/2019 Tung Lok Annual Report 2009 Ended March 2009

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Tung Lok Restaurants (2000) Ltd

annual report 2009ended 31 march 2009


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2Chairmans Statement

4

Corporate Information

5Historical Financial Summary

6Board of Directors

8Management Team

10Statement of Corporate Governance

20Financial Reports

Contents


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Chairmans StatementDear Shareholders,

On behalf of the Board of Directors, I am pleased to present you the

annual report for Tung Lok Restaurants (2000) Ltd (Tung Lok or the

Group) for the nancial year ended 31 March 2009 (FY09).

The nancial year under review was marked by one of the most

severe economic crises in modern times. Triggered by the sub-prime

problems in the United States, the contagion spread from the U.S.

housing market to the nancial sector and spread rapidly across the

entire global economy. Asian countries, including Singapore, were

not spared.

The prospect of job losses and economic uncertainty affectedsentiment across the board and changed consumer spending

and dining habits. This in turn affected the entire spectrum of the

hospitality business in the region, including the restaurant sector.

PerformanceTung Loks nancial performance should be seen against the

backdrop of this severe economic downturn. Despite various

marketing promotions, our revenue for FY09 was marginally lower

at $73.4 million compared to $75.9 million in FY08 as consumers

adjusted their spending and dining habits, particularly in the second

half of FY09.

Other operating income remained at $1.2 million due to Singapore

governments Jobs Credit and grants for our rebranding exercise,

which helped to offset the lower sales of loyalty cards.

Our efforts to control costs helped to reduce administrative expenses

by $0.7 million to $24.1 million in FY09 from $24.8 million in FY08.

However, the Groups other operating expenses increased by $1.9

million to $28.3 million as compared to $26.4 million in FY08 due

mainly to increased utility charges, start-up costs for two new outlets

and impairment of xed assets and goodwill.

The Groups share of loss in joint-ventures and associates increased

by $1.0 million to $2.5 million in FY09 compared to $1.5 million

in FY08. This was caused by the closure of one China outlet;

impairment of xed assets in China outlets; and inventory write-off

for the Groups manufacturing operations.

Thus, the Group reported a net loss of $2.8 million in FY09 against a

prot of $0.7 million in FY08.

Tung Lok Restaurants (2000) Ltd Annual Report 20092


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The Group recorded a loss per share of 2.09 cents in FY09

compared to earnings per share of 0.26 cent in FY08; and net

asset value per share at the end of FY09 stood at 3.88 cents

against 6.17 cents at the end of FY08.

OperationsDespite the effects of the global nancial crisis during second

half of FY09, our various marketing initiatives, including the

introduction of promotional set and buffet meals, were well

received by customers. This helped to cushion the impacts of the

economic crisis. As part of the Groups ongoing restaurant and

brand development strategy, Tung Lok constantly reviews and

evaluates the performance of its outlets. For instance, the Group

has decided to close down a non-performing outlet in China, so

as to focus our resources on outlets which are more promising.

To further mitigate the effects of the global recession on our

business, we have embarked on a series of initiatives to control

costs and improve internal efciencies. Our efforts to better

manage our human resources have not only helped us to avoid

staff layoffs during the height of the nancial crisis, but have also

helped to contain manpower costs even as we continued to open

new outlets.

An important element of Tung Loks operations is the central

kitchen, which not only ensures consistency in taste and qualityof the food that we serve, but also saves costs through economies

of scale. In the face of increasing prices of ingredients and

manpower, we have invested resources to double the oor area

of our central kitchen to achieve further economies of scale.

While we strive to grow our geographical presence, we consider

Singapore as our stronghold and we will constantly seek new

opportunities in the vibrant and dynamic food scene on our home

turf. As a leading restaurant operator in Singapore, we believe in

giving more choices and variety to our loyal customers.

During FY09, following the launch of our casual dining conceptrestaurant, Zhous Kitchen, we joined hands with well-known

Taiwan-based Shin Yeh to open a 300-seater restaurant in Liang

Court in Singapore to offer authentic Taiwanese cuisine.

Business OutlookSince inception in 1980, Tung Lok has thrived well despite

economic and other challenges, and we have emerged stronger

each time. Although the operating environment for the food and

beverage industry will remain challenging for the next 12 months,

we are condent of riding out this current storm.

With the improvement of economic data and consumer

condence, it is evident that the worse may be over. However,

Tung Lok remains cautious in our business decisions.

At Tung Lok, we view the crisis as an opportunity a time when

choice restaurant premises are available at lower rental rates and

hiring of staff made easier. The Group will continue to innovate

across the entire spectrum of the business, from recipes to food

presentation, thematic conceptualisation and the marketing of

such innovative concepts.

In line with our restaurant development strategy, we have opened

another concept restaurant, Tung Lok Classics, at the Chinese

Swimming Club subsequent to the end of FY09. Tung Lok

Classics is a brand which differentiates itself from other Chinese

restaurants by offering time-honoured Chinese cuisine from

Shanghai, Sichuan, Hubei and Guangdong all under one roof.

Looking ahead, FY10 will be a year of excitement for Singapores

hospitality sector as the two Integrated Resorts, Marina Bay Sands

and Resorts World at Sentosa, prepare to open their doors in the

third quarter of FY10 To tap on the opportunities presented bythese upcoming attractions, we will be opening a restaurant in

Resorts World at Sentosa.

AcknowledgementsFY09 was indeed a challenging year for us, but we managed

to steer through the rough waters by working as a team and

upholding our vision of culinary excellence and value for money,

while seeking to enhance shareholder value. I would like to take

this opportunity to extend my heartfelt appreciation to our staff

for their contributions and to our directors for their invaluable

guidance throughout the year. In addition, I would like to thank

our customers and business partners for their support.

Andre TjioeExecutive ChairmanJune 18, 2009

Annual Report 2009 Tung Lok Restaurants (2000) Ltd 3


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BOARD OF DIRECTORS

Tjioe Ka Men

Executive Chairman

Tjioe Ka In

Executive Director

Ker Sin Tze (Dr)

Independent Director

Tan Eng Liang (Dr)


Ch'ng Jit Koon


Juliette Lee Hee Khoon

Non-Executive Director

AUDIT COMMITTEE

Tan Eng Liang (Dr)

Ker Sin Tze (Dr)

Ch'ng Jit Koon

Juliette Lee Hee Khoon

COMPANY SECRETARY

Stella Chan

Corporate Information

REGISTERED OFFICE

1 Sophia Road #05-03

Peace Centre

Singapore 228149

Tel: 6337 1712

Fax: 6337 4225

SHARE REGISTRAR AND SHARE

TRANSFER OFFICEM & C Services Private Limited

138 Robinson Road #17-00

The Corporate Ofce

Singapore 068906

AUDITORS

Deloitte & Touche LLP

6 Shenton Way #32-00

DBS Building Tower Two

Singapore 068809

Partner in charge:

Cheung Pui Yuen

Date of appointment: 22 July 2005

PRINCIPAL BANKERS

United Overseas Bank Ltd

Bank Of East Asia Ltd

Standard Chartered Bank

U

an Eng Liang (Dr)

Ker Sin Tze Dr

6

ap

ner

eun

ate

P



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Historical Financial SummaryOPERATING RESULTS FOR THE GROUP

$000 FY2005(1) FY2006 FY2007 FY2008 FY2009

Turnover 82,853 64,918 69,871 75,902 73,428

Prot / (Loss) before tax and share of Prot (Loss) of JointVentures & Associates

402 2,110 2,998 3,089 (66)

Share of Prot / (Loss) of Joint Ventures & Associate 210 (39) (1,139) (1,481) (2,481)

Taxation (963) (466) (665) (925) (273)

Prot / (Loss) after taxation but before minority interests (351) 1,605 1,194 683 (2,820)

Prot / (Loss) attributable to the equity holders of the

company

(414) 1,377 1,053 367 (2,930)

FINANCIAL POSITION FOR THE GROUP

As at

$00031 Mar2005(1)

31 Mar2006

31 Mar2007

31 Mar2008

31 Mar2009

Property, plant and equipment 7,842 6,837 8,538 10,547 11,194

Intangible asset - - 92 72 52

Goodwill on consolidation - 204 204 204 204

Current assets 11,979 13,633 15,930 17,162 13,808

Other non-current assets 3,806 4,619 2,771 2,452 1,976

Total assets 23,627 25,293 27,535 30,437 27,234

Current liabilities 14,252 14,233 15,822 18,599 17,842

Non-current liabilities 2,442 2,946 2,550 2,221 2,817

Shareholders equity 6,190 7,538 8,573 8,641 5,439

Minority interests 743 576 590 976 1,136

Total liabilities and equity 23,627 25,293 27,535 30,437 27,234

NTA per share cents 4.42 5.24 5.91 5.98 3.70

NOTE1. In 2004, the Group had changed its nancial year end from 31 December to 31 March, hence the reporting nancial year FY2005 covered 15

months from 1 January 2004 to 31 March 2005.



