Annual Report 2023
aAbout MR. D.I.Y. Strategic Report The Way We are
Governed
Financial Statements Other Information
Scan here to view our
Annual Report online
Big and Small
MR. D.I.Y. Has It All
Our cover this year celebrates the breadth of our
17,000 SKUs, ranging from small items like nails,
batteries and jewellery, through to larger household
items like storage buckets, ladders and electronic
gadgets. Big or small, MR. D.I.Y. certainly has
them all.
ABOUT MR. D.I.Y.
04 Corporate Information
05 Group Corporate Structure
06 Business & Sustainability Highlights
07 Financial Highlights
08 2023 Accolades
STRATEGIC REPORT
10 Chairman’s Statement
14 CEO’s Statement
18 Management Discussion & Analysis
THE WAY WE ARE GOVERNED
26 Profile of Board of Directors
28 Key Senior Management
30 Corporate Governance Overview Statement
46 Statement on Risk Management and Internal Control
51 Audit and Risk Management Committee Report
58 Nomination and Remuneration Committee Report
63 Additional Compliance Information
65 Directors’ Responsibility Statement
FINANCIAL STATEMENTS
67 Directors’ Report
74 Statement by Directors
74 Statutory Declaration
75 Independent Auditors’ Report
79 Statements of Financial Position
80 Statements of Profit or Loss and Other
Comprehensive Income
81 Statements of Changes in Equity
83 Statements of Cash Flows
85 Notes to the Financial Statements
OTHER INFORMATION
125 List of Properties
127 Analysis of Shareholdings
131 Notice of Annual General Meeting
134 Statement Accompanying
Notice of 13th Annual General Meeting
135 Administrative Details
Form of Proxy
CONTENTS
MR. D.I.Y., One Utama
Live streaming:
https://tiih.online
Wednesday,
5 June 2024
13
2:00 p.m.
th
Annual General
Meeting
ABOUT THIS REPORT
Forward-Looking Statements
We have used forward-looking
statements in this report which may
discuss our future plans, strategies,
objectives and performance.
Such forward-looking statements
involve known and unknown
risks, uncertainties, as well as
other factors that may cause
our actual results, performance,
achievements, or industry results
to be materially different from
any results that are expressed or
implied by these statements.
Such statements are based on
numerous assumptions regarding
our present and future business
strategies, and the environment
which we may operate in the
future. Such statements reflect our
current view with respect to future
events and do not guarantee future
performance. Such statements can
be identified by the use of words
such as “may”, “will”, “would”,
“could”, “believe”, “expect”,
“anticipate”, “intend”, “estimate”,
“aim”, “plan”, “forecast” or similar
expressions.
The inclusion of such terms should
not be regarded as a representation
or guarantee by us that such plans
and objectives will be achieved.
Tells you where you can find more information within this report.
Tells you where you can find more information online.
We Appreciate Your Feedback
We truly value feedback and
comments on this report. Please
contact our Investor Relations team
at: <PRESIDIO_ANONYMIZED_EMAIL_ADDRESS>.
Reporting Structure and
Frameworks
As a responsible and value-driven
organisation, we have endeavoured
to present a comprehensive
and transparent assessment
of our business, our strategies
and our efforts to incorporate
sustainability into everything we
do. In line with best practices, we
have also presented our report
in alignment with the Malaysian
Code on Corporate Governance
2021 (“MCCG”), the Main Market
Listing Requirements (“MMLR”)
of Bursa Malaysia Securities
Berhad (“Bursa Securities”),
the Companies Act 2016 (“the
Act”) and the Malaysian Financial
Reporting Standards.
Scope And Boundary
The report discusses the
Group’s financial and
non-financial performance for
the period 1 January 2023 to 31
December 2023. With regards
to our reporting boundaries, we
have considered all business
operations of the Group in Malaysia
and Brunei, which consist of
subsidiaries as well as associate
operations. In this report references
to “MR. D.I.Y.”, “MR. D.I.Y. Group”,
“the Group”, “the Company” and
“we” refer to Mr D.I.Y. Group (M)
Berhad and its subsidiaries and
associate operations. We aim to
report on the impact both internal
and external factors have on our
business performance, material
developments, as well as risks or
opportunities that could affect our
operations.
Navigation Icons
Wide
Product Range
Convenient
Location
Nationwide
Always
Low Prices
MR. D.I.Y. Group (M) Berhad
(“MR. D.I.Y.”, “the Group” or “the
Company”) is Malaysia’s largest
home improvement retailer. The
homegrown brand aims to make
a positive impact on the lives of
the communities it operates in
by offering over 17,000 everyday
essentials at “Always Low Prices”
across 1,255 convenient locations
natiowide and on its e-commerce
platform, www.mrdiy.com.my.
MR. D.I.Y. stores offer a wide
selection of products across five
major categories, namely hardware,
household and furnishings,
electrical, stationery, and sports
equipment, as well as others like
toys, car accessories, jewellery,
cosmetics, and food and beverages.
The Company strives to put its
customers first by operating an
innovative and flexible business
model, with a wide variety of good
quality products that offer excellent
value for money, in exciting store
formats.
All MR. D.I.Y. stores are managed
directly, with the retailer working
in collaboration with owners of
standalone and malls.
For more information on MR. D.I.Y.,
please log on to www.mrdiy.com.
ALWAYS
MORE VALUE
From a single store in 2005, MR. D.I.Y. has evolved
to become a household name associated with
home improvements and more by providing
convenience, accessibility and affordability to all;
to meet the needs of Malaysians from all walks
of life.
Our Core Brands:
MR. D.I.Y. stores
provide a wide variety
of everyday essentials,
at “Always Low
Prices”, at convenient
locations to meet our
customers’ needs.
MR. TOY offers a
diverse range of
value-for-money
good quality toys and
other items appealing
to children of all ages.
MR. DOLLAR offers
food & beverages
(“F&B”) and other
household products at
multiple price points
up to RM20.
MR. D.I.Y. Express’
smaller store formats
allow us to meet the
everyday needs of
customers in smaller
towns and highdensity locations.
MR. D.I.Y. PLUS
houses MR. D.I.Y.,
MR.TOY and MR.
DOLLAR brands in one
space, offering great
value and one-stop
convenience, with a
fun and interactive
shopping experience.
Mr D.I.Y. Group (M) Berhad
4About MR. D.I.Y. Strategic Report The Way We are
Governed
Financial Statements Other Information
CORPORATE INFORMATION
Board of Directors Audit and Risk Management
Committee
Share Registrar
Investor Relations
Principal Bankers
Stock Exchange
Auditors
Website
Board Sustainability Committee
Company Secretary
Registered Office
DATO’ AZLAM SHAH
BIN ALIAS
Independent Non-Executive
Chairman
TAN YU YEH
Non-Independent Executive
Director/Executive Vice Chairman
ONG CHU JIN ADRIAN
Non-Independent Executive
Director/Chief Executive Officer
NG ING PENG
Senior Independent Non-Executive
Director
LENG CHOO YIN
Independent Non-Executive
Director
DATO’ HAMIDAH
BINTI NAZIADIN
Independent Non-Executive
Director
1 1
1
1
1
2
2
2
2
3
3
3
2
3
4
5
6
Ng Ing Peng
Chairman
Leng Choo Yin
Member
Dato’ Hamidah binti Naziadin
Member
Tricor Investor & Issuing House
Services Sdn. Bhd.
