UnlockingPotential - Amway

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UnlockingPotentialBETTER AND BIGGERANNUAL REPORT 2019

Unlocking PotentialOur community, especially our Amway Business Owners (“ABOs”) andcustomers, has always been a part of who we are. From the moment westarted our business in Malaysia, we have evolved with technology andproduced more products than we could have ever dreamt of producing.This can be seen on the cover, featuring a little bit of everything andeveryone to represent Amway as we unlock our potential through everystep we take with them, leading us to be better and bigger as a company.For more information, visit our websitewww.amway.my

Hello!INSIDE THIS REPORTOur Strategy andPerformance ReviewFinancialStatementsQuarterly Performance04Directors’ Report815-Year Financial Highlights05Statement by Directors86Chairman’s Statement06Statutory Declaration86Management Discussion and Analysis10Independent Auditors’ Report87Statements of Comprehensive Income91Statements of Financial Position92Statements of Changes in Equity93Statements of Cash Flows94Notes to the Financial Statements96SustainabilityStatementSustainability Statement22Our Significant Eventsand AccoladesAwards and Achievements34OtherInformation2019 Event Highlights35Particulars of Properties145Group’s Physical Presence146How We AreGovernedNotice of Annual General Meeting147Corporate Information40Statement Accompanying Notice of the 25 AnnualGeneral Meeting151Directors’ Profiles41Analysis of Shareholdings152Key Management Profiles49Corporate Governance Overview Statement50Information for Shareholders on 25 AnnualGeneral MeetingAudit Committee Report66Statement on Risk Management and Internal Control71Compliance with Main Market Listing Requirementsof Bursa Malaysia Securities Berhad78ththProxy Form155

02Amway (Malaysia)Holdings Berhad MissionVisionThrough the partnering of ABOs, Employees and theFounding Families, and the support of quality productsand services, we offer everyone the opportunity toachieve their goals via the Amway Sales & MarketingPlan.Amway’s vision is simple: Amway and ABOs worktogether each and every day to help people live betterand healthier lives. We aim to help people everywherediscover their potential and achieve their goals byoffering better products and opportunities for the future,and by sharing generously with the global community.

Annual Report2019Values03Amway has six (6) enduring values upon which thebusiness is built. These six (6) Amway Values are anatural development of the Founders’ Fundamentals(Freedom, Family, Hope and Reward). These values arethe cornerstone to building the Amway business, andto instilling noble values that will help people live betterand healthier lives.PARTNERSHIPPERSONAL WORTHACHIEVEMENTAmway is built on the concept ofpartnership between our founders.The partnership that exists among theFounding Families, employees, andbusiness owners is our most prizedpossession. The excellent entrepreneurialspirit of ABOs and the dedication ofAmway employees have resulted inAmway Malaysia being in the top-10market among the over 100 countriesand territories where Amway operates.The success is testimony to a trulymatured partnership among the ABOs,Management and employees.Amway acknowledges the uniquenessof each individual. Every person isworthy of respect and deserves an equalopportunity to succeed to the fullestextent of their potential. CountlessABOs have achieved success since theystarted their Amway business. They havefound their place in society where theircontributions are respected, and theyin turn seek to help others in need toimprove their personal worth.Amway is in the business ofcontinuous improvement, progress andachievements of individual and groupgoals. Amway anticipates changes,responds swiftly with well thoughtthrough actions and learns fromexperiences. Creativity and innovationare the pillars that support theachievement of the goals and success ofAmway and its ABOs.INTEGRITYPERSONAL RESPONSIBILITYFREE ENTERPRISEIntegrity is doing what is right, not justwhatever “works”. Success in Amway isnot measured by economic wealth butby the trust, respect and credibility thebusiness and its ABOs earn. Integrityputs the concern of others ahead ofone’s own interest to ensure equityand fairness, the very basic principlesfor developing lasting relationships forbuilding business and making friends.Each individual is accountable andresponsible for achieving their personalgoals. With the principle of helpingothers to help themselves, Amwaymaximises the potential of the individualand shared success. Amway providesthe environment and opportunity forABOs to give back to communities inways that enhance their self-worth andpersonal responsibility as good citizens.Amway advocates freedom andfree enterprise. Amway offers equalopportunity to every individual to enjoythe uncommon freedom to build abusiness of their own, while at the sametime build their integrity and personalworth, and maximise their achievementsand personal responsibility.