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ANDREw TJIOE (aged 50) was appointed to the Board

since 28 September 2000, and is a Member of the Executive

Committee and Nominating Committee. In July 2006, he

was appointed as Executive Chairman, and continues to

spearhead the Groups overall direction. He started his

career as a Corporate Planner in a listed company in 1981

for 2 years and subsequently moved to Oceanic Textiles Pte

Ltd where he was appointed Deputy Managing Director

from 1983 to 1986. He has been involved in restaurant

operations since 1982, becoming Managing Director

of Tung Lok Sharks Fin Restaurant Pte Ltd in 1984. He

has since established a chain of reputable restaurants

in Singapore, Indonesia, Japan, China and India, and

continues to lead the Group from strength to strength.

In 1997 and 2002, in recognition of his success, Mr Tjioe

was awarded the Singapore Restaurateur of the Year by

Wine & Dine. He was the President for the Lions Club of

Singapore Mandarin from 1987 to 1988. In November 2000,

he was presented the International Management Action

Award (IMAA) by Institute of Management and Spring

Singapore jointly for Excellence in Management Action for

his outstanding management of the Tung Lok Group. In

2001, he was awarded the Tourism Entrepreneur of the

Year Award by the Singapore Tourism Board. At the World

Gourmet Summit Awards of Excellence 2005, he was

awarded the Lifetime Achievement Award, in recognition

of his innovative contributions and tireless dedication to the

restaurant industry in Singapore and abroad. In November

2006, he was awarded the Hospitality Entrepreneur of the

Year in the Hospitality Asia Platinum Awards Singapore

Series 2006-07, conceptualised to recognise the dedication

and commitment of industry-related players beyond the call

of duty. In November 2007, Andrew received the Most

Creative Entrepreneurial Leaders of Asia-Pacic Award

at the APCE (Asia-Pacic Chinese Entrepreneurial Leaders

Forum) 2007. His latest achievement, in February 2008,

is the prestigious International Star Diamond Lifetime

Achievement Award, honoured by the New York-based

American Academy of Hospitality Sciences. Mr Tjioe is a

graduate in Business Administration from Oklahoma State

University, USA.

TJIOE KA IN (aged 44) was appointed to the Board on 1

March 2001 and was last re-elected on 27 July 2007, and she

is also a Member of the Executive Committee. She joined Tung

Lok Group in 1988 and currently holds the appointment of

Executive Director of the Group. Her primary responsibilities

include strategic planning and ensuring smooth operations

of Tung Loks restaurants in Singapore and Indonesia.

Currently, Ms Tjioe heads the operation of T&T Gourmet

Cuisine Pte Ltd, a joint venture set up by Tung Lok Group

and frozen food manufacturer Tee Yih Jia Group. Its primary

business is in production of gourmet dim sum and snacks

for both local and export markets, premium mooncakes and

festive goodies such as nian gao and Chinese pastries. Her

responsibilities include recipe and product development,

and planning.

Ms Tjioe holds a Bachelor of Science Degree in Hotel and

Restaurant Management from Oklahoma State University,

USA. She was President of the Lions Club of Singapore Oriental

for the term year 2000/2001, and is presently a member of the

Ulu Pandan Community Club Management Committee.

DR TAN ENG LIANG (aged 71) was appointed as an

Independent Director of our Company on 1 March 2001 and

was last re-elected on 28 July 2008. He is the Chairman of theAudit Committee and Executive Committee and also a Member

of the Nominating Committee and Remuneration Committee.

Dr Tan was a Member of Parliament from 1972 to 1980,

the Senior Minister of State for National Development from

the B

of the E

ttee. In Ju

ve Chairman, and continues to

spearhead the Groups overall direction. He started his

s a Corporate Planner i

qu

Board of Directors



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1975 to 1978 and Senior Minister of State for Finance from

1978 to 1979. He also served as the Chairman of the Urban

Redevelopment Authority, Singapore Quality & Reliability

Association and the Singapore Sports Council. Dr Tan has

a Doctorate from Oxford University, England. Dr Tan was

awarded the Public Service Star (BBM), Public Service Star

(BAR) and the Meritorious Service Medal by the Singapore

Government. Dr Tan is also a director of the following

public listed companies: Sunmoon Food Company Ltd,

Progen Holdings Ltd, Sapphire Corporation Limited,

United Engineers Ltd, Jackspeed Corporation Limited and

Hartawan Holdings Limited.

DR KER SIN TZE (aged 64) was appointed as an

Independent Director on 1 March 2001 and was last

re-elected on 28 July 2008. He is the Chairman of the

Nominating Committee, and also a Member of the Audit

Committee, Remuneration Committee and Executive

Committee. Dr Ker is currently the Consul-General

of Singapore Consulate in Hong Kong. He holds a

Bachelor of Commerce degree from Nanyang University,

M.A.(Economics) and Ph.D(Economics) degree from the

University of Manitoba, Canada. He lectured at the then

University of Singapore from 1974 to 1980. He joined

Liang Court Pte Ltd as Managing Director in 1980 until

September 1991. In September 1990, he was appointed

as the Executive Chairman of Superior Multi-Packaging

Limited (formerly known as Superior Metal Printing

Limited), a public listed company. In August 1991, Dr Ker

was elected to Parliament. He resigned from Liang Court

Pte Ltd and Superior Multi-Packaging Limited at the end

of 1991 to take up his appointment as Minister of State for

Information and the Arts and Minister of State for Education

in January 1992. He resigned from his government posts

and returned to the private sector in September 1994. He

served as a Member of Parliament during the period 1991

to 2001.

CHNG JIT KOON (aged 75) was appointed as an

Independent Director on 20 December 2002 and was last

re-appointed on 28 July 2008. He is the Chairman of the

Remuneration Committee and is also a Member of the

Audit Committee, Nominating Committee and Executive

Committee. Mr Chng, a Justice of the Peace, was a Member

of Parliament from 1968 to 1996. He was holding the post

of Senior Minister of State when he retired in January 1997.

In addition to holding directorships in several other public-

listed and private companies in Singapore, he also serves in

several community organizations.

JULIETTE LEE HwEE KHOON (aged 52) was appointed

to the Board as a Non Executive Director on 23 August

2007 and was last re-appointed on 28 July 2008. She is

a member of the Audit Committee and is a veteran in the

food and beverage industry with more than 25 years of

experience in managing different areas of the business.

Currently she serves as Executive Director of Tee Yih Jia

(TYJ) Food Manufacturing Pte Ltd and Alternate Director

of Super Coffeemix Manufacturing Ltd. She has been with

TJY since 1980 and among her many achievements she

was instrumental in turning around TYJs subsidiary, TYJ

Fujian Brewery, to protability in 2000. She also served as

Director on the Board of Her Sea Palace Restaurant Pte Ltd

from 1987 to 1989. Ms Lee holds a Masters in Business

Administration BA (Strategic Management) from the

Maastricht School of Management in Netherlands.



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Management TeamANDREw TJIOEExecutive Chairman

Mr Tjioe was appointed to the Board since 28 September 2000,

and is a Member of the Executive Committee and Nominating

Committee. In July 2006, he was appointed as Executive Chairman,

and continues to spearhead the Groups overall direction. He

started his career as a Corporate Planner in a listed company in

1981 for 2 years and subsequently moved to Oceanic Textiles Pte

Ltd where he was appointed Deputy Managing Director from 1983

to 1986. He has been involved in restaurant operations since 1982,

becoming Managing Director of Tung Lok Sharks Fin Restaurant

Pte Ltd in 1984. He has since established a chain of reputable

restaurants in Singapore, Indonesia, Japan, China and India, and

continues to lead the Group from strength to strength.

In 1997 and 2002, in recognition of his success, Mr Tjioe was

awarded the Singapore Restaurateur of the Year by Wine & Dine.

He was the President for the Lions Club of Singapore Mandarin

from 1987 to 1988. In November 2000, he was presented the

International Management Action Award (IMAA) by Institute

of Management and Spring Singapore jointly for Excellence in

Management Action for his outstanding management of the Tung

Lok Group. In 2001, he was awarded the Tourism Entrepreneur

of the Year Award by the Singapore Tourism Board. At the World

Gourmet Summit Awards of Excellence 2005, he was awarded the

Lifetime Achievement Award, in recognition of his innovative

contributions and tireless dedication to the restaurant industry

in Singapore and abroad. In November 2006, he was namedthe Hospitality Entrepreneur of the Year in the Hospitality Asia

Platinum Awards Singapore Series 2006-07, conceptualised to

recognise the dedication and commitment of industry-related

players beyond the call of duty. In November 2007, Andrew

received the Most Creative Entrepreneurial Leaders of Asia-

Pacic Award at the APCE (Asia-Pacic Chinese Entrepreneurial

Leaders Forum) 2007. In February 2008, he was honoured with the

International Star Diamond Lifetime Achievement Award from the

New York-based American Academy of Hospitality Sciences. This is

often referred to as the Oscars of the service sector.

