annual report
2015
Dedicated
to healing.
Powered by
Innovation.
05 Corporate directory
06 Chairman’s message
08 Zhuhai-Singapore Life Science Park
Signing Ceremony
10 Key Milestones
12 Profile of Board of Directors
15 Profile of Doctors and Key Management
18 Financial review
21 Patients’ testimonials
24 Corporate governance statement
29 Directors’ report
40 Auditor’s Independence Declaration
42 Consolidated statement of profit or loss
and other comprehensive income
44 Consolidated statement of financial
position
45 Consolidated statements of changes in
equity
46 Consolidated statement of cash flows
47 Notes to the financial statements
84 Directors’ declaration
85
Independent auditor’s report
88 Shareholder information
Asian American Medical
Group Limited
ABN NUMBER 42 091 559 125
Annual report for the year
ended 31 August 2015
CONTENTS
page 04
CORPORATE DIRECTORY
DIRECTORS
Dato’ Dr Kai Chah Tan (Executive Chairman)
Mr Wing Kwan Teh (Non-Executive Director)
Mr Evgeny Tugolukov (Non-Executive Director)
Mr Heng Boo Fong (Independent Non-Executive Director)
Mr Paul Vui Yung Lee (Independent Non-Executive Director)
Ms Jeslyn Jacques Wee Kian Leong (Independent Non-Executive Director)
COMPANY SECRETARY
Dario Nazzari
REGISTERED OFFICE
25 Peel Street
Adelaide SA 5000
Tel
Fax
Website : www.aamg.co
: +61 8 8110 0999
: +61 8 8110 0900
AUDITORS
Grant Thornton Audit Pty Ltd
Level 1, 67 Greenhill Road
Wayville SA 5034
Tel
Fax
: +61 8 8372 6666
: +61 8 8372 6677
BANKERS
DBS Bank Ltd
12 Marina Boulevard
DBS Asia Central, Marina Bay Financial Centre Tower 3
Singapore 018982
Westpac Banking Corporation
447 Bourke Street
Melbourne VIC 3000
SHARE REGISTRY
Computershare Investor Services Pty Ltd
Level 5, 115 Grenfell Street
Adelaide SA 5000
Tel
Fax
: +61 8 8236 2300
: +61 8 9473 2408
STOCK EXCHANGE LISTING
The Company’s shares are quoted on the Official List of the Australian Securities Exchange Limited.
ASX Code : AJJ
page 05
Dato’ Dr Kai Chah Tan
D.P.M.P., MBBS(MAL),
FRCS(EDIN), FAMS
Executive Chairman and Surgeon,
Hepatobiliary / Transplant
The Group’s Management and Consultancy (“M&C”)
segment recorded revenue of S$0.8 million, up from S$0.2
million in FY2014. This was due mainly to the engagement
by Rich Tree Land (“RTL”) for AAMG to provide consultancy
services for the development of the Zhuhai-Singapore
Life Science Park, a specialist ambulatory medical centre
for advanced diagnostics and wellness services in Zhuhai,
China.
The Group’s newly established radiation oncology practice,
run by its subsidiary Asian American Radiation Oncology
Pte Ltd (“AARO”), generated revenue of S$42,000 in the
first five months of operation. AARO, established in April,
incurred a loss of S$0.1 million during those months due to
development costs.
Excluding the S$0.5 million loss from the discontinued
operations, the Group achieved a net profit of $1.1 million
from continuing operations in FY2015.
During the year under review, the Group completed
the placement of 30 million new shares to a group of
sophisticated investors. The placement raised S$3.2 million
in gross proceeds, and underscores investors’ faith in our
efforts to move up the value chain, enlarge our competencies
and expand our geographical presence.
Net asset value per share rose to 3.55 Singapore cents from
2.52 cents. The Group achieved earnings of 0.49 Singapore
cent a share from continuing operations, compared to a loss
of 1.09 Singapore cents a share in FY2014.
Dear Shareholders,
On behalf of the Board of Directors of Asian American
Medical Group (“AAMG” or “the Group”) I am pleased to
present the annual report for the financial year ended 31
August 2015 (“FY2015”).
It has a year rich with significance, the foremost being
our proposed acquisition of a 60%-stake in the Zhuhai-
Singapore Life Science Park in China. We have already
commenced project consultancy and management services
related to this landmark project which marks a major
strategic shift. The other major initiatives in the year under
review include the launch of our new business segment,
Asian American Radiation Oncology (“AARO”), and new
partnerships in the region.
We achieved a profit of S$0.6 million in FY2015, reversing
a loss of S$2.5 million a year ago. Our overall performance
has been positive despite a S$0.5 million loss following the
closure of Asian American Blood & Bone Marrow Transplant
Centre Pte Ltd (“AABMTC”) in December 2014, as well as
ongoing challenges in the operating environment.
Business Review
While Singapore remains South-East Asia’s leading medical
tourism hub, it faces rising medical costs, competition from
regional players and the strengthening of the Singapore
dollar against the Malaysian and Indonesian currencies.
Despite these challenges, the Group’s revenue soared 65.2%
to S$20.4 million from S$12.3 million a year ago driven
mainly by contributions from the Group’s wholly owned
subsidiary Asian American Liver Centre (“AALC”) which
performed substantially more liver dialysis and surgical
procedures during the year. AALC successfully carried out
11 living donor liver transplantations in FY2015, up from five
in the previous year.
page 06
Asian American Radiation Oncology
Strengthening the Team
CHAIRMAN’S MESSAGE
Ms. Pamela Anne Jenkins has been engaged as a
Consultant, following her resignation as Managing
Director of the Company on 1 June 2015 and Non-
Executive Director on 30 September 2015. She will
provide advisory and consultancy services in her
areas of expertise. We thank Ms. Jenkins for her
contributions to the Group over the last 21 years.
We would also like to extend a warm welcome to
Dr. Daniel Tan as the Medical Director and Radiation
Oncologist of AARO, with whom we look forward to
exploring new opportunities in the field.
We have strengthened our management team with
the addition of Ms. Angela Choong, who on 1 August
2015 was appointed Chief Commercial Officer for the
Group’s Commercial Division, under the Healthcare
Management and Consultancy Segment. Ms. Choong
will manage the Company’s existing projects, such as
the Zhuhai-Singapore Life Science Park. She will also
negotiate, review and advise on potential projects.
Going Forward
Our financial performance during the year under
review reflects our commitment to build a strong
brand and enhance our core capabilities. We have
strengthened our long-standing relationship with
UPMC and formed new partnerships with established
healthcare institutions and contractors. We have also
launched many exciting strategic initiatives as part of
our ongoing pursuit of geographical expansion. We
are confident that this will enhance long-term value
for shareholders.
The Group will continue to seek overseas opportunities
for project management and radiation oncology,
especially in China. In the coming year, we will
continue to build sustainable growth and strengthen
our foothold in our core liver segment.
Appreciation
On behalf of the Board of Directors, I would like to
convey my appreciation to our shareholders for your
loyalty and support, and to the Group’s management
team and staff for all their hard work during the year.
Dato’ Dr Kai Chah Tan
Executive Chairman
Following the closure of AABMTC, the Group established in
April 2015 a Radiation Oncology division, AARO, led by Dr.
Daniel Tan Yat Harn as part of our key expansion into the
growing radiotherapy and oncology segment.
Dr Daniel Tan was trained in clinical and radiation oncology
in the Royal College of Radiologists, U.K., and the Academy
of Medicine, Singapore. He has more than twelve years of
professional experience, including eight years as a Radiation
Oncologist at the National Cancer Centre Singapore
(“NCCS”).
Through AARO we are widening our medical specialisations
to meet growing demand in developing countries such as
Russia, Myanmar, Indonesia and China, where there is a
shortage of modern radiotherapy treatment facilities.
Leveraging on AAMG’s existing collaboration with renowned
U.S. healthcare group UPMC, AARO has begun to gain
traction in Singapore as well as key overseas markets we
have identified through the use of telemedicine. We have
also commenced projects in Myanmar and Russia, and
are concurrently exploring opportunities in Malaysia and
Vietnam.
On 2 September 2015, AARO signed a Memorandum of
Understanding (“MOU”) with Hwa Koon Engineering Pte
Ltd, an established Singapore-based specialist contractor
in the healthcare industry with more than 20 years of
experience as the leading vendor of major public and private
radiology and radiotherapy facilities projects in Singapore
and Malaysia, to explore collaborations in Asia.
AARO also entered into a MOU on 1 October 2015 with
Aizawa Hospital, a private general hospital in Matsumoto
in Nagano Prefecture, Japan. AARO will partner Aizawa
Hospital to explore opportunities in proton therapy – a
technology exclusive to Aizawa Hospital – across Singapore
and South-East Asia, leveraging on AARO’s international
network.
The Group expects such strategic partnerships to enhance
AARO’s comprehensive suite of capabilities as a regional
provider of one-stop solutions in radiology and oncology.
Zhuhai-Singapore Life Science Park
On 12 August 2015, we announced our intention to acquire
a 60%-stake, valued at S$19.6 million, in Rich Tree Land Pte
Ltd (“RTL”) to develop an advanced diagnostic and wellness
medical centre (Phase 1) of this exciting project in southern
China.
The Zhuhai-Singapore Life Science Park is a specialist
ambulatory medical centre with a staff of multidisciplinary
consultants. Located in the Zhuhai Free Trade Zone it will
offer health screening, endoscopic and operation services,
including a comprehensive suite of aesthetic services
that will involve investments of about S$80 million upon
completion in 2017.
AAMG has been appointed the lead project manager for the
development of the Park, and will oversee its design and
delivery together with UPMC. The project management role
is in line with our diversification into project consultancy
and management services.
International interest in China’s healthcare sector until now
is largely confined to traditional Chinese medicine and
hospital-based services. The Zhuhai-Singapore Life Science
Park aims to change this and reshape medical tourism in
Southern China over the next decade. The Park will leverage
on China’s demand for world-class medical expertise, as well
as Zhuhai’s close proximity to Macau and Hong Kong via the
Hong Kong-Macau-Zhuhai Bridge which is scheduled for
completion in 2016.
page 07
Zhuhai-Singapore Life Science Park
Signing Ceremony
On 12 August 2015, Asian American
Medical Group (“AAMG”) announced
that it had entered into a conditional
sale and purchase agreement to
acquire a 60% stake, valued at
S$19.6 million, in Rich Tree Land Pte
Ltd (“RTL”) for the development
of an advanced diagnostic and
wellness medical center in Zhuhai,
Southern China.
Both parties signed the agreement
for the development of the Zhuhai-
Singapore Life Science Park in a
ceremony at the Mandarin Oriental
Hotel Singapore, with the media,
industry peers and investors in
attendance.
AAMG has been appointed the project lead manager for
the development of the Zhuhai-Singapore Life Science Park
(Phase 1), a specialist ambulatory medical centre offering
health screening, endoscopic and surgical services. The Park
also offers multi-disciplinary medical consultations, including
a one-stop suite of aesthetic services. AAMG, together with
leading U.S. healthcare group UPMC, will oversee the design
and delivery of the Park, which has been scheduled for
completion in 2017.
The agreement marks AAMG’s entry into the mainland Chinese
market, expanding its regional presence beyond Malaysia
and Myanmar. It also signifies a strategic diversification from
the Group’s core medical specialisations of advanced liver
treatments and, more recently, radiotherapy oncology.
China is the world’s 3rd largest and fastest growing healthcare
market in the world and is expected to be valued at US$1
trillion by 2020. Mainland China’s domestic population is
growing larger and wealthier, and is becoming increasingly
conscious about the quality of medical care.
AAMG believes that the project will reshape medical tourism
in Southern China over the next decade, leveraging factors
such as China’s demand for world-class medical expertise,
Zhuhai’s close proximity to Macau and Hong Kong, and the
Park’s accessibility via the upcoming Hong Kong-Macau-
Zhuhai Bridge.
The acquisition is subject to due diligence, shareholder
approval and the receipt of an independent valuation of the
land owned by RTL.
page 08
page 09
AAMG Annual Report 2015
KEY MILESTONES
1990
1991
1992
1993
1995
1997
The world's first heart-and-liver transplant performed by
Dato’ Dr KC Tan
First split-liver transplant in the United Kingdom (“UK”)
First auxiliary liver transplant for liver failure in the UK
First paediatric living donor liver transplant (“LDLT”) in
the UK; Second auxiliary liver transplant for metabolic
disease in the world
First paediatric LDLT in South-East Asia
Second split-liver transplant in Asia
First successful adult LDLT in South-East Asia
2007
2002
2004 - 2006 Performed first liver transplants for patients from
Pakistan, Sri Lanka, Myanmar, Bangladesh and the
United Arab Emirates in our centre
First private medical centre to successfully performed
the 100th LDLT in Asia
Listed on the Australian Securities Exchange (“ASX”),
stock code AJJ
First healthcare company in Singapore to use remote
patient monitoring devices for the Intensive Care Unit
2009
2010
Established its first satellite clinic, which incorporated
telemedicine services, in Ho Chi Minh City, Vietnam.
Signed Service Agreement with
UPMC, a top Global Healthcare
Enterprise based in Pittsburgh,
USA
First private medical centre to
successfully performed the 200th
LDLT in Asia
Signed Consultancy Agreement
with iHeal Medical Services to
practice at iHeal Medical Centre
in Kuala Lumpur, Malaysia.
1990 - 2010
2012
2011
Entered into a
Management
Services Agreement
with Parkway
Hospitals to
co-manage
Gleneagles Hospital’s
liver diseases clinical
program.
page 10
Signed a Joint Venture
Agreement with Pinlon
Hospital and 30th
Street Clinic in Yangon,
Myanmar to establish
the first premier liver
centre based in Pinlon
Hospital to provide
treatment for liver
diseases
2014
2013
Established Haematopoietic Stem
Cell Transplant centre which offers
treatment for other blood related
diseases.
Signed Service Agreement with
Vinmec International Hospital to set
up a liver clinic in Hanoi, Vietnam
Successful placement of 21,000,000
new shares to RusSing Med
Holdings.
Creation of new brand Corporate
identity and renamed Asian
American Medical Group (“AAMG”)
2015
Successful placement of 30,000,000 new shares to a group of
sophisticated investors
Set up a Radiation Oncology division, Asian American Radiation
Oncology Pte Ltd (“AARO”), led by Dr Daniel Tan Yat Harn
Entered into agreement with Rich Tree Land to provide
Consultancy Services as Project Lead Manager for a proposed
Zhuhai-Singapore Life Science Park in Zhuhai, China
Entered into a Conditional Sale and Purchase agreement to
acquire 60% of Rich Tree Land for S$19.6 million
AARO signed a Memorandum of Understanding (“MOU”) with
Hwa Koon Engineering, a specialist contractor in the healthcare
industry, focusing on turnkey project design and building services
with expertise in radiation shielding and bunker construction to
explore collaborations in Asia
AARO signed a MOU with Jisenkai Medical Corporation Aizawa
Hospital, a private general hospital based in Matsumoto in
Nagano Prefecture, Japan which operates a comprehensive
cancer centre equipped with a proton beam therapy ("Proton
Therapy") facility to explore opportunities for the establishment of
Proton Therapy services in Singapore and South-East Asia.
1990
1991
1992
1993
1995
1997
2002
The world's first heart-and-liver transplant performed by
Dato’ Dr KC Tan
First split-liver transplant in the United Kingdom (“UK”)
First auxiliary liver transplant for liver failure in the UK
First paediatric living donor liver transplant (“LDLT”) in
the UK; Second auxiliary liver transplant for metabolic
disease in the world
First paediatric LDLT in South-East Asia
Second split-liver transplant in Asia
First successful adult LDLT in South-East Asia
2004 - 2006 Performed first liver transplants for patients from
Pakistan, Sri Lanka, Myanmar, Bangladesh and the
United Arab Emirates in our centre
2007
First private medical centre to successfully performed
2009
Listed on the Australian Securities Exchange (“ASX”),
the 100th LDLT in Asia
stock code AJJ
2010
First healthcare company in Singapore to use remote
patient monitoring devices for the Intensive Care Unit
Established its first satellite clinic, which incorporated
telemedicine services, in Ho Chi Minh City, Vietnam.
Signed Service Agreement with
UPMC, a top Global Healthcare
Enterprise based in Pittsburgh,
USA
First private medical centre to
successfully performed the 200th
LDLT in Asia
Signed Consultancy Agreement
with iHeal Medical Services to
practice at iHeal Medical Centre
in Kuala Lumpur, Malaysia.
1990 - 2010
2012
2011
Entered into a
Management
Services Agreement
with Parkway
Hospitals to
co-manage
Gleneagles Hospital’s
liver diseases clinical
program.
2013
Established Haematopoietic Stem
Cell Transplant centre which offers
treatment for other blood related
diseases.
Signed Service Agreement with
Vinmec International Hospital to set
up a liver clinic in Hanoi, Vietnam
Successful placement of 21,000,000
new shares to RusSing Med
Holdings.
Creation of new brand Corporate
identity and renamed Asian
American Medical Group (“AAMG”)
Signed a Joint Venture
Agreement with Pinlon
Hospital and 30th
Street Clinic in Yangon,
Myanmar to establish
the first premier liver
centre based in Pinlon
Hospital to provide
treatment for liver
diseases
2014
2015
Successful placement of 30,000,000 new shares to a group of
sophisticated investors
Set up a Radiation Oncology division, Asian American Radiation
Oncology Pte Ltd (“AARO”), led by Dr Daniel Tan Yat Harn
Entered into agreement with Rich Tree Land to provide
Consultancy Services as Project Lead Manager for a proposed
Zhuhai-Singapore Life Science Park in Zhuhai, China
Entered into a Conditional Sale and Purchase agreement to
acquire 60% of Rich Tree Land for S$19.6 million
AARO signed a Memorandum of Understanding (“MOU”) with
Hwa Koon Engineering, a specialist contractor in the healthcare
industry, focusing on turnkey project design and building services
with expertise in radiation shielding and bunker construction to
explore collaborations in Asia
AARO signed a MOU with Jisenkai Medical Corporation Aizawa
Hospital, a private general hospital based in Matsumoto in
Nagano Prefecture, Japan which operates a comprehensive
cancer centre equipped with a proton beam therapy ("Proton
Therapy") facility to explore opportunities for the establishment of
Proton Therapy services in Singapore and South-East Asia.
page 11
PROFILE OF
BOARD OF DIRECTORS
Dato’ Dr Kai Chah Tan
Executive Chairman
D.P.M.P., MBBS (MAL),
FRCS (EDIN),FAMS
Mr Wing Kwan Teh
Non-Executive Director
FCA (S’pore), FCCA (UK),
IA(HKCPA), CA (M’sia)
Dato’ Dr Kai Chah Tan serves as the Executive Chairman of AAMG. He is also the Executive Chairman
of Asian American Liver Centre Pte Ltd (“AALC”) and the Director of Asian American Medical Group
Inc.(“AAMG Inc”), Asian American Radiation Oncology Pte Ltd (“AARO”) and Asian American Medical
Group Pte Ltd (“AAMG PL”), all are subsidiaries of AAMG. Dr Tan is the lead Surgeon (Hepatobiliary/
Transplant) in AALC.
Dr Tan graduated from the University of Malaya, in 1978 and obtained his Surgical Fellowship from
the Royal College of Surgeons, Edinburgh in 1982. From 1984 to 1987, he obtained advanced training
in paediatric surgery in Manchester and Southampton, United Kingdom (“UK”) and further training in
paediatric hepatobiliary surgery and liver transplant surgery at King’s College Hospital (“KCH”), London.
Dr Tan was Consultant Liver Surgeon at KCH and taught surgery at the University of London from 1988
to 1994.
Pioneering various liver transplant procedures in the UK for both adults and paediatric patients, from
the first ‘split-liver’ transplant, the first auxiliary liver graft to five liver-kidney and one heart-liver
transplants, Dr Tan has received many accolades from his peers, patients and their families alike.
With more than 400 liver transplant procedures in the UK under his belt, Dr Tan set up his practice, the
Asian Centre for Liver Diseases & Transplantation (“ACLDT”), in Gleneagles Hospital, Singapore in 1994.
Dr Tan was also appointed the Director of the Liver Transplant Programme, National University Hospital
(“NUH”), Singapore from 1995 to 2002.
In April 2002, the first successful adult-adult LDLT in South-East Asia was performed in Gleneagles
Hospital, Singapore. Dr Tan and his team have successfully performed more than 200 LDLTs - the
only private centre in South-East Asia to reach this historical milestone. He has published extensively,
including co-editing a textbook on ‘The Practice of Liver Transplantation’, and lectured on the subjects
of hepatobiliary and liver transplantation surgery.
••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••
Mr Wing Kwan Teh specializes in corporate restructuring, corporate finance and merger & acquisition.
Mr Teh is currently the Managing Director and Group CEO of Sapphire Corporation Limited (“Sapphire”)
(listed on the Main Board of the Singapore Exchange Securities Limited (“SGX-ST”)) and under the new
strategic direction of Mr Teh, Sapphire has undergone a major corporate restructuring exercise and
successfully acquired the second largest privately-owned urban rail transit infrastructure group in China
as part of his corporate turnaround strategies.
Mr Teh is also a Non-Executive and Non-Independent Director of Singapore eDevelopment Ltd (listed
on Catalist of the SGX-ST and previously known as CCM Group Limited), an appointed Adviser to the
Board of Koda Ltd (listed on the Main Board of SGX-ST), a sophisticated investor and a director of BMI
Capital Partners Limited (Hong Kong). He was a Non-Executive and Non-Independent Director of Heng
Fai Enterprises Limited (listed on the Hong Kong Stock Exchange) and he also served as appointed
Audit Committee Chairman and Independent Director of other public companies listed on the SGX-ST.
Mr Teh has had significant experience having been a professional in finance who have been advising
companies listed in and prepared to list in Hong Kong, Singapore, Australia, Vietnam and Taiwan. Mr
Teh is a nominated candidate for the Asia Pacific Entrepreneurship Awards 2015 (Singapore) under the
Industrial and Commercial Products Industry.