Unit 32-01, Level 32, Tower A
Vertical Business Suite
Avenue 3, Bangsar South
No. 8, Jalan Kerinchi
59200 Kuala Lumpur
Malaysia
Tel. No. : <PRESIDIO_ANONYMIZED_PHONE_NUMBER>
Fax. No. : <PRESIDIO_ANONYMIZED_PHONE_NUMBER>
Email : <PRESIDIO_ANONYMIZED_EMAIL_ADDRESS>
Contact person: Jason Teh
Tel. No. : <PRESIDIO_ANONYMIZED_PHONE_NUMBER>
Email : <PRESIDIO_ANONYMIZED_EMAIL_ADDRESS>
CIMB Bank Berhad
Malayan Banking Berhad
Listed on Main Market of Bursa
Malaysia Securities Berhad on
26 October 2020
Stock Name : MRDIY
Stock Code : 5296
Sector: Consumer Products & Services
BDO PLT
Level 8, BDO @ Menara CenTARa
360 Jalan Tuanku Abdul Rahman
50100 Kuala Lumpur
Malaysia
Tel. No. : <PRESIDIO_ANONYMIZED_PHONE_NUMBER>
Fax. No. : <PRESIDIO_ANONYMIZED_PHONE_NUMBER>/3191
www.mrdiy.com
Leng Choo Yin
Chairman
Ng Ing Peng
Member
Dato’ Hamidah binti Naziadin
Member
Dato’ Azlam Shah bin Alias
Chairman
Ng Ing Peng
Member
Ong Chu Jin Adrian
Member
Wong Mun Sin
(License No.: MAICSA 7025509)
(SSM PC No.: 202008000876)
Lot 1907, Jalan KPB 11
Kawasan Perindustrian Balakong
43300 Seri Kembangan
Selangor Darul Ehsan
Malaysia
Tel. No. : <PRESIDIO_ANONYMIZED_PHONE_NUMBER>
Fax. No. : <PRESIDIO_ANONYMIZED_PHONE_NUMBER>
Email : my.corporate.secretarial.
 <PRESIDIO_ANONYMIZED_EMAIL_ADDRESS>
Nomination and Remuneration
Committee
 Annual Report 2023
5About MR. D.I.Y. Strategic Report The Way We are
Governed
Financial Statements Other Information
GROUP CORPORATE STRUCTURE
Note:
* The shareholders representing the remaining 5% equity interest in Mr D.I.Y. Management Sdn. Bhd. (“MDM”) have waived all their present
and future rights, title, interest in and to all dividends declared, distributed or paid by MDM. Consequently, the Group has consolidated
MDM based on 100% ownership.
** The shareholding of FDPlas Sdn. Bhd. is held through Gula Lima Sdn. Bhd..
RETAILING TRADING ARM
E-COMMERCE
PROPERTY
INVESTMENT
INVESTMENT
HOLDING
Mr D.I.Y. Sdn. Bhd.
Mr. D.I.Y. (EM) Sdn. Bhd.
Mr. D.I.Y. (H) Sdn. Bhd.
Mr D.I.Y. (Johor) Sdn. Bhd.
Mr D.I.Y. (KK) Sdn. Bhd.
Mr D.I.Y. (Kuchai) Sdn. Bhd.
Mr. D.I.Y. (M) Sdn. Bhd.
Mr D.I.Y. Kids Sdn. Bhd.
Mr. D.I.Y. Pro Sdn. Bhd.
MRD (Central) Sdn. Bhd.
MRD (East Coast) Sdn. Bhd.
MRD (EM) Sdn. Bhd.
MRD (Northern) Sdn. Bhd.
MRD (Southern) Sdn. Bhd.
Mr. D.I.Y. (B) Sdn. Bhd.
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100% Mr. D.I.Y. Trading Sdn. Bhd.
100% Mr D.I.Y. Ecommerce (M) Sdn. Bhd.
30% Qube Apps Solutions Sdn. Bhd.
95%* Mr D.I.Y. Management Sdn. Bhd.
100% Mr D.I.Y. Management Two Sdn. Bhd.
100% Gula Lima Sdn. Bhd.
30%** FDPlas Sdn. Bhd.
IT SERVICES
 Annual Report 2023
MR D.I.Y. GROUP (M) BERHAD
Mr D.I.Y. Group (M) Berhad
6About MR. D.I.Y. Strategic Report The Way We are
Governed
Financial Statements Other Information
BUSINESS & SUSTAINABILITY HIGHLIGHTS
Improved ESG Ratings by FTSE4Good.
Morningstar Sustainalytics Improved
From High Risk Rating of
31.4 in FY2022 to 18.9 in FY2023 Low Risk
Ranked Amongst Top Companies including Global Consumer Peers.
Invested a total of
RM2.9 million
in community
impact initiatives
#mrdiycares
Market Capitalisation of
RM13.8 billion
as at 31 December 2023.
Strong footfall generation
with more than
165 million
transactions in FY2023.
We continue to
command the
largest
market share in
the Malaysian
home
improvement
category.
1,255
Stores
across
every state in
Malaysia
and Brunei
7,200 SKU’s*
available on www.mrdiy.com.my, making
shopping available 24/7 to everyone,
anywhere, anytime
* Stock Keeping Units
A 16.0% y-o-y increase
in normalised Profit After Tax
in FY2023 to
RM560.7 million
driven by higher revenue.
Highest earnings since our
listing in 2020.
 Annual Report 2023
7About MR. D.I.Y. Strategic Report The Way We are
Governed
Financial Statements Other Information
FINANCIAL HIGHLIGHTS
PROFIT BEFORE TAX (“PBT”)
(RM million)
REVENUE
(RM billion)
EARNINGS BEFORE INTEREST, TAXES,
DEPRECIATION AND AMORTISATION (“EBITDA”)
(RM million)
PROFIT AFTER TAX (“PAT”)
(RM million)
Note: * Normalised Profit After Tax
586.4
457.7
437.7
641.4
FY2019 FY2020 FY2021 FY2022
3.4
2.6
2.3
4.0
FY2019 FY2020 FY2021 FY2022
4.4
FY2023
753.2
FY2023
865.5
694.2
636.3
962.9
FY2019 FY2020 FY2021 FY2022
431.8
337.2
317.6
483.1*
FY2019 FY2020 FY2021 FY2022
1,116.8
FY2023
560.7
FY2023
MR. D.I.Y., Taman Setia Harmoni
2023 ACCOLADES
In FY2023, MR. D.I.Y. was recognised by a
myriad of industry leaders and organisations
for its steadfast commitment to making a
positive impact on the communities it operates
in. Here are highlights of some of the awards
and accolades we received over the course of
the year.