04Amway (Malaysia)Holdings BerhadQuarterlyPerformance SALES REVENUE966.3milRM2019PROFIT BEFORE TAXNET PROFIT64.6mil51.2milRMRM1st Quarter2nd Quarter3rd Quarter4th QuarterFull Year247.5230.8235.1252.9966.3Profit Before Tax (RM’ Million)14.324.514.311.564.6Net Profit (RM’ Million)10.618.510.611.551.2Net Earnings Per Share (Sen)6.511.36.46.931.1Net Dividend Per Share (Sen)5.05.05.012.527.51st Quarter2nd Quarter3rd Quarter4th QuarterFull Year235.3227.8260.2249.0972.3Profit Before Tax (RM’ Million)11.010.321.527.470.2Net Profit (RM’ Million)8.07.517.121.954.5Net Earnings Per Share (Sen)4.94.610.413.333.2Net Dividend Per Share (Sen)5.05.05.012.527.5Sales Revenue (RM’ Million)2018Sales Revenue (RM’ Million)

05Annual Report20195-YearFinancial HighlightsSALES REVENUE (RM’ Million)PROFIT BEFORE TAX (RM’ 966.320182019NET PROFIT (RM’ Million)2015201670.5201770.2201864.62019NET EARNINGS PER SHARE (Sen)63.954.62015201652.6201754.5201851.22019NET DIVIDEND PER SHARE ORE ABO FORCE 527.527.520172018201920152019

06Amway (Malaysia)Holdings BerhadChairman’sStatementTAN SRI FAIZAHBINTI MOHD TAHIRChairperson,Senior IndependentNon-Executive DirectorDear Valued ShareholdersIt is my pleasure and honour to present the AnnualReport and audited financial statements of Amway(Malaysia) Holdings Berhad (“Amway” or “theCompany”) for the financial year ended31 December 2019 (“FY2019”).This is my first statement as the new Chairperson following my appointment in May 2019. Prior to this,I had the privilege of serving on the Board of Amway for some five years and garnered an in-depthunderstanding of the workings of the Company. During my tenure, I have seen Amway and its subsidiaries(collectively known as “the Group”) grow from strength to strength and remain resilient amidst a highlychallenging business and competitive environment. Together with my colleagues on the Board and SeniorManagement, you have our assurance that we will continue to provide the kind of robust and responsibleleadership that stakeholders have grown accustomed to. We remain committed to ensuring that Amwaycontinues delivering value to its shareholders.

Annual Report2019TURNING IN A RESILIENTPERFORMANCEUPHOLDING RESPONSIBLECORPORATE PRACTICESThe year 2019 turned out to beanother challenging year for Malaysiaas economic growth declined to 4.3%from 4.7% growth in 2018.i While privateconsumption remained resilient, overalleconomic activity was weighed downby softer-than-expected investmentgrowth and weakening export demand.iiThe retail industry experienced sluggishgrowth due to a host of factors includingdwindling consumer sentiment.iiiGood GovernanceAgainst this dreary backdrop, Amwaymaintained a steady course to turn insales revenue amounting to RM966.3million which was marginally loweragainst sales revenue of RM972.3 millionin FY2018. While we remained profitablein FY2019, our profit before tax (“PBT”)came in at a lower level of RM64.6million against a PBT of RM70.2 millionin FY2018. This 8.0% decline in PBTwas mainly due to higher investment inABO experience-related infrastructure,incentives and rewards, which werepartially offset by lower import costscaused primarily by a favourableexchange rate.All in all, FY2019 was a year of transitionand consolidation in which we bolsteredour infrastructure to reinforce ourposition for the future. The year sawthe Group working hard to regain itsgrowth momentum by leveraging onthird-party outsourcing and makinginvestments in digital infrastructure aswell as sales and marketing programmesin greater measure. These initiativeswent a long way in strengtheningour value proposition to our AmwayBusiness Owners (“ABOs”). Movingforward, we will continue to leverage onoutsourcing, digital transformation and amore attractive incentives-linked growthstrategy to better serve and inspire ourCore ABO Force (“CAF”) so that theycan expand their reach and impact theircustomers in a more sustainable manner.At the end of FY2019, Amway’s CAFstood at some 260,900-strong against aCAF of 254,000 in FY2018.07Acknowledging that good governancetranslates into healthy and sustainablebusiness, the Board is committedto upholding and applying strongstandards of corporate governance aswell as robust risk management andinternal control measures throughoutthe Group. These fundamental elementsnot only help ensure the sustainable,long-term growth of our businesses butalso strengthen investor confidence,safeguard Amway’s reputation, andensure continued shareholder valuecreation.The year in review saw the Companystrengthened its compliance in linewith the spirit and intended outcomesof the enhanced Malaysian Code onCorporate Governance (“MCCG”).Following the conclusion of the 24thAnnual General Meeting on 29 May2019, Amway went on to implement astrategic restructuring at the Board leveland rolled out a measured successionplan. In line with MCCG Practice 4.2which recommends that the tenure of anindependent director should not exceeda cumulative term limit of nine years,Dato’ Ab. Halim Bin Mohyiddin retired asthe Chairman and Senior IndependentNon-Executive Director (“Senior INED”)of Amway. As part of the Company’ssuccession plan, I was re-designatedas the Board’s Chairperson and SeniorINED.For more comprehensive insights intothe Group’s operational and financialperformance, kindly refer to theManagement Discussion and Analysissection within this Annual Report. iExtracted from the Bank Negara Malaysia Quarterly Bulletin (Fourth Quarter 2019) – refer 4/p3.pdfii xtracted from an article titled “World Bank maintains Malaysia’s 2019 economic growth at 4.6%” in thestar.com.my on 10 October 2019 – -2019-economic-growth-at-46 Extracted from an article titled “Cover story: Embracing the retail omni-channel experience” in theedgemarkets.com on 11 March 2020 – story-embracing-retail-omnichannel-experienceiii