Mr Teh is a Fellow Chartered Accountant of Singapore, Fellow Member of the Association of Chartered
Certified Accountants (United Kingdom), an International Affiliate of the Hong Kong Institute of Certified
Public Accountants, a Chartered Accountant of the Malaysian Institute of Accountants, a Full Member of
Singapore Institute of Directors and a Member of Hong Kong Securities and Investment Institute.
page 12
PROFILE OF
BOARD OF DIRECTORS
Mr Evgeny Tugolukov
Non-Executive Director
B Econ
Mr Heng Boo Fong
Independent
Non-Executive Director
B Acc (Hons)
Mr Evgeny Tugolukov holds a degree in Economics and Enterprise Management from the Ural State
Technical University (“USTU”) in Russia. He is the President and Founder of RusSing Holdings Pte Ltd
(“RusSing”) which was founded to create more linkages between Russia and Singapore/South-East Asia
to create new business visions and ideas and also strengthening the cultural interstate communications.
Mr Tugolukov has over 20 years of rich entrepreneurial background in various business fields. Under his
management, several sizeable holdings were created, including one of Russia’s largest power machine-
building companies – PJSC EMAlliance. He is currently involved in industries such as agriculture, natural
resources, healthcare and real estate development. Having established a successful track record in
the business field, Mr Tugolukov became and is currently an Honorary Business Representative of
International Enterprise Singapore in Russia and Ukraine.
Mr Tugolukov was appointed as Non-Executive Director of AAMG on 3 June 2013.
••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••
Mr Heng Boo Fong is an Independent Non-Executive Director and is also the Chairman of the Audit
Committee of AAMG. He is also a member of the Nomination and Remuneration Committee.
Mr Fong studied at the University of Singapore (now known as National University of Singapore, “NUS”)
and graduated with an Honours Degree in Accountancy. He has over 41 years of working experience in
auditing, finance, business development and corporate governance.
He was with the Auditor-General’s Office, Singapore, from 1975 to 1993. He held the appointment
of Assistant Auditor-General when he left the Auditor-General’s Office. He was also General Manager
(Corporate Development) of a listed company in Singapore as well as the Chief Financial Officer
of a listed company in Australia. His other professional experience included membership of Audit
Committees of Statutory Boards and Advisory Committees of School of Accountancy of Nanyang
Technological University, Singapore and Ngee Ann Polytechnic, Singapore. Mr Fong was a Fellow
Member of the Institute of Singapore Chartered Accountants. He was a council member of the then
Institute of Certified Public Accountants of Singapore (“ICPAS”) (now known as Institute of Singapore
Chartered Accountants (“ISCA”)) and he was awarded a silver medal by ICPAS in 1999.
Mr Fong is also presently an Independent Director of three companies listed on the SGX-ST, which
are Colex Holdings Limited, CapitaRetail China Trust Management Limited and Sapphire Corporation
Limited.
page 13
PROFILE OF
BOARD OF DIRECTORS
Mr Paul Vui Yung Lee
Independent
Non-Executive Director
B Bus (MIS)
Ms Jeslyn Jacques
Wee Kian Leong
Independent
Non-Executive Director
FCCA (UK)
Mr Paul Lee has over 19 years’ experience in business development, quality control and cost
management. He has served on a number of boards of companies in Malaysia and Australia. He has
broad experience in diverse industries and international businesses such as public utilities infrastructure
construction, building materials, property development, and oil palm plantations. With a Business
Degree from Edith Cowan University in Perth and strong analytical skills, he has aided companies in
both identifying and implementing strategic growth opportunities.
Mr Lee was appointed to the Board on 31 January 2013. He chairs the Nomination and Remuneration
Committee and is also a member of the Audit Committee.
••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••
Ms Jeslyn Leong is a Fellow of the Association of Chartered Certified Accountants (United Kingdom)
with 24 years of extensive experience in the field of corporate finance, which included tenure as a
Financial Accountant of Teys Australia Pty Ltd, Australia’s leading beef processor and exporter.
Ms Leong joined AAMG as an Independent Non-Executive Director on 1 January 2012. She is currently
an Accountant with Orrcon Steel, a wholly-owned subsidiary of BlueScope Steel Limited (listed in
Australian Securities Exchange, “ASX”), a leading Australian distributor and manufacturer of steel, tube
and pipe. In this role she has obtained extensive experience in manufacturing management.
She is also presently an Independent Director of Six Senses. Six Senses Mountain Resort has been listed
as one of the top 10 iconic Australian holiday homes.
page 14
PROFILE OF DOCTORS
AND KEY MANAGEMENT
Dr Kang Hoe Lee
Respiratory Physician
& Intensivist
(Critical Care & Liver Transplant)
MA (UK), MBBChir (UK), MRCP (UK),
FRCP(EDIN), FAMS (SIN), EDIC (EUR)
Dr Yee Lee Cheah
Surgeon
(Liver Transplant/
Hepatopancreatobiliary Surgery)
MBBCh BAO (IREL), AFRCSI (IREL),
American Board of Surgery (USA)
Dr Lee Kang Hoe graduated from University of Cambridge, UK. He was a scholar at Jesus College,
Cambridge and a recipient of the Duckworth Prize. He also received support from Kuok Foundation,
Malaysia for his medical studies. Dr Lee interned with Professor Sir Roy Calne at Addenbrooke’s Hospital
and finished his general medicine training at Cambridge before coming to Singapore. In 1990, he joined
the Department of Medicine at the NUH, Singapore. Dr Lee completed his Fellowship in Critical Care
Medicine at the UPMC in USA from 1993 to 1995, and was awarded Fellow of the Year in 1994. From 1994
to 1995, Dr Lee performed research with Professor Michael Pinsky at UPMC on acute lung injury.
On his return to Singapore, Dr Lee crossed over to the NUS as a Lecturer in Medicine and was promoted
to Associate Professor. He was also the Medical Director of the ICU at NUH, where he started the liver
dialysis programme in 2000.
Dr Lee was with NUS until 2005 when he joined Gleneagles Hospital, Singapore as Director of ICU. Since
then, he has been working together with the ACLDT, now known as AALC. Dr Lee has expanded the liver
dialysis programme to include other devices, and also helped set up the dedicated liver ICU where he
has been active in the management of liver failure and liver transplant patients.
Dr Lee was one of the founding members of the Society of Intensive Care Medicine and was a previous
member of the Specialist Training Committee for Intensive Care Medicine and Respiratory Medicine.
He has published extensively in the critical care and liver transplant areas, and he has also been involved
in various research protocols together with scientists at NUS and A*STAR in Singapore.
••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••
A Board Certified surgeon of the American Board of Surgery, Dr Yee Lee Cheah specialises in liver
transplantation and hepatopancreatobiliary surgery (surgery of the liver, pancreas and bile ducts).
Dr Cheah began her surgical career in 2000 with a medical degree from the Royal College of Surgeons,
Ireland, and obtained her Associate Fellowship of the Royal College of Surgeons, Ireland, in 2003. From
2003 to 2008, she completed her general surgery training at the prestigious Ivy League General Surgery
Residency Program at Brown University in Rhode Island, USA, where she was appointed Executive Chief
Resident of General Surgery in 2008. Dr Cheah also received the Dean’s Teaching Award in 2007 and
the Haffenreffer Outstanding Resident of the Year Award in 2008 at Brown University.
Dr Cheah underwent advanced training in liver transplantation and hepatopancreatobiliary surgery under
the mentorship of Professors Elizabeth Pomfret and Roger Jenkins at the Lahey Clinic in Massachusetts,
USA. She completed her American Society of Transplant Surgeons (“ASTS”) accredited fellowship in
2010. Dr Cheah returned to Asia and joined Khoo Teck Puat Hospital (“KTPH”), Singapore, as Consultant
Surgeon and was instrumental in developing its hepatopancreatobiliary surgery programme until 2014,
when she left KTPH to join Asian American Liver Centre.
Dr Cheah’s clinical interests are in living donor liver transplantation, surgery of the liver, pancreas and
bile ducts for benign and malignant disorders, and nutrition support and therapy of surgical patients.
Her main research interests are in the areas of living donor safety, and disorders of the liver, pancreas
and bile ducts.
Dr Cheah was appointed Clinical Instructor at Brown University and Tufts University, USA, from 2003
to 2010. She is a founding member of the Hepatopancreatobiliary Association of Singapore. In addition,
she has served in the Vanguard and Membership Committees of the International Liver Transplant
Society (“ILTS”) since 2011. Dr Cheah has given presentations at local national and international surgical,
transplant and nutrition meetings and conferences.
page 15
PROFILE OF DOCTORS
AND KEY MANAGEMENT
Dr Daniel Yat Harn Tan
Radiation Oncologist & Medical Director
Stereotactic Radiosurgery (SRS/SBRT), Brain
and Spine, Breast and Prostate Cancers
MBBS (SIN), FRCR (Clinical Oncology, UK),
FAMS (Radiation Oncology)
Dr Daniel Tan Yat Harn is the Consultant Radiation Oncologist and Medical Director of Asian
American Radiation Oncology (“AARO”), a newly established division of Asian American Medical Group,
in collaboration with UMPC. He also helms the clinical unit of AARO to provide sub-specialty radiation
oncology and clinical expertise in advanced radiation techniques to local and regional patients.
After graduating from the NUS in 2002, Dr Daniel Tan was awarded a Health Manpower Development
(“HMDP”) fellowship by Ministry of Health (“MOH”) Singapore in 2008. He then went on to obtain
another fellowship in 2011 at the Royal College of Radiologists, U.K. and subsequently was awarded
another HMDP Award for training in Brachytherapy, Stereotactic Radiosurgery and Body Irradiation
(“SRS/SBRT”) by MOH Singapore in 2012. He was admitted as a Fellow of the Academy of Medicine,
Singapore (“FAMS”), Chapter of Radiation Oncology in 2012.
Dr Daniel Tan’s research interest involves the study of the use and evaluation of stereotactic radiosurgery
(“SRS”) and stereotactic body radiation therapy (“SBRT”) in benign and malignant tumours of the
brain and spine. Together with his mentors, he developed the Novalis Brain Stereotactic Radiosurgery
Program at the National Cancer Centre Singapore (“NCCS”) and subsequently developed the Novalis
Spine Stereotactic Radiosurgery Program after returning from abroad.
He was the national project coordinator for the International Atomic Energy Agency’s (“IAEA”) project
involving efforts to train and develop SBRT, an advanced radiation technique, in countries within the
Asia-Pacific Region. He was Course Director for the first regional training course in SBRT in 2012 and in
2014 he was invited to IAEA as an expert consultant for preparation of phase 2 of this regional project.
Dr Daniel Tan’s work has been presented at major international conferences, and speaks frequently
on his research subjects in regional meetings. He has written and published in research journals on the
subjects of neuro-oncology, SRS and SBRT.
Dr Daniel Tan was the Co-Chairperson of the Neuro-Oncology Cancer Service Line Development
workgroup in NCCS and Clinical lecturer at the Yong Loo Lin School of Medicine at the NUS. He serves
as an executive committee member of the Singapore Radiological Society and as a council member of
the College of Radiology Singapore and is currently organizing chairman of their 24th Annual Scientific
Meeting and the event RadiologyAsia 2015. He is currently pursuing his MBA in Healthcare Management
at NUS because he believes that good medicine depends on good management.
page 16
Mr Meng Yau Yeoh
Group Chief Financial Officer
FCA (S’pore), FCCA (UK), CA (M’sia)
PROFILE OF DOCTORS
AND KEY MANAGEMENT
Mr Cherinjit Kumar Shori
Group Chief Operating Officer
B Acc, PGDip Marketing
& Healthcare
Angela Chiew
Foong Choong
Chief Commercial Officer
CA (S’pore), FCMA (UK)
Mr Cherinjit Kumar Shori holds a Bachelor of Accountancy degree from Nanyang Technological University in Singapore.
Mr Shori also holds a Graduate Diploma in Marketing from the Singapore Institute of Management and Certificate in
Healthcare Management from Georgetown University, USA.
He has more than 20 years’ experience in the healthcare and hospitality industries covering business development
and marketing. He was the Group Vice President/Deputy Chief Marketing Officer for Singapore-based Parkway Group
Healthcare Pte Ltd, one of Asia’s largest healthcare providers, where he served for ten years in strategic marketing,
business development and regional expansion to increase the market share for its group of hospitals in Singapore, before
joining AAMG.
Prior to that, he held senior management positions with various companies including Sun Cruises and Sembawang Leisure
(a subsidiary of Sembawang Corporation).
Mr Shori has also been invited to speak at international conferences, the latest being the Internationale Tourismus-Börse
Berlin (ITB Berlin) Conference 2012 where he shared his experience in the future of global medical tourism.
Mr Shori joined AAMG as Group Chief Operating Officer in November 2009.
•••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••
Mr Meng Yau Yeoh obtained his professional accounting qualification from the Association of Chartered Certified
Accountants (“ACCA”) in 1994 and has over 20 years of working experience in auditing, finance and business development.
He started his career at the then KPMG Peat Marwick in 1995 and left as an Audit Senior in 1998. After spending four
years in the Big 4 audit firm, Mr Yeoh spent the next ten years between 1999 and 2009 working in senior positions in
several listed and privately owned companies involved in a wide range of industries ranging from property development,
construction, information technology, investment holdings to service and hospitality in Singapore, Malaysia and Australia.
During that period, he was involved in two successful main board Initial Public Offerings in Singapore, listing exercises and
trade sales in Germany and United Kingdom.
Mr Yeoh is a Fellow Member of the Institute of Singapore Chartered Accountants, Fellow Member of the Association of
Chartered Certified Accountants (United Kingdom) and a Chartered Accountant registered with the Malaysian Institute of
Accountants. He joined AAMG as Group Financial Controller in December 2009 and was subsequently appointed as Group
Chief Financial Officer in March 2013.
•••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••
Ms Angela Chiew Foong Choong holds professional accounting qualifications from the Institute of Chartered & Public
Accountants Singapore and the Chartered Institute of Management Accountants in the U.K. She has 27 years of regional
business experience, with a strong track record of finance and project management across China and South-East Asia.
Ms Choong established her career in 1988 at The International Paint Sdn Bhd (now a subsidiary of global paints and
coatings company Akzo Nobel NV) as an accountant, where she was promoted to Finance & Commercial Manager within
five months of being with the company and took up the position of Chief Accountant of International Paint Singapore Pte
Ltd after two years.
She was promoted to Regional Finance Manager (Far East) when the International Paint Ltd UK Group established their
first regional HQ in Singapore in 1991, after which she assumed the role of Regional Finance Manager (Asia) from 1992 to
1995. During this time, she completed due diligence, recruited, trained and managed a team for the initial takeover process
of a recently acquired joint-venture (JV) business in Taiwan. Ms Choong later returned to International Paint Singapore
Pte Ltd to serve as Finance Director from 1995 to 2000, where she oversaw finance, internal control and compliance, IT,
logistics and warehousing operations.
In 2000, Ms Choong became SBU (Regional) Financial Controller of Marine & Protective Coatings – which covers ten
legal entities in nine countries and eight manufacturing sites – for China, India and South-East Asia. She was member of
project steering committee for the construction of a new factory in China from 2005 to 2007 responsible for finance,
legal, tax exemption approval and cost control; working closely with project manager (construction) to deliver target
plant commissioning deadline. She later became Regional Controller for Marine Coatings Asia, where she was responsible
for all Asian operations, including six legal entities in five countries. She took on several key management and accounting
projects during this time, and was extensively involved in negotiations for the extension of a JV contract in China, and
subsequently extension of land use right for the JV.
Ms Choong joined AAMG as Chief Commercial Officer (“CCO”) in August 2015. She spearheads the Commercial Division,
where she manages AAMG’s existing portfolio while sourcing for new projects and advising on their feasibility.
page 17
AAMG Annual Report 2015
FINANCIAL REVIEW
Financial review
Year ended 31 August
Revenue
Other operating income
Direct costs and operating expenses
Profit/(Loss) from continuing operations
Taxation
Profit/(Loss) from continuing operations, net of tax
Loss from discontinued operations, net of tax
Profit/(Loss) after taxation
Profit/(Loss) attributable to:
Members of the parent entity
Non-controlling interest
Total share capital and reserves
Basic earnings/(loss) per share
-
-
Continuing operations
Discontinued operations
Net asset value per share
Net tangible asset value per share
n.m - not meaningful
2015
2014
Increase
%
65.2
4.0
31.5
n.m
n.m
n.m
126.3
n.m
n.m
n.m
n.m
60.6
S$’000
S$’000
20,354
103
12,322
99
(19,394)
(14,748)
1,063
(13)
1,050
(491)
559
598
(39)
559
8,476
2015
(2,327)
51
(2,276)
(217)
(2,493)
(2,493)
-
(2,493)
5,279
2014
S Cents
S Cents
0.49
(0.22)
3.55
3.43
(1.09)
(0.10)
2.52
2.39
The Group’s total revenue surged by 65.2% or S$8.1 million to S$20.4 million in FY2015 from S$12.3 million a year earlier,
driven by better performances across its key operating segments: liver, radiation oncology and management and
consultancy segment.
CONTINUING OPERATIONS
Liver segment
Operated under the Group‘s wholly owned subsidiary Asian American Liver Centre (“AALC”), the Group’s liver treatment
and transplantation segment remains the largest revenue contributor, with 95.8% (2014 : 98.2%) of the Group’s overall
revenue. While overall patient transactions declined to 8,185 in FY2015 from 9,698 in FY2014, AALC saw an increase in the
number of patients seeking liver surgeries and transplants for acute liver failure and liver cancer. Compared to FY2014,
liver dialysis procedures surged by 250.0%, while surgical procedures increased by 52.6%. AAMG performed 11 successful
living donor liver transplantations (“LDLT”) in FY2015, more than double from five the previous year.
The increase in transplantations and surgical activities during FY2015 led to higher third-party revenue, sales of medication
and professional consultation fees. Third-party revenue, predominantly back-to-back billings from inpatient cases,
increased by 232.7% or S$3.7 million, whilse sales of medication and professional consultation fees increased by 22.9% and
23.7% respectively, compared to FY2014. As a result, AALC saw a 61.1% increase in revenue from S$12.1 million in FY2014
to S$19.5 million in the current financial year.
Direct costs and other operating expenses increased by S$4.8 million, or 34.7%, to S$18.7 million in FY2015, up from S$13.9
million in FY2014. Direct costs increased 98.3%, or S$5.7 million, to S$11.5 million in FY2015 from S$5.8 million in FY2014 as
a result of higher overall revenue, particularly from third parties. This was partially offset by a S$0.9 million (11.2%) decline
in other operating expenses to S$7.2 million in FY2015, down from S$8.1 million in FY2014. This was due mainly to:
• S$0.8 million decrease in staff costs, a result of reduced headcount; and
• absence of a one-off S$0.3 million impairment cost charged in FY2014.
Gross profit margin consequently fell to 42.3% (2014: 52.2%) during the period under review.
As a result of the above, the liver segment recorded a Net Profit After Tax (“Net Profit”) of S$1.3 million for FY2015,
reversing a Net Loss After Tax (“Net Loss”) of S$2.0 million in the previous financial year.
page 18
Management and Consultancy segment
AAMG’s Management and Consultancy (“M&C”) segment saw a significant increase in activities over FY2015, following
the engagement to provide consultancy services for the development of a medical centre in Zhuhai, China, by Rich Tree
Land (“RTL”). The fees for services rendered for the Zhuhai project resulted in a 266.5% increase in consultancy revenue
to S$0.8 million in FY2015, up from S$0.2 million in FY2014. Contribution from the M&C arm to the Group’s revenue rose
to 4.1% in FY2015, up from 1.8% last year.
As a result of the above, total expenses increased by S$0.4 million to S$0.5 million in FY2015 from S$0.1 million in FY2014.
Net profit for this segment improved to S$0.3 million in FY2015 from S$0.1 million in FY2014.
Radiation Oncology segment
The Group established its radiation oncology (“RO”) segment in April 2015 under its subsidiary Asian American Radiation
Oncology Pte Ltd (“AARO”), following the closure of its blood and bone marrow transplant segment on 31 December 2014.
AARO commenced clinical consultancy in July 2015 after obtaining operational licenses. For the five months under
review in FY2015, AARO recorded revenue of S$42,000, but recorded a loss of S$0.1 million for the same period due to
development costs.
DISCONTINUED OPERATIONS
Our blood and bone marrow transplant segment, operated under Asian American Blood & Bone Marrow Transplant Centre
Pte Ltd (“AABMTC”), ceased operations on 31 December 2014. AABMTC financial results up to the date of closure have
been classified as “Discontinued Operations” in the Consolidated Statement of Profit or Loss and Other Comprehensive
Income.
The financial results for AABMTC reflect only four months of operations in FY2015, compared to 12 months in FY2014. As
such, the loss for Discontinued Operations recorded in FY2015 was S$0.5 million, including a non-recurring write-off for
the renovation cost of the AABMTC clinic (S$0.2 million) and its obsolete inventories (S$0.1 million), compared to a loss
of S$0.2 million in FY2014.
OVERALL GROUP NET PROFIT AFTER TAX
The Group recorded an overall Net Profit of S$0.6 million for FY2015, reversing a Net Loss of S$2.5 million in FY2014.
Excluding the loss from its discontinued operations, net profit from continuing operations for FY2015 increased by S$3.3
million to S$1.0 million from a net loss of S$2.3 million a year earlier.
REVENUE
EBITDA AND PROFIT/(LOSS) AFTER TAX
30,000
25,000
20,000
15,000
10,000
5,000
Revenue
($'000)
4,000
3,000
2,000
1,000
0
-1,000
-2,000
-3,000
2011
2012
2013
2014
2015
2011
2012
2013
2014
2015
EBITDA ($'000)
Profit/(loss) after tax ($'000)
SHARE CAPITAL AND RESERVES
EPS AND NAV
9,000
8,000
7,000
6,000
5,000
4,000
3,000
2,000
1,000
2011
2012
2013
2014
2015
Share capital and reserves ($'000)
Basic Earnings/(Loss) per share ($ cents)
Net asset value per share ($ cents)
2011
2012
2013
2014
2015
4
3
2
1
-1
-2
Net assets for the Group increased by S$3.2 million to S$8.5 million, due mainly to the issue of 30,000,000 new placement
shares to a group of sophisticated investors during the year.
page 19
AAMG Annual Report 2015
FINANCIAL REVIEW cont’d
Other significant changes in the balance sheet during the year under review were:
a)
Increase in cash and cash equivalents by S$1.0 million to S$6.3 million as a result of a $3.2 million share placement,
which was offset by payment of operating expenses;
b) Higher trade and other receivables, which increased by S$6.5 million to S$8.3 million on the back of higher revenues,
particularly to patients from the United Arab Emirates (“UAE”) which are on credit terms ranging between 60-120
days.
c)
Trade and other payables increased correspondingly by S$3.8 million to S$6.7 million, due mainly to higher purchases
of materials and consumables in line with higher revenue; and
d) Decrease in the foreign currency translation reserve by S$0.7 million as a result of the weakened Australian dollar,
which affected the Group’s assets denominated in the Australian dollar.