2023
AWARDS AND ACCOLADES
MR D.I.Y. GROUP (M) BERHAD
Frost & Sullivan
Best Practices
Award 2023
Malaysia Home
Improvement Retail
Company Of The
Year
World Branding
Awards 2023
Regional Award,
Top Home Improvement
Retail Brand
Putra Enterprising
Brand of the Year
2023
Talent Bank Graduate
Choice Award
Malaysia’s Most
Authoritative Graduate
Employer Branding
Mr D.I.Y. Group (M) Berhad
8About MR. D.I.Y. Strategic Report The Way We are
Governed
Financial Statements Other Information
3
4
Frost & Sullivan Best Practices Award 2023
Malaysia Home Improvement Retail Company Of The Year
In 2023, Frost & Sullivan again named MR. D.I.Y. the Company
of the Year in the Malaysia Home Improvement Retail Industry.
In 2020, MR. D.I.Y. was awarded the Market Leadership
Award, and in 2021, for the very first time, the Company of the
Year Award.
Frost & Sullivan takes a meticulous and stringent approach
when selecting nominees in each award category, making
a detailed evaluation across two key dimensions –
visionary innovation & performance, and customer impact.
The Company of the Year Award is its top honour that
recognises visionary innovation, market-leading performance,
and unmatched customer care through its Best Practices
Award analysis. The award demonstrates MR. D.I.Y.’s
continued relevance to Malaysians with its promise of “Always
Low Prices”.
Talent Bank Graduate Choice Award
Malaysia’s - Most Authoritative Graduate Employer Branding
Talentbank Group is an award-winning recruitment, market
research, education, and employer branding specialist
was established in 2010 which was established in 2010.
The Graduate’s Choice Award (“GCA”) is Malaysia’s Most
Authoritative Graduate Employer Branding Award. Launched
in 2018, GCA has cumulatively reached out to over 85,000
graduates and recognised more than 200 large organisations.
All results are 100% determined by the votes of university
students nationwide The GCA 2022 award recognises 48
distinctive industries, including accounting and professional
services, automotive, e-commerce, electronics, fastmoving consumer goods, government-linked companies,
pharmaceutical, retail, and telecommunications.
GCA’s Most Preferred Graduate Employers to Work for
award recognised employer for their dedication and efforts
in enhancing their employer branding in public and private
universities across Malaysia.
In 2023, MR. D.I.Y. was ranked #2 in the Retail category for
Most Preferred Graduate Employers to Work.
Putra Enterprising Brand of the Year 2023
Launched in 2010, the Putra Brand Awards recognise
brand building as an integral business investment.
The Putra Brand Awards are unique in that they are
based on the people’s choice - the awards invite
members of the public to cast their votes for their
favourite brands in various categories. In 2023,
over 6,000 consumers submitted 25,000 responses
to ascertain which brands emerged leaders in their
respective categories.
The Putra Enterprising Brand of the Year 2023
award, one of the most coveted of the programme,
reflects MR. D.I.Y.’s outstanding achievements in
developing a brand that has made strong inroads
into the international market through product or
service innovation, comprehensive marketing, and
communications programmes, as well as through
strong Corporate Social Responsibility (“CSR”)
commitments.
This is the third year running that MR. D.I.Y. has
been accorded a Putra Brand Award. In 2022, the
retailer took Gold in the Award ’s retail category.
World Branding Awards 2023
Regional Award,
Top Home Improvement Retail Brand
In 2023, MR. D.I.Y. took home the Regional Award
as the ‘Top Home Improvement Retail Brand’ at the
World Branding Awards 2023 in London.
This is MR. D.I.Y.’s sixth World Branding Award
and its third Regional Award, with the first being
in 2021. The World Branding Awards is an annual
event organised by the World Branding Forum,
a global non-profit organisation dedicated to
advancing branding principles for the benefit of
customers and the branding community. Now in
its 15th edition, the 2023 award saw representation
from 1.3 million consumers and 765 brands from
66 countries. The Regional Award is presented to
brands that are leaders in several countries in a
particular geographical region.
The World Branding Awards sees brands
recognised for their work and achievements
based on brand valuation, the results of consumer
market research, and public online voting. Awards
like these signal that customers continue to find
MR. D.I.Y.’s promise of “Always Low Prices”
relevant to their everyday lives.
1
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 Annual Report 2023
9About MR. D.I.Y. Strategic Report The Way We are
Governed
Financial Statements Other Information
CHAIRMAN’S STATEMENT
Mr D.I.Y. Group (M) Berhad
10About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
A Step
Further,
Together
FY2023 continued to be a challenging one for the Malaysian economy with
economic growth at 3.7%, moderated by the external environment of slower
global trade, geopolitical tensions, and tighter monetary policies.
The Malaysian retail market in turn was also impacted, reporting just over
9.0% annual growth across the overall retail industry versus 2022, primarily
attributed to a significant rise in the cost of living, the depreciation of the local
currency resulting in higher prices of goods, and increased interest rates.
These combined factors had a negative impact on the purchasing power of
Malaysian consumers, their spending habits, and overall contribution to the
retail industry’s growth.
Our position as the value retailer of choice therefore becomes even more
significant in the face of the constraints faced by Malaysian consumers, and
drives our overall strategy of ensuring we offer value and convenience in
meaningful ways, whilst continuing to positively impact communities.
The facts of our financial and operational performance will be covered in
greater detail by our Group Chief Executive Officer in his statement and the
Management Discussion & Analysis section of this report; suffice to say our
efforts to build a trusted, valuable, and sustainable business continue unabated.
I commend our team for continuing to deliver steady growth across all key
metrics. We closed FY2023 marking our 8th year of consistent year-on-year
growth in both revenue and profit. We registered 165 million transactions
across our store network during the year, underpinned by excellent customer
sentiment - in FY2023, customer satisfaction scores provided by our e-rating
and customer feedback system stood at 98%.
POSITIVELY IMPACTING COMMUNITIES
Ensuring we make a positive impact remains a key priority.
In July 2023, we launched Yayasan MR. D.I.Y. (“MR. D.I.Y. Foundation”), which
is committed to implementing community impact programmes that add value
to the lives of Malaysians, by focusing on environmental protection, improving
the health and well-being of the population, supporting capacity-building and
development programmes, as well as promoting and nurturing Malaysia’s rich
arts and culture.
The Foundation continues to build on the good work of the MR. D.I.Y. Cares
team under our wide-ranging banner of “DIY4Malaysia”. Together, the teams
carried out more than 175 community impact programmes in FY2023, and
positively impacted the lives of 58,000 people in need.
Key initiatives in FY2023 included collaborations with Yayasan Chow Kit to
deliver everyday essentials to those in need and the marginalised, launching
a scholarship programme with Universiti Tuanku Abdul Rahman, supporting
the good work of the Animal Welfare Society of Malaysia, reaching out to
children and the aged during various festive seasons, supporting businesses
and communities in their efforts to upgrade local tourism hotspots, and helping
those affected by floods, landslides and other natural disasters.
We also continued with our signature outreach programmes which have
become a staple in the MR. D.I.Y. calendar each year, like the MR. D.I.Y.