Mr Tjioe is a graduate in Business Administration from Oklahoma

State University, USA.

TJIOE KA INExecutive Director

Ms Tjioe was appointed to the Board on 1 March 2001 and was

last re-elected on 27 July 2007, and she is also a Member of the

Executive Committee. She joined Tung Lok Group in 1988 and

currently holds the appointment of Executive Director of the

Group. Her primary responsibilities include strategic planning and

ensuring smooth operations of Tung Loks restaurants in Singapore

and Indonesia.

Currently, Ms Tjioe heads the operation of T&T Gourmet Cuisine

Pte Ltd, a joint venture set up by Tung Lok Group and frozen

food manufacturer Tee Yih Jia Group. Its primary business is inproduction of gourmet dim sum and snacks for both local and

export markets, premium mooncakes and festive goodies such as

nian gao and Chinese pastries. Her responsibilities include recipe

and product development, and planning.

Ms Tjioe holds a Bachelor of Science Degree in Hotel and

Restaurant Management from Oklahoma State University, USA.

She was President of the Lions Club of Singapore Oriental for the

term year 2000/2001, and is presently a member of the Ulu Pandan

Community Club Management Committee.

LIM QUEE TECK

Chief Financial OfcerPrior to joining the Group in 2001, Lim Quee Teck was responsible

for the nance and accounting functions of Natsteel Electronics

Ltd and its subsidiaries. Armed with many years of nancial and

business experience in both local and international companies, his

portfolio includes heading the Finance & MIS department at Olivetti

Singapore before moving to Singapore Technologies. Lim Quee

Teck is a Certied Public Accountant.

RICKY NGExecutive Vice President

Ricky joined the Group as Restaurant Manager of Singapores

pioneer Modern Chinese restaurant Club Chinois in 1997. Prior

to this, he gained fullling experience at well-known Australianand Hong Kong establishments such as Hayman Island Resort

Hotel and Conrad International. Ricky received formal training

at the Australian School of Tourism and Hotel Management. In

2006, he was promoted from General Manager to Vice President

Operations, where he oversaw the operations of Club Chinois,

My Humble House, Space @ My Humble House, and Lao Beijing.

Full of passion and drive for the F&B business, Ricky displays a high

level of commitment towards service excellence, and was one of

only three Super Star Award nalists in the Restaurant Category of

the Singapore Excellent Service Award 2008 organised by Spring

Singapore and Singapore Tourism Board. In his current capacity as

Executive Vice President, he spearheads the overall operations of

the Groups restaurants, and manages the business development ofthe Group.

JOCELYN TJIOEVice President, Administration

A diploma graduate in Business Studies from Ngee Ann Technical

College, Jocelyn is armed with several years of experience in

purchasing and administration, having worked previously at

You Hong Lee Pte Ltd (a subsidiary of Oceanic Textiles). In her

current capacity, Jocelyn is overall responsible for the purchasing



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and administration functions of the Group, ensuring constant

and prompt supply of materials and equipment necessary for the

operations of the restaurants.

VINCENT PHANGVice President, Banquet and Catering Sales

Vincent joined the Group in 1998. With a career spanning of 15

years, he had worked in various hotels from Boulevard Hotel to

Le Meridien Singapore, as well as Fort Canning Country Club. In

his current capacity, Vincent is overall responsible for the entire

banquet and catering operations of all restaurants within the Group.

A graduate from SHATEC, he also holds various certicates from the

American Hotels & Motels Association, Premier Sales & Marketing

for hospitality professionals from Asia Connect & HSMAI Asia

Pacic and More Sales Thru Service Excellence from the Marketing

Institute of Singapore. At the Singapore Excellent Service Award

2004 organised by Spring Singapore and Singapore Tourism Board,

Vincent was presented with the Star Award for his outstanding

contribution and commitment to providing top quality service.

wOODY ACHUTHANVice President, Operations, Training & Customer Services

Prior to joining the Group in 2001, Woody was with United Airlines

as its Onboard Services-Chief Purser and Instructor based in

Singapore. During his fteen years service with United Airlines, he

taught trainees on customer service excellence, food and beverage

presentation skills, onboard marketing, and product offering,

amongst other training programmes. His personal achievementsincluded the Five Star Diamond Award, Most Valuable Player

Corporate Award, as well as Employee of the Year 1998. In his

current role, Woody is responsible for the Groups training in areas

such as customer relationship management and service excellence.

He also oversees the daily operations of Garuda Padang Cuisine.

CAROLYN TANVice President, Marketing & Corporate Communications

Carolyn joined the Group in 2002. Armed with several years of

experience in the marketing communications eld, mainly from the

hotel industry, her past employments include top hotel chains such

as Westin, Hyatt, Holiday Inn, Rafes and Millennium & Copthorne

International. In her current capacity, she is in charge of a teamof Marketing Communications Managers and Graphics Designers,

and spearheads the marketing, promotional, public relations and

loyalty programme activities of the Groups restaurants. She is

also responsible for strategising plans to maintain the corporate

and brand identity of the Group. At the Singapore Excellent

Service Award 2007 organised by Spring Singapore and Singapore

Tourism Board, she was recognized with the Star Award. Carolyn

holds a Bachelor of Arts in Mass Communications from the Royal

Melbourne Institute of Technology.

CHUA POH YORKVice President, Operations

Poh York joined the Group in 1985 as Assistant Manager of Tung

Lok Restaurant. Subsequently, in 1989, she became the Restaurant

Manager of the then Grand Pavilion, and The Paramount Restaurant

in 1993. In her current capacity as Vice President, Operations, she

manages and oversees the daily operations of restaurants such as

The Paramount Restaurant, Tung Lok Seafood, and Zhous Kitchen.

SAM LEONGCorporate Chef / Director of Kitchens

Sam is the maestro behind the unique Modern Chinese Cuisine

that the Group is known for. He has had the honour of serving up

some of his best to highly respected local political leaders such as

Minister Mentor Lee Kuan Yew, Senior Minister Goh Chok Tong and

Prime Minister Lee Hsien Loong; as well as foreign dignitaries such

as former U.S. Presidents George Bush and Bill Clinton, former

Indonesian President Megawati Sukarnoputri, and Queen Elizabeth

II of England.

Honoured with several awards and accolades, some of Sams

achievements include the prestigious World Gourmet Summit

(WGS) Award of Excellence for Best Asian Ethnic Chef in 2001,

2002 and 2004; Chef of the Year and Executive Chef of the Year

in 2005; and Asian Cuisine Chef of the Year (Regional) in 2009.

He was also inducted into the WGS Awards of Excellence Hall of

Fame. In February 2008, he received the coveted International

Star Diamond Chef Award from the American Academy of

Hospitality Sciences.

Sam has also participated in several international culinary events

such as the Wolfgang-Lazaroff American Wine & Food Festival, the

Meals on Wheels charity event in Los Angeles, and the St. Moritz

Gourmet Festival in Switzerland. In April 2005, Singapore Airlines

announced Sam as its latest member, and the only Singapore

representative, on its International Culinary Panel (ICP) of world-

renowned chefs. Besides publishing two personal cookbooks, A

Wok Through Time in 2004 and Sensations in 2007, he is also a

regular personality and host of culinary programmes on Singapores

national television, MediaCorp Television.



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Statement o Corporate Governance

TUNG LOK RESTAURANTS (2000) LTD (the Company) is committed to ensuring and maintaining a high standard o corporategovernance within the Group. This report describes the corporate governance ramework and practices o the Company with specicreerence made to each o the principles o the Code o Corporate Governance 2005 (the Code). The Company will continue toimprove its systems and corporate governance processes in compliance with the Code.

BOARD MATTERS

The Boards Conduct o its Aairs

Principle 1: Every company should be headed by an eective Board to lead and control the company. The Board is collectivelyresponsible or the success o the company. The Board works with Management to achieve this and the Management remainsaccountable to the Board.

The Board o Directors (the Board) conducts at least three meetings a year and as warranted by circumstances. The Companys Articles

o Association allow a board meeting to be conducted by way o a telephone conerence or by means o a similar communicationequipment whereby all persons participating in the meeting are able to hear each other.