Given the above, Net Asset Value (“NAV”) per share increased by S 1.0 cents to S 3.5 cents.
PATIENT NATIONALITY MIX FOR LIVER SEGMENT
V
I
E
M
Y
A
T
N
A
M
N
M
A
R
2
%
2
%
INDONESIAN
15%
S O U T H A SIA 2 %
N 2
S SI A
%
U
R
H
O T
S 5 %
R
E
INDONESIAN
18%
S
O
U
T
H
A
S
I
A
2
%
OTHERS 15%
%
N 6
A
E
R
O
P
A
G
S I N
FY2015
S I N G A P O R E A N 2 %
MALAYSIAN
10%
UAE
56%
M
O
N
G
O
LIA
N 4
%
FY2014
MALAYSIAN
12%
M
O
N
G
O
LIA
N 5
%
P H I L L I P I N E S 4 %
M Y A N M A R 3 %
M 2
V I E
%
N
A
T
UAE
30%
The liver segment’s revenue increased by S$7.4 million from S$12.1 million in FY2014 to S$19.5 million in the current
financial year. The revenue contribution from patients coming from the United Arab Emirates (“UAE”) became more
significant in FY2015, making up 56.0% of AALC’s overall revenue, up from 30.0% in FY2014. In terms of patient transaction
numbers, UAE makes up roughly a quarter of all patients in FY2015, compared to 14.5% in FY2014. UAE patients also make
up a majority of AALC’s transplant cases with eight out of the 11 cases being UAE patients.
Patients from South-East Asia, particularly from Indonesia and Malaysia continue to form the balance of the majority of
our liver segment’s core patients.
page 20
h GG
The Gift
LL
of Life
PATIENTS’ TESTIMONIAL
AAMG Annual Report 2015
L I V E R
Ng Cheow Poh, 65, semi-retired
Recipient
I had always led a sedentary lifestyle with no major health problems. Therefore, when I was first diagnosed with
cancer, I did not make a mountain out of a molehill. I felt that I could do nothing but go for chemotherapy
I only realised the seriousness of the problem at a subsequent medical check-up, when the doctors revealed that
and leave the rest to fate. I told no one of my condition.
I had contracted Hepatitis B and that my liver had hardened. I had to undergo a liver transplant. This also
meant that I could no longer hide the truth from my family, despite not wanting to burden them.
In all honesty, I was neither afraid of the disease nor the prospect of surgery, but my greatest fear was that I
would have to leave this world without watching my grandchildren grow up.
We were referred to Dr Tan Kai Chah and had my first consultation session with Dr Tan. He and his staff gave me
all the support I needed. He did not stress me out with a discussion of medical terms. Instead, he told me not
The transplant surgery was so smooth and painless that I could not believe I was done even after leaving the
to worry and that I was well taken care of.
This episode taught me that life is short. Without the successful liver transplant, I might only have lived till the
age of 55. This year, I had the privilege of celebrating my 65th birthday. I appreciate my family more than ever
and hope to see my grandchildren grow up and get married someday.
I continue to do light exercise and watch my diet, and can enjoy my favourite dishes in moderation. I feel
much healthier and people have even commented that I look much younger. My family takes great care of me at
home, and I have changed my lifestyle for their sake and mine.
I want to extend my gratitu de to Dr Tan and his team for more than a decade's worth of opportunities to live
for the better. I will always be grateful to him for giving me more time with my family – they truly are my life’s
Intensive Care Unit.
greatest treasure.
page 22
page 22
Kenny Ng, 27, Businessman
Donor
to the point where a liver transplant was his last resort.
Twelve years ago, my father’s liver began to fail. Despite undergoing chemotherapy, his situation had deteriorated
My father did not tell us about any of this until just before the transplant. It was a difficult time for us all: my
grandfather had just passed away, while I had just graduated and had plans to get married that month.
However, my brother and I knew that our father required a liver donor for the transplant. We were determined
to save him and did not hesitate to go for the scans. Eventually, I was deemed to be a suitable donor.
We were quickly referred to Dr KC Tan to prepare for the surgery. Dr Tan made sure we took every possible
precaution. He was very thorough and even asked my father to consult various specialists such as dentists and
cardiologists for check-ups, in order to avoid unnecessary surgical complications.
Dr Tan explained my father's condition clearly, answered all our questions and was available to advise us every
On the day of the surgery, both my father and I were given anaesthetic and wheeled into the Intensive Care
Unit. I still remember waking up after 14 hours, and finding my father awake and furious. The first thing he
asked was, "Why are they still here? Why hasn't the operation started?” He had not realised that the operation was
step of the way, which was a great comfort to our family.
Recovery was as smooth as the surgery – I got out of bed within a week and was back in the office within a
month. My advice to donors is to keep fit before the operation, as the recovery period will be shorter if one is
While people say that donating an organ weakens you, this is definitely not true. After the operation, I actually
exercised more and joined more triathlons. I always bring a placard that says, "Be a living donor." I do this to
raise awareness about liver transplants, especially for recipients who don't have family members to fall back on.
This whole incident has brought our family together again. Since my father and I recovered, our family is closer
than ever. All of us, including the grandchildren, have dinner together every night.
Thanks to Dr Tan and his team, I have my father back. I would even go as far as to say that his life today is
more vibrant, healthy and fulfilling than before. We will always be indebted to Dr Tan for this. Words alone
cannot express the depth of our gratitude, but we hope our sincere "thank you" will be enough.
over. It was indeed a pain-free process.
in good health.
Radiation Therapy – A cancer survivor’s story
Brendon Lam, 42, Senior Lecturer
My cancer was identified at a very early stage. Most would say I am quite lucky that the cancer
was discovered at that point, but it still came as a shock – I had not expected to face this
seemingly insurmountable challenge at the age of 42.
I was referred to Dr Daniel Tan for an initial consultation. At this point and at every subsequent
stage of the process, Dr Tan spent considerable time and effort explaining my medical
condition, as well as all treatment options, to help me make a well-informed decision.
Through this process, we decided that Stereotactic Body Radiotherapy would be the best
course of action. Dr Tan was caring and patient throughout this journey, which is how I knew
that I was in the right hands. He ensured that I received the right treatment as fast as possible,
and personally conducted and supervised every one of my radiotherapy sessions.
Cancer is a physical battle that takes an unexpected emotional toll on you and your loved
ones. Dr Tan’s encouragement, counsel and endless optimism kept my spirits up during this
trying time.
Thankfully, my experience with radiation therapy was actually quite painless. Something that
could’ve been deeply traumatic was made uncomplicated and effortless, and my recovery was
smooth and problem-free.
I'm happy to say that life after therapy has been great! In fact, I have not noticed any
aftereffects from my treatment, and have returned to my everyday routine.
I would like to sincerely thank Dr Tan and his team for their dedication and hard work. Without
them, I would not have survived cancer unscathed.
L I V E R
Recipient
Ng Cheow Poh, 65, semi-retired
and leave the rest to fate. I told no one of my condition.
I had always led a sedentary lifestyle with no major health problems. Therefore, when I was first diagnosed with
cancer, I did not make a mountain out of a molehill. I felt that I could do nothing but go for chemotherapy
I only realised the seriousness of the problem at a subsequent medical check-up, when the doctors revealed that
I had contracted Hepatitis B and that my liver had hardened. I had to undergo a liver transplant. This also
meant that I could no longer hide the truth from my family, despite not wanting to burden them.
In all honesty, I was neither afraid of the disease nor the prospect of surgery, but my greatest fear was that I
would have to leave this world without watching my grandchildren grow up.
We were referred to Dr Tan Kai Chah and had my first consultation session with Dr Tan. He and his staff gave me
all the support I needed. He did not stress me out with a discussion of medical terms. Instead, he told me not
The transplant surgery was so smooth and painless that I could not believe I was done even after leaving the
This episode taught me that life is short. Without the successful liver transplant, I might only have lived till the
age of 55. This year, I had the privilege of celebrating my 65th birthday. I appreciate my family more than ever
and hope to see my grandchildren grow up and get married someday.
I continue to do light exercise and watch my diet, and can enjoy my favourite dishes in moderation. I feel
much healthier and people have even commented that I look much younger. My family takes great care of me at
I want to extend my gratitu de to Dr Tan and his team for more than a decade's worth of opportunities to live
for the better. I will always be grateful to him for giving me more time with my family – they truly are my life’s
home, and I have changed my lifestyle for their sake and mine.
to worry and that I was well taken care of.
Intensive Care Unit.
greatest treasure.
PATIENTS’ TESTIMONIAL
Kenny Ng, 27, Businessman
Donor
Twelve years ago, my father’s liver began to fail. Despite undergoing chemotherapy, his situation had deteriorated
to the point where a liver transplant was his last resort.
My father did not tell us about any of this until just before the transplant. It was a difficult time for us all: my
grandfather had just passed away, while I had just graduated and had plans to get married that month.
However, my brother and I knew that our father required a liver donor for the transplant. We were determined
to save him and did not hesitate to go for the scans. Eventually, I was deemed to be a suitable donor.
We were quickly referred to Dr KC Tan to prepare for the surgery. Dr Tan made sure we took every possible
precaution. He was very thorough and even asked my father to consult various specialists such as dentists and
cardiologists for check-ups, in order to avoid unnecessary surgical complications.
Dr Tan explained my father's condition clearly, answered all our questions and was available to advise us every
step of the way, which was a great comfort to our family.
On the day of the surgery, both my father and I were given anaesthetic and wheeled into the Intensive Care
Unit. I still remember waking up after 14 hours, and finding my father awake and furious. The first thing he
asked was, "Why are they still here? Why hasn't the operation started?” He had not realised that the operation was
Recovery was as smooth as the surgery – I got out of bed within a week and was back in the office within a
month. My advice to donors is to keep fit before the operation, as the recovery period will be shorter if one is
While people say that donating an organ weakens you, this is definitely not true. After the operation, I actually
exercised more and joined more triathlons. I always bring a placard that says, "Be a living donor." I do this to
raise awareness about liver transplants, especially for recipients who don't have family members to fall back on.
This whole incident has brought our family together again. Since my father and I recovered, our family is closer
than ever. All of us, including the grandchildren, have dinner together every night.
Thanks to Dr Tan and his team, I have my father back. I would even go as far as to say that his life today is
more vibrant, healthy and fulfilling than before. We will always be indebted to Dr Tan for this. Words alone
cannot express the depth of our gratitude, but we hope our sincere "thank you" will be enough.
over. It was indeed a pain-free process.
in good health.
Radiation Therapy – A cancer survivor’s story
Brendon Lam, 42, Senior Lecturer
My cancer was identified at a very early stage. Most would say I am quite lucky that the cancer
was discovered at that point, but it still came as a shock – I had not expected to face this
seemingly insurmountable challenge at the age of 42.
I was referred to Dr Daniel Tan for an initial consultation. At this point and at every subsequent
stage of the process, Dr Tan spent considerable time and effort explaining my medical
condition, as well as all treatment options, to help me make a well-informed decision.
Through this process, we decided that Stereotactic Body Radiotherapy would be the best
course of action. Dr Tan was caring and patient throughout this journey, which is how I knew
that I was in the right hands. He ensured that I received the right treatment as fast as possible,
and personally conducted and supervised every one of my radiotherapy sessions.
Cancer is a physical battle that takes an unexpected emotional toll on you and your loved
ones. Dr Tan’s encouragement, counsel and endless optimism kept my spirits up during this
trying time.
Thankfully, my experience with radiation therapy was actually quite painless. Something that
could’ve been deeply traumatic was made uncomplicated and effortless, and my recovery was
smooth and problem-free.
I'm happy to say that life after therapy has been great! In fact, I have not noticed any
aftereffects from my treatment, and have returned to my everyday routine.
I would like to sincerely thank Dr Tan and his team for their dedication and hard work. Without
them, I would not have survived cancer unscathed.
page 23
AAMG Annual Report 2015
Corporate governance statement
The Board of Asian American Medical Group Limited (“AAMG”) seeks to practise the highest ethical and commercial
standards while executing its responsibilities in directing the business and affairs of the Company on behalf of its
shareholders.
The Board of AAMG has considered the principles of good corporate governance and best practice recommendations
as published by the ASX Corporate Governance Council (“ASXCGC”). ASX Listing Rule 4.10.3 requires the Company to
disclose the extent to which it follows or diverges from these best practice recommendations in its Annual Report.
This report discloses corporate governance practices the Board would like to highlight to stakeholders.
Additional information relating to corporate governance practices that the Company has adopted can be found on the
Company’s web site: www.aamg.co.
THE ROLE OF THE BOARD & MANAGEMENT
The Company has formalised and disclosed the roles and responsibilities of the Board and those delegated to senior
management.
The Board of the Company is responsible for the overall corporate governance of the AAMG, including its ethical behavior,
strategic direction, establishing goals for management and monitoring the achievement of those goals with a view to
optimising Company performance and maximising shareholder value.
The role of management is to support the Executive Director and implement the running of the general operations and
financial business of the Company, in accordance with the delegated authority of the Board.
Full details of the matters reserved to the Board and to senior management are available on the Company’s web site at
www.aamg.co.
Scheduled meetings of the Board are held at least four times a year and the Board meets on other occasions to deal with
matters that require attention between scheduled meetings. The responsibility for the operation and administration of the
consolidated entity is delegated by the Board to the senior management.
The Board is responsible for:
• Setting the strategic direction of the Company and establishing goals to ensure these strategic objectives are met;
• Appointing the senior management, setting objectives for the senior management and reviewing performance against
those objectives, ensuring appropriate policies and procedures are in place for recruitment, training, remuneration and
succession planning;
• Monitoring financial performance including approval of the annual and half-yearly financial reports and liaison with the
Company’s auditors;
• Ensuring that risks facing the company and its controlled entities have been identified ensuring that appropriate and
adequate controls, monitoring and reporting mechanisms are in place;
• Receiving detailed briefings from senior management on a regular basis during the year;
• Approving the Boards of directors of subsidiary companies; and
• Ensuring the Company complies with the law and conforms to the highest standards of financial and ethical behavior.
AAMG has obligations to its stakeholders to ensure the Company is managed with appropriate due diligence and that all
necessary processes are implemented to minimise risk and maximise business opportunities.
To this end, all commercial arrangements, capital expenditure, operational expenditure and other commitments are
appropriately documented and have been authorised by either the Executive Director or the Board as appropriate.
The composition of the Board is determined in accordance with the Company’s constitution and the following principles
and guidelines:
• The Board should comprise of at least three directors with at least two non-executive directors;
• The Board should comprise of directors with an appropriate range of qualifications and expertise; and
• The Board should meet formally at least four times per annum and informally on an “as required” basis with all directors
being made aware of, and having available, all necessary information, to participate in an informed discussion of all
agenda items.
page 24
AAMG Annual Report 2015
DIRECTORS IN OFFICE
At the date of this statement the following directors are considered independent by the Board:
Name
Position
Independent
Mr Heng Boo Fong
Non-Executive Director
Ms Jeslyn Jacques Wee Kian Leong
Non-Executive Director
Mr Paul Vui Yung Lee
Non-Executive Director
Yes
Yes
Yes
The skills, experience, expertise and tenure of each director are disclosed in the Directors’ Report within this Annual Report.
DIRECTOR INDEPENDENCE
The Board considers three of AAMG’s directors as independent under the guidelines.
In assessing the independence of directors, the Board follows the ASX guidelines as set out:
An independent director is a non-executive director (i.e. is not a member of management) and:
• Is not a substantial shareholder of the Company or an officer of, or otherwise associated directly with, a substantial
shareholder of the Company;
• Within the last three years has not been employed in an executive capacity by the Company or another Group member,
or been a director after ceasing to hold any such employment;
• Within the last three years has not been a principal of a material professional adviser or a material consultant to the
Company or another Group member, or an employee materially associated with the service provided;
• Is not a material supplier or customer of the Company or other Group member, or an officer of or otherwise associated
directly or indirectly with a material supplier or customer;
• Has no material contractual relationship with the Company or another Group member other than as a director of the
Company;
• Has not served on the Board for a period which could, or could reasonably be perceived to, materially interfere with
the director’s ability to act in the best interests of the Company; and
• Is free from any interest and any business or other relationship which could, or could reasonably be perceived to,
materially interfere with the director’s ability to act in the best interests of the Company.
ASXCGC Recommendation 2.1 states that the majority of directors of the Company should be independent. Although
currently AAMG does not comply with that recommendation, the Board is of the opinion that the current structure and
composition of the Board is appropriate given the size and nature of operations of the Group.
Where additional skills are considered necessary for specific purposes, access is made to independent professional advice
at the expense of the Company. Such advice is to be shared amongst the directors.
CHAIRMAN
Due to the size of the Company, Dato’ Dr Kai Chah Tan is the Company’s Chairman. While recognising that the ASXCGC
recommends that the chairperson be independent, the Company feels that the strong independence exercised by the
other Board members mitigates any negative impact on the Company that it may have.
APPOINTMENT TO THE BOARD
Where a casual vacancy arises during the year, the Board has procedures to select the most suitable candidate with the
appropriate experience and expertise to ensure a balanced and effective board. Any director appointed during the year to
fill a casual vacancy or as an addition to the current board, holds office until the next Annual General Meeting and is then
eligible for re-election by the shareholders.
New directors receive a letter of appointment which sets out the terms of their appointment. On appointment, an induction
programme is available to directors that include one-on-one sessions with members of the senior management team.
page 25
AAMG Annual Report 2015
EVALUATION OF SENIOR EXECUTIVES
Senior executives, including the Group Chief Operating Officer, Group Chief Financial Officer and Chief Commercial Officer
have a formal job description and letter of appointment describing their term of office, duties, rights, responsibilities and
entitlements upon termination.
The performance of senior executives is reviewed annually before the budgets are approved for the next financial year. This
process is a formal one with the executive’s performance assessed against Company, division and personal benchmarks by
the Nomination and Remuneration Committee. Benchmarks are agreed with the respective senior executives and reviews
are based upon the degree of achievement against those benchmarks.
Induction procedures are in place to allow new senior executives to participate fully and actively in management decision-
making. The induction program includes orientation of:
• The Company’s financial position, strategies, operations and risk management policies.
• The respective rights, duties, responsibilities and roles of the board and senior executives.
ETHICAL BUSINESS PRACTICES
The Company has adopted a Code of Conduct to maintain confidence in the Company’s integrity, its legal obligations and
the expectations of its stakeholders. The Company is committed to being a socially responsible corporate citizen, using
honest and fair business practices, to act in the best interests of clients so as to achieve the best outcome for shareholders.
The Board has procedures in place for reporting any matters that may give rise to unethical practices or conflicts between
the interests of a director or senior executive and those of the Company. These procedures are reviewed as required by
the Board. To this end, the Company has adopted a Conflict of Interest Policy that clarifies the processes for directors and
senior executives to determine and disclose when a conflict of interest exists.
DIVERSITY POLICY
The Company values diversity and recognises the benefits it can bring to the organisation’s ability to achieve its goals. Our
recruitment processes encourage the development of diversity in our workplace, bearing in mind that employees must
have the required skills to be successful in their positions.
In accordance with this policy and ASX Corporate Governance Principles, the Board has established the following
objectives in relation to gender diversity. We currently meet our objectives but will continue to monitor and improve on
our objectives to be in line with our Company’s needs and direction. A written diversity policy has been developed by the
Board to ensure gender diversity.
Number of women employees in the whole organisation
Number of women in senior executive positions
Number of women on the Board
SHAREHOLDING AND TRADING
Objective
Actual
Number
18
3
2
%
75
43
29
Number
17
2
1
%
71
29
17
The Board encourages directors and senior executives to own shares in the Company to further link their interests with the
interests of all shareholders. Trading of shares by directors or senior executives is prohibited under certain circumstances
and as described in the ASX Listing Rules and during certain periods of the financial year. A director or senior executive
must not deal in the Company shares at any time when he or she has unpublished information which, if generally available,
might affect the share price. Directors are required to notify the Company Secretary following dealing.
SAFEGUARD INTEGRITY
The Board has established an Audit Committee comprised of the two non-executive directors. This committee operates
under a charter to enable it to perform its roles and responsibilities. Where considered appropriate, the Company’s external
auditors and the Company’s management are invited to attend meetings. The members of the Audit Committee are:
• Mr Heng Boo Fong (Chairman)
• Mr Paul Vui Yung Lee
The qualifications of members of the committee together with their attendances at committee meetings are disclosed in
the Directors’ Report within this Annual Report.
page 26
AAMG Annual Report 2015
CORPORATE GOVERNANCE STATEMENT cont’d
The role of the Audit Committee is to assist the Board fulfill its responsibilities in relation to the identification of the areas
of significant business risks and the monitoring of the following:
• Effective management of financial and other business risks;
• Reliable management reporting;
• Compliance with laws and regulations in respect to financial reporting;
• Maintenance of effective and efficient audits;
• Meeting with external auditors on a twice-yearly basis and informally as circumstances require; and
• Recommending to the Board the appointment, rotation, removal and remuneration of the external auditors, and
review their terms of engagement, and the scope and quality of the audit. Periodically, the Audit Committee reviews
the appointment of the external audit engagement partners using a formal process of evaluation to determine the
most appropriate level of skills and experience to suit the size and complexity of the Company.
The Audit Committee provides the Board with additional assurances regarding the reliability of financial information for
inclusion in the financial statements.
The committee is chaired by an independent chair who is not the chairman of the Board.