Art Competition, the D.I.Y Made Simple competition in collaboration with
Universiti Malaya, the “Walk with Style” initiative with Soroptimist International
Damansara, and the various DIY4U programmes with universities, zoos, and
localised communities.
Our community impact programmes would not have been possible without
the outstanding efforts of the MR. D.I.Y. Foundation and the MR. D.I.Y. Cares
teams, who have demonstrated passion, commitment and resilience, often
under challenging circumstances. On behalf of everyone at MR. D.I.Y., thank
you for your selfless commitment to making lives better.
For more information on our CSR and community outreach efforts, please refer to our
MR. D.I.Y. Group Sustainability Report 2023.
 Annual Report 2023
11About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
Dear Fellow Shareholders,
Our vision at MR. D.I.Y.
is to be the most valued
retailer in the markets
in which we operate.
We continue to make
significant progress
against this vision in
Malaysia, thanks in no
small part to our 18,000+
employees around the
country, who deliver on our
promise of “Always Low
Prices” at our 1,255 stores
across every state in the
country, every day and in a
myriad of ways.
It is therefore with pride
and honour that I present,
on behalf of the Board
of Directors. MR. D.I.Y.’s
Annual Report for the
financial year ended 31
December 2023 (“FY2023”),
which details our efforts
over the past year to build
sustainable value across
the Group, whilst positively
impacting the communities
in which we operate.
Mr D.I.Y. Group (M) Berhad
12About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
CHAIRMAN’S STATEMENT
NURTURING EMPLOYEES
In FY2023, we continued to invest
significantly in our people.
As our store network grew from 1,080
at the end of FY2022 to 1,255 at the
close of FY2023, we invested in hiring
the right talent - growing our workforce
by 8.9%, from 16,500 at the close of
FY2022 to more than 18,000 at the
close of FY2023.
These talents were not just to serve the
store network, but crucially, to support
efficient and effective business
functions in the areas of warehousing,
logistics, marketing, human resource,
management and administration. As
is our practice, our hiring strategy
continued to prioritise Malaysians, and
I am proud to state that as at the close
of FY2023, our workforce comprised
84% Malaysians.
Training and development continued
to be a priority. We invested close to
359,800 hours in internal and external
training and engagement programmes
in FY2023, up 85.8% from FY2022,
with particular emphasis on upskilling
our workforce in the areas of service,
automation, robotics, and technology.
Over 80% internal promotions were
awarded, ensuring we don’t just hire
Malaysian talent, but contribute to the
overall growth and development of a
robust and skilled retail industry in
Malaysia.
Beyond growing skills and knowledge
in the area of retail sales, warehousing
and logistics, we also conducted
programmes to improve awareness
and understanding of workplace
safety, mental, physical and emotional
well-being, as well as environmental,
social and governance (“ESG”)
principles.
We closely monitored wages in the
context of rising costs, industry
standards and inflation rates, and
ensured our employees were fairly
compensated for their roles and
efforts.
All this had a positive impact on
employee satisfaction, with our
employee satisfaction survey score
standing at 91%, up 1% from 2022.
The survey gauges employees’
satisfaction with their current roles
and gains their feedback on matters
such as workplace conditions,
career development opportunities,
and compensation and benefits.
The survey also provided valuable
wayfinding for areas of improvement;
which are being addressed in our 2024
business plan.
In an effort to manage rising costs and
improve efficiencies, we conducted
several operational reviews of internal
processes, and continued to lay the
foundation for increased automation
across our operations; more on this
in our Management Discussion &
Analysis section later on in this report.
A GROWING FOCUS ON
SUSTAINABILITY
At MR. D.I.Y., we recognise the
importance of being a force for good,
not just in the area of community
impact, but across all areas of
business operations.
Our leadership team has been
relentless in their efforts to improve
and expand our efforts in the areas of
ESG, integrating them into all areas
of our operations in order to drive
sustainable business growth.
In this, we are guided by the best
practices as prescribed by the
Malaysian Code of Corporate
Governance (“MCCG”) and Bursa
Securities’ Corporate Governance
Guide, which not only promote the
building of sustainable businesses, but
also protect stakeholders’ interests
and create more value.
I am very proud to report that we
continue to make excellent progress
against our Sustainability Framework,
details of which are described in the
MR. D.I.Y. Group Sustainability Report
2023, available with this report.
BEING RECOGNISED
Our concerted efforts to improve the way
we do business, treat our employees,
contribute to the betterment of society,
and play a role in nation-building have
not gone unnoticed.
 Annual Report 2023
13About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
In FY2023, we continued to garner
a significant number of awards,
including the Putra Enterprising
Brand of the Year Award, the Putra
Aria Brand Award, the ‘Top Home
Improvement Retailer’ category for
Malaysia, Thailand, Indonesia, and
the Philippines at the World Branding
Awards, and the Frost & Sullivan’s
Best Practices 2023 Malaysia Home
Improvement Retail Industry Company
of the Year for the third consecutive
year, making it our fourth Frost &
Sullivan award overall.
Kudos to the many different teams
who contributed to our success
and recognition by some of the
most esteemed names in the global
business world.
OUTLOOK
2024 is expected to be a challenging
year for growth, with economists
expecting consumption, lending
activity, investments and earnings to
decline as the impact of rising interest
rates continue to be felt.
There remains some uncertainty, with
higher-than-expected inflation and
interest rates expected to continue.
Economists have forecasted 4%-
5% growth for Malaysia in 2024, led
by continued household spending,
tourism recovery, and realisation
of investments. The manufacturing
sector is expected to continue
its post-pandemic recovery amid
resilient global demand. Malaysia
has successfully attracted several
billion-dollar global investments in
recent months, which will boost
jobs, incomes and export-oriented
businesses. The slightly expansionary
budget announced in October 2023 is
also expected to help support growth
momentum this year.
Our efforts at MR. D.I.Y. will continue
to be focused on helping Malaysians
combat the rising cost of living, by
broadening our range of everyday
essentials, and continuing to
extend our retail network to ensure
convenience and accessibility.
To do this, we will also invest in
building the strength and scale
of the relationships we enjoy with
manufacturers globally, and the
efficiency of our operations. We
are and will always be there to help
consumers.
ACKNOWLEDGEMENTS
Our business has proven to be
sustainable and resilient, even under
the assault of a global pandemic in
2020 and 2021, and the knock-on
effects post-pandemic in 2022 and
2023, which makes us confident of
our ability to stay on track for growth.
Such steady performance would
not have been possible without the
collective wisdom and experience of
my fellow Board members, who have
been generous in their time, efforts
and wise counsel through fair and
challenging climates.
I commend our Leadership Team, who
have been united in their efforts to stay
on track to realise our vision of being
the country’s most valued retailer.
And likewise to our employees
nationwide, who have persevered
through a myriad of challenges, and
their families who have supported
them in their efforts. You are and
remain our most valued asset.
Thank you to our roster of partners and
vendors, who have committed to be
on this journey with us, and the many
regulatory bodies and government
agencies who have facilitated our
continued growth.
To our founders, shareholders, and
business partners - we mark another
milestone together, and look forward
to many more years of shared success.
And to our customers - thank you for
trusting us to meet the everyday needs
of your families and loved ones. It is a
trust we hold very dear.