The attendance o the directors at meetings o the Board and Board committees during the nancial year ended 31 March 2009(FY2009) is as ollows :

Name

BOARDMEETING

AUDITCOMMITTEE

EXECUTIVECOMMITTEE

REMUNERATIONCOMMITTEE

NOMINATINGCOMMITTEE

No. o Meetings No. o Meetings No. o Meetings No. o Meetings No. o Meetings

Held Attended Held Attended Held Attended Held Attended Held Attended

Tjioe Ka Men 4 4 - - 4 4 - - 1 1

Tjioe Ka In 4 4 - - 4 3 - - - -

Tan Eng Liang 4 4 4 4 4 4 3 3 1 1

Ker Sin Tze 4 3 4 3 4 3 3 2 1 1

Chng Jit Koon 4 4 4 4 4 4 3 3 1 1

Juliette LeeHwee Khoon

4 4 4 4 - - - - - -

The Board is responsible or :

(1) reviewing and adopting a strategic plan or the Company;

(2) overseeing the conduct o the Companys business to evaluate whether the business is being properly managed; and

(3) establishing a ramework or proper internal controls and risk management;

Matters, which are specically reserved to the ull Board or decision are those involving material acquisitions and disposals o assets,corporate or nancial restructuring and share issuances. Specic Board approval is required or any investments or expenditureexceeding $200,000/- in total. Additionally, the Board delegates certain o its unctions to the Executive, Audit, Nominating andRemuneration Committees.

These Committees unction within clearly dened terms o reerences and operating procedures, which are reviewed on a regularbasis. The eectiveness o each Committee is also constantly reviewed by the Board.



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The Executive Committee (EXCO) was ormed to assist the Board in the management o the Group. The EXCO comprises theollowing members: -

Dr Tan Eng Liang (Chairman & Independent Director)Dr Ker Sin Tze (Independent Director)Mr Chng Jit Koon (Independent Director)Mr Tjioe Ka Men (Chairman o the Board)Ms Tjioe Ka In (Executive Director)

The EXCO evaluates and recommends to the Board policies on matters covering nancial control and risk management o the Group,monitors the eectiveness o the policies set down by the Board and make recommendations or changes to the policies with theGroups nancial objectives in mind. In addition, the EXCO recommends to the Board investments, acquisitions or disposals andmonitors the unding needs o the Group. It also reviews the nancial perormance o the Group and initiates actions as are appropriateor the management o the Group.

On appointment, the Chairman o the Board will brie new Directors on the Groups business and policies. Directors and seniorexecutives are encouraged to undergo relevant training to enhance their skills and knowledge, particularly on new laws and regulationsaecting the Groups operations.

Board Composition and Balance

Principle 2: There should be a strong and independent element on the Board, which is able to exercise objective judgement oncorporate aairs independently, in particular, rom Management. No individual or small group o individuals should be allowed todominate the Boards decision making.

The Board comprises six (6) directors, o whom two (2) are executive directors, three (3) non-executive and independent directors andone (1) non-executive director. As at the date o this report, the Board comprises the ollowing members:

Tjioe Ka Men (Executive Chairman)Tjioe Ka In (Executive Director)Dr Tan Eng Liang (Non-Executive and Independent Director)Dr Ker Sin Tze (Non-Executive and Independent Director)Chng Jit Koon (Non-Executive and Independent Director)

Juliette Lee Hwee Khoon (Non-Executive Director)

The criterion or independence is based on the denition given in the Code. The Board considers an independent director asone who has no relationship with the Company, its related companies or ocers that could interere, or be reasonably perceived tointerere, with the exercise o the directors independent judgement o the conduct o the Groups aairs.

The Board is o the view that the current board size o six directors is appropriate, taking into account the nature and scope o the

Groups operations and the Board as a whole, possesses core competencies required or the eective conduct o the Groups aairs.

Proles o the Directors are ound on page 6 o this Annual Report.

With hal o the Board comprising independent non-executive Directors, the Board is able to exercise objective judgement on corporateaairs independently, and no individual or small group o individuals dominate the Boards decision making.



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Chairman and Chie Executive Ofcer

Principle 3: There should be a clear division o responsibilities at the top o the company the working o the Board and theexecutive responsibility o the companys business which will ensure a balance o power and authority, such that no one individualrepresents a considerable concentration o power.

Mr Tjioe Ka Men is the Executive Chairman o the Company. As Executive Chairman, Mr Tjioe Ka Men bears responsibility or theworkings o the Board and, together with Audit Committee, ensures the integrity and eectiveness o the governance process o theBoard.

Mr Tjioe Ka Men also bears executive responsibility or the management o the Group.

The Board is o the view that, given the scope and nature o the operations o the Group and the strong element o independence othe Board, it is not necessary to separate the unctions o Executive Chairman and Chie Executive Ocer.

Board Membership

Principle 4: There should be a ormal and transparent process or the appointment o new directors to the Board.

Board Perormance

Principle 5: There should be a ormal assessment o the eectiveness o the Board as a whole and the contribution by each directorto the eectiveness o the Board.

The Nominating Committee (NC) comprises our directors o whom three are independent directors and one is executive directoras ollows: -.

Dr Ker Sin Tze (Chairman)Dr Tan Eng LiangMr Chng Jit KoonMr Tjioe Ka Men

The NC has adopted specic written terms o reerence and its role is to establish a ormal and transparent process or :-

(1) the appointment or re-appointment o members o the Board.

(2) evaluating and assessing the eectiveness o the Board as a whole, and the contribution by each individual director to theeectiveness o the Board.

(3) determining the independence o directors in accordance with Guidance Note 2.1 o the Code.

The Articles o Association o the Company require one-third o the Board to retire rom oce at each Annual General Meeting(AGM). Accordingly, the Directors will submit themselves or re-nomination and re-election at regular intervals o at least onceevery three years.

The Company has in place policies and procedures or the appointment o new directors including the description on the search andnomination process.

Although the independent directors hold directorships in other companies, which are not in the Group, the Board is o the view thatsuch multiple board representations do not hinder them rom carrying out their duties as directors. These directors would widen theexperience o the Board and give it a broader perspective.




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The NC evaluated the Boards perormance as a whole in FY2009 based on perormance criteria set by the Board. Each individualdirector assessed the perormance o the Board as a whole and himsel. The NC Chairman would then assess each director and theBoards perormance as a whole. The assessment parameters include attendance record at the meetings o the Board and the relevantcommittees, intensity o participation at meetings, quality o discussions and any special contributions. The perormance criteria donot include the nancial indicators set out in the Code as guides or the evaluation o the Board as the Board is o the view that theaoresaid indicators are more appropriate measures o Boards perormance. The perormance measurements ensure that the mix oskills and experience o the directors continue to meet the needs o the Group. The NC is o the view that each individual director hascontributed to the eectiveness o the Board as a whole and has recommended the re-election o Ms Tjioe Ka In pursuant to Article91 o the Companys Articles o Association and the re-appointments o Mr Chng Jit Koon and Dr Tan Eng Liang pursuant to Section153(6) o the Companies Act at the orthcoming AGM.

Access to Inormation

Principle 6: In order to ulfll their responsibilities, Board members should be provided with complete, adequate and timely

inormation prior to board meetings and on an on-going basis.

In order to ensure that the Board is able to ulll its responsibilities, management provides the Board members with hal-yearlymanagement accounts, the EXCO Committee with quarterly management accounts and all relevant inormation. In addition, allrelevant inormation on material events and transactions are circulated to directors as and when they arise. Whenever necessary, seniormanagement sta will be invited to attend the Board meetings and Audit Committee meetings to answer queries and provide detailedinsights into their areas o operations. A quarterly report o the Groups activities is also provided to the EXCO Committee.

The Board, either individually or as a group, in the urtherance o their duties, has access to independent proessional advice, inecessary, at the Companys expense.

The Board has separate and independent access to the Company Secretary and to other senior management executives o the Companyand o the Group at all times in carrying out their duties. The Company Secretary is represented at all board meetings and audit

committee meetings. The Company Secretary assists the Board to ensure that Board procedures are ollowed and that applicable rulesand regulations are complied with.

REMUNERATION MATTERS

Procedures or Developing Remuneration Policies

Principle 7: There should be a ormal and transparent procedure or developing policy on executive remuneration and or fxing theremuneration packages o individual directors. No director should be involved in deciding his own remuneration.

Level and Mix o Remuneration

Principle 8: The level o remuneration should be appropriate to attract, retain and motivate the directors needed to run the companysuccessully but companies should avoid paying more than is necessary or this purpose. A signifcant proportion o executivedirectors remuneration should be structured so as to link rewards to corporate and individual perormance.

The Remuneration Committee (RC) comprises three directors, who are non-executive and independent directors. The RC has adoptedspecic terms o reerence.

The members o the RC are as ollows :-

Mr Chng Jit Koon (Chairman)Dr Tan Eng LiangDr Ker Sin Tze




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The RCs main duties are: -

(a) to review and recommend to the Board in consultation with management and the Chairman o the Board a ramework oremuneration and to determine the specic remuneration packages and terms o employment or each o the executive directorso the Group key executives, including those employees related to the executive directors and controlling shareholders o theGroup.