TIMELY AND BALANCED DISCLOSURE
The Board recognises the need to comply with ASX Listing Rule 3.1 concerning continuous disclosure.
At each meeting of directors, consideration is given as to whether notice of material information concerning the Company,
including its financial position, performance, ownership and governance has been made available to all investors.
The Continuous Disclosure Policy also requires senior executives in possession of disclosable information to comply with
that policy.
COMMUNICATION WITH SHAREHOLDERS
The Board aims to ensure that shareholders, on behalf of whom they act, are informed of all major developments affecting
the Company’s activities and its state of affairs, including information necessary to assess the performance of the directors.
Communication with shareholders is achieved through the distribution of the following information:
• The Annual Report distributed to shareholders;
• The Half Yearly Report which is available on the Company’s web site;
• The Annual General Meeting and other meetings called to obtain shareholder approval for Board action as appropriate.
Shareholders are encouraged to attend and participate at the Company’s Annual General Meeting and other General
Meetings;
• Letters to shareholders when considered to be appropriate and informative;
• Announcements to the Australian Securities Exchange; and
• Investor information through the Company’s internet portal at www.aamg.co.
The Company strives to ensure that Company announcements via the ASX are made in a timely manner, are factual, do not
omit material information and are expressed in a clear and objective manner.
SHAREHOLDERS’ ROLE
The shareholders of the Company are responsible for voting on the election of directors at the Annual General Meeting in
accordance with the constitution.
All directors (other than a Managing Director) are subject to re-election by rotation, no later than every three years.
The Annual General Meeting also provides shareholders with the opportunity to express their views on matters concerning
the Company and to vote on other items of business for resolution by shareholders.
RISK MANAGEMENT
The Board is responsible for overseeing the risk management function. The Company believes that it is crucial for all
Board members to be a part of the process and as such has established risk management as a component of the Audit
Committee.
The Board is responsible for ensuring the risks and opportunities are identified on a timely basis.
The Board has a number of mechanisms in place to ensure the management’s objectives and activities are aligned with the
risks identified by the Committee. These include the following:
• Implementation of Board approved operating plans and budgets;
• Board monitoring of progress against these budgets, including the monitoring of key performance indicators of both
a financial and non financial nature; and
• The establishment of committees to report on specific risk as identified.
page 27
AAMG Annual Report 2015
CORPORATE GOVERNANCE STATEMENT cont’d
INTERNAL RISK MANAGEMENT SYSTEM COMPLIANCE
Management is accountable to the Board to ensure that operating efficiency, effectiveness of risk management procedures,
internal compliance control systems and controls and policies are all being monitored. Management has designed and
implemented a risk management and internal control system to manage the Company’s material business risks and reports
to the Board at each meeting on the effective management of those risks. The Company has developed a series of
operational risks which the Company believes to be inherent in the industry in which the Company operates. These include:
• Changed operating, market or regulatory environments;
• Fluctuations in demand volumes;
• Fluctuations in exchange rates; and
• Increasing costs of operations.
These risk areas are provided here to assist investors better understand the nature of the significant risks faced by the
Company.
MONITORING PERFORMANCE
The Board and senior management monitor the performance of all divisions through the preparation of monthly
management accounts. The monthly management accounts are prepared using accrual accounting techniques and report
each business unit’s result as contribution after overhead allocation. These monthly management accounts are compared
to monthly budgets, which have been set allowing for the seasonality of anticipated revenues and costs in each of the
divisions.
The monitoring of the Company’s performance by the Board and management assists in identifying the correct allocation
of resources and staff to maximise the overall return to shareholders.
A performance evaluation for senior management was undertaken during the year and was in accordance with the process
developed by the Board for that purpose.
Details of the structure of non-executive directors’ and senior executives’ remuneration are included in the Remuneration
Report within the Directors’ Report in this Annual Report.
NOMINATION AND REMUNERATION
Nomination and Remuneration Committee
The Nomination and Remuneration Committee is comprised of two non-executive directors. The role of the Nomination
and Remuneration Committee is to make decisions on the following matters:
• Determine the appropriate size and composition of the Board;
• Determine the terms and conditions of appointment to and retirement from the Board;
• Develop appropriate criteria for Board membership;
• Reviewing membership of the Board and proposing candidates for consideration by the Board;
• Arranging a review of the Board’s own performance;
• Determine the Company’s remuneration plans, policies and practices, including compensation arrangements for the
non-executive directors, executive directors, Group Chief Operating Officer, Group Chief Financial Officer, Chief
Commercial Officer and senior executives; and
• Responsible for considering general remuneration policies and practices, recruitment and termination policies and
superannuation requirements.
Details of the attendance of directors at the Nomination and Remuneration Committee meetings are disclosed in the
Directors’ Report in this Annual Report.
The Board believes that it has the right numbers and skill sets within its Board members for the current size of the
Company, and is confident that each non-executive director brings independent judgement to bear on Board decisions.
The Company does not have a policy to preclude its executives from entering into transactions to limit their economic
risk from investing in Company shares, options or rights and has made executives aware of their obligations in relation
to financial commitments against shares issued under the executive securities plan and has requested that they take
sufficient professional advice in relation to their individual financial position.
There are no retirement schemes or retirement benefits other than statutory benefits for non-executive directors.
page 28
AAMG Annual Report 2015
Directors’ report
The directors present their report, together with the financial statements of the Asian American Medical Group Limited
(“the Group”) for the year ended 31 August 2015.
DIRECTORS
The directors of the Group at any time during or since the end of the financial year are as set out below.
Dato’ Dr Kai Chah Tan (Executive Chairman)
Mr Wing Kwan Teh (Non-Executive Director)
Mr Evgeny Tugolukov (Non-Executive Director)
Mr Heng Boo Fong (Independent Non-Executive Director)
Mr Paul Vui Yung Lee (Independent Non-Executive Director)
Ms Jeslyn Jacques Wee Kian Leong (Independent Non-Executive Director)
Ms Pamela Anne Jenkins (Non-Executive Director) (resigned 30 September 2015)
The skills, experience, expertise and tenure of each director are disclosed in the profile of directors section within the
Annual Report.
Below is the profile of a director who is no longer in office:
Ms Pamela Anne Jenkins RGN, B Sc (Hons), MBA (resigned 30 September 2015)
Ms Pamela Anne Jenkins holds a Bachelor of Science (Honours) degree from University of East London, United Kingdom
as well as a Master of Business Administration (“MBA”) from Kingston University, United Kingdom. Ms Jenkins has wide
experience in specialised nursing and healthcare management, covering neurosurgery, cardiothoracic surgery, vascular
surgery, orthopaedic surgery, general surgery, microvascular surgery, eye surgery, plastic surgery, paediatric surgery,
urology and renal transplantation, hepatobiliary and liver transplant surgery. She has also written conference papers on
liver failure and liver transplantation, with special focus on paediatric liver diseases.
Ms Jenkins began her career in 1984 as an Operating Theatre Sister, KCH, London, and subsequently attained the position
of Clinical Nurse Specialist and Department Manager at the hospital’s Liver Transplant Surgical Service. In her latter role
she was in charge of operating theatre staff, trainee nurses, administration, management of the unit and budgetary control.
After ten years at KCH, she relocated to Singapore in 1994 to establish AALC with Dr Tan, assuming the role of director of
AALC. She was responsible for the design and development of the centre, implementation of management systems, and
assisted in hepatobiliary and liver transplantation surgery. In 1997, she assumed the position of Managing Director where
she oversaw the management and operations, budgetary control and strategic planning in liaison with the Executive
Chairman and Founder, Dato’ Dr Kai Chah Tan, a position she held until May 2015.
PRINCIPAL ACTIVITIES
The principal activity of Asian American Medical Group Limited and its controlled entities (“AAMG” or “the Group”) is
that of provision of specialised medical services for liver diseases and transplantation, radiation oncology and healthcare
project management and consultancy services. Our blood and bone marrow transplant segment, operated under Asian
American Blood & Bone Marrow Transplant Centre Pte Ltd (“AABMTC”), ceased operations on 31 December 2014. It
subsequently changed its name to Asian American Radiation Oncology Pte Ltd (“AARO”) and commenced operating a
new radiation oncology segment thereafter. AABMTC’s financial results up to the date of closure have been classified as
“Discontinued Operations”
Other than the above, there has been no change in the principal activity of the Group during the financial year.
COMPANY SECRETARY
The following person held the position of company secretary at the end of the financial year:
Mr Dario Nazzari
Dario Nazzari has a Bachelor of Commerce, a Diploma in Financial Planning and has more than 18 years professional
experience. He is a Chartered Accountant and a member of the Institute of Chartered Accountants.
REVIEW AND RESULTS OF OPERATIONS
Details of the Operations of AAMG during the year, the financial position and the strategies and prospects for the future
years can be found in the Chairman’s message on pages 6 and 7 and Financial Review section on pages 18 to 20, which
forms part of this Annual Report.
page 29
AAMG Annual Report 2015
DIRECTORS’ MEETINGS
The following table sets out the number of director’s meetings (including meetings of Committees of directors) held
during the financial year and the number of meetings attended by each director (while they were a director or committee
member). During the financial year, seven (7) Board meetings, three (3) Audit Committee meetings and two (2) Nomination
and Remuneration Committee meetings were held.
Directors’ Meetings
Audit Committee
Meetings
Nomination and
Remuneration
Committee
Meetings
Number
Eligible to
attend
Number
Attended
Number
Eligible to
attend
Number
Attended
Number
Eligible to
attend
Number
Attended
7
7
7
7
7
7
7
7
7
7
7
7
7
7
-
-
-
-
3
3
-
-
-
-
-
3
3
-
-
-
-
-
2
2
-
-
-
-
-
2
2
-
Dato’ Dr Kai Chah Tan
Ms Pamela Anne Jenkins*
Mr Wing Kwan Teh
Mr Evgeny Tugolukov
Mr Heng Boo Fong
Mr Paul Vui Yung Lee
Ms Jeslyn Jacques Wee Kian Leong
* Ms Pamela Anne Jenkins resigned on 30 September 2015
DIRECTORS’ INTEREST
The relevant interests of each director in the shares of the parent entity at the date of this report are as follows:
Director
Number of shares
Dato’ Dr Kai Chah Tan
Mr Wing Kwan Teh
Mr Evgeny Tugolukov
Mr Heng Boo Fong
Mr Paul Vui Yung Lee
Ms Jeslyn Jacques Wee Kian Leong
^ Indirect interest through RusSing Med Holdings Pte Ltd.
None of the directors have share options in the Company.
102,298,250
4,084,090
^ 21,000,000
-
-
-
page 30
AAMG Annual Report 2015
DIRECTORS’ REPORT cont’d
DIVIDENDS PAID OR RECOMMENDED
No interim or final dividend has been paid or recommended by the Directors for the financial year ended 31 August 2015
(2014 : Nil).
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
Other than the discontinuation of the blood and bone marrow transplantation clinic and the setting up of the new radiation
oncology segment, there were no significant changes in the state of affairs of the Group during the year.
EVENTS SUBSEQUENT TO BALANCE DATE
No other matters or circumstances have arisen since the end of the financial year which significantly affected or may
significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in future
financial years.
LIKELY DEVELOPMENTS
Likely developments, future prospects and business strategies of the operations of the Group and the expected results of
those operations in future years are detailed in the Chairman’s message on pages 6 and 7. These are mainly in line with the
Group’s growth strategies as follows:
1. Continue with the Group’s geographical expansion plans and build on existing presence overseas such as in China,
Russia and Myanmar, in the area of specialised clinical services and project management;
2. Enhance AARO’s comprehensive suite of capabilities as a regional provider of one-stop solutions in radiology and
oncology and to leverage on these capabilities to expand; and
3. Strengthen our position in our core markets for liver services.
OPTIONS
At the date of this report, the unissued ordinary shares of AAMG under option are as follows:
Options
exercised/
Options
Exercise
outstanding
Options
cancelled/
outstanding at
Options
Grant Date
Price
at 1.9.2014
granted
lapsed
31.8.2015
Exercise period
17.1.2011
$0.088
1,299,000
-
-
1,299,000
17.1.2012 to 17.1.2016
Option holders do not have any rights to participate in any issues of shares or other interests in the company or any other
entity.
Except as disclosed above, there have been no unissued shares or interests under option of any controlled entity within the
Group during or since reporting date.
For details of options issued to key management personnel as remuneration, refer to the Remuneration Report.
During the financial year, no ordinary shares were issued as a result of the exercise of options.
ENVIRONMENTAL REGULATION
The Company’s operations are not regulated by any significant environmental regulation under a law of the Commonwealth
or of a State or Territory.
The directors are not aware of any particular or significant environmental issues which have been raised in relation to
the Company’s operations during the financial year. The directors are also not aware of any breach in the environmental
regulations in Singapore, Malaysia, Myanmar and China during the financial year.
page 31
AAMG Annual Report 2015
REMUNERATION REPORT (AUDITED)
The Directors of Asian American Medical Group Limited (“AAMG” or ‘the Group’) present the Remuneration Report for
Non-Executive Directors, Executive Directors and other Key Management Personnel (“KMP”), prepared in accordance with
the Corporations Act 2001 and the Corporations Regulations 2001.
DETAILS OF MEMBERS OF KEY MANAGEMENT PERSONNEL
The key management personnel of the Group during the financial year ended 31 August 2015 are listed below.
Directors:
Dato’ Dr Kai Chah Tan – Executive Director and Chairman
Ms Pamela Anne Jenkins – Non-Executive Director (resigned 30 September 2015)
Mr Wing Kwan Teh - Non-Executive Director
Mr Evgeny Tugolukov - Non-Executive Director
Mr Heng Boo Fong - Independent Non-Executive Director
Mr Paul Vui Yung Lee - Independent Non-Executive Director
Ms Jeslyn Jacques Wee Kian Leong - Independent Non-Executive Director
Other key management personnel:
Mr Cherinjit Kumar Shori – Group Chief Operating Officer
Mr Meng Yau Yeoh – Group Chief Financial Officer
Ms Angela Choong Chiew Foong – Chief Commercial Officer (appointed 1 August 2015)
The skills, experience, expertise and tenure of each director and KMP are disclosed in the profile of directors and KMP
sections respectively within the Annual Report.
The Remuneration Report is set out under the following main headings:
a. principles used to determine the nature and amount of remuneration;
b. details of remuneration;
c.
service agreements;
d. share-based remuneration; and
e. other information.
A.
The principles of the Group’s executive strategy and supporting incentive programs and frameworks are:
PRINCIPLES USED TO DETERMINE THE NATURE AND AMOUNT OF REMUNERATION
• to align rewards to business outcomes that deliver value to shareholders;
• to drive a high performance culture by setting challenging objectives and rewarding high performing individuals; and
• to ensure remuneration is competitive in the relevant employment market place to support the attraction, motivation
and retention of executive talent.
AAMG has structured a remuneration framework that is market competitive and complementary to the reward strategy
of the Group.
The Board has established a Nomination and Remuneration Committee which operates in accordance with its charter as
approved by the Board and is responsible for determining and reviewing compensation arrangements for the Directors
and the Executive Team.
The Nomination and Remuneration Committee, consisting of at least two non-executive directors, is responsible for
making recommendations on remuneration policies and packages applicable to Board members and for approval of
remuneration for executive officers of the Group taking into account the financial position of the Consolidated Group. The
Board remuneration policy per the formal Charter is to ensure the remuneration package properly reflects the person’s
duties and responsibilities, and that remuneration is competitive in attracting, retaining and motivating people of the
highest quality.
The Constitution of the Company specifies that the aggregate remuneration of directors, other than salaries paid to
executive directors, shall be determined from time to time by general meeting. An amount not exceeding the amount
determined is divided between those directors as they agree. The latest determination was at the Annual General Meeting
held on 23 November 2009 when shareholders approved an aggregate remuneration pool of A$200,000 per annum.
The Board as a whole determines the amount of the fees paid to each non-executive director. The amount proposed to be
paid to each non-executive director during the year is A$15,000-A$25,000 (2014: A$15,000-A$25,000).
The remuneration structure that has been adopted by the Group consists of the following components:
• fixed remuneration being annual salary; and
• short term incentives, being employee share schemes and bonuses.
The Nomination and Remuneration Committee assess the appropriateness of the nature and amount of remuneration on
a periodic basis by reference to recent employment market conditions with the overall objective of ensuring maximum
stakeholder benefit from the retention of a high quality Board and Executive Team.
page 32
AAMG Annual Report 2015
DIRECTORS’ REPORT cont’d
The payment of bonuses, share options and other incentive payments are reviewed by the Nomination and Remuneration
Committee annually as part of the review of executive remuneration and a recommendation is put to the Board for
approval. All bonuses, options and incentives must be linked to pre-determined performance criteria.
SHORT TERM INCENTIVE (“STI”)
AAMG performance measures involve the use of annual performance objectives, metrics, performance appraisals and
continuing emphasis on living the Company values.
The performance measures are set annually after consultation with the Directors and executives and are specifically
tailored to the areas where each executive has a level of control. The measures target areas the Board believes hold the
greatest potential for expansion and profit and cover financial and non-financial measures.
The Key Performance Indicators (“KPI’s”) for the Executive Team are summarised as follows:
Performance area:
• financial - operating profit and earnings per share; and
• non-financial - strategic goals set by each individual business unit based on job descriptions.
The STI Program incorporates both cash and share-based components for the Executive Team and other employees.
The Board may, at its discretion, award bonuses for exceptional performance in relation to each person’s pre-agreed KPIs.
VOTING AND COMMENTS MADE AT THE COMPANY’S LAST ANNUAL GENERAL MEETING
AAMG received more than 99% of ‘yes’ votes on its Remuneration Report for the financial year ended 31 August 2014. The
Company received no specific feedback on its Remuneration Report at the Annual General Meeting.
CONSEQUENCES OF PERFORMANCE ON SHAREHOLDER WEALTH
In considering the Group’s performance and benefits for shareholder wealth, the Board have regard to the following
indices in respect of the current financial year and the previous four financial years:
Item
EPS (S cents)*
Dividends (S cents per share)
Net (loss)/profit (S$000)
Share price (A$)
*continued operations
2015
2014
2013
2012
2011
0.49
-
559
0.08
(1.09)
-
(2,493)
0.08
0.12
0.20
231
0.14
1.35
0.50
2,506
0.09
0.86
0.40
1,541
0.09
USE OF REMUNERATION CONSULTANTS
AAMG did not make use of Remuneration Consultants during the financial year.
page 33
AAMG Annual Report 2015
B. DETAILS OF REMUNERATION
Details of the nature and amount of each element of the remuneration of each KMP of AAMG are shown in the table below:
Short term employee benefit
Post-
employment
benefit
Share
based
payments
Termination
benefits
Cash salary
and fees
Cash
bonus
Non-
monetary
benefits
Central
Provident
Fund
Options
Termination
payments
31 August 2015
S$
S$
S$
S$
S$
S$
Performance
based
percentage of
remuneration
%
Total
S$
Executive Director
Dato’ Dr Kai Chah Tan
2,400,000 43,300
Non-Executive Directors
Ms Pamela Anne
Jenkins (1)
375,000
Mr Wing Kwan Teh
23,437
Mr Evgeny Tugolukov
15,898
Mr Heng Boo Fong
23,437
Mr Paul Vui Yung Lee
15,898
Ms Jeslyn Jacques
Wee Kian Leong
15,898
Other Key Management Personnel
-
-
-
-
-
-
Mr Cherinjit Kumar
Shori
252,000 42,000
Mr Meng Yau Yeoh
169,992
28,332
Ms Angela Chiew
Foong Choong (2)
15,000
-
3,306,560
113,632
-
-
-
-
-
-
-
-
-
-
-
6,550
10,300
-
-
-
-
-
14,000
14,001
600
45,451
-
-
-
-
-
-
-
-
-
-
-
- 2,449,850
2%
-
-
-
-
-
-
-
-
-
385.300
23,437
15,898
23,437
15,898
15,898
308,000
212,325
15,600
- 3,465,643
-
-
-
-
-
-
14%
13%
-
-
(1) Ms Pamela Anne Jenkins resigned as Managing Director and was redesignated from Executive Director to
Non-Executive Director on 1 June 2015. She subsequently resigned as Non-Executive Director on 30 September 2015.
(2) Ms Angela Chiew Foong Choong was appointed on 1 August 2015.
page 34
AAMG Annual Report 2015
DIRECTORS’ REPORT cont’d
Short term employee benefit
Post-
employment
benefit
Share
based
payments
Termination
benefits
Cash salary
and fees
Cash
bonus
Non-
monetary
benefits
Central
Provident
Fund
Options
Termination
payments
31 August 2014
S$
S$
S$
S$
S$
S$
Performance
based
percentage of
remuneration
%
Total
S$
Executive Director
Dato’ Dr Kai Chah Tan
2,400,000
50,533
Ms Pamela Anne
Jenkins
480,000
50,533
Non-Executive Directors
Mr Wing Kwan Teh
25,568
Mr Evgeny Tugolukov
4,275
Mr Heng Boo Fong
25,568
Mr Paul Vui Yung Lee
10,072
Ms Jeslyn Jacques
Wee Kian Leong
17,340
Other Key Management Personnel
-
-
-
-
-
Mr Cherinjit Kumar
Shori
252,000
59,500
Mr Meng Yau Yeoh
168,666
49,872
3,383,489 210,438
-
-
-
-
-
-
-
-
-
-
6,300
8,400
-
-
-
-
-
-
-
-
-
-
-
-
13,600
5,296
13,601
2,874
- 2,456,833
-
-
-
-
-
-
-
-
538,933
25,568
4,275
25,568
10,072
17,340
330,396
235,013
41,901
8,170
- 3,643,998
2%
9%
-
-
-
-
-
18%
21%
-
The cash bonus relates to bonus that was vested during the year and is subject to approval by the Nomination and
Remuneration Committee. The cash bonus is paid between November and December every year and no part of the bonus
is payable in the future years. There was no bonus that was forfeited during the year.
page 35
AAMG Annual Report 2015
SERVICE AGREEMENTS
C.