Terima kasih from all of us.
DATO’ AZLAM SHAH BIN ALIAS
CEO’S STATEMENT
Focused
On Steady,
Sustainable
Growth
Dear Valued Shareholders,
Our purpose at MR. D.I.Y. is to drive sustainable growth
and positively impact the communities in which we operate.
In FY2023, we delivered our 8th consecutive year of steady
growth, despite the post-pandemic headwinds that continued
to challenge the global and Malaysian business environments.
It is clear therefore that our promise of delivering everyday
essentials at “Always Low Prices” in a variety of interesting
retail formats at convenient locations nationwide resonates
strongly with customers, allowing us in turn to deliver
sustainable value to you, our shareholders. I am therefore
pleased to present to you MR. D.I.Y.’s Annual Report for
the FY2023.
FY2023 IN REVIEW
We set out in FY2023 staying consistent with the same two goals that have
served us well over the years - to drive business growth through the strategic
and disciplined expansion of our store network, and to improve operational
efficiencies.
Despite a challenging economic environment, we closed the year delivering steady
growth across all key indicators, in turn achieving a solid set of financial results.
Group revenue in FY2023 was RM4.4 billion, a 9.4% year-on-year (“y-o-y”) increase
compared to the financial year ended 31 December 2022 (“FY2022”). Our strategy
of steadily growing our store network has proven effective, driving revenue growth
as well as total transactions, which grew 16.0% to 165 million transactions.
EBITDA for the year improved by
16.0% to close to RM1.2 billion,
while PAT increased 18.5% y-o-y to
RM560.7 million, partially lifted by
the absence of the one-off prosperity
corporate tax that was applied in
FY2022. We recorded our highest
gross profit per sq. ft. ever in FY2023 -
an indicator that our price adjustments
have been fruitful.
Our store network grew by 16.2%,
from 1,080 in FY2022 to 1,255 at
the close of the year. To support
our strategy of moving deeper and
wider across the country, we opened
MR. D.I.Y. stores in growing towns,
including Marang in Terengganu, Yan
in Kedah and Kuala Krai in Kelantan,
cementing our presence in every
state across Malaysia and in Brunei.
We are one of a few chain retailers in
the country to directly manage and
operate our stores.
In keeping with our promise to keep
our customers’ shopping experiences
fresh and exciting, we became the
master franchisee of the EMTOP
hardware brand in Malaysia FY2023,
opening our first store in Bandar
Puteri, Puchong.
EMTOP, trusted in 80 countries across
the world and a favourite with DIY-ers
and professional builders, produces
a broad range of hardware products
known for the quality and resilience of
 Annual Report 2023
15About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
prices. Our strong direct relationships
with manufacturers worldwide helped
us to achieve this goal.
We continued to drive automation
as a means of reducing costs,
upskilling our workforce, and fulfilling
customer demand faster and more
efficiently. The construction of our new
automated warehouse is progressing
well, with equipment testing currently
in progress. Details of this are outlined
further on in this document.
Managing the workforce continues to
be challenging, with the depreciating
ringgit driving many young Malaysians
to look for job opportunities in other
markets, particularly Singapore. The
e-economy has given rise to many new
opportunities for young Malaysians,
enticing them into non-traditional
work roles and entrepreneurship. The
muted retail market makes it less
attractive for them to consider careers
in this space.
This resulting shift in job preference
has a direct impact on our store
expansion strategy, and will need to
be closely monitored and managed
if we are to continue to grow. Our
strong employee value proposition
held us in good stead in FY2023, with
our workforce growing by 8.9%, from
16,500 at the close of FY2022 to more
than 18,000 at the close of FY2023.
All in, our stellar performance in
FY2023 demonstrated clearly that while
the overall market may be challenging,
MR. D.I.Y. has the fundamentals to
continue to deliver steady, sustainable
growth.
FY2024: DRIVING STEADY GROWTH
ACROSS KEY METRICS
At MR. D.I.Y., we appreciate that
driving sustainable business growth
can be achieved if we hold true to
certain key tenets.
A measured and focused store
expansion strategy
This has proven to be effective, given
our lower-cost, highly scalable and
profitable, strong cash-generative
business model, further supported by
our data-reliant approach.
Our target in FY2024 is to open 180
new stores, comprising primarily of the
flagship MR. D.I.Y. brand. Our stores
have proven to enjoy a robust payback
model, consistently within two years,
allowing for an attractive return on
capital and providing us with steady
growth.
their build. The range offers more than
1,000 products including power tools,
power tool accessories, and power
source tools. Interestingly, EMTOP
tools use a standard battery across
their more than 100+ tools, making
it convenient and efficient for users.
EMTOP’s wide range of useful tools,
in one convenient location and at
reasonable prices, lives up to the MR.
D.I.Y. promise of delivering quality
products at accessible prices.
We have since opened six EMTOP
stores across the country, and in
March 2024, launched the first
MR. D.I.Y. PLUS store incorporating
the full EMTOP range, located at
the popular IPC Shopping Centre in
Mutiara Damansara, Petaling Jaya.
Another positive indicator in FY2023
was the normalisation of freight and
logistics costs post-pandemic, which
helped us to manage critical cost
efficiencies given the increase in costs
in other areas, notably manpower.
Our strategy to increase inventory
turnover days also paid off. The
supply chain issues of the pandemic
era highlighted the need for us to be
cautious and carry higher inventory
to avoid a shortage of products to
market. This has resulted in a steady
supply of popular items at stores, also
contributing to the uplift in sales.
Despite these positives, the retail
environment continued to be
challenging in 2023. Customer
sentiment remained muted, given rising
food prices, the relentless pressures
on family wallets, rising interest rates,
the deterioration of the ringgit against
major global currencies, and the
resulting inflationary pressures.
A key differentiator between FY2022
and FY2023 was also the reduction
in government cash handouts, which
helped many families make it through
the pandemic and post-pandemic
years. The result is that customers are
down-trading, sacrificing purchases in
the hope of closely managing family
budgets.
To ensure we remained firmly on the
radar of our customers and continued
to cement our position as their preferred
value retailer while easing the pressure
on their wallets, our purchasing and
marketing teams doubled their efforts,
working closely with manufacturers
and vendors to ensure we have the
daily essentials every household
needs readily available at affordable
A balanced portfolio of core brands
Our flagship format - the standard
MR. D.I.Y. store - continues to be the
backbone of our network. We currently
have more than 1,000 MR. D.I.Y. stores
and are expanding our network in
FY2024. These additions will primarily
be located in the East Malaysia states
of Sabah and Sarawak, where our
market remains underserved, and
where we see compelling interest from
consumers.
MR. D.I.Y. PLUS, which we introduced
in 2022, has successfully created
a platform to bring our three core
brands - MR. D.I.Y., MR. TOY and
MR. DOLLAR - under one roof. We
now have 55 MR. D.I.Y. PLUS stores,
with a recent addition that included the
EMTOP brand. In FY2024, we aim to
expand our MR. D.I.Y. PLUS presence,
focusing on market centres and
densely-populated urban areas. Our
commitment to providing a wide range
of products, an engaging shopping
experience, and various activities and
promotions has proven successful in
retaining customer loyalty.