(b) to recommend to the Board, in consultation with management and the Chairman o the Board, the Executives Share OptionSchemes or any long term incentive schemes which may be set up rom time to time and to do all acts necessary in connectiontherewith.

(c) to carry out its duties in the manner that it deemed expedient, subject always to any regulations or restrictions that may beimposed upon the RC by the Board o Directors rom time to time.

As part o its review, the RC shall ensure that :

(a) all aspects o remuneration, including directors ees, salaries, allowances, bonuses, options and benets-in-kinds should becovered.

(b) the remuneration packages should be comparable within the industry and comparable companies and shall include aperormance-related element coupled with appropriate and meaningul measures o assessing individual executive directorsperormances.

(c) the remuneration package or employees related to executive directors and controlling shareholders o the Group are in line withthe Groups sta remuneration guidelines and commensurate with their respective job scopes and levels o responsibilities.

No director is involved in deciding his own remuneration. The non-executive and independent directors do not have any servicecontracts but they are paid a basic ee.

All aspects o remuneration, including but not limited to directors ee, salaries, allowances, bonuses, and benets-in-kind shall bereviewed by the RC.

Disclosure on Remuneration

Principle 9: Each company should provide clear disclosure o its remuneration policy, level and mix o remuneration, and theprocedure or setting remuneration in the companys annual report. It should provide disclosure in relation to its remunerationpolicies to enable investors to understand the link between remuneration paid to directors and key executives, and perormance.

The details o the remuneration o directors o the Group disclosed in bands or services rendered during the nancial year ended 31March 2009 are as ollows:

Number o directors

2009 2008

$500,000 and above - -

$250,000 to $499,999 1 1

Below $249,999 5 5

Total 6 6




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The summary compensation table or the Directors and top ve key executives o the Group or the nancial year ended 31 March2009 is set out below:

Directors Remuneration

RemunerationBand

Salary& Fees

%

PerormanceBased Bonuses

%

OtherBenefts

%

TotalRemuneration

%

Executive Directors

Tjioe Ka Men C 100 - - 100

Tjioe Ka In A 100 - - 100

Non-Executive Directors

Tan Eng Liang A 100 - - 100

Ker Sin Tze A 100 - - 100

Chng Jit Koon A 100 - - 100

Juliette Lee Hwee Khoon A 100 - - 100

Remuneration Band A = S$250,000

The service contracts o the executive directors, key executives and employees related to our Directors are reviewed periodically bythe RC. According to the respective contracts :-

a) the remuneration include a xed salary, a bonus and a variable perormance bonus which is linked to the Group and individual

perormance.

b) there are no onerous compensation commitments on the part o the Company in the event o a termination o the service o theexecutive director.

The Company does not have any employee share option schemes or other long-term incentive scheme or directors at the moment.

The overall wage policies or the employees are linked to perormance o the Group as well as individual and determined by the Boardand its Remuneration Committee. The Board will respond to any queries raised at AGMs pertaining to such policies. Accordingly, it isthe opinion o the Board that there is no necessity or such policies to be approved by the shareholders.

Disclosure o the top ve executives remuneration (executives who are not directors o the Company) in the ollowing bands orFY2009 is as ollows :-

Name oExecutive

RemunerationBand Salary

%

PerormanceBased Bonuses

%

OtherBenefts

%Total%

Sam Leong Siew Kay B 98 2 - 100

Phang Chwee Kin B 66 34 - 100

Ricky Ng Chi Hung A 83 17 - 100

Lim Quee Teck A 100 - - 100

Chua Poh York A 81 19 - 100




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Immediate Family Member o Directors or Substantial Shareholders

One employee o the Group is an immediate amily member o the Executive Chairman and the remuneration o this employee didnot exceed $150,000/- or the nancial year ended 31 March 2009.

ACCOUNTABILITY AND AUDIT

Accountability

Principle 10: The Board should present a balanced and understandable assessment o the companys perormance, position andprospects.

The Board is accountable to the shareholders and is mindul o its obligations to urnish timely inormation and to ensure ull disclosureo material inormation to shareholders in compliance with statutory requirements and the Listing Manual o the Singapore Exchange

Securities Trading Limited (SGX-ST).

Price sensitive inormation will be publicly released either beore the Company meets with any group o investors or analysts orsimultaneously with such meetings. Financial results and annual reports will be announced or issued within legally prescribedperiods.

Audit Committee

Principle 11: The Board should establish an Audit Committee with written terms o reerence which clearly set out its authority andduties.

The Audit Committee (AC) comprises the ollowing our non-executive Directors, majority o whom including the Chairman, are

independent :

Dr Tan Eng Liang (Chairman)Dr Ker Sin TzeMr Chng Jit KoonMs Juliette Lee Hwee Khoon

The AC has adopted specic terms o reerence.

The AC meets at least three times a year to perorm the ollowing unctions: -

1) reviews the audit plans o our Groups external auditors;

2) reviews with the external auditors the scope and results o the audit;

3) reviews the co-operation given by our Groups ocers to the external auditors;

4) reviews the nancial statements o our Group beore submission to the Board o Directors;5) nominates external auditors or re-appointment and reviews their independence;

6) reviews interested person transactions; and

7) reviews internal audit ndings and adequacy o the internal audit unction.




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The Board considers that the members o the AC are appropriately qualied to discharge their responsibilities.

The external auditors have ull access to the AC and the AC has ull access to the management. The AC has the power to commissioninvestigations into any matters, which has or is likely to have material impact on the Groups operating results or nancial results.

For FY2009, the AC met once with the external auditors without the presence o the management. The AC reviewed the ndings o theauditors and the assistance given to them by management.

The AC has undertaken a review o all non-audit services provided by the external auditors or FY2009 and is satised that suchservices would not in the ACs opinion aect the independence o the external auditors.

The external auditors carry out in the course o their statutory audit, a review o the eectiveness o the Companys material internalcontrols, including nancial, operational and compliance controls. Material non-compliance and internal control weaknesses notedduring their audit are reported to the AC together with their recommendations. The internal auditors ollow up on the external auditorsrecommendations in a joint eort to strengthen the Groups internal control systems.

The AC has reviewed and, based on the audit reports and management controls in place, is satised that there are adequate internalcontrols in the Group.

The Company has in place a whistle-blowing ramework where sta o the Company can access the Audit Committee Chairman andmembers or the Head o Human Resource to raise concerns about improprieties.

Internal Controls and Risk Management

Principle 12: The Board should ensure that the Management maintains a sound system o internal controls to saeguard theshareholders investments and the companys assets.

The AC will ensure that a review o the eectiveness o the Companys material internal controls, including nancial, operationaland compliance controls and risk management, is conducted annually. In this respect, the AC will review the audit plans, and thendings o the auditors and will ensure that the Company ollows up on the auditors recommendations raised, i any, during the auditprocess.

The Group has in place a system o internal control and risk management or ensuring proper accounting records and reliable nancialinormation as well as management o business risks with a view to saeguarding shareholders investments and the Companys assets.The risk management ramework implemented provides or systematic and structured review and reporting o the assessment o thedegree o risk, evaluation and eectiveness o controls in place and the requirements or urther controls.

Internal Audit

Principle 13: The company should establish an internal audit unction that is independent o the activities it audits.

An internal audit unction has been set up. The internal auditor reports to the Chairman o the AC and also to the Chie FinancialOcer or administrative purpose. The internal audit plan is approved by the AC. The results o the audit ndings are submitted to theAC or its review in its meeting. The scope o the internal audit covers the audits o all operations.

The AC is satised that the internal audit unction is adequately resourced and has appropriate standing within the Company in viewo the current scale o operations.




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COMMUNICATION WITH SHAREHOLDERS

Communication with Shareholders

Principle 14: Companies should engage in regular, eective and air communication with shareholders.

Principle 15: Companies should encourage greater shareholder participation at AGMs and allow shareholders the opportunity tocommunicate their views on various matters aecting the Company.

In line with continuous obligations o the Company pursuant to the SGX-STs Listing Rules, the Boards policy is that all shareholdersbe inormed o all major developments that impact the Group.

Inormation is disseminated to shareholders on a timely basis through:

(a) SGXNET announcements and news release;

(b) Annual Report prepared and issued to all shareholders;(c) Press releases on major developments o the Group;(d) Notices o and explanatory memoranda or AGM and extraordinary general meetings (EGM); and(e) Companys website at www.tunglok.com at which shareholders can access inormation on the Group.

The Companys AGMs are the principal orums or dialogue with shareholders. The Chairmen o the Audit, Remuneration andNominating Committees are normally available at the meetings to answer any question relating to the work o these committees. TheExternal Auditors shall also be present to assist the Directors in addressing any relevant queries by the shareholders.