Remuneration and other terms of employment for the Executive Directors and other KMP are formalised in a service
agreement. The major provisions of the agreements relating to remuneration are set out below:
Name
Dato’ Dr Kai Chah Tan
Mr Cherinjit Kumar Shori
Mr Meng Yau Yeoh
Ms Angela Chiew Foong Choong
Base salary per month
(S$)
Term of agreement
Notice period
200,000
21,000
14,166
16,000
No fixed term
No fixed term
No fixed term
No fixed term
2 months
1 month
1 month
1 month
SHARE-BASED REMUNERATION
D.
All directors and executives may be allocated options to acquire shares in the Group under the Incentive Option Scheme
approved by shareholders from time to time. The last such scheme was approved by shareholders at the Annual General
Meeting of shareholders held on 6 December 2010.
Grant details
For the financial year ended
31 August 2015
Overall
Date
No.
Value $
(Note 1)
Exercised
no.
Exercised
$
Lapsed
no.
Lapsed
$
Vested no.
Vested
%
Unvested
%
Lapsed
%
Percentage
Remuneration
that are
options
Group Key Management Personnel
Mr Cherinjit
Kumar Shori
Mr Meng Yau
Yeoh
17.1.2011
842,000 46,858
17.1.2011
457,000
25,433
-
-
-
-
-
-
-
-
-
-
-
-
842,000
100%
457,000
100%
-
-
-
-
0%
0%
1,299,000
Note 1
The value of options granted as remuneration and as shown in the above table has been determined in accordance
with applicable accounting standards.
page 36
AAMG Annual Report 2015
DIRECTORS’ REPORT cont’d
E.
OTHER INFORMATION
KMP Options and Right Holdings
All KMP may be allocated options to acquire shares in the Group under the Incentive Option Scheme approved by share-
holders from time to time. The last such scheme was approved by shareholders at the Annual General Meeting of share-
holders held on 6 December 2010.
The number of options over ordinary shares held by each KMP of the Group during the financial year is as follows:
Balance at
beginning of
year
Granted as
remuneration
during the
year
Exercised
during
the year
Lapsed/
cancelled
Balance
at end of
year
Balance
vested
as end of
year
Vested
during
the year
31 August 2015
Dato’ Dr Kai Chah Tan
Ms Pamela Anne Jenkins(1)
Mr Wing Kwan Teh
Mr Evgeny Tugolukov
Mr Heng Boo Fong
Mr Paul Vui Yung Lee
Ms Jeslyn Jacques Wee
Kian Leong
-
-
-
-
-
-
-
Mr Cherinjit Kumar
Shori
842,000
Mr Meng Yau Yeoh
457,000
Ms Angela Chiew Foong
Choong(2)
-
1,299,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(1) Ms Pamela Anne Jenkins resigned on 30 September 2015
(2) Ms Angela Chiew Foong Choong was appointed on 1 August 2015
31 August 2014
Dato’ Dr Kai Chah Tan
Ms Pamela Anne Jenkins
Mr Wing Kwan Teh
Mr Evgeny Tugolukov
Mr Heng Boo Fong
Mr Paul Vui Yung Lee
Ms Jeslyn Jacques Wee
Kian Leong
Mr Cherinjit Kumar
Shori
Mr Meng Yau Yeoh
Balance at
beginning of
year
Granted as
remuneration
during the
year
Exercised
during
the year
Lapsed/
cancelled
-
-
-
-
-
-
-
842,000
457,000
1,299,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
842,000
842,000
457,000
457,000
-
-
1,299,000 1,299,000
-
-
-
-
-
-
-
-
-
-
-
Balance
at end of
year
Balance
vested
as end of
year
Vested
during
the year
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
842,000
842,000
281,000
457,000
457,000
153,000
1,299,000 1,299,000 434,000
page 37
AAMG Annual Report 2015
KMP Shareholdings
The number of ordinary shares in Asian American Group Limited held by each KMP of the Group during the financial year
is as follows:
31 August 2015
Balance at
beginning of
year
Issued during the year
Issued on
exercise of
options during
the year
Other
changes
during the
year
Dato’ Dr Kai Chah Tan
102,298,250
Ms Pamela Anne Jenkins (1)
21,324,600
Mr Wing Kwan Teh
4,084,090
Mr Evgeny Tugolukov
21,000,000
Mr Heng Boo Fong
Mr Paul Vui Yung Lee
Ms Jeslyn Jacques Wee
Kian Leong
Mr Cherinjit Kumar Shori
Mr Meng Yau Yeoh
Ms Angela Chiew Foong
Choong (2)
-
-
-
-
-
-
148,706,940
(1) Ms Pamela Anne Jenkins resigned on 30 September 2015
(2) Ms Angela Chiew Foong Choong was appointed on 1 August 2015
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
31 August 2014
Balance at
beginning of
year
Issued during the year
Issued on
exercise of
options during
the year
Other
changes
during the
year
Dato’ Dr Kai Chah Tan
102,298,250
Ms Pamela Anne Jenkins
21,324,600
Mr Wing Kwan Teh
4,084,090
Mr Evgeny Tugolukov
21,000,000
Mr Heng Boo Fong
Mr Paul Vui Yung Lee
Ms Jeslyn Jacques Wee
Kian Leong
Mr Cherinjit Kumar Shori
Mr Meng Yau Yeoh
-
-
-
-
-
148,706,940
Other KMP Transactions
There have been no other transactions involving with KMP.
End of audited remuneration report.
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Balance at end
of year
102,298,250
21,324,600
4,084,090
21,000,000
-
-
-
-
-
-
148,706,940
Balance at end
of year
102,298,250
21,324,600
4,084,090
21,000,000
-
-
-
-
-
148,706,940
page 38
AAMG Annual Report 2015
DIRECTORS’ REPORT cont’d
INDEMNIFICATION AND INSURANCE OF OFFICERS
The Company is required to indemnify the directors and other officers of the Company against any liabilities incurred
by the directors and officers that may arise from their position as directors and officers of the Company. No costs were
incurred during the year pursuant to this indemnity.
The Company has entered into deeds of indemnity with each director whereby, to the extent permitted by the Corporations
Act 2001, the Company agreed to indemnify each director against all loss and liability incurred as an officer of the Company,
including all liability in defending any relevant proceedings.
Since the end of the previous year the Company has paid insurance premiums in respect of directors’ and officers’ liability
and legal expenses’ insurance contracts.
The terms of the policies prohibit disclosure of details of the amount of the insurance cover, the nature thereof and the
premium paid.
PROCEEDINGS ON BEHALF OF THE COMPANY
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on
behalf of the Company or to intervene in any proceedings to which the Company is a party for the purpose of taking
responsibility on behalf of the Company for all or part of those proceedings. There were no such proceedings brought or
interventions on behalf of the Company with leave from the Court under section 237 of the Corporations Act 2001.
NON-AUDIT SERVICES
During the year, Grant Thornton, the Group’s auditors, performed certain other services in addition to their statutory audit
duties.
The Board has considered the non-audit services provided during the year by the auditor and, in accordance with written
advice provided by resolution of the Audit Committee, is satisfied that the provision of those non-audit services during the
year is compatible with, and did not compromise, the auditor independence requirements of the Corporations Act 2001
for the following reasons:
• All non-audit services were subject to the corporate governance procedures adopted by the Group and have been
reviewed by the Audit Committee to ensure they do not impact upon the impartiality and objectivity of the auditor;
and
• The non-audit services do not undermine the general principles relating to auditor independence as set out in APES
110 Code of Ethics for Professional Accountants, as they did not involve reviewing or auditing the auditor’s own work,
acting in a management or decision-making capacity for the Group, acting as an advocate for the Group or jointly
sharing risks and rewards.
Details of the amounts paid to the auditors of the Group, Grant Thornton, and its related practices for audit and non-audit
services provided during the year are set out in note 8 to the Financial Statements.
AUDITOR’S INDEPENDENCE DECLARATION
A copy of the auditor’s independence declaration as required by section 307C of the Corporations Act 2001 for the year
ended 31 August 2015 has been received as set out immediately following the end of the Directors’ report.
The Report of Directors is signed in accordance with a resolution of the Board of Directors.
Dato’ Dr Kai Chah Tan
Executive Chairman
3 November 2015
page 39
Level 1,
67 Greenhill Rd
Wayville SA 5034
Correspondence to:
GPO Box 1270
Adelaide SA 5001
T 61 8 8372 6666
F 61 8 8372 6677
E info.sa@au.gt.com
W www.grantthornton.com.au
AUDITOR’S INDEPENDENCE DECLARATION
TO THE DIRECTORS OF ASIAN AMERICAN MEDICAL GROUP LIMITED
In accordance with the requirements of section 307C of the Corporations Act 2001, as lead
auditor for the audit of Asian American Medical Group Limited for the year ended 31
August 2015, I declare that, to the best of my knowledge and belief, there have been:
a
b
no contraventions of the auditor independence requirements of the Corporations Act
2001 in relation to the audit; and
no contraventions of any applicable code of professional conduct in relation to the
audit.
GRANT THORNTON AUDIT PTY LTD
Chartered Accountants
S K Edwards
Partner – Audit & Assurance
Adelaide, 3 November 2015
Grant Thornton Audit Pty Ltd ACN 130 913 594
a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389
‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the
context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm
is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and
are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its
Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.
Liability limited by a scheme approved under Professional Standards Legislation. Liability is limited in those States where a current
scheme applies.
page 40
Asian American
Medical Group Limited
ABN NUMBER 42 091 559 125
Annual report for the year ended
31 August 2015
page 41
AAMG Annual Report 2015
Consolidated statement of profit or loss and
other comprehensive income
For the year ended 31 August 2015
Revenue
Other operating income
Changes in inventories
Inventories
Purchase services
Employment benefits expense
Operating lease expense
Depreciation
Directors’ fees
Related party loan written off
Finance expense
Other expenses
Profit/(loss) before income tax
Income tax (expense)/benefit
Profit/(loss) for the year from continuing operations
Loss for the year for discontinued operations
Profit/(loss) for the year
Other comprehensive (loss)/income:
Items that may be reclassified subsequently to profit or loss
Net effect of foreign currency translation
Total comprehensive loss for the year
Profit/(loss) attributable to :
Members of the parent entity
Non-controlling interests
Total comprehensive loss attributable to :
Members of the parent entity
Non-controlling interests
Consolidated Group
Year ended
Year ended
Note
31 August
2015
31 August
2014
S$
S$
3
3
4
6
9
5
20,354,104
12,322,235
103,275
(67,319)
98,697
40,355
(2,514,333)
(1,814,472)
(8,956,447)
(4,062,895)
(6,036,903)
(6,743,188)
(469,556)
(455,291)
(98,566)
(105,495)
(103,488)
(90,365)
-
(267,027)
(396)
(3,943)
(1,147,362)
(1,245,815)
1,063,009
(2,327,204)
(13,159)
51,509
1,049,850
(2,275,695)
(491,140)
(217,437)
558,710
(2,493,132)
(701,519)
100,023
(142,809)
(2,393,109)
598,064
(2,493,132)
(39,354)
-
558,710
(2,493,132)
(103,455)
(2,393,109)
(39,354)
-
(142,809)
(2,393,109)
page 42
These financial statements should be read in conjunction with the accompany notes.
These financial statements should be read in conjunction with the accompany notes.
AAMG Annual Report 2015
Consolidated statement of profit or loss and
other comprehensive income (cont’d)
For the year ended 31 August 2015
Total comprehensive income /(loss) attributable to members of
parent entity:
Continuing operations
Discontinued operations
Earnings per share
Basic earnings/(loss) per share:
Continuing operations
Discontinued operations
Total
Diluted earnings/(loss) per share:
Continuing operations
Discontinued operations
Total
Consolidated Group
Year ended
Year ended
Note
31 August
2015
31 August
2014
S$
S$
387,685
(2,175,672)
(491,140)
(217,437)
(103,455)
(2,393,109)
11
11
11
11
0.49
(0.22)
0.27
0.49
(0.22)
0.27
(1.09)
(0.10)
(1.19)
(1.09)
(0.10)
(1.19)
These financial statements should be read in conjunction with the accompany notes.
page 43
AAMG Annual Report 2015
Consolidated statement of financial position
As at 31 August 2015
ASSETS
Current assets
Cash and cash equivalents
Trade and other receivables
Inventories
Income tax refundable
Total current assets
Non-current assets
Plant and equipment
Intangible assets
Total non-current assets
Total assets
LIABILITIES
Current liabilities
Trade and other payables
Current tax liabilities
Finance lease liabilities
Total current liabilities
Total liabilities
Net assets
EQUITY
Equity attributable to members of the parent entity:
Issued capital
Reserves
Retained earnings
Non-controlling interest
Total equity
Note
Consolidated Group
2015
S$
2014
S$
12
13
14
18
15
16
17
18
19
20
21
6,249,366
5,292,123
8,316,632
1,786,481
163,668
403,641
-
17,000
14,729,666
7,499,245
189,787
266,123
455,910
468,349
266,123
734,472
15,185,576
8,233,717
6,695,978
2,925,484
13,159
-
-
29,580
6,709,137
2,955,064
6,709,137
2,955,064
8,476,439
5,278,653
7,458,090
4,267,495
(523,334)
1,431,037
178,185
832,973
8,365 ,793
5,278,653
110,646
-
8,476,439
5,278,653
page 44
These financial statements should be read in conjunction with the accompany notes.
These financial statements should be read in conjunction with the accompany notes.
AAMG Annual Report 2015
Consolidated statement of changes in equity
For year ended 31 August 2015
Issued
capital
Retained
earnings
Foreign
currency
translation
reserve
Employee
share
option
reserve
Non-
controlling
interest
S$
S$
S$
S$
S$
Total
S$
Balance at 1.9.2013
4,267,495
3,561,947
5,983
64,009
-
7,899,434
Total comprehensive
income:
Loss for the year
Other comprehensive income
Transactions with owners in
their capacity as owners:
Employee share option
(note 22)
Dividend paid (note 10)
-
-
-
-
-
-
(2,493,132)
-
-
100,023
(2,493,132)
100,023
-
(235,842)
(235,842)
-
-
-
Balance at 31.8.2014
4,267,495
832,973
106,006
-
-
-
8,170
-
8,170
72,179
Balance at 1.9.2014
4,267,495
832,973
106,006
72,179
-
-
-
-
-
-
-
-
(2,493,132)
100,023
(2,393,109)
8,170
(235,842)
(227,672)
5,278,653
5,278,653
Total comprehensive income:
Profit/(loss) for the year
Other comprehensive loss
Transactions with owners in
their capacity as owners:
Issue of share capital
Issue of shares in subsidiary to
non-controlling interest
-
-
-
598,064
-
-
(701,519)
598,064
(701,519)
3,190,595
-
3,190,595
-
-
-
-
-
-
-
-
-
-
-
-
(39,354)
558,710
-
(701,519)
(39,354)
(142,809)
3,190,595
150,000
150,000
150,000
3,340,595
Balance at 31.8.2015
7,458,090
1,431,037
(595,513)
72,179
110,646
8,476,439
These financial statements should be read in conjunction with the accompany notes.
page 45
AAMG Annual Report 2015
Consolidated statement of cash flows
For year ended 31 August 2015
Consolidated Group
Year ended
Year ended
Note
31 August 2015
31 August 2014
S$
S$
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Income tax refunded/(paid)
Net cash used in continuing operations
Net cash (used in)/from discontinued operations
Net cash used in operating activities
9
25
Cash flows from investing activities
Purchase of plant and equipment
Interest received
Net cash generated from continuing operations
Net cash generated from/(used in) discontinued operations
9
Net cash generated from investing activities
13,706,595
14,095,706
(14,888,646)
(16,717,918)
17,000
(124,165)
(1,165,051)
(2,746,377)
(717,394)
929,145
(1,882,445)
(1,817,232)
(61,282)
(59,365)
77,476
16,194
16,859
33,053
76,187
16,822
(6,553)
10,269
Cash flows from financing activities
Dividends paid
Finance cost
Fixed deposits released/(pledged)
Proceeds from issue of new shares
Share issue expenses
Proceeds from issue of shares to non-controlling interest
10
4
20
20
-
(235,842)
(396)
1,515,811
3,203,261
(12,666)
150,000
(3,943)
(252,132)
-
-
-
Repayment of finance lease liabilities
(29,580)
(49,058)
Net cash generated from/(used in) financing activities
4,826,430
(540,975)
Net change in cash and cash equivalents held
2,977,038
(2,347,938)
Cash and cash equivalents at beginning of financial year
3,418,105
5,696,038
Effect of exchange rate change on cash held in foreign currencies
Cash and cash equivalents at end of financial year
12
(267,663)
6,127,480
70,005
3,418,105
page 46
These financial statements should be read in conjunction with the accompany notes.
AAMG Annual Report 2015
Notes to the financial statements
For the year ended 31 August 2015
1.
Principle activities
Asian American Medical Group Limited (“AAMG” or “Company”) is a company domiciled in Australia. The
consolidated financial report of the Company as at and for year ended 31 August 2015 comprises the Company and
its subsidiaries. The principal activity of AAMG is that of provision of specialised medical services for liver diseases
and transplantation, radiation oncology and healthcare project management and consultancy services. Our blood
and bone marrow transplant segment, operated under Asian American Blood & Bone Marrow Transplant Centre Pte
Ltd (“AABMTC”), ceased operations on 31 December 2014. It subsequently changed its name to Asian American
Radiation Oncology Pte Ltd (“AARO”) and commenced operating a new radiation oncology segment thereafter.
AABMTC’s financial results up to the date of closure have been classified as “Discontinued Operations”. Other than
the above, there has been no change in the principal activity of the Group during the financial year.
AAMG is a for-profit entity for the purpose of preparing financial statements.
2.
Statement of significant accounting policies
This financial report includes the consolidated financial statements and notes of Asian American Medical Group
Limited (“AAMG”) and controlled entities (“Consolidated Group” or “Group”).
(a) Basis of preparation
The consolidated general purpose financial statements of the Group have been prepared in accordance with the
requirements of the Corporation Act 2001, Australian Accounting Standards and other authoritative pronouncements
of the Australian Accounting Standards Board. Compliance with Australian Accounting Standards results in full
compliance with the International Financial Reporting Standards (“IFRS”) as issued by the International Accounting
Standards Board (“IASB”).
Material accounting policies adopted in the preparation of this financial report are presented below and have been
consistently applied unless otherwise stated.
The financial report has been prepared on an accruals basis and is based on historical costs, modified, where
applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities.
AAMG is a company domiciled in Australia.
The consolidated final report is presented in Singapore Dollars (SGD or S$) as a significant portion of the group’s
activity is denominated in Singapore Dollars.
These consolidated financial statements have been approved for issue by the Board of Directors on 3 November
2015.
(b) Principles of consolidation
The Group financial statements consolidate those of the Parent company and all of its subsidiaries as of 31 August
2015. The Parent controls a subsidiary if it is exposed, or has rights, to variable returns from its involvement with the
subsidiary and has the ability to affect those returns through its power over the subsidiary. All subsidiaries have a
reporting date of 31 August.
All transactions and balances between Group companies are eliminated on consolidation, including unrealised
gains and losses on transactions between Group companies. Where unrealised losses on intragroup asset sales are
reversed on consolidation, the underlying asset is also tested for impairment from a group perspective. Amounts
reported in the financial statements of subsidiaries have been adjusted where necessary to ensure consistency with
the accounting policies adopted by the Group.
Profit or loss and other comprehensive income of subsidiaries acquired or disposed of during the year are recognised
from the effective date of acquisition, or up to the effective date of disposal, as applicable.
Non-controlling interests, presented as part of equity, represent the portion of a subsidiary’s profit or loss and
net assets that is not held by the Group. The Group attributes total comprehensive income or loss of subsidiaries
between the owners of the parent and the non-controlling interests based on their respective ownership interests.
page 47
AAMG Annual Report 2015
(c) Business combinations
Business combinations occur where an acquirer obtains control over one or more businesses and results in the
consolidation of its assets and liabilities.
A business combination is accounted for by applying the acquisition method, unless it is a combination involving
entities or businesses under common control. The acquisition method requires that for each business combination
one of the combining entities must be identified as the acquirer (i.e. parent entity). The business combination will
be accounted for as at the acquisition date, which is the date that control over the acquiree is obtained by the
parent entity. At this date, the parent shall recognise, in the consolidated accounts, and subject to certain limited
exceptions, the fair value of the identifiable assets acquired and liabilities assumed. In addition, contingent liabilities
of the acquiree will be recognised where a present obligation has been incurred and its fair value can be reliably
measured.
The acquisition may result in the recognition of goodwill (refer Note 2(j)) or a gain from a bargain purchase. The
method adopted for the measurement of goodwill will impact on the measurement of any non-controlling interest to
be recognised in the acquiree where less than 100% ownership interest is held in the acquiree.
The acquisition date fair value of the consideration transferred for a business combination plus the acquisition
date fair value of any previously held equity interest shall form the cost of the investment in the separate financial
statements. Consideration may comprise the sum of the assets transferred by the acquirer, liabilities incurred by the
acquirer to the former owners of the acquiree and the entity interest issued by the acquirer.
Reverse acquisition, where the cost of the business combination is deemed to have been incurred by the legal
subsidiary (i.e. the acquirer for accounting purposes) in the form of equity instruments issued to the owners of the
legal parent (i.e. the acquiree for accounting purposes), are accounted for under AASB 3: Business Combinations.
The method calculates the fair value of the instruments issued by the legal parent on the basis of existing instruments
of the legal subsidiary.
All transaction costs incurred in relation to the business combination are expensed to the profit or loss.
Non-controlling interests, presented as part of equity, represent the portion of a subsidiary’s profit or loss and
net assets that is not held by the Group. The Group attributes total comprehensive income or loss of subsidiaries
between the owners of the parent and the non-controlling interests based on their respective ownership interests.
(d)
Income tax
The income tax expense (benefit) for the year comprises current income tax expense (benefit) and deferred tax
expense (benefit).
Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated using
applicable income tax rates that have been enacted, or substantially enacted, as at reporting date. Current tax
liabilities (assets) are therefore measured at the amounts expected to be paid to (recovered from) the relevant
taxation authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the
year as well unused tax losses.
Current and deferred income tax expense (benefit) is charged or credited directly to equity instead of the profit or
loss when the tax relates to items that are credited or charged directly to equity.
Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases of
assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets also result where
amounts have been fully expensed but future tax deductions are available. No deferred income tax will be recognised
from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on
accounting or taxable profit or loss.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the
asset is realised or the liability is settled, based on tax rates enacted or substantively enacted at reporting date. Their
measurement also reflects the manner in when management expects to recover or settle the carrying amount of the
related asset or liability.
Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that
it is probable that future taxable profit will be available against which the benefits of the deferred tax asset can be
utilised.
The amount of benefits brought to account or which may be realised in the future is based on the assumption that no
adverse change will occur in income tax legislation and the anticipation that the Company will derive sufficient future
assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by
the law.
page 48
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
(e)
Inventories
Inventories are measured at the lower of cost and net realisable value.
The cost of inventories includes direct costs associated with the purchase of inventory including transportation
costs.
(f) Plant & equipment
Each class of plant and equipment is carried at cost less, where applicable, any accumulated depreciation and
impairment losses.
Plant and equipment are measured on the cost basis less depreciation and impairment losses.
The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of the
recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net cash
flows that will be received from the asset’s employment and subsequent disposal. The expected net cash flows have
been discounted to their present values in determining recoverable amounts.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only
when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the
item can be measured reliably. All other repairs and maintenance are charged to the profit or loss during the financial
year in which they are incurred.
Depreciation
The depreciation of all fixed assets is depreciated on a straight line basis over the asset’s useful life to the Consolidated
Group commencing from the time the asset is held ready for use.
The depreciation rates used for each class of depreciable assets are:
Class of fixed asset
Office equipment
Medical equipment
Computers
Furniture and fittings
Renovations
Depreciation Rate
5 years
5 years
5 years
5 years
5 years
The asset’s residual values and useful lives are reviewed and adjusted if appropriate, at the end of each reporting
period.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is
greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and
losses are included in the profit or loss.
page 49
AAMG Annual Report 2015
(g) Leases
Lease payments for operating leases, where substantially all the risks and benefits remain with the lessor, are charged
as expenses in the periods in which they are incurred.
The economic ownership of a leased asset is transferred to the lessee if the lessee bears substantially all the risks
and rewards related to the ownership of the leased asset. The related asset is then recognised at the inception of
the lease at the fair value of the leased asset or, if lower, the present value of the lease payments plus incidental
payments, if any. A corresponding amount is recognised as a finance leasing liability, irrespective of whether some
of these lease payments are payable up-front at the date of inception of the lease. Leases of land and buildings are
classified separately and are split into a land and a building element, in accordance with the relative fair values of the
leasehold interests at the date the asset is recognised initially.
Depreciation methods and useful lives for assets held under finance lease agreements correspond to those applied
to comparable assets which are legally owned by the Group. The corresponding finance leasing liability is reduced
by lease payments less finance charges, which are expensed as part of finance costs.
The interest element of leasing payments represents a constant proportion of the capital balance outstanding and is
charged to profit or loss over the period of the lease.
(h) Financial instruments
Initial recognition and measurement
Financial assets and financial liabilities are recognised when the entity becomes a party to the contractual provisions
to the instrument. For financial assets, this is equivalent to the date that the company commits itself to either the
purchase or sale of the asset (i.e. trade date accounting is adopted). Financial instruments are initially measured
at fair value plus transaction costs except where the instrument is classified “at fair value through profit or loss” in
which case transaction costs are expensed to the profit or loss immediately.
Classification and subsequent measurement
Financial instruments are subsequently measured at either fair value, amortised cost using the effective interest rate
method or cost. Fair value represents the price that would be received to sell an asset or paid to transfer a liability
in an orderly transaction between market participants at the measurement date. Where available, quoted prices in
an active market are used to determine fair value.
The Group does not designate any interest in subsidiaries, associates or joint venture entities as being subject to the
requirements of accounting standards specifically applicable to financial instruments.
(i) Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted
in an active market and are subsequently measured at amortised cost.
(ii) Held-to-maturity investments
These investments are non-derivative financial assets that have fixed maturities and fixed or determinable payments,
and it is the Group’s intention to hold these investments to maturity. They are subsequently measured at amortised
cost.
(iii) Available for sale financial assets
Available for sale financial assets are non-derivative assets that are either not suitable to be classified into other
categories of financial assets due to their nature or they are designated as such by management. They comprise
investments in the equity of other entities where there is neither a fixed maturity nor fixed or determinable payments.
Available for sale financial assets are included in non-current assets, except for those which are expected to mature
within 12 months after the end of the reporting year.
(iv) Financial liabilities
Non-derivative financial liabilities (excluding financial guarantees) are subsequently measured at amortised cost.
(v) Fair value
Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are applied
to determine the fair value for all unlisted securities, including recent arm’s length transactions, reference to similar
instruments and option pricing models.
page 50
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
Impairment
At each reporting date, the Group assesses whether there is objective evidence that a financial instrument has been
impaired.
Derecognition
Financial assets are derecognised where the contractual rights to receipt of cash flows expires or the asset is
transferred to another party whereby the entity no longer has any significant continuing involvement in the risks
and benefits associated with the asset. Financial liabilities are derecognised where the related obligations are either
discharged, cancelled or expired. The difference between the carrying value of the financial liability extinguished or
transferred to another party and the fair value of consideration paid, including the transfer of non-cash assets or
liabilities assumed, is recognised in profit or loss.
(i)
Impairment of assets
At each reporting date, the Group reviews the carrying values of its tangible and intangible assets to determine
whether there is any indication that those assets have been impaired. If such an indication exists, the recoverable
amount of the asset, being the higher of the asset’s fair value less costs to sell and value in use, is compared to the
asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount is expensed to the profit
or loss.
Impairment testing is performed annually for goodwill.
(j)
Intangibles
Goodwill
Goodwill is carried at cost less accumulated impairment losses. Goodwill is calculated as the excess of the sum of:
(i) the consideration transferred;
(ii) any non-controlling interest; and
(iii) the acquisition date fair value of any previously held equity interests
over the acquisition date fair value of net identifiable assets acquired. Goodwill on acquisition of subsidiaries is
included in intangible assets.
Goodwill is tested for impairment annually and is allocated to the Group’s cash generating units or groups of cash
generating units, which represent the lowest level at which goodwill is monitored by where such level is not larger
than an operating segment.
(k) Foreign Currency Transactions and Balances
Functional and presentation currency
The functional currency of each of the Group’s entities is measured using the currency of the primary economic
environment in which that entity operates. The consolidated financial statements are presented in Singapore dollars
which is the Group’s functional and presentation currency.
Transaction and balances
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date
of the transaction. Foreign currency monetary items are translated at the year-end exchange rate. Non-monetary
items measured at historical cost continue to be carried at the exchange rate at the date of the transaction. Non-
monetary items measured at fair value are reported at the exchange rate at the date when fair values were determined.
Exchange differences arising on the translation of monetary items are recognised in the statement of profit or loss
and other comprehensive income, except where deferred in equity as a qualifying cash flow or net investment hedge.
Exchange differences arising on the translation of non-monetary items are recognised directly in equity to the extent
that the gain or loss is directly recognised in equity, otherwise the exchange difference is recognised in the statement
of profit or loss and other comprehensive income.
Group companies
The financial results and position of foreign operations whose functional currency is different from the Group’s
presentation currency are translated as follows:
• assets and liabilities are translated at year-end exchange rates prevailing at that reporting date;
•
• retained earnings are translated at the exchange rates prevailing at the date of the transaction.
income and expenses are translated at average exchange rates for the year; and
Exchange differences are charged or credited to other comprehensive income and recognised in the foreign currency
translation reserve in equity.
page 51
AAMG Annual Report 2015
(l) Employee benefits
Provision is made for the Group’s liability for employee benefits arising from services rendered by employees to
balance date. Employee benefits that are expected to be settled within one year are measured at the amounts
expected to be paid when the liability is settled, plus related on-costs. Employee benefits payable later than one
year are measured at the present value of the estimated future cash outflows to be made for those benefits. Those
cash flows are discounted using market yields on national government bonds with terms to maturity that match the
expected timing of cash flows.
Central Provident Fund (“CPF”) contributions: The Group makes contributions to the Central Provident Fund scheme
in Singapore, a defined contribution post-employment or pension scheme. Contributions to post-employment
benefits under defined contribution plans are recognised as an expense in the profit or loss as incurred.
Equity-settled compensation: The Group operates equity-settled share-based payment employee share and option
schemes. The fair value of the equity to which employees become entitled is measured at grant date and recognised
as an expense over the vesting period, with a corresponding increase to an equity account. The fair value of shares
is ascertained as the market bid price. The fair value of options is ascertained using a binomial option pricing
model which incorporates all market vesting conditions. The number of shares and options expected to vest is
reviewed and adjusted at the end of each reporting date such that the amount recognised for services received as
consideration for the equity instruments granted shall be based on the number of equity instruments that eventually
vest.
(m) Provisions
Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, for which
it is probable that an outflow of economic benefits will result and that outflow can be reliably measured.
(n) Cash and cash equivalents
Cash and cash equivalents includes cash on hand, demand deposits held with banks, other short-term highly liquid
investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of
changes in values.
(o) Revenue and other income
Revenue is measured at the fair value of the consideration received or receivable. Revenue from sale of medication
is recognised upon delivery of the medication to the patient. Revenue from rendering of medical services such as
medical consultation, surgery and transplantation is recognised upon completion of the consultation or procedure.
Interest revenue is recognised using the effective interest rate method, which, for floating rate financial assets, is the
rate inherent in the instrument.
All revenue is stated net of goods and services tax (“GST”).
(p) Trade and other payables
Trade and other payables represent the liability outstanding at the end of the reporting year for goods and services
received by the Group during the reporting year which remains unpaid. The balance is recognised as a current
liability with the amount being normally paid within 30 days of initial recognition.
(q) Goods and services tax
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred
is not recoverable from the Australian Tax Office (“ATO”) or Inland Revenue Authority of Singapore (“IRAS”). In
these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of the expense.
Receivables and payables are stated in the statement of financial position inclusive of GST.
The net amount of GST recoverable from, or payable to, the ATO or IRAS is included as a current asset or liability in
the statement of financial position.
Cash flows are included in the statement of cash flows on a gross basis. The GST components of cash flows arising
from investing and financing activities which are recoverable from, or payable to, the ATO or IRAS are classified as
operating cash flows.
page 52
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
(r) Share-based employee remuneration
The Group operates equity-settled share-based remuneration plans for its employees. None of the Group’s plans
feature any options for a cash settlement.
All goods and services received in exchange for the grant of any share-based payment are measured at their fair
values. Where employees are rewarded using share-based payments, the fair values of employees’ services are
determined indirectly by reference to the fair value of the equity instruments granted. This fair value is appraised at
the grant date and excludes the impact of non-market vesting conditions (for example profitability and sales growth
targets and performance conditions).
All share-based remuneration is ultimately recognised as an expense in profit or loss with a corresponding credit to
‘share option reserve’.
If vesting periods or other vesting conditions apply, the expense is allocated over the vesting period, based on the
best available estimate of the number of share options expected to vest. Non-market vesting conditions are included
in assumptions about the number of options that are expected to become exercisable. Estimates are subsequently
revised if there is any indication that the number of share options expected to vest differs from previous estimates.
Any cumulative adjustment prior to vesting is recognised in the current period. No adjustment is made to any
expense recognised in prior periods if share options ultimately exercised are different to that estimated on vesting.
Upon exercise of share options, the proceeds received net of any directly attributable transaction costs up are
allocated to share capital.
(s) Transaction costs on the issue of equity instruments
Transaction costs arising from the issue of equity instruments are recognised directly in equity as a reduction of
the proceeds of the equity instruments to which the costs relate. Transaction costs are the costs that are incurred
directly in connection with the issue of those equity instruments and which would not have been incurred had those
instruments not been issued.
(t) Comparative figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in
presentation for the current financial year.
page 53
Effective date
(annual reporting
periods
beginning on or
after...)
1 January 2018
Likely impact on
initial application
The entity is yet
to undertake
a detailed
assessment of the
impact of AASB
9. However,
based on the
entity’s preliminary
assessment, the
Standard is not
expected to have
a material impact
on the transactions
and balances
recognised in
the financial
statements when it
is first adopted for
the year ending 31
August 2019.
AAMG Annual Report 2015
(u) Standards and Interpretations issued but not yet effective
New / revised
pronouncement
Superseded
pronouncement
Nature of change
AASB 9
Financial
Instruments
(December
2014)
[Also refer to
AASB 2013-9
and
AASB 2014-1
below]
AASB 139
Financial
Instruments:
Recognition and
Measurement
AASB 9 introduces new requirements for
the classification and measurement of
financial assets and liabilities.
These requirements improve and simplify
the approach for classification and
measurement of financial assets compared
with the requirements of AASB 139. The
main changes are:
a Financial assets that are debt
instruments will be classified based
on: (i) the objective of the entity’s
business model for managing
the financial assets; and (ii) the
characteristics of the contractual cash
flows.
b Allows an irrevocable election on initial
recognition to present gains and losses
on investments in equity instruments
that are not held for trading in other
comprehensive income (instead of in
profit or loss). Dividends in respect of
these investments that are a return on
investment can be recognised in profit
or loss and there is no impairment
or recycling on disposal of the
instrument.
Introduces a ‘fair value through other
comprehensive income’ measurement
category for particular simple debt
instruments.
c
d Financial assets can be designated
and measured at fair value through
profit or loss at initial recognition if
doing so eliminates or significantly
reduces a measurement or recognition
inconsistency that would arise from
measuring assets or liabilities, or
recognising the gains and losses on
them, on different bases.
e Where the fair value option is used for
financial liabilities the change in fair
value is to be accounted for as follows:
• the change attributable to changes
in credit risk are presented in Other
Comprehensive Income (‘OCI’)
• the remaining change is presented in
profit or loss
If this approach creates or enlarges an
accounting mismatch in the profit or
loss, the effect of the changes in credit
risk are also presented in profit or loss.
Otherwise, the following requirements
have generally been carried forward
unchanged from AASB 139 into AASB
9:
• classification and measurement of
financial liabilities; and
• derecognition requirements for
financial assets and liabilities.
page 54
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
New / revised
pronouncement
Superseded
pronouncement
Nature of change
Likely impact on
initial application
Effective date
(annual reporting
periods
beginning on or
after...)
(As above)
AASB 9
Financial
Instruments
(December
2014)
continued
AASB 9 requirements regarding hedge
accounting represent a substantial
overhaul of hedge accounting that
enable entities to better reflect their risk
management activities in the financial
statements.
Furthermore, AASB 9 introduces a new
impairment model based on expected
credit losses. This model makes use of
more forward-looking information and
applies to all financial instruments that are
subject to impairment accounting.
AASB 15
Revenue from
Contracts with
Customers
AASB 118
Revenue
AASB 111
Construction
Contracts
Int. 113
Customer
Loyalty
Programmes
Int. 115
Agreements
for the
Construction of
Real Estate
Int. 118 Transfer
of Assets from
Customers
AASB 15:
1 January 2017 The entity is yet
• replaces AASB 118 Revenue, AASB 111
Construction Contracts and some
revenue-related Interpretations:
- establishes a new revenue
recognition model
- changes the basis for deciding
whether revenue is to be
recognised over time or at a point
in time
- provides new and more detailed
guidance on specific topics (e.g.,
multiple element arrangements,
variable pricing, rights of return,
warranties and licensing)
- expands and improves disclosures
about revenue
to undertake
a detailed
assessment of the
impact of AASB
15. However,
based on the
entity’s preliminary
assessment, the
Standard is not
expected to have
a material impact
on the transactions
and balances
recognised in
the financial
statements when it
is first adopted for
the year ending 31
August 2018.
None
Part D of AASB 2014-1 makes
consequential amendments arising from
the issuance of AASB 14.
AASB 2014-1
Amendments
to Australian
Accounting
Standards (Part
D: Consequential
Amendments
arising from
AASB 14)
1 January 2016 When these
amendments
become effective
for the first time
for the year ending
31 August 2017,
they will not have
any impact on the
entity.
page 55
Effective date
(annual reporting
periods
beginning on or
after...)
1 January 2018
Likely impact on
initial application
Refer to the
section on AASB 9
above.
1 January 2016 When these
amendments are
first adopted for
the year ending
31 August 2017,
there will be no
material impact
on the financial
statements.
AAMG Annual Report 2015
(u) Standards and Interpretations issued but not yet effective (cont’d)
New / revised
pronouncement
Superseded
pronouncement
Nature of change
None
None
AASB 2014-7
Amendments
to Australian
Accounting
Standards
arising from
AASB 9
(December
2014)
AASB 2014-10
Amendments
to Australian
Accounting
Standards – Sale
or Contribution
of Assets
between an
Investor and
its Associate or
Joint Venture
AASB 2014-7 incorporates the
consequential amendments arising from
the issuance of AASB 9.
The amendments address a current
inconsistency between AASB 10
Consolidated Financial Statements and
AASB 128 Investments in Associates and
Joint Ventures (2011).
The amendments clarify that, on a sale or
contribution of assets to a joint venture or
associate or on a loss of control when joint
control or significant influence is retained
in a transaction involving an associate or a
joint venture, any gain or loss recognised
will depend on whether the assets or
subsidiary constitute a business, as defined
in AASB 3 Business Combinations. Full
gain or loss is recognised when the
assets or subsidiary constitute a business,
whereas gain or loss attributable to other
investors’ interests is recognised when the
assets or subsidiary do not constitute a
business.
This amendment effectively introduces
an exception to the general requirement
in AASB 10 to recognise full gain or loss
on the loss of control over a subsidiary.
The exception only applies to the loss of
control over a subsidiary that does not
contain a business, if the loss of control
is the result of a transaction involving
an associate or a joint venture that is
accounted for using the equity method.
Corresponding amendments have also
been made to AASB 128 (2011).
1 January 2016 When these
amendments are
first adopted for
the year ending
31 August 2017,
there will be no
material impact
on the financial
statements.
AASB 2015-1
Amendments
to Australian
Accounting
Standards
– Annual
Improvements
to Australian
Accounting
Standards 2012-
2014 Cycle
None
These amendments arise from the issuance
of Annual Improvements to IFRSs 2012-
2014 Cycle in September 2014 by the IASB.
Among other improvements, the
amendments clarify that when an entity
reclassifies an asset (or disposal group)
directly from being held for sale to being
held for distribution (or vice-versa), the
accounting guidance in paragraphs 27-29
of AASB 5
Non-current Assets Held for Sale and
Discontinued Operations does not apply.
The amendments also state that when
an entity determines that the asset (or
disposal group) is no longer available
for immediate distribution or that the
distribution is no longer highly probable,
it should cease held-for-distribution
accounting and apply the guidance in
paragraphs 27-29 of
AASB 5.
page 56
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
New / revised
pronouncement
Superseded
pronouncement
Nature of change
Likely impact on
initial application
Effective date
(annual reporting
periods
beginning on or
after...)
None
The amendments:
1 January 2016 When these
AASB 2015-2
Amendments
to Australian
Accounting
Standards –
Disclosure
Initiative:
Amendments to
AASB 101
None
AASB 2015-3
Amendments
to Australian
Accounting
Standards
arising from
the Withdrawal
of AASB 1031
Materiality
• clarify the materiality requirements in
AASB 101, including an emphasis on the
potentially detrimental effect of
obscuring useful information with
immaterial information
• clarify that AASB 101’s specified line
items in the statement(s) of profit or
loss and other comprehensive income
and the statement of financial position
can be disaggregated
• add requirements for how an entity
should present subtotals in the
statement(s) of profit and loss and other
comprehensive income and the
statement of financial position
• clarify that entities have flexibility as to
the order in which they present
the notes, but also emphasise that
understandability and comparability
should be considered by an entity when
deciding that order
• remove potentially unhelpful guidance
in IAS 1 for identifying a significant
accounting policy.
The Standard completes the AASB’s
project to remove Australian guidance on
materiality from Australian Accounting
Standards.
amendments are
first adopted for
the year ending
31 August 2017,
there will be no
material impact
on the financial
statements.
1 July 2015
When this
Standard is first
adopted for the
year ending 31
August 2016, there
will be no impact
on the financial
statements.
page 57
AAMG Annual Report 2015
(v) New and revised standards that are effective for these financial statements
A number of new and revised standards and an interpretation became effective for the first time to annual periods
beginning on or after 1 Sept 2014. Information on these new standards is presented below.
AASB 2012-3 Amendments to Australian Accounting Standards – Offsetting Financial Assets and Financial Liabilities
AASB 2012-3 adds application guidance to AASB 132 to address inconsistencies identified in applying some of the
offsetting criteria of AASB 132, including clarifying the meaning of “currently has a legally enforceable right of set-
off” and that some gross settlement systems may be considered equivalent to net settlement.
AASB 2012-3 is applicable to annual reporting periods beginning on or after 1 January 2014.
The adoption of these amendments has not had a material impact on the Group as the amendments merely clarify
the existing requirements in AASB 132.
AASB 2013-3 Amendments to AASB 136 – Recoverable Amount Disclosures for Non-Financial Assets
These narrow-scope amendments address disclosure of information about the recoverable amount of impaired
assets if that amount is based on fair value less costs of disposal.
IFRS 13 Fair Value Measurement, the
When developing
Impairment
of Assets to require disclosures about the recoverable amount of impaired assets. The IASB noticed
however that some of the amendments made
in the
in
requirement being more broadly applicable than the
These amendments to
IAS 36 therefore clarify the IASB’s original intention that the scope of those disclosures is limited to the recoverable
amount of impaired assets that is based on fair value less costs of disposal.
introducing those requirements resulted
IASB decided to amend
IASB had
intended.
IAS 36
AASB 2013-3 makes the equivalent amendments to AASB 136 Impairment of Assets and is applicable to annual
reporting periods beginning on or after 1 January 2014.
The adoption of these amendments has not had a material impact on the Group as they are largely of the nature of
clarification of existing requirements.