08Amway (Malaysia)Holdings BerhadChairman’s Statementthe regulatory environment to ensure the most robust andcomprehensive governance framework. To prepare for theupcoming Section 17A of The Malaysian Anti-CorruptionCommission Act 2009 which introduces corporate liabilityfor corruption and imposes personal liability on directors,controllers and management, the Board has looked intopotential areas of risk as well as introduced the necessarymeasures to ensure compliance. Our Directors too haveundergone training to ensure that they understand and complywith these new requirements before Section 17A takes effecton 1 June 2020.Robust Risk ManagementAt the same time, I relinquished my role as Audit Committee(“AC”) Chairperson and was re-designated as an AC memberto ensure compliance with MCCG Practice 8.1. This stipulatesthat the Chairman of the AC be distinct from the Chairman ofthe Board so as to uphold the independence and objectivity ofthe AC. In my stead, En. Abd Malik Bin A Rahman, a memberof the AC, was re-designated as AC Chairman, while DatinAzreen Binti Abu Noh was appointed as a member of the AC,thus bringing the total number of members on the AC to five.Of these five AC members, four are Independent Directors.Subsequently, following the resignation of En. MohammadBin Hussin as a Director on 21 August 2019, Pn. Aida Binti MdDaud was appointed to the Board as a Non-Independent NonExecutive Director (“Non-INED”) on the same day. With theaddition of Pn. Aida to the Board, the total number of femaleDirectors on the Amway Board has risen to three (of eightDirectors) thereby surpassing the target under our BoardroomDiversity Policy which calls for at least one female Directorto be on the Board. With this development, the currentpercentage of women directors on the Board has increasedto 38%, which exceeds the requirement of having at least 30%women directors for Large Companies (although Amway is notcategorised as a Large Company). The Board demonstratesour ongoing commitment to having a high level of femaleengagement at the highest decision-making levels within theGroup.Today, Amway has the appropriate mix of individuals andteam players to dynamically propel the Company forward. Wealso have in place a systematic succession plan to ensure theGroup’s sustainability. In line with our Board Charter, at least50% or four out of our eight Board members are IndependentDirectors reflecting our commitment towards ensuringbalanced decision making and equitable outcomes. TheseIndependent Directors continue to take up more leadershiproles in Board Committees as well which lends to betterobjectivity all around. Given the diversity of backgrounds,skills, experiences, leadership styles and fresh perspectivesthat the current members bring to the table, Amway is in asolid position to grow from strength to strength.Being a company that upholds integrity, we are committedtowards ensuring transparent and ethical transactions.Moreover, we are constantly keeping abreast of changes inAmway continues to uphold stringent risk managementpractices especially in relation to two key risks, namelyforeign exchange fluctuations and the unauthorised selling ofproducts. With regard to foreign exchange risk, we continueto adopt the fixed exchange rate that we have agreed uponwith Amway Headquarters to minimise foreign exchangefluctuations. In terms of the latter risk, we have taken measuresto enhance the traceability of product via invisible tracking andother means of detection.We have also elevated the level of training and awareness aswell as issued warnings towards those who potentially buy, sell,supply or use our products in an inappropriate manner. To thisend, we have brought an effective communications strategyinto play as well as taken other tangible measures to tacklethe issue including establishing a foundation for legal claimsagainst unauthorised sellers and eCommerce platforms. Wealso continue to work with third-party eCommerce platforms,the authorities and legal firms to ensure the channels andthird-party platforms that sell and supply products are madeaware of their responsibilities under the Direct Sales and AntiPyramid Scheme Act 1993.At the same time, we continue to stress the importance of theAmway Rules of Conduct among ABOs and demonstrate howby applying the principles of equality, fairness and honesty,our ABOs stand a better chance of building profitable andsustainable businesses. More details of these and relatedefforts can be found within the Management Discussion andAnalysis section of this Annual Report.