Shareholders are encouraged to attend the AGM/EGM to ensure high level o accountability and to stay appraised o the Groupsstrategy and goals. Notice o the meeting will be advertised in newspapers and announced on SGXNET.

Dealing In Securities

The Company has in place a policy prohibiting share dealings by Directors and employees o the Company or the period o onemonth prior to the announcement o the Companys hal yearly and yearly results as the case may be, and ending on the date o theannouncement o the relevant results. Directors and employees are expected to observe the insider trading laws at all times even whendealing in securities within permitted trading period.

ADDITIONAL INFORMATION

1. Interested Person Transactions

The Company adopted an internal policy in respect o any transactions with interested person and has established procedures

or review and approval o the interested person transactions entered into by the Group. The Audit Committee has reviewed therationale and terms o the Groups interested person transactions and is o the view that the interested person transactions areon normal commercial terms and are not prejudicial to the interests o the shareholders.

Interested person transactions carried out during the nancial year by the Group are as ollows :-

$

a) Sale o ood and beverages Nil

b) Management ee 72,000




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2. Material Contracts

No material contracts to which the Company or its subsidiary is a party and which involve interests o directors or controllingshareholders subsisted at the end o the nancial year or have been entered into since the end o the previous nancial year.




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Financial Content

21 Report o the Directors24 Independent Auditors Report

25 Balance Sheets

27 Consolidated Prot and Loss Statement

28 Statements o Changes in Equity

30 Consolidated Cash Flow Statement

32 Notes to Financial Statements

72 Statement o Directors

73 Statistics o Shareholdings75 Notice o Annual General Meeting

Proxy Form



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The directors present their report together with the audited consolidated nancial statements o the group and balance sheet andstatement o changes in equity o the company or the nancial year ended March 31, 2009.

1 DIRECTORS

The directors o the company in oce at the date o this report are:

Tjioe Ka MenTjioe Ka InKer Sin Tze (Dr)Tan Eng Liang (Dr)Chng Jit KoonLee Hwee Khoon Juliette

2 ARRANGEMENTS TO ENABLE DIRECTORS TO ACQUIRE BENEFITS BY MEANS OF THE ACQUISITION OF SHARES ANDDEBENTURES

Neither at the end o the nancial year nor at any time during the nancial year did there subsist any arrangement whose objectis to enable the directors o the company to acquire benets by means o the acquisition o shares or debentures in the companyor any other body corporate.

3 DIRECTORS INTERESTS IN SHARES AND DEBENTURES

The directors o the company holding oce at the end o the nancial year had no interests in the share capital and debentureso the company and related corporations as recorded in the register o directors shareholdings kept by the company under

Section 164 o the Singapore Companies Act except as ollows:

Shareholdings in whichShareholdings registered directors are deemed

in name o director to have an interestAt At

beginning At end beginning At endo year o year o year o year

The company Ordinary shares

Tjioe Ka Men 141,000 226,000 53,200,000 53,200,000Tjioe Ka In 40,000 54,000 53,200,000 53,200,000

By virtue o Section 7 o the Singapore Companies Act, Mr Tjioe Ka Men and Ms Tjioe Ka In are deemed to have an interest inthe company and all the related corporations o the company.

The directors interests in the shares o the company at April 21, 2009 were the same at March 31, 2009.

Report o the Directors



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4 DIRECTORS RECEIPT AND ENTITLEMENT TO CONTRACTUAL BENEFITS

Since the beginning o the nancial year, no director has received or become entitled to receive a benet which is required tobe disclosed under Section 201(8) o the Singapore Companies Act, by reason o a contract made by the company or a relatedcorporation with the director or with a rm o which he is a member, or with a company in which he has a substantial nancialinterest except or salaries, bonuses and other benets as disclosed in the nancial statements. Certain directors receivedremuneration rom related corporations in their capacity as directors and/or executives o those related corporations.

5 SHARE OPTIONS

(a) Option to take up unissued shares

During the nancial year, no option to take up unissued shares o the company or any corporation in the group wasgranted.

(b) Option exercised

During the nancial year, there were no shares o the company or any corporation in the group issued by virtue o theexercise o an option to take up unissued shares.

(c) Unissued shares under option

At the end o the nancial year, there were no unissued shares o the company or any corporation in the group underoption.

6 AUDIT COMMITTEE

At the date o this report, the Audit Committee comprises the ollowing members, all o whom are independent directors otherthan Lee Hwee Khoon Juliette:

Tan Eng Liang (Dr) (Chairman)Ker Sin Tze (Dr)Chng Jit KoonLee Hwee Khoon Juliette

The Audit Committee has met 4 times since the last Annual General Meeting and has perormed the ollowing where relevant,with executive directors and external and internal auditors o the company:

a) reviews the audit plans o the external auditors;

b) reviews with the external auditors the scope and results o the audit;

c) reviews the co-operation given by the management to the external auditors;

d) reviews the nancial statements o the group beore their submission to the Board o Directors and external auditorsreport on those nancial statements;

e) reviews the hal-yearly and annual announcements as well as the related press releases on the results and nancialposition o the company and the group;




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) nominates external auditors or re-appointment and reviews their independence;

g) reviews interested person transactions; and

h) reviews internal audit ndings and adequacy o the internal audit unction.

The Audit Committee has ull access to and has the co-operation o the management. It has been given the resources requiredor it to discharge its unctions properly. The Audit Committee also has ull discretion to invite any director and executive ocerto attend its meetings. The external and internal auditors have unrestricted access to the Audit Committee.

The Audit Committee has recommended to the Board o Directors the nomination o Deloitte & Touche LLP or re-appointmentas external auditors o the group at the orthcoming Annual General Meeting o the company.

7 AUDITORS

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

ON BEHALF OF THE DIRECTORS

.........................................Tjioe Ka Men

.........................................Tjioe Ka In

SingaporeDate: June 18, 2009




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We have audited the accompanying nancial statements o Tung Lok Restaurants (2000) Ltd (the company) and its subsidiaries(the group) which comprise the balance sheets o the group and the company as at March 31, 2009, the prot and loss statement,statement o changes in equity and cash fow statement o the group and the statement o changes in equity o the company or the yearthen ended, and a summary o signicant accounting policies and other explanatory notes, as set out on pages 25 to 71.

Managements Responsibility or the Financial Statements

Management is responsible or the preparation and air presentation o these nancial statements in accordance with the provisions othe Singapore Companies Act, Cap. 50 (the Act) and Singapore Financial Reporting Standards. This responsibility includes: devisingand maintaining a system o internal accounting controls sucient to provide a reasonable assurance that assets are saeguardedagainst loss rom unauthorised use or disposition; and transactions are properly authorised and that they are recorded as necessary topermit the preparation o true and air prot and loss accounts and balance sheets and to maintain accountability o assets; selectingand applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditors Responsibility

Our responsibility is to express an opinion on these nancial statements based on our audit. We conducted our audit in accordancewith Singapore Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perorm theaudit to obtain reasonable assurance whether the nancial statements are ree rom material misstatement.

An audit involves perorming procedures to obtain audit evidence about the amounts and disclosures in the nancial statements. Theprocedures selected depend on the auditors judgement, including the assessment o the risks o material misstatement o the nancialstatements, whether due to raud or error. In making those risk assessments, the auditor considers the internal control relevant tothe entitys preparation and air presentation o the nancial statements in order to design audit procedures that are appropriate inthe circumstances, but not or the purpose o expressing an opinion on the eectiveness o the entitys internal control. An auditalso includes evaluating the appropriateness o accounting policies used and the reasonableness o accounting estimates made bymanagement, as well as evaluating the overall presentation o the nancial statements. We believe that the audit evidence we haveobtained is sucient and appropriate to provide a basis or our audit opinion.

Opinion

In our opinion,

(a) the consolidated nancial statements o the group and the balance sheet and statement o changes in equity o the companyare properly drawn up in accordance with the provisions o the Act and Singapore Financial Reporting Standards so as to givea true and air view o the state o aairs o the group and o the company as at March 31, 2009 and o the results, changes inequity and cash fows o the group and changes in equity o the company or 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 inSingapore o which we are the auditors have been properly kept in accordance with the provisions o the Act.