AASB 2014-1 Amendments
2010-2012 and 2011-2013 Cycles)
Part A of AASB 2014-1 makes amendments to various Australian Accounting Standards arising from the issuance by
the IASB of International Financial Reporting Standards Annual Improvements to IFRSs 2010-2012 Cycle and Annual
Improvements to IFRSs 2011-2013 Cycle.
to Australian Accounting Standards
(Part A: Annual
Improvements
Among other improvements, the amendments arising from Annual Improvements to IFRSs 2010-2012 Cycle:
• clarify that the definition of a ‘related party’ includes a management entity that provides key management
personnel services to the reporting entity (either directly or through a group entity)
• amend AASB 8 Operating Segments to explicitly require the disclosure of judgements made by management in
applying the aggregation criteria
Among other improvements, the amendments arising from Annual Improvements to IFRSs 2011-2013 Cycle clarify
that an entity should assess whether an acquired property is an investment property under AASB 140 Investment
Property and perform a separate assessment under AASB 3 Business Combinations to determine whether the
acquisition of the investment property constitutes a business combination.
Part A of AASB 2014-1 is applicable to annual reporting periods beginning on or after 1 Sept 2014.
The adoption of these amendments has not had a material impact on the Group as they are largely of the nature of
clarification of existing requirements.
page 58
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
(w) Critical accounting estimates and judgements
The directors evaluate estimates and judgements incorporated into the financial report based on historical knowledge
and best available information. Estimates assume a reasonable expectation of future events and are based on current
trends and economic data, obtained both externally and within the Group.
(x) Key Estimates and Judgements
Impairment
The Group assesses impairment at each reporting date by evaluating conditions and events specific to the Group
that may lead to impairment of assets. Where an impairment trigger exists, the recoverable amount of the asset is
determined. Value in use calculations and valuations from independent valuers are performed and used in assessing
recoverable amounts, these calculations and valuations incorporate a number of key estimates.
Please refer to note 13 and 16 with respect to Management’s consideration of impairment of trade and other
receivables and goodwill respectively, as at 31 August 2015.
page 59
AAMG Annual Report 2015
3 Revenue
Operating activities
Provision of services
Sale of medication
Management fee
Total revenue from operating activities
Other operating income
Interest received
Other income
Total other operating income
Consolidated Group
2015
S$
2014
S$
17,269,188
8,580,221
2,209,376
3,465,180
875,540
276,834
20,354,104
12,322,235
78,775
24,500
103,275
76,187
22,510
98,697
Consolidated Group
2015
S$
2014
S$
4 Finance expense
Interest expense on obligation under finance lease
396
3,943
5 Profit/(loss) for the year
The profit/(loss) for the year has been arrived at after crediting/(charging) the following items:
Expenses
Cost of sales
Net foreign exchange gain/(loss)
Consolidated Group
2015
S$
2014
S$
(11,538,099)
(5,837,012)
3,505
(39,235)
Administrative expenses include rental expense on operating leases as follows:
- premises
(485,167)
(670,631)
Depreciation is reflected in the statement of profit or loss and other comprehensive
income as follows:
- continuing operations
- discontinuing operations
Professional fees
Management fees
Credit card charges
Central Provident Fund
Share option expense (Note 21 (b) (i))
page 60
(98,566)
(105,495)
(30,899)
(79,855)
(366,018)
(313,373)
(214,088)
(251,293)
(54,133)
(101,306)
(192,263)
(262,127)
-
(8,170)
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
6 Income Tax Expense/(Benefit)
a. The components of tax expense/(benefit) comprise:
Current tax
Deferred tax
Over provision in respect of prior years
Consolidated Group
2015
S$
2014
S$
16,448
(17,000)
-
(17,645)
(3,289)
(16,864)
13,159
(51,509)
b. The prima facie tax on profit/(loss) before income tax is reconciled to the income tax as follows:
Prima facie tax payable/(refundable) on profit/(loss) before income tax
at Australian tax rate of 30% (2014 : 30%)
171,560
(763,392)
Add:
Effect of tax rates in foreign jurisdiction
(206,154)
271,292
Tax effect of:
- non-deductible expenses
- non-taxable incomes
- over provision for income tax in prior years
- partial income tax exemption
255,701
203,054
(52,792)
-
(3,289)
(16,864)
(24,348)
(12,897)
- utilisation of deferred tax assets previously not recognised
(217,394)
- deferred tax asset was not recognised
- others
96,924
(7,049)
-
275,631
(8,333)
Income tax expense/(benefit)
13,159
(51,509)
The value of tax losses and capital allowances not recognised is S$1,472,000 and S$418,000 (2014: S$2,233,000
and $384,000).
page 61
AAMG Annual Report 2015
7 Key Management Personnel Compensation
The key management personnel (“KMP”) compensation included in employment expenses includes:
Short-term benefits
Post-employment benefit
Share based payments
Total compensation
Detailed remuneration disclosures are provided in the remuneration report.
8 Auditor’s Remuneration
Remuneration of the parent entity auditor, Grant Thornton Audit Pty Ltd:
- auditing or reviewing the financial report
- taxation services
Remuneration of other auditors:
- auditing or reviewing the financial report of subsidiaries
- taxation services
2015
S$
2014
S$
3,420,192
3,593,927
45,451
-
41,901
8,170
3,465,643
3,643,998
Consolidation Group
2015
S$
2014
S$
27,556
12,188
32,367
9,537
32,320
4,900
77,600
4,150
page 62
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
9 Discontinued Operations
Our blood and bone marrow transplant segment, operated under Asian American Blood & Bone Marrow Transplant
Centre Pte Ltd (“AABMTC”), ceased operations on 31 December 2014. It subsequently changed its name to Asian
American Radiation Oncology Pte Ltd (“AARO”) and commenced operating a new radiation oncology segment
thereafter. AABMTC’s financial results up to the date of closure have been classified as “Discontinued Operations” in the
Consolidated Statement of Profit or Loss and Other Comprehensive Income.
Results of the discontinued operations are as follows:
Revenue
Other income
Changes in inventories
Raw materials and consumables used
Employment benefits expense
Operating lease expense
Depreciation expense
Directors’ fees
Write down of inventory
Write down of capital assets
Other operating income/(expenses) - net
Loss for the year from discontinued operations
Consolidation Group
2015
S$
2014
S$
512,201
3,879,475
37,590
2,701
(63,016)
(9,733)
(248,791)
(2,246,960)
(334,711)
(1,162,083)
(96,321)
(215,340)
(30,899)
(79,855)
(32,000)
(96,000)
(108,515)
(183,522)
-
-
56,844
(289,642)
(491,140)
(217,437)
Prior to the conversion to the new radiation oncology segment, all the financial assets and liabilities relating to the
discontinued operations have been fully recovered, paid, written down and disposed of. However, certain assets have
been carried over to the new segment as follows:
Non-current assets:
- Plant and equipment
Current assets:
- Cash and cash equivalent
- Trade and other receivables
Assets carried forward for new business segment
Current liabilities:
- Trade and other payables
Liabilities carried forward for new business segment
2015
S$
48,606
549,742
43,736
642,084
75,583
75,583
page 63
AAMG Annual Report 2015
Cash flows generated by blood and bone marrow for the reporting periods under review until the disposal are as follows:
Operating activities
Investing activities
Cash flows from discontinued operations
10 Dividends
Consolidation Group
2015
S$
2014
S$
(717,394)
929,145
16,859
(6,553)
(700,535)
(922,592)
Consolidation Group
2015
S$
2014
S$
Final unfranked dividend of Nil (2014: 0.1) S cents per share in respect of financial year
ended 2015: Nil (2014 : 0.1) S cents per share)
-
235,842
Following the completion of accounts the Directors propose no final dividend for the financial year ended 31 August
2015 (2014 : Nil).
11 Earnings per Share
Basic earnings or loss per share amounts are calculated by dividing the profit or loss for the year attributable to equity
holders of the Company by the weighted average number of ordinary shares outstanding during the financial year.
Diluted earnings or loss per share amounts are calculated by dividing the profit or loss for the year attributable to equity
holders of the Company by the weighted average number of ordinary shares outstanding during the financial year plus
the weighted average number of ordinary shares that would be issued on the conversion of all the dilutive potential
ordinary shares into ordinary shares.
The following table reflects the profit and loss and share data used in the computation of basic and diluted earnings per
share for the year ended 31 August:
Profit/(loss) for the year
Add: Non-controlling interest
Consolidation Group
2015
2014
S$558,710 (S$2,493,132)
S$39,354
-
Profit/(loss) after income tax attributable to the owners of Asian American Medical
Group Limited
S$598,064
(S$2,493,132)
Weighted average number of ordinary shares during the year used in calculating
basic EPS
Effect of dilution:
Share option
Weighted average number of ordinary shares during the year used in calculating
diluted EPS
Number of
shares
Number of
shares
224,248,521
209,453,754
1,299,000
1,299,000
225,547,521
210,752,754
page 64
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
Consolidation Group
2015
S$
2014
S$
0.49
(0.22)
0.27
0.49
(0.22)
0.27
(1.09)
(0.10)
(1.19)
(1.09)
(0.10)
(1.19)
Consolidation Group
2015
S$
2014
S$
4,582,504
3,418,105
1,666,862
1,874,018
6,249,366
5,292,123
(121,886)
(1,874,018)
6,127,480
3,418,105
Basic earnings/(loss) per share (S cents)
- continuing operations
- discontinued operations
Diluted earnings/(loss) per share (S cents)
- continuing operations
- discontinued operations
12 Cash and Cash Equivalents
Cash and bank balances
Fixed deposits
Cash and cash equivalents
Less: Fixed deposits pledged
Cash per consolidated statement of cash flows
The effective interest rate on short-term bank deposits was 2.57% - 3.60% (2014: 0.13% - 3.15%) per annum; these
deposits have a maturity of between 4 - 12 months (2014: 4 -12 months).
Fixed deposit amounting to S$121,886 (2014 : S$121,886) is pledged to a bank for performance guarantee relating to the
operating lease. In 2014, fixed deposit amounting to S$500,000 was pledged to a bank for a standby credit facility of
S$1,000,000 and this standby credit facility was subsequently terminated in July 2014.
13 Trade and Other Receivables
Current
Trade receivables
Other receivables
Deposits
Total current trade and other receivables
Consolidation Group
2015
S$
2014
S$
7,497,717
1,695,825
782,115
36,800
23,206
67,450
8,316,632
1,786,481
page 65
AAMG Annual Report 2015
a Provision for impairment of receivables
Current trade and term receivables are non-interest bearing loans and generally on 60 - 120 day terms. A
provision for impairment is recognised when there is objective evidence that an individual trade or term receivable
is impaired. No trade or other receivables are considered past due and impaired. The Group reviews its trade
receivables for evidence of impairment on a regular basis. The trade receivable consists mainly amounts owning
by the United Arab Emirates (“UAE”) government agencies. Management holds regular meetings with the agencies
relating to patient care feedback and collection of amounts outstanding. Management is of the opinion that the
trade receivables are recoverable and hence, no impairment is required.
b Credit risk
The group has no significant concentration of credit risk with respect to any single counter party or group of
counter parties.
The following table details the Group’s trade receivables exposed to credit risk with ageing analysis. Amounts
are considered as ‘past due’ when the debt has not been settled, with the terms and conditions agreed between
the Group and the customer or counter party to the transaction. Receivables that are past due are assessed for
impairment by ascertaining solvency of the debtors and are provided for where there are specific circumstances
indicating that the debt may not be fully repaid to the Group.
The balances of receivables that remain within initial trade terms are considered to be high credit quality.
Current
Due 1 - 30 days
Due 31- 60 days
Due over 60 days
14 Inventories
Consolidation Group
2015
S$
2014
S$
1,341,247
1,063,578
553,900
173,554
830,853
4,771,717
371,617
87,076
7,497,717
1,695,825
Consolidated Group
2015
S$
2014
S$
Medical Supplies at cost
163,668
403,641
page 66
15 Plant and Equipment
Office equipment
At Cost
Accumulated depreciation
Total office equipment
Medical equipment
At Cost
Accumulated depreciation
Total medical equipment
Computers
At Cost
Accumulated depreciation
Total computers
Furniture and fittings
At cost
Accumulated depreciation
Total furniture and fittings
Renovations
At cost
Accumulated depreciation
Total Renovations
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
Consolidated Group
2015
S$
2014
S$
12,114
12,627
(8,988)
(8,088)
3,126
4,539
338,929
389,887
(296,395)
(253,359)
42,534
136,528
172,183
150,999
(89,606)
(69,787)
82,577
81,212
14,111
13,294
(13,307)
(13,294)
804
-
240,856
480,288
(180,110)
(234,218)
60,746
246,070
Total plant and equipment
189,787
468,349
page 67
AAMG Annual Report 2015
Movements in Carrying Amounts
Movement in the carrying amounts for each class of plant and equipment between the beginning and the end of the
current financial year.
Office
equipment
Medical
equipment
Computers
Furniture
and
fittings
Renovations
Total
S$
S$
S$
S$
S$
S$
Consolidated Group
Balance at 31 August 2014
4,539
136,528
81,212
Additions
Disposals
Write-offs – discontinued
operation
Depreciation expense
-
-
-
-
36,825
(21,948)
(4,909)
(10,891)
(441)
- continuing operations
(1,413)
(57,758)
(28,580)
- discontinued operations
-
(3,397)
(1,530)
Carrying amount at 31 August
2015
3,126
42,534
82,577
-
818
-
-
(14)
-
804
246,070
468,349
23,639
61,282
-
(26,857)
(172,190)
(183,522)
(10,801)
(98,566)
(25,972)
(30,899)
60,746
189,787
Balance at 31 August 2013
Additions
Disposals
Depreciation expense
1,968
3,660
-
197,836
6,063
63,041
56,195
-
(6,282)
238
330,980
594,063
-
-
-
-
65,918
(6,282)
- continuing operations
(1,089)
(57,841)
(28,490)
(238)
(17,837)
(105,495)
- discontinued operations
-
(9,530)
(3,252)
Carrying amount at 31 August
2014
4,539
136,528
81,212
-
-
(67,073)
(79,855)
246,070
468,349
Included in medical equipment is equipment under finance lease arrangement amounting to S$19,667 (2014: S$66,867).
Finance lease liabilities in the prior year (see note 19) were secured by the related assets held under finance leases.
16 Intangible Assets
Total Intangible Assets
Goodwill
Consolidated Group
2015
S$
2014
S$
Cost and carrying value at the end of the years
266,123
266,123
page 68
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
Impairment test for goodwill
Goodwill is allocated to cash generating units (CGU’s) according to applicable business operations. There is no
impairment loss in the current period and prior year. The liver segment remains the main cash generating unit of AAMG.
The recoverable amount of a CGU is based on value-in-use calculations. These calculations are based on projected cash
flows approved by management covering a period not exceeding five years. Management’s determination of cash flow
projections and gross margins are based on past performance and its expectation for the future. The present value of
future cash flows has been calculated using a discount rate of 10% (2014: 10%) and a growth rate of 5% (2014: 5%) per
annum to determine value-in-use.
No impairment loss was required for the carrying value of goodwill as the recoverable amount was assessed to be in
excess of its carrying value. The directors believe that any reasonable change in the key assumptions will not materially
cause the recoverable value of the CGU to be lower than the carrying amount.
17 Trade and Other Payables
Current
Trade payables
Patients’ deposits
Provision for employee benefits
Sundry payables and accrued expenses
Total current trade and other payables
Consolidated Group
2015
S$
2014
S$
5,767,363
202,087
149,085
577,443
1,701,622
393,880
213,504
616,478
6,695,978
2,925,484
The provision for employee benefits relates to the provision for cash bonus to employees for the period from January to
August 2015 (2014 : January to August 2014) and is payable by December 2015 (2014 : December 2014).
18 Taxation
Current assets
Income tax refundable
Current liabilities
Income tax payable
19 Finance Lease
Current
Consolidated Group
2015
S$
2014
S$
-
17,000
13,159
-
Consolidated Group
2015
S$
2014
S$
-
29,580
page 69
AAMG Annual Report 2015
20 Issued Capital
Opening share balance
Shares issued during the year
Share issue expenses
Total capital
Consolidated Group
2015
S$
2014
S$
4,267,495
4,267,495
3,203,261
(12,666)
-
-
7,458,090
4,267,495
Changes to the then Corporation Law abolished the authorised capital and par value concept in relation to share capital from 1 July
1998. Therefore, the parent entity does not have a limited amount of authorised capital and issued shares do not have a par value.
a. Ordinary Shares
At the beginning of reporting year
Shares issued during year
At reporting date
Consolidated Group
2015
2014
Number of
shares
Number of
shares
209,453,754
209,453,754
30,000,000
-
239,453,754
209,453,754
Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion to the number of shares
held.
At the shareholders’ meetings each ordinary share is entitled to one vote when a poll is called, otherwise each shareholder has
one vote on a show of hands.
On 9 and 10 March 2015, the Company issued a total of 30,000,000 new ordinary at A$0.10 per share for A$3,000,000 at
exchange rate of A$1: S$1.064) which were fully paid.
b. Capital Management
Management controls the capital of the Group in order to provide shareholders with adequate returns and ensure that the Group
can fund its operations and continue as a going concern. Currently the Group’s debt relates to finance lease only.
There are no externally imposed capital requirements.
There have been no changes in the strategy adopted by management to control the capital during the year.
page 70
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
21 Reserves
a. Nature and purpose of reserve
(i) Share-based payments
The share-based payments reserve is used to recognise:
• At grant date of the fair value of options issued to employees but not exercised
• At grant date the fair value of shares issued to employees
• The issue of shares held by the AAMG Employee Share Trust to employees
(ii) Foreign currency translation
Exchange difference arising on translation of the foreign controlled entity are recognised in other comprehensive
income as described in note 2(k) and accumulated in a separate reserve within equity. The cumulative amount is
reclassified to profit or loss when the net investment is disposed of.
b. Movements in reserves
(i) Employee share option reserve
Beginning of financial year
Employee share option – value of employee services (Note 22)
End of financial year
(ii) Foreign currency translation reserve
Beginning of financial year
Net currency translation difference of financial statements of foreign
subsidiaries
End of financial year
Total as at the end of financial year
Consolidated Group
2015
S$
2014
S$
72,179
64,009
-
72,179
8,170
72,179
106,006
5,983
(701,519)
100,023
(595,513)
106,006
(523,334)
178,185
page 71
AAMG Annual Report 2015
22 Share-Based Employee Remuneration
i. On 23 November 2009, the shareholders of AAMG approved the establishment of the AAMG Employee Share
Option Plan and the rules that govern the operation of the Plan. Minor amendments to the Rules have been
approved by shareholders at the Annual General Meeting since. The options are granted under the Plan for no
consideration and hold no voting or dividend rights and are not transferable. On 17 January 2011, 1,299,000 share
options were granted to certain KMP under the Plan to take up ordinary shares at an exercise price of A$0.088
each. The options are exercisable on or before 17 January 2016.
ii. Options granted to KMP are as follows:
Grant Date
17 January 2011
Number
1,299,000
These options vest over a 3-year period and are subject to service conditions such that only a third of the options
granted may be exercised on or after the first, second and third anniversary of the grant. Options expire at the
earlier of termination of employment or five years after the grant date. Further details of these options are pro-
vided in the Directors’ report. The options lapse when a KMP ceases their employment with the Group. During
the financial year, no options were vested with KMP (2014 : 434,000).
iii. The Company established the AAMG Employee Share Option Plan as a long-term incentive scheme to recognise
talent and motivate executives to strive for Group performance. Employees are granted options which vest over
3 years, subject to meeting specified service criteria. The options are issued for no consideration and carry no
entitlements to voting rights or dividends of the Group but have been listed. The number available to be granted
is determined by the Nomination and Remuneration Committee and is based on performance measures includ-
ing growth in shareholder return, return on equity, cash earnings, and group EPS growth.
Options are forfeited 30 days after the holder ceases to be employed by the Group, unless the Board determines
otherwise (this is usually only in the case of retirement, redundancy, death or disablement).
The options are issued with an exercise price determined by the Nomination and Remuneration Committee to
be either:
(a) a price equal to the Market Price or such higher price as may be determined by the Committee in its
absolute discretion; or
(b) a price which is set at a discount to the Market Price, the quantum of such discount to be determined by the
Committee in its absolute discretion, provided that the maximum discount which may be given in respect
of any Option shall not exceed twenty (20) per cent of the Market Price in respect of the that Option.
The Market Price is defined as the weighted average closing sale price of the shares recorded on the Australian
Securities Exchange (“ASX”) over the last 5 trading days on which sales of the shares were recorded preceding
the day on which the Committee resolves to invite the application for an Option.
A summary of the movements of all Company options issues is as follows:
Options outstanding as at 31 August 2014
1,299,000
A$0.088
Number of
shares
Weighted average
exercise price
Granted
Forfeited
Exercised
Expired
-
-
-
-
-
-
-
-
Options outstanding as at 31 August 2015
1,299,000
A$0.088
Options exercisable as at 31 August 2015:
Options exercisable as at 31 August 2014:
1,299,000
1,299,000
A$0.088
A$0.088
page 72
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
The weighted average remaining contractual life of options outstanding at year end was 0.4 years. The exercise price
of outstanding shares at the end of the reporting year was A$0.088.
The fair values of options granted were determined using a variation of the binomial option pricing model that takes
into account factors specific to the share incentive plans, such as the vesting period. The total shareholder return per-
formance condition related to the Scheme, being a market condition, has been incorporated into the measurement by
means of actuarial modelling. The following principal assumptions were used in the valuation:
Grant date
Vesting period ends
Share price at date of grant
Volatility
Option life
Dividend yield
Risk free investment rate
Fair value at grant date
Exercise price at date of grant
Exercisable from/to
17 January 2011
17 January 2014
A$0.12
69%
5 years
5.830%
2.875%
A$0.04
A$0.088
17 January 2012- 17 January 2016
Historical volatility has been the basis for determining expected share price volatility as it is assumed that this is indica-
tive of future movements. The life of the options is based on the historical exercise patterns, which may not eventuate
in the future.
23 Controlled Entities
a. Controlled entities consolidated
Name
Country of
incorporation
Principle
activities
Asian American Medical Group Limited
Australia
Investment
holding
Subsidiary of Asian American Medical Group Limited:
Percentage owned (%)
2015
100
2014
100
Asian American Medical Group Inc.