Our strategy of moving into smaller
towns and high-density residential
neighbourhoods, and our ambition
to be the “store at every corner” has
been realised with the very successful
MR. D.I.Y. Express format, which
typically at 2,000-4,000 sq. ft. is smaller
than the standard MR. D.I.Y. store at
9,000 sq. ft.. We currently have 101
MR.D.I.Y. Express stores, with plans
to venture into more underserved
markets in the near future.
MR. TOY continues to demonstrate
its niche as the trusted value toy
store in the eyes of consumers.
A price increase in FY2023 affected
same-store sales somewhat, but the
brand held steady. We currently operate
61 MR. TOY stores and plan to expand
further in FY2024, including introducing
a new MR. TOY Express variant.
FY2024 will be a year of recalibration
and adjustment for MR. DOLLAR. We
have intentionally slowed its pace of
growth and converted some stores
into our other retail brands, while we
adjust MR. DOLLAR’s merchandising
mix to create a stronger differentiation
between the brand and MR. D.I.Y..
We successfully introduced imported
snack foods into MR. DOLLAR
stores in FY2023, which have been
well received. More such trials will
be conducted in FY2024 to find
the ideal product mix. There are 35
MR. DOLLAR stores currently, with
plans to introduce more, given the
right conditions.
Mr D.I.Y. Group (M) Berhad
16About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
CEO’S STATEMENT
Data-discipline to align market
demand
One of the cornerstones of our success
has been our stringent data discipline,
and FY2024 will be no different. Our
product portfolio currently stands
at 17,000 SKUs, which can only be
efficiently managed if we monitor data
closely.
Today’s value-driven market has been
a boon for our range of white-label
and in-house products. Our highly
successful range now includes 10,000
SKUs, making up 49.0% of total sales
in FY2023 compared to 43.5% in
FY2022.
Addressing manpower needs and
improving efficiencies with the right
automation
The construction of our new
automated warehouse on a 9-acre
plot in Seri Kembangan, Selangor
is almost complete, with equipment
testing currently happening and final
set-up expected to be in place by April
2024. Full operations will commence
in 3QFY2024.
The warehouse features an Automated
Storage and Retrieval System,
conveyors and sorters, as well as an
autonomous mobile robot mini load
with a Pick-to-Light system. It also
features an improved Warehouse
Management System to better control
and track inventory, process orders
faster and more accurately, and
ultimately improve the efficiency of our
delivery system.
The RM100 million, 600,000 sq. ft.
complex, consisting of the warehouse
and offices in three separate buildings
linked by conveyors, is expected to
result in net annual savings of ~RM10
million, primarily from labour related
savings and warehouse rental costs.
It will also support business growth
and drive operational efficiencies, and
become home to all our administrative
and management employees, who
have had to deal with being in several
different locations as we expanded
operations.
Strengthening and optimising our
talent pool
We invested in growing our workforce
by 8.9% in FY2023, from 16,500 at the
close of FY2022 to more than 18,000,
in tandem with the growth of our store
network and scale of operations.
Malaysians make up 84% of our
workforce today, making us one of
Malaysia’s largest employers.
Training, development and upskilling
continued to be a key part of our
retention and development strategy;
in FY2023, we invested 359,800
hours in internal and external training
and engagement programmes,
prioritising automation, wellness and
ESG, amongst others. This, coupled
with regular employee feedback
mechanisms, have helped strengthen
our employee value proposition and
improve our retention rates.
We are in the process of reorganising
our global logistics team, in order to
help us realise more cost efficiencies
and improve speed to market.
Investing in our communities
In FY2023, we took a major step
forward in our efforts to have a positive
impact on the lives of Malaysians,
with the establishment of the
MR. D.I.Y. Foundation. The Foundation
will continue the good work of the
MR. D.I.Y. Cares team, which for
many years has been responsible for
ensuring we reach out to and connect
positively with those in need.
The MR. D.I.Y. Foundation is committed
to organising, implementing and
supporting initiatives that provide
assistance and relief to those in need.
Its focus areas include environmental
protection, improving the health and
wellbeing of the population, supporting
capacity-building and development
programmes, as well as promoting
and nurturing Malaysia’s rich arts and
culture.
The Foundation is led by its Chief
Executive Officer, Puan Zaleha Mohd
Mydin.
A focus on ESG as a key driver of
growth
Sustainability has been part of the
MR. D.I.Y. ethos since we first began
operations in 2005, with the company
making every effort to be sustainable
in its management and operations.
Our current Sustainability Framework
ensures we continue to build on this
strong foundation, by prioritising
where we can make a material and
meaningful difference.
Key initiatives in FY2023 included
the installation of solar panels at
our headquarters and distribution
facilities as well as selected stores
where installation was possible. We
encourage and promote the use of
energy-saving equipment across
the organisation, and have stringent
processes in place to monitor and
manage how we use energy. Where
possible, we have replaced older
equipment with newer, more energyefficient models.
We have adjusted how we transport
merchandise across the country, using
more fuel efficient and larger vehicles
rather than smaller ones in a bid to
reduce fuel consumption.
We have been actively upgrading and
enhancing our governance systems,
and are currently in the process
of bolstering our comprehensive
Business Continuity Plan.
More details on our ESG and Sustainability
initiatives can be found in the Sustainability
Report 2023 available with this Report.
 Annual Report 2023
17About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
(RM million) FY2021 FY2022 FY2023
Economic Value Generated 3,373.4 3,985.8 4,359.3
Economic Value Distributed (2,772.3) (3,313.7) (3,611.1)
Total monetary value /
spend on procurement
(1,981.5) (2,338.6) (2,382.1)
Total payout to employees
in salaries and benefits
(382.4) (484.8) (620.5)
Taxes paid to government (138.8) (171.3) (189.3)
Repayments to Financiers (97.0) (114.8) (154.9)
Dividend Returns to
Shareholders
(172.6) (204.2) (264.3)
Economic Value Retained 601.1 672.1 748.2
OUTLOOK
FY2024 will be a challenging year for growth.
We anticipate consumption to decline as the impact of rising interest rates
continues to be felt. Bank Negara Malaysia, in its recently-released Economic and
Monetary Review 2023 report, said it expected the consumer price index (CPI),
Malaysia’s main gauge of inflation, to rise 2%-3.5% in 2024 from 2.5% in 2023.
However, it anticipates wages to increase in tandem, providing some relief for the
masses.
GDP in the coming year is expected to be between 4.5% - 5.5%, on the back of
the International Monetary Fund raising its 2024 growth forecast by 0.2 percentage
points to 3.1% in March 2024.
The country’s fundamentals remain intact. We expect tourism numbers to improve
in FY2024 and return to pre-COVID levels, which will have a knock-on effect on
many different areas of the economy and improve earnings.
The household retail sector continues to command the bulk of the consumer’s
wallet, with Frost & Sullivan anticipating that the household retail sector will grow
at 8.6% per annum over the next five years. We remain the market leader in the
Malaysian home improvement industry.