Public Accountants andCertied Public Accountants

SingaporeDate: June 18, 2009

Independent Auditors Reportto the Members o Tung Lok Restaurants (2000) Ltd



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Group CompanyNote 2009 2008 2009 2008

$ $ $ $

ASSETS

Current assetsCash and bank balances 6 10,438,629 12,461,079 59,459 101,958Trade receivables 7 823,013 1,033,532 - -Other receivables and prepayments 8 617,600 1,662,513 33,301 786,694Inventories 9 1,928,380 2,004,725 - -

Total current assets 13,807,622 17,161,849 92,760 888,652

Non-current assets

Trade receivables - non-current 7 153,033 181,487 - -Long-term security deposits 10 1,723,288 1,493,643 - -Advances to subsidiaries 11 - - 2,809,413 2,430,000Advances to joint ventures 12 - 217,327 - -Advances to associate 13 - 356,221 - -Subsidiaries 14 - - 2,507,190 2,084,565

Joint ventures 15 - 203,047 - Associate 16 - - - -Available-or-sale investments 17 100,000 - - -Other intangible asset 18 52,462 72,478 - -Goodwill 19 204,158 204,158 - -Property, plant and equipment 20 11,193,866 10,547,052 - -

Total non-current assets 13,426,807 13,275,413 5,316,603 4,514,565

Total assets 27,234,429 30,437,262 5,409,363 5,403,217

LIABILITIES AND EQUITY

Current liabilitiesTrade payables 21 5,883,921 6,015,916 - -Other payables 22 9,401,608 10,209,964 4,389,901 3,466,198Current portion o nance leases 23 331,702 352,162 - -Bank loans - current portion 24 2,028,855 895,621 - -Income tax payable 195,995 1,125,751 - -

Total current liabilities 17,842,081 18,599,414 4,389,901 3,466,198

Balance SheetsMarch 31, 2009

See accompanying notes to nancial statements.



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Group CompanyNote 2009 2008 2009 2008

$ $ $ $

Non-current liabilitiesOther payables non-current 22 269,798 - - -Finance leases 23 653,075 297,934 - -Long-term loans 24 1,388,110 1,577,236 - -Deerred tax liabilities 25 505,899 345,899 - -

Total non-current liabilities 2,816,882 2,221,069 - -

Capital, reserves and minority interestsShare capital 26 10,269,503 10,269,503 10,269,503 10,269,503Currency translation decit (332,244) (60,057) - -

Accumulated losses (4,498,396) (1,568,853) (9,250,041) (8,332,484)Equity attributable to equity holders o the company 5,438,863 8,640,593 1,019,462 1,937,019Minority interests 1,136,603 976,186 - -

Total equity 6,575,466 9,616,779 1,019,462 1,937,019

Total liabilities and equity 27,234,429 30,437,262 5,409,363 5,403,217

March 31, 2009


Balance Sheets



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GroupNote 2009 2008

$ $

Revenue 27 73,427,812 75,901,710

Cost o sales (22,071,300) (22,661,541)

Gross proft 51,356,512 53,240,169

Other operating income 28 1,186,692 1,198,039

Administrative expenses (24,110,894) (24,783,704)

Other operating expenses 29 (28,263,850) (26,379,344)

Share o loss o joint ventures 15 (1,550,238) (962,545)

Share o loss o associate 16 (930,241) (518,496)

Finance costs 30 (234,561) (185,803)

(Loss) Proft beore tax (2,546,580) 1,608,316

Income tax expense 31 (273,444) (924,973)

(Loss) Proft or the year 32 (2,820,024) 683,343

Attributable to:

Equity holders o the company (2,929,543) 367,134

Minority interests 109,519 316,209

(2,820,024) 683,343

(Loss) Earnings per share (cents)

Basic 33 (2.09) 0.26

Diluted 33 (2.09) 0.26

Year ended March 31, 2009


Consolidated Proft and Loss Statement



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AttributableCurrency to equity

Share translation Accumulated holders o Minoritycapital defcit losses the company interests Total

$ $ $ $ $ $Group

Balance at April 1, 2007 10,269,503 (83,600) (1,613,054) 8,572,849 589,977 9,162,826

Exchange dierences arising ontranslation o oreign operations,representing net incomerecognised directly in equity - 23,543 - 23,543 - 23,543

Prot or the year - - 367,134 367,134 316,209 683,343

Total recognised income andexpense or the year - 23,543 367,134 390,677 316,209 706,886

Dividends paid (Note 35) - - (322,933) (322,933) - (322,933)Dividends paid to minority

shareholders o subsidiaries - - - - (130,000) (130,000)Issue o shares to minority

shareholders o a subsidiary - - - - 200,000 200,000

Balance at March 31, 2008 10,269,503 (60,057) (1,568,853) 8,640,593 976,186 9,616,779

Exchange dierences arising ontranslation o oreign operations,representing net loss recogniseddirectly in equity - (272,187) - (272,187) - (272,187)

Loss or the year - - (2,929,543) (2,929,543) 109,519 (2,820,024)

Total recognised income andexpense or the year - (272,187) (2,929,543) (3,201,730) 109,519 (3,092,211)

Dividends paid to minorityshareholders o subsidiaries - - - - (363,345) (363,345)

Issue o shares to minorityshareholders o a subsidiary - - - - 360,000 360,000

Fair value adjustment on interest-ree loandue to a minority shareholder - - - - 54,243 54,243

Balance at March 31, 2009 10,269,503 (332,244) (4,498,396) 5,438,863 1,136,603 6,575,466



Statements o Changes In Equity



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Share Accumulatedcapital losses Total

$ $ $

Company

Balance at April 1, 2007 10,269,503 (6,361,615) 3,907,888

Loss or the year - (1,647,936) (1,647,936)

Dividends paid (Note 35) - (322,933) (322,933)

Balance at March 31, 2008 10,269,503 (8,332,484) 1,937,019

Loss or the year - (917,557) (917,557)

Balance at March 31, 2009 10,269,503 (9,250,041) 1,019,462



Statements o Changes In Equity



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GroupNote 2009 2008

$ $

Operating activities(Loss) Prot beore tax (2,546,580) 1,608,316Adjustments or:

Bad debts written o 29,393 -Share o loss o joint ventures 1,550,238 962,545Share o loss o associate 930,241 518,496Depreciation o property, plant and equipment 2,777,985 2,316,903Amortisation o other intangible asset 20,016 20,016Impairment o goodwill rom joint venture 205,948 -Impairment loss on property, plant and equipment 212,000 -Other receivables written o - 426,779

Advances to a joint venture written o - 98,642Interest income (32,912) (123,682)Interest expense 234,562 185,803Loss on disposal o property, plant and equipment 5,457 40,995

Operating cash fows beore movements in working capital 3,386,348 6,054,813

Trade receivables 251,833 319,912Other receivables and prepayments A (115,361) (1,119,119)Inventories 76,345 (111,289)Long-term security deposits (229,645) (19,300)Advances to joint venture A - (16,653)Advances to associate - (356,221)Trade payables (131,995) (281,216)

Other payables (994,155) 1,759,526Cash generated rom operations 2,243,370 6,230,453

Interest paid (225,521) (185,803)Income tax paid (1,043,200) (847,250)

Net cash rom operating activities 974,649 5,197,400

Investing activitiesInterest received 23,981 95,145Proceeds rom disposal o property, plant and equipment - 1,180Purchase o property, plant and equipment B (2,912,178) (3,927,919)Advances to joint venture (211,306) -Acquisition o additional equity interest in an associate (543,885) -Acquisition o available-or-sale investment (100,000) -

Net cash used in investing activities (3,743,388) (3,831,594)



Consolidated Cash Flow Statement



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GroupNote 2009 2008

$ $

Financing activitiesDividends paid - (322,933)Loan rom a minority shareholder 315,000 -Receipt rom minority shareholders o subsidiaries 360,000 200,000Payment to minority shareholders o subsidiaries (363,345) (265,000)Proceeds rom bank loans 2,200,000 870,000Repayment o bank loans (1,255,892) (762,639)Repayment o obligations under nance leases (405,568) (390,806)

Net cash rom (used in) nancing activities 850,195 (671,378)

Net (decrease) increase in cash and cash equivalents (1,918,544) 694,428Cash and cash equivalents at the beginning o the year 12,461,079 11,754,378Eect o oreign exchange rate changes (103,906) 12,273

Cash and cash equivalents at the end o the year C 10,438,629 12,461,079

A. During the nancial year, the group acquired additional equity interest in a joint venture company amounting to $344,777(2008 : $Nil). The additional investment was satised by advances to the joint venture o $245,705 (2008 : $Nil) and thedeposits o $99,072 (2008 : $Nil) paid in prior year.

B. During the nancial year, the group acquired property, plant and equipment with an aggregate cost o $3,602,428 (2008: $4,365,919) o which $690,250 (2008 : $438,000) was acquired under nance lease arrangements. Cash payments o$2,912,178 (2008 : $3,927,919) were made to purchase property, plant and equipment.

C. Cash and cash equivalents consist o:Group

2009 2008

$ $

Cash at bank 4,938,384 6,902,177Cash on hand 201,757 166,472Short-term deposits 5,298,488 5,392,430

Total 10,438,629 12,461,079



Consolidated Cash Flow Statement



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1 GENERAL

The company (Registration No. 200005703N) is incorporated in Singapore with its principal place o business at 298 TiongBahru Road, #14-01/04 Central Plaza, Singapore 168730 and registered oce at 1 Sophia Road, #05-03 Peace Centre,Singapore 228149. The nancial statements are expressed in Singapore dollars.