British Virgin
Islands
Investment
holding
100
100
Subsidiary of Asian American Medical Group Inc.
Asian American Liver Centre Pte. Ltd.
Singapore
Asian American Radiation Oncology Pte. Ltd.
(formerly known as Asian American Blood &
Marrow Transplant Centre Pte. Ltd.)
Singapore
Asian American Medical Group Pte. Ltd.
Singapore
Liver specialist
clinic
Radiation
oncology
services
Management
and
consultancy
100
70
100
100
100
100
Associate of Asian American Liver Centre Pte. Ltd. :
PT. Asian Liver Center Indonesia
Indonesia
Dormant
50
50
page 73
AAMG Annual Report 2015
b. Disposal of controlled entity
On 20 April 2015, AARO increase its paid-up share capital from S$1 to S$500,000 by issuing 499,999 new shares.
As a result of this capital enlargement, 150,000 or 30% of those shares in the enlarged share capital were issued to
non-controlling interest which diluted Asian American Medical Group Inc.’s shareholding in AARO from 100% to 70%.
The fair value of the 30% was S$150,000.
24 Commitments
a. Operating leases
Non-cancellable operating leases contracted for but not capitalised in the financial statements:
Payable – minimum lease payments
Not longer than 1 year
Longer than 1 year but not longer than 5 years
Consolidated Group
2015
S$
2014
S$
19,201
-
19,201
213,000
106,500
319,500
One of the leases for the Group’s office premises at Gleneagles Hospital expired in June 2014 and there have been
no subsequent renewal as of the release of these financial statements. Management is of the opinion that the renewal
process will be completed soon and do not see any reason as to why the lease will not be renewed. The other clinic unit
lease will expire in February 2016.
b. Finance leases
Future minimum finance lease payments at the last reporting period under review were as follows:
31 August 2014
Lease payments
Finance charges
Net present values
Minimum lease payments due
Within 1 year
1 to 5 years
After 5 years
S$
S$
S$
Total
S$
29,975
(395)
29,580
-
-
-
-
-
-
29,975
(395)
29,580
There is no outstanding finance lease balance at balance date.
c. Capital Commitments
Capital expenditures contracted for at the reporting date but not recognised in the financial statements amounting to
S$28,000 (US$20,000) is in respect of investment of 20% shares in a joint venture company in Myanmar. The Myanmar
joint venture company is in the process of incorporation subsequent to year end and upon completion of the incorporation,
the investment commitment will be payable.
On 12 August 2015, the Company signed a conditional sale and purchase agreement with Rich Tree Holdings Pte Ltd
(“RTH”) to acquire its 60% stake in Rich Tree Land Pte Ltd (“RTL”) for a purchase consideration of S$19.6m. RTL owns
a 5,446.14m2 land in the Zhuhai Free Trade Zone, Southern China which it plans to develop an advance diagnostic and
wellness medical centre. The targeted completion date for the acquisition is 31 December 2015.
There is no other capital commitment as at reporting date.
page 74
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
25 Cash Flow Information
Reconciliation of cash flow from operations with profit/(loss) after income tax
Profit/(loss) after income tax
Adjustment for:
Depreciation
- continuing operations
- discontinued operations
Foreign exchange (loss)/gain - net
Employee share option cost
Finance income
Finance cost
Loss from disposal of fixed assets
Write down of inventory
Write down of capital assets
Related party loan written off
Changes in assets and liabilities:
Consolidated Group
2015
S$
2014
S$
558,710
(2,493,132)
98,566
30,899
(166,569)
-
105,495
79,855
30,018
8,170
(78,775)
(76,187)
396
9,998
108,515
183,522
3,943
6,281
-
-
-
300,765
(Increase)/decrease in trade and other receivables
(6,505,040)
1,706,289
Decrease/(increase) in inventories
Increase/(decrease) in trade and other payables
Increase/(decrease) in deferred and current tax liabilities
Net cash used in operating activities
131,458
(30,622)
3,715,716
(1,282,434)
30,159
(175,673)
(1,882,445)
(1,817,232)
26 Events After the Balance Date
No other matters or circumstances have arisen since the end of the financial year which significantly affected or may
significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in
future financial years.
27 Related Party
The Group’s related parties include its associates and joint venture, KMP and post-employment benefit plans for the
Group’s employees.
Balances and transactions between the Company and its subsidiaries, which are related to the Company and set out in
note 23, have been eliminated on consolidation and are not disclosed in this note.
Disclosures relating to KMP are set out in note 7.
Last year, the amount of S$320,765 was written off to the Profit or Loss but subsequently S$53,738 was recovered,
resulting in a net write-off of S$267,027. The write off was due to the sale of the Group’s entire stake in ALCVN to a
third party last year. Other than that, there are no other related party transaction or balances incurred in the current
financial year.
page 75
AAMG Annual Report 2015
28
Operating Segments
AASB 8 requires operating segments to be identified on the basis of internal reports about components of the
Consolidated Group that are regularly reviewed by the chief operating decision maker, the Board of Directors (chief
operating decision makers), in order to allocate resources to the segment and to assess its performance. The Consolidated
Group has identified its operating segments to be as follows based on distinct operational activities:
(i) Provision of medical consultation and services in the hepatology and related fields (liver segment); and
(ii) Provision of medical consultation and services in the haematology and related fields (blood & bone marrow
segment) which ceased during the year and has been classified as “discontinued operations”;
(iii) Provision of medical consultation and services in the radiation oncology and related fields (radiation oncology
segment); and
(iv) Provision of healthcare management and consultancy services (management and consultancy segment).
This is the basis on which internal reports are provided to the Board of Directors for assessing performance and
determining the allocation of resources within the Consolidated Group. Unless stated otherwise, all amounts reported to
the Board of Directors, being the chief decision maker with respect to operating segments, are determined in accordance
with accounting policies that are consistent to those adopted in the annual financial statements of the group.
The current Consolidated Group operates primarily in three businesses, namely the provision of medical consultation
and services in the hepatology, radiation oncology and healthcare management and its related field advisory.
Details of the performance of each of these operating segments for the financial years ended 31 August 2015 and 31
August 2014 are set out below:
(i) Segment Performance
31 August 2015
Liver
S$
Radiation
Oncology
Management &
Consultancy
Blood & Bone
Marrow
S$
S$
S$
Total
S$
External sales revenue
19,489,705
Inter segment sales
1,020
Total segment revenue
19,490,725
33,063
9,083
42,146
831,336
512,201
20,866,305
-
-
10,103
831,336
512,201
20,876,408
Less: Revenue from discontinued operations
Inter-segment eliminations
Total Group revenue
(512,201)
(10,103)
20,354,104
Segment net profit/(loss)
before tax
Other expenses
Income tax expense
Total Group net profit after tax
1,277,442
(131,181)
271,602
(491,140)
926,723
(354,854)
(13,159)
558,710
page 76
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
Liver
S$
Radiation
Oncology
Management &
Consultancy
Blood & Bone
Marrow
S$
S$
S$
Total
S$
31 August 2014
External sales revenue
12,095,401
Inter segment sales
Total segment revenue
21,376
12,116,777
Less: Revenue from discontinued operations
Inter-segment eliminations
Total Group revenue
Segment net profit/(loss)
before tax
(1,981,207)
Other expenses
Income tax benefit
Total Group net loss after tax
-
-
-
-
226,834
3,879,475
16,201,710
-
17,162
38,538
226,834
3,896,637
16,240,248
(3,879,475)
(38,538)
12,322,235
115,996
(217,437)
(2,082,648)
(461,993)
51,509
(2,493,132)
page 77
AAMG Annual Report 2015
(ii) Segment assets
Liver
S$
Radiation
Oncology
Management &
Consultancy
S$
S$
Others
S$
Total
S$
31 August 2015
Segment assets
9,229,081
520,816
867,671
5,385,139
16,002,707
Reconciliation of segment assets to Group assets:
Inter-segment eliminations
Unallocated assets intangible
Total Group assets
Segment asset increases in the year
(1,083,254)
266,123
15,185,576
Capital expenditure
52,302
7,259
1,721
-
61,282
Liver
S$
Blood & Bone
Marrow
Management &
Consultancy
S$
S$
Others
S$
Total
S$
31 August 2014
Segment assets
3,668,295
1,761,511
131,310
4,254,894
9,816,010
Reconciliation of segment assets to Group assets:
Inter-segment eliminations
Unallocated assets intangible
Total Group assets
(1,848,416)
266,123
8,233,717
Segment asset increases in the year
Capital expenditure
59,365
-
-
6,553
65,918
(iii) Segment liabilities
31 August 2015
Liver
S$
Radiation
Oncology
Management &
Consultancy
S$
S$
Others
S$
Total
S$
Segment liabilities
(6,345,821)
(81,179)
(527,792)
(866,333)
(7,821,125)
Reconciliation of segment liabilities to Group liabilities:
Inter-segment eliminations
Total Group liabilities
1,111,988
(6,709,137)
page 78
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
Liver
S$
Blood & Bone
Marrow
Management &
Consultancy
S$
S$
Others
S$
Total
S$
31 August 2014
Segment liabilities
(2,062,477)
(2,352,680)
(41,540)
(344,220)
(4,800,917)
Reconciliation of segment liabilities to Group liabilities:
Inter-segment eliminations
Total Group liabilities
(iv) Revenue by geographical location
1,845,853
(2,955,064)
Revenue attributable to external customers is disclosed below, based on the location of where the revenue was derived:
Singapore
Asia (ex-Singapore)
Others
Total revenue
(v) Assets by geographical location
Assets by geographical location:
• Australia
• Singapore
Total assets
Consolidated Group
2015
S$
2014
S$
19,534,765
12,104,401
796,261
23,078
217,834
-
20,354,104
12,322,235
Consolidated Group
2015
S$
2014
S$
4,761,889
4,191,066
10,423,687
4,042,651
15,185,576
8,233,717
(vi) Major Customers
The Group is not reliant on any one major customer to whom it provides its products or services.
page 79
AAMG Annual Report 2015
29 Financial risk management policies
The Group’s financial instruments consist mainly of cash at bank and accounts receivable and payable.
The totals for each category of financial instruments, measured in accordance with AASB 139 as detailed in the accounting
policies to the financial statements, are as follows.
Financial assets
Cash and cash equivalents
Trade and other receivables
Total financial assets
Financial liabilities
Trade and other payables
Finance lease
Total financial liabilities
Consolidated Group
2015
S$
2014
S$
6,249,366
8,316,632
5,292,123
1,786,481
14,565,998
7,078,604
(6,695,978)
(2,925,484)
-
(29,580)
(6,695,978)
(2,955,064)
page 80
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
Financial risk management policies
The Board is responsible for monitoring and managing financial risk exposures of the Group.
Specific financial risk exposures and management
The main risk the Group is exposed to include foreign exchange risk, credit risk, liquidity risk and treasury management
risk.
(a)
Foreign exchange risk
Exposure to foreign exchange risk may result in the fair value or future cash flows of a financial instrument
fluctuating due to movement in foreign exchange rates of currencies in which the Group holds financial instruments
which are other than the functional currency of the Group which is the Singapore dollar.
(i) Risk management
The Group’s transactions are predominantly in it functional currency which is the Singapore dollar. The
amount of asset and liability held in foreign currency is not considered material to the Group and hence does
not hedge these asset or liability.
(ii) Sensitivity analysis
Foreign exchange risk
A sensitivity analysis of the impact of foreign exchange risk is not shown as it is not considered material to
the Group at the reporting date.
(b)
Credit risk exposures
Credit risk represents the loss that would be recognised if counterparties failed to perform as contracted.
The credit risk on financial assets of the entity which have been recognised in the statement of financial position,
is the carrying amount, net of any provision of doubtful debts.
Credit risk is managed through the maintenance of procedures which ensure to the extent possible, that
customers and counterparties to transactions are of sound credit worthiness. Such monitoring is used in assessing
receivables for impairment.
No receivables are considered past due or impaired.
(c)
Liquidity risk
Liquidity risk arises from the possibility that the Group might encounter difficulty in settling its debts or otherwise
meeting its obligations related to financial liabilities.
All financial assets and liabilities as disclosed above have maturities within one year for the 31 August 2015
financial year.
The Group manages liquidity risk by monitoring forecast cash flows.
(d)
Treasury risk management
The Board meets on a regular basis to analyse financial risk exposure and evaluate treasury management strategies
in the context of the most recent economic conditions and forecasts. The Board’s overall risk management
strategy seeks to assist the Consolidated Group in meeting its financial targets, whilst maintaining the effects on
financial performance. Risk is also minimised through investing surplus funds in financial institutions that maintain
a high credit rating or in entities that the Board has otherwise cleared as being financially sound.
(e)
Fair values of financial assets and liabilities
Fair value represents the price that would be received to sell an asset or paid to transfer a liability in an ordinary
transaction between market participants at the measurement date.
The carrying values of financial instruments approximate their fair values.
page 81
AAMG Annual Report 2015
30 Parent Company Information
Parent entity
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Total liabilities
Total net assets
Equity
Issued capital
Retained earnings
Employee share option reserve
Foreign currency revaluation reserve
Total equity
Financial performance
Profit/(Loss) for the year
Other comprehensive income
Total comprehensive loss
2015
S$
2014
S$
5,385,127
2,803,557
8,188,684
4,191,066
1,154,029
5,345,095
(25,882)
(25,882)
(66,442)
(66,442)
8,162,802
5,278,653
20,544,857
17,354,262
(11,806,633)
(12,162,267)
72,180
(647,602)
8,162,802
72,180
14,478
5,278,653
355,634
(1,330,137)
(662,080)
73,710
(306,446)
(1,256,427)
Included in the profit for the year is a S$1,649,528 write back to reverse the prior year write down of S$1,649,528
investment in subsidiary to last year’s net asset of the Group and does not have an impact on the Group’s consolidated
results for the current or prior year.
The parent entity has no contingent liabilities, contractual commitments or guarantees in relation to its subsidiary entities.
page 82
AAMG Annual Report 2015
NOTES TO THE FINANCIAL STATEMENT cont’d
31 Company Details
The registered office of the Company is:
25 Peel Street
Adelaide SA 5000
The principal place of business is:
Asian American Medical Group
6A Napier Road,
Gleneagles Hospital Annexe Block #02-37,
Singapore 258500
Singapore centres:
Asian American Liver Centre Pte Ltd
6A Napier Road,
Gleneagles Hospital Annexe Block #02-37,
Singapore 258500
Asian American Radiation Oncology Pte Ltd
6A Napier Road,
Gleneagles Hospital Annexe Block #02-37,
Singapore 258500
Asian American Medical Group Pte Ltd
6A Napier Road,
Gleneagles Hospital Annexe Block #02-37,
Singapore 258500
Malaysia centre:
iHEAL Medical Centre
Level 7 & 8, Annexe Block, Menara IGB,
Mid Valley City, Lingkaran Syed Putra,
59200 Kuala Lumpur,
Malaysia
page 83
AAMG Annual Report 2015
Directors’ declaration
The directors of Company declare that:
(a)
the financial statements and notes, as set out on pages 42 to 83, are in accordance with the Corporations Act 2001,
including:
(i) giving a true and fair view of the financial position as at 31 August 2015 and of the performance for the year ended
on that date of the Consolidated Group; and
(ii) complying with Accounting Standards.
(b)
the Executive Director and Group Chief Financial Officer have declared that:
(i) the financial records of the Company for the financial year have been properly maintained in accordance with
s286 of the Corporations Act 2001;
(ii) the financial statements and notes for the financial year comply with the Accounting Standards; and
(iii) the financial statements and notes for the financial year give a true and fair view.
(c)
In the Directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as
and when they become due and payable.
(d) complying with International Financial Reporting Standards as disclosed in Note 2 to the financial statements;
This declaration is made in accordance with a resolution of the Board of Directors.
Dato’ Dr Kai Chah Tan
Director
3 November 2015
page 84
Level 1,
67 Greenhill Rd
Wayville SA 5034
Correspondence to:
GPO Box 1270
Adelaide SA 5001
T 61 8 8372 6666
F 61 8 8372 6677
E info.sa@au.gt.com
W www.grantthornton.com.au
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF ASIAN AMERICAN MEDICAL GROUP LIMITED
Report on the financial report
We have audited the accompanying financial report of Asian American Medical Group
Limited (the “Company”), which comprises the consolidated statement of financial position
as at 31 August 2015, the consolidated statement of profit or loss and other comprehensive
income, consolidated statement of changes in equity and consolidated statement of cash
flows for the year then ended, notes comprising a summary of significant accounting
policies and other explanatory information and the directors’ declaration of the consolidated
entity comprising the Company and the entities it controlled at the year’s end or from time
to time during the financial year.
Directors’ responsibility for the financial report
The Directors of the Company are responsible for the preparation of the financial report
that gives a true and fair view in accordance with Australian Accounting Standards and the
Corporations Act 2001. The Directors’ responsibility also includes such internal control as
the Directors determine is necessary to enable the preparation of the financial report that
gives a true and fair view and is free from material misstatement, whether due to fraud or
error. The Directors also state, in the notes to the financial report, in accordance with
Accounting Standard AASB 101 Presentation of Financial Statements, the financial
statements comply with International Financial Reporting Standards.
Auditor’s responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We
conducted our audit in accordance with Australian Auditing Standards. Those standards
require us to comply with relevant ethical requirements relating to audit engagements and
plan and perform the audit to obtain reasonable assurance whether the financial report is
free from material misstatement.
Grant Thornton Audit Pty Ltd ACN 130 913 594
a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389
‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the
context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm
is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and
are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its
Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.
Liability limited by a scheme approved under Professional Standards Legislation. Liability is limited in those States where a current
scheme applies.
page 85
An audit involves performing procedures to obtain audit evidence about the amounts and
disclosures in the financial report. The procedures selected depend on the auditor’s
judgement, including the assessment of the risks of material misstatement of the financial
report, whether due to fraud or error.
In making those risk assessments, the auditor considers internal control relevant to the
Company’s preparation of the financial report that gives a true and fair view 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 Company’s internal control. An audit
also includes evaluating the appropriateness of accounting policies used and the
reasonableness of accounting estimates made by the Directors, as well as evaluating the
overall presentation of the financial report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide
a basis for our audit opinion.
Independence
In conducting our audit, we have complied with the independence requirements of the
Corporations Act 2001.
Auditor’s opinion
In our opinion:
a
the financial report of Asian American Medical Group Limited is in accordance with
the Corporations Act 2001, including:
i
ii
giving a true and fair view of the consolidated entity’s financial position as at 31
August 2015 and of its performance for the year ended on that date; and
complying with Australian Accounting Standards and the Corporations
Regulations 2001; and
b
the financial report also complies with International Financial Reporting Standards as
disclosed in the notes to the financial statements.
Report on the remuneration report
We have audited the remuneration report included in the directors’ report for the year
ended 31 August 2015. The Directors of the Company are responsible for the preparation
and presentation of the remuneration report in accordance with section 300A of the
Corporations Act 2001. Our responsibility is to express an opinion on the remuneration
report, based on our audit conducted in accordance with Australian Auditing Standards.
page 86
Auditor’s opinion on the remuneration report
In our opinion, the remuneration report of Asian American Medical Group Limited for the
year ended 31 August 2015, complies with section 300A of the Corporations Act 2001.
GRANT THORNTON AUDIT PTY LTD
Chartered Accountants
S K Edwards
Partner – Audit & Assurance
Adelaide, 3 November 2015
page 87
AAMG Annual Report 2015
Shareholder Information
The shareholder information set out below was applicable as at 23 October 2015.
A. Distribution of holders of equity securities
Ordinary Shares
Employee Options
1
1,001
5,001
10,001
-
-
-
-
1,000
5,000
10,000
100,000
100,001 and over
155
56
50
71
37
369
-
-
-
-
2
2
There were 203 holders of less than marketable parcel of ordinary shares.
The percentage of the total holdings of the twenty largest holders of ordinary shares was 97.70 per cent.
page 88
AAMG Annual Report 2015
B. Equity security holders
The names of the twenty largest holders of quoted equity securities are listed below:
Name
Number held
Percentage
Ordinary shares
Dato' Dr Kai Chah Tan
HSBC Custody Nominees (Australia) Limited
Citicorp Nominees Pty Limited
Ms Pamela Anne Jenkins
Russing Med Holdings Pte Ltd
National Nominees Limited
Mr ZhuangRong Huang
Maxivest Group Limited
Mr Wing Kwan Teh
Dr Kang Hoe Lee
Mr Robert John Wood & Mrs Stella Agnes Wood
(Bob & Stella Wood S/F A/C)
Mrs Anjana Nandha
Mr Ravindran Govinda
UOB Kay Hian Private Limited (Client A/C)
Mr Harry Vui Khiun Lee
DBS Vickers Securities (Singapore) Pte Ltd (Client A/C)
Mr Barry William Quaill & Mrs Pamela Louise Quaill
(BW&PLQUAILL Investment A/C)
Mr Boon Hwa Koh
Arabesque Unit Trust Pty Ltd
Mr Peter Roy Boettcher & Mrs Madonna Mary Boettcher
(Boettcher Superfund A/C)
102,298,250
26,164,477
21,499,705
21,324,600
21,000,000
10,152,000
10,000,000
10,000,000
4,084,090
2,500,040
1,140,415
700,000
699,483
603,891
561,915
354,599
236,800
220,000
217,400
200,000
42.72
10.93
8.98
8.91
8.77
4.24
4.18
4.18
1.71
1.04
0.48
0.29
0.29
0.25
0.23
0.15
0.10
0.09
0.09
0.08
page 89
AAMG Annual Report 2015
SHAREHOLDER INFORMATION cont’d
C. Substantial holders
Substantial holders in the company are set out below:
Dato' Dr Kai Chah Tan
HSBC Custody Nominees (Australia) Limited
Citicorp Nominees Pty Limited
Ms Pamela Anne Jenkins
Russing Med Holdings Pte Ltd
D. Voting rights
Please refer note 20.
E. On-market buy back
There are no current on-market buy back.
Number held
Percentage
102,298,250
26,164,477
21,499,705
21,324,600
21,000,000
42.72
10.93
8.98
8.91
8.77
page 90
AAMG Annual Report 2015
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AAMG Annual Report 2015
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