These positive indicators are somewhat dampened by potential market volatility
and price pressures on imports as a result of the ringgit’s weak valuation.
Escalating geopolitical conflicts could also impact the global commodity and
logistics markets.
Domestically, the impending retargeting of the fuel subsidy programme in the
second-half of the year could impact household income, and reduce consumer
demand.
At a global level, the impending US
presidential election at year end may
further fuel volatility through the year.
Over in China, 2024 GDP is forecasted
at 4.4%, but the shaky property
industry is providing cause for
concern. Many are still adopting the
‘wait and see’ attitude as they witness
the effectiveness of policy roll outs and
the China’s government’s US$278bn
package to stimulate markets.
Here in ASEAN, the numbers look
to be positive, with trade data
suggesting a pick-up, especially in the
electronics sector. China’s data has
shown stronger imports from ASEAN,
suggesting a structural shift in supply
chains. With export recovery, ASEAN’s
growth for 2024 is forecasted at 4.7%.
Regardless, our measured strategies
for growth make us confident about
our prospects in FY2024; our position
as Malaysia’s preferred value retailer is
strengthening from day to day.
Our payback period on stores and
return of equity figures are excellent,
which also bode well for our financial
position and reaffirm the course for
steady, sustainable growth.
APPRECIATION
The challenges of recent years have
highlighted the need for us to be strong
and resilient, and nowhere is it more
apparent than in our 18,000-strong
team of MR. D.I.Y.-ers, who continue
to fly the flag of performance and
professionalism on a daily basis. I
can very proudly say that it is our
employees who are the number one
reason for our success, because
they help us make our promise of
“Always Low Prices” meaningful and
real every day. Thank you for that.
To my fellow Board members, thank
you for the generosity of spirit and
wisdom which we rely on and value.
Most of all, thank you to our customers,
who continue to throng our stores and
generated over 165 million transactions
in FY2023 - your confidence in us has
been nothing short of phenomenal,
and it is a responsibility we shoulder
with much care.
ONG CHU JIN ADRIAN
Valuing and rewarding our shareholders
We recognise that much of our success is due to the continued loyalty we
command from Malaysians in general, and in particular our shareholders,
who have been steadfast in their support of the company.
To this end, we are committed to continue rewarding our shareholders
through a strong and consistent dividend payout. Moving forward, we are
targeting a quarterly dividend payout of 50% - 65%, reflecting our robust
financial position.
Mr D.I.Y. Group (M) Berhad
18About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
MANAGEMENT DISCUSSION AND ANALYSIS
Group revenue was
RM4.4 billion,
9.4% y-o-y increase
on the RM4.0 billion in
FY2022.
PAT improved by
18.5% y-o-y from
RM472.9 million
to RM560.7 million.
The number of stores at
the end of FY2023 stood
at 1,255, up 16.2% from
1,080 in FY2022.
The Group’s talent pool
grew 8.9% from over
16,500 to more than
18,000 in FY2023.
We invested more than
359,800 hours in internal
and external training
programmes in FY2023.
The Group declared a total
cumulative dividend of
RM302.1 million
in FY2023.
We carried out
> 175 community
programmes
in FY2023 reaching more
than 58,000 people
nationwide.
Executive Summary
FY2023 saw us stay true to our two proven growth strategies - a measured
and disciplined approach to growing our store network, and closely managing
operational efficiencies.
The challenges of the post-pandemic economy are driving customers to focus on
maximising value, especially in the area of household and everyday essentials,
where our promise of “Always Low Prices” is becoming increasingly important.
Our breadth of products which stands at 17,000 SKUs, our extensive network of
1,255 stores nationwide, and our 18,000-strong employees who are committed
to delivering quality, convenience and affordability in an enjoyable shopping
environment resulted in us registering 165 million transactions in FY2023 - a
commendable achievement considering the generally muted retail market.
We continue to command the largest market share in the Malaysian home
improvement category.
Operationally, we continued to focus on our fundamentals - practising strict data
discipline to ensure the right product assortment are available to all segments of
the populace at the right prices and in convenient locations across the country;
keeping a conscientious and watchful eye on costs; investing in the physical,
mental and social wellbeing of our people, rewarding them fairly and providing
them with opportunities for growth; while embracing technology and automation
to persistently drive productivity.
Growing Value
For FY2023, we registered a total of 165 million
transactions and continue to command the
largest market share in the Malaysian home
improvement category.
MR. D.I.Y. PLUS, Mid Valley Megamall
 Annual Report 2023
19About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
As an essential part of our sustainability journey, we
continued to move the needle in the right direction by
staying true to our Sustainability Framework - initiating,
developing, and monitoring a host of initiatives that are
improving the way we obtain and manage our resources,
and how we utilise them.
Being a force for good continues to be a key pillar in
our strategy for sustainable growth - we stepped up
our efforts in this area in FY2023 by establishing the
MR. D.I.Y. Foundation, which is committed to organising,
implementing and supporting initiatives that provide
assistance and relief to those in need. Through the
Foundation and the MR. D.I.Y. Cares team, we undertook
175 community impact programmes in FY2023, positively
impacting nearly 58,000 people.
Our unwavering focus on these fundamentals resulted in a
year of steady growth.
Group revenue for the FY2023 grew 9.4% y-o-y to RM4.4
billion, primarily a result of our focused strategy to grow
our store network.
Gross store growth in FY2023 was 193, net 18 closures.
Revenue from new stores contributed to 6.1% of overall
sales, while total transactions grew 16.0% to 165 million
transactions.
Our respective store formats continue to progress well,
and we introduced a new variant this year in the form of
the EMTOP brand of hardware stores, of which we are a
master franchisee in Malaysia.
The global supply chain has returned to pre-pandemic
levels, reducing cost pressures and improving inventory
management, both of which are having a positive impact
on our performance.
We continue to strengthen our direct relationships with
manufacturers worldwide, enabling us to command
competitive pricing on goods purchased, as well as to
ensure the availability of in-demand products at our stores.
As we accelerate on automation and technology, we
are putting the final touches to our new leading-edge
automated warehouse which is currently undergoing
testing and will commence full operations in 3QFY2024.
Talent hiring, optimisation, upskilling and retention are a
major priority, given our strategy of expanding our store
network to drive consistent growth. We added more
than 1,500 people at all levels of the organisation in
FY2023, bringing our total people strength to over 18,000.
We invested 359,800 hours in training, upskilling and
development in FY2023, with programmes involving all
levels of the organisation.
Mr D.I.Y. Group (M) Berhad
20About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
MANAGEMENT DISCUSSION AND ANALYSIS
Business Overview
A key priority in FY2023 was our store network expansion strategy.
We opened a net 175 new stores during the year, bringing the total to 1,255 stores at the close of the year, with 32 stores in
the Central region, 54 in the Northern region, 44 in the Southern region, 24 in the East Coast, 20 in Sabah and Sarawak, and
1 in Brunei.