The principal activity o the company is that o investment holding, while those o the subsidiaries are described in Note 14 tothe nancial statements.

The nancial statements o the group and the company have been prepared on a going concern basis which contemplates therealisation o assets and the satisaction o liabilities in the normal course o business. As at March 31, 2009, the groups andcompanys current liabilities exceeded their current assets by $4,034,459 and $4,297,141 (2008 : $1,437,565 and $2,577,546)respectively.

The group and the company are dependent on unutilised credit acilities committed by banks, the availability o uture cash

fows rom the groups restaurant operations and the continual nancial support by one o its major shareholders, Zhou HoldingsPte Ltd.

The directors have taken steps to improve the groups and companys working capital position and cash infow rom theiroperating activities.

The directors are satised that with the groups revenue generated mainly rom cash and credit card sales, availability o bankscommitted lines (Note 4 (iv)) and the unqualied nancial support by Zhou Holdings Pte Ltd, the group and company will beable to meet their obligations as and when they all due.

In the directors opinion, it is appropriate or the nancial statements o the group and company to be prepared on a goingconcern basis.

The consolidated nancial statements o the group and the balance sheet and statement o changes in equity o the companyor the nancial year ended March 31, 2009 were authorised or issue by the Board o Directors on June 18, 2009.

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF ACCOUNTING - The nancial statements have been prepared in accordance with the historical cost basis, except asdisclosed in the accounting policies below, and are drawn up in accordance with the provisions o the Singapore CompaniesAct and Singapore Financial Reporting Standards (FRS).

ADOPTION OF NEW AND REVISED STANDARDS In the current nancial year, the group has adopted all the new andrevised FRSs and Interpretations o FRS (INT FRS) that are relevant to its operations and eective or annual periods beginning

on or ater April 1, 2008. The adoption o these new/revised FRSs and INT FRSs does not result in changes to the groups andcompanys accounting policies and has no material eect on the amounts reported or the current or prior years.

At the date o authorisation o these nancial statements, the ollowing FRSs, INT FRS and amendments to FRSs that are relevantto the group and the company were issued but not eective:

FRS 1 - Presentation o Financial Statements (Revised)FRS 23 - Borrowing Costs (Revised)FRS 108 - Operating SegmentsINT FRS 113 - Customer Loyalty Programmes

March 31, 2009

Notes To Financial Statements



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2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (contd)

Consequential amendments were also made to various standards as a result o these new/revised standards.

Management anticipates that the adoption o the above FRSs, INT FRS and amendments to FRSs in uture periods will have nomaterial impact on the nancial statements o the group and o the company in the period o their initial adoption, except orthe ollowing:

FRS 1 Presentation o Financial Statements (Revised)

FRS 1 (Revised) will be eective or annual periods beginning on or ater April 1, 2009, and will change the basis or presentationand structure o the nancial statements. It does not change the recognition, measurement or disclosure o specic transactionsand other events required by other FRSs.

FRS 23 Borrowing Costs (Revised)

FRS 23 (Revised) will be eective or annual periods beginning on or ater April 1, 2009 and eliminates the option availableunder the previous version o FRS 23 to recognise all borrowing costs immediately as an expense. An entity shall capitaliseborrowing costs that are directly attributable to the acquisition, construction or production o a qualiying asset as part othe cost o that asset. As the change in accounting policy is to be applied prospectively, there will be no impact on amountsreported or 2009.

FRS 108 Operating Segments

FRS 108 will be eective or annual nancial statements beginning on or ater April 1, 2009 and supersedes FRS 14 SegmentReporting. FRS 108 requires operating segments to be identied on the basis o internal reports about components o the groupthat are regularly reviewed by the chie operating decision maker in order to allocate resources to the segment and to assess itsperormance. In contrast, FRS 14 requires an entity to identiy two sets o segments (business and geographical), using a risksand rewards approach, with the entitys system o internal nancial reporting to key management personnel serving only asthe starting point or the identication o such segments. As a result, ollowing the adoption o FRS 108, the identication o

the groups reportable segments may change.

INT FRS 113 Customer Loyalty Programmes

INT FRS 113 will be eective or annual nancial statements beginning on or ater July 1, 2008. The Interpretation requiresthe entity that grants the awards to account or the sales transaction that gives rise to the award credits as a multiple elementrevenue transaction and allocate the air value o the consideration received or receivable between the award credits grantedand the other components o the sale. The consideration allocated to the award credits is measured by reerence to their airvalue, i.e. the amount or which the award credits could be sold separately, and recognised as deerred revenue. Revenue willbe recognised only when the entity has ullled its obligation to provide the ree or discounted goods or services (in relation tothe award credits) to customers who redeem the award credits.

In previous years, the group has accounted or the award credits by recognizing the ull consideration received asrevenue with a separate liability or the cost o supplying the awards. As the change in accounting policy is to be appliedretrospectively, the accumulated losses as o March 31, 2007 would increase by approximately $670,000. The groups net

result as at March 31, 2009 would improve by approximately $290,000 (2008 : decrease by $320,000). The groups totalcurrent liabilities as at March 31, 2008 and March 31, 2009 would increase by approximately $990,000 and $700,000respectively.

BASIS OF CONSOLIDATION - The consolidated nancial statements incorporate the nancial statements o the company andentities controlled by the company (its subsidiaries). Control is achieved where the company has the power to govern thenancial and operating policies o an entity so as to obtain benets rom its activities.

The results o subsidiaries acquired or disposed o during the year are included in the consolidated prot and loss statementrom the eective date o acquisition or up to the eective date o disposal, as appropriate.

Where necessary, adjustments are made to the nancial statements o subsidiaries to bring their accounting policies into linewith those used by other members o the group.

March 31, 2009




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All intra-group transactions, balances, income and expenses are eliminated on consolidation.

Minority interests in the net assets o consolidated subsidiaries are identied separately rom the groups equity therein. Minorityinterests consist o the amount o those interests at the date o the original business combination (see below) and the minoritysshare o changes in equity since the date o the combination. Losses applicable to the minority in excess o the minoritysinterest in the subsidiarys equity are allocated against the interests o the group except to the extent that the minority has abinding obligation and is able to make an additional investment to cover its share o those losses.

In the companys nancial statements, investments in subsidiaries, joint ventures and associates are carried at cost less anyimpairment in net recoverable value that has been recognised in the prot and loss statement.

BUSINESS COMBINATIONS - The acquisition o subsidiaries is accounted or using the purchase method. The cost o the

acquisition is measured at the aggregate o the air values, at the date o exchange, o assets given, liabilities incurred orassumed, and equity instruments issued by the group in exchange or control o the acquiree, plus any costs directly attributableto the business combination. The acquirees identiable assets, liabilities and contingent liabilities that meet the conditions orrecognition under FRS 103 are recognised at their air values at the acquisition date.

Goodwill arising on acquisition is recognised as an asset and initially measured at cost, being the excess o the cost o thebusiness combination over the groups interest in the net air value o the identiable assets, liabilities and contingent liabilitiesrecognised. I, ater reassessment, the groups interest in the net air value o the acquirees identiable assets, liabilities andcontingent liabilities exceeds the cost o the business combination, the excess is recognised immediately in the consolidatedprot and loss statement.

The interest o minority shareholders in the acquiree is initially measured at the minoritys proportion o the net air value o theassets, liabilities and contingent liabilities recognised.

FINANCIAL INSTRUMENTS - Financial assets and nancial liabilities are recognised on the groups balance sheet when thegroup becomes a party to the contractual provisions o the instrument.

Eective interest method

The eective interest method is a method o calculating the amortised cost o a nancial instrument and o allocating interestincome or expense over the relevant period. The eective interest rate is the rate that exactly discounts estimated uture cashreceipts or payments through the expected lie o the nancial instrument, or where appropriate, a shorter period. Income andexpense is recognised on an eective interest basis.

Financial assets

Investments are recognised and de-recognised on a trade date where the purchase or sale o an investment is under a contractwhose terms require delivery o the investment within the timerame established by the market concerned, and are initiallymeasured at air value, net o transaction costs.

Loans and receivables

Trade receivables, loans and other receivables that have xed or determinable payments that are not quoted in an active marketare classied as loans and receivables. Loans and receivables are measured at amortised cost using the eective interestmethod less impairment. Interest is recognised by applying the eective interest rate method, except or short-term receivableswhen the recognition o interest would be immaterial.

March 31, 2009




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Available-or-sale investments

Available-or-sale investments are measured at cost less impairment loss, i any, with reerence to the

tung lok annual report 2009 ended march 2009

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