Annual Report201909Sustainable MeasuresAs Amway goes about its business of helping shape economies,businesses and communities through its day-to-day activities,we recognise the need to create long-term shared value for ourstakeholders and to secure the future of the Group. To ensurewe deliver a sustainable performance, we remain genuinelycommitted to balancing out our economic performance withresponsible environmental and social considerations. For moredetails on the Group’s sustainability performance in FY2019,please refer to the year’s Sustainability Statement whichprovides an account of our sustainability-related highlights,achievements and the overall positive impact we have createdfor the environment and community at large.OUTLOOK AND PROSPECTSAt the time of writing, there are signs that the ongoingCOVID-19 pandemic may drive the global economy intorecession. To avoid a cascade of bankruptcies and emergingmarket debt defaults, several countries have responded with avariety of stimulus packages with the US leading the way witha multi-trillion dollar domestic aid package to cushion the blowto its citizens and businesses.Similarly, in Malaysia, 27 March 2020 saw the Federal Governmentannouncing a RM250 billion stimulus package comprising loandeferments, one-off cash assistance, credit facilities and rebatesas well as a direct fiscal injection of RM25 billion.iv In early April,the Government followed through with a RM10 billion stimuluspackage aimed at alleviating the plight of small and mediumsized enterprises (“SMEs”) and micro-businesses that make uptwo-thirds of the nation’s workforce and contribute 40% of thecountry’s GDP. vMalaysia will have to be prepared for any economic impact froma possible global recession as a result of global factors such asthe oil price slump and the extended Movement Control Orderimposed by the Government to mitigate the impact of COVID-19.Given the rapid pace at which these events are takingplace, the Group will continue to closely monitor all relateddevelopments and their potential impact on our business. Restassured that we are adopting a prudent approach as well asproactively implementing additional measures to continue oursupport of the ABOs that are conducting their business duringthis challenging period.Moving forward amidst intensifying competition and a highlychallenging economic environment weighed down by COVID-19concerns, Amway will endeavour to retain its position as one ofthe country’s leading direct selling market players and a longtrusted brand among Malaysians. Even as we remain committedto strengthening our ABOs and their businesses, we hopethat our ABO force will continue to remain resilient amidst theprevailing headwinds and that people will continue to equatethe Amway brand with opportunities to create value.As we work towards the50-year mark, we willcontinue to invest in thenecessary infrastructure,systems, partners andpeople to help us preparefor future growth.IN APPRECIATIONOn behalf of the Board of Amway, I wish to express mygratitude to the many parties who have played a part in helpingour Company remain resilient through these challenging times.My most sincere appreciation goes to our valued shareholdersfor their unwavering support and trust in the Company. Toour many enterprising ABOs, our heartfelt gratitude to youfor your continued loyalty and confidence in Amway. We lookforward to journeying with you in greater measure as togetherwe pursue new pathways to prosperity. A big thank you alsogoes to the many partners who work tirelessly together withus and whose cooperation and professionalism have helpedAmway progress steadfastly forward.Our utmost appreciation to our dedicated and diligent staff fortheir commitment to excellence. My sincere appreciation alsoto our Senior Management for continuing to provide Amwaystrong strategic direction and tactical leadership. Last but notleast, my sincere gratitude to my colleagues on the Board fortheir wise counsel and insights which have helped Amwaynavigate expertly through another challenging year.At this juncture, please join me in bidding farewell toEn. Mohammad Bin Hussin who resigned as a Non-INED on21 August 2019.

achieve their goals via the Amway Sales & Marketing Plan. Amway’s vision is simple: Amway and ABOs work together each and every day to help people live better and healthier lives. We aim to help people everywhere discover their potential and achieve their goals by offering better products and opportunities for the future,

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