These new stores comprise 174 MR. D.I.Y./MR. D.I.Y. Express/MR. D.I.Y. PLUS stores, 9 MR. TOY stores and the closure
of 8 MR. DOLLAR stores. The store closure was part of our strategy to recalibrate the brand offering in order to differentiate
it more clearly from the MR. D.I.Y. offering. 88.6% of these net new stores were standalone stores, with the balance located
in malls and shopping centres.
We became the master franchisee of the EMTOP hardware brand in Malaysia last year, opening our first store in Bandar
Puteri, Puchong. EMTOP, trusted in 80 countries across the world and a favourite with DIY-ers and professional builders,
produces a broad range of hardware products known for their quality and durability. The range offers more than 1,000
products including power tools, power tool accessories, and power source tools. Interestingly, the key value proposition of
EMTOP tools is the usage of a standardised battery across their more than 100+ tools, making it convenient and efficient for
users. This bodes well with our strategy to increase customer retention – to build stronger customer relationships, encourage
repeat purchases, and to improve brand loyalty.
We have since opened six EMTOP stores across the country, and in March 2024, launched the first MR. D.I.Y. PLUS store
incorporating the full EMTOP range, located at the popular IPC Shopping Centre in Mutiara Damansara, Petaling Jaya.
175 NET NEW OPENINGS IN FY2023
32 stores in Central
54 stores in North
24 stores in East Coast
44 stores in South
20 stores in East Malaysia
 1 store in Brunei
STORE NETWORK AS AT
31 DECEMBER 2023
NORTH
Total Stores
274
CENTRAL
Total Stores
360
SOUTH
Total Stores
301
EAST
COAST
Total Stores
165
Store Growth
Net Store Opened (Core Brands)
Store Breakdown By Core Brands
Store Breakdown By Format
+166
FY2021
900
+141
FY2020
734
+126
FY2019
593
+180 +175
FY2022 FY2023
1,255
1,080
MR. D.I.Y./MR. D.I.Y. Express/
MR. D.I.Y. PLUS
MR. TOY MR. DOLLAR
Retail Mall-Based Stores Standalone Shopfront Store
FY2022
FY2022
FY2023
FY2023
979 1,159
608 763
52 61
472 492
49 35
 Annual Report 2023
21About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
We have
1,255 STORES
across every state in
Malaysia and Brunei
MR. D.I.Y. opened its first store on Jalan Tuanku Abdul Rahman in July 2005 and has now grown to
become the largest home improvment retailer in the region with stores across Malaysia and Brunei
EAST
MALAYSIA
Total Stores
146
BRUNEI
Total Stores
9
EAST MALAYSIA
Total Stores: 146
138 MR. D.I.Y.
3 MR. DOLLAR
5 MR. TOY
BRUNEI
Total Stores: 9
9 MR. D.I.Y.
NORTH
Total Stores: 274
253 MR. D.I.Y.
7 MR. DOLLAR
14 MR. TOY
CENTRAL
Total Stores: 360
329 MR. D.I.Y.
10 MR. DOLLAR
21 MR. TOY

SOUTH
Total Stores: 301
273 MR. D.I.Y.
11 MR. DOLLAR
17 MR. TOY
EAST COAST
Total Stores: 165
157 MR. D.I.Y.
4 MR. DOLLAR
4 MR. TOY
Our flagship format - the standard MR. D.I.Y. store - continues to be the backbone of our network. To further broaden
and widen our store network across the country, we opened MR. D.I.Y. stores in growing towns, including Marang in
Terengganu, Yan in Kedah and Kuala Krai in Kelantan, cementing our presence in every state across Malaysia and in
Brunei. We currently have more than 1,000 MR. D.I.Y. stores and 101 MR. D.I.Y. Express stores, with plans to venture into
more underserved markets in the near future.
MR. D.I.Y. PLUS, which we introduced in 2022, has successfully created a platform to bring our three core brands -
MR. D.I.Y., MR. TOY and MR. DOLLAR - under one roof. We now have 55 MR. D.I.Y. PLUS stores, with the most recent
addition incorporating the EMTOP brand. In FY2024, we aim to further expand our MR. D.I.Y. PLUS presence, focusing on
market centres and densely-populated urban areas.
MR. TOY continues to gain consumers’ recognition as the trusted value toy store, evidenced by its strong brand loyalty. A
price increase in FY2023 affected same-store sales somewhat, but the brand held steady. We plan to further expand the
MR. TOY network in FY2024, including introducing a new MR. TOY Express variant.
FY2024 will be a year of recalibration and repositioning for MR. DOLLAR. We successfully introduced imported snack foods
into MR. DOLLAR stores in FY2023, which have been well received by consumers. More evaluations will be conducted
in FY2024 to further tailor the ideal product assortment and differentiation to grow brand penetration, while supporting
our product margins. There are 35 MR. DOLLAR stores currently, with plans to introduce more, given the right market
conditions.
Total capital expenditure (“capex”) on new stores for the year was approximately RM106.5 million, which translated into an
average of RM552,000 per store across our three core brands, broadly in line with the capex per store in the prior years.
Mr D.I.Y. Group (M) Berhad
22About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
43.5%
11.8%
44.7% FY2022
MANAGEMENT DISCUSSION AND ANALYSIS
PERFORMANCE OVERVIEW
Despite the challenges of a muted retail market and the impact of rising
inflationary pressure on consumer spending, we closed FY2023 with a 9.4%
increase in revenue to RM4.4 billion, compared to RM4.0 billion in FY2022.
Total transactions grew from 142 million transactions nationwide in FY2022 to
165 million in FY2023, with SSSG dropping 3.7% for the year.
The average basket size reduced 5.4%, from RM27.8 in FY2022 to RM26.3 in
FY2023, as a result of the tightening of household wallets amidst rising costs and
inflationary pressures. This impact was offset by the marked 16.0% rise in the total
number of transactions and resulted in the notable 9.4% growth in total revenue.
PRODUCT SELECTION AND MERCHANDISING MIX
We continued to leverage on data discipline and analytics as a barometer of
customer preference, to ensure our merchandising mix are managed effectively.
All proposed new products are evaluated based on consumer needs, market
trends, product quality, price, and manufacturers’ feedback. We conduct
quarterly product reviews to assess product sales volumes, inventory turnover,
and sales margins to determine each product’s optimal shelf space.
We carry over 10,000 SKUs of white-label and own label products, which carry
the “MR. D.I.Y.” and MR. D.I.Y. Premium” brands, offering customers a higher
price-to-quality value proposition compared to third-party branded products. This
range is growing in popularity, given both customer sentiment, which is becoming
more value-focused, as well as growing trust in our offering. In FY2023, sales of
MR. D.I.Y. white-label products rose to 49.0% of total sales compared to 43.5%
in FY2022, with third-party branded products making up the balance.
In addition to our own labels, we carry a wide range of well-known third-party
branded products like Faber-Castell, Philips, Energizer, WD-40, Tactix and
Armour All, which have a strong following amongst customers.
In terms of product breakdown as a percentage of total sales, the household
& furnishings category remains the mainstay at 35.4% compared to 38.3% in
FY2022. The electrical and stationery & sports categories rose by approximately
1% to 11.6% and 7.8%, respectively. All other categories were relatively
unchanged.
AVERAGE BASKET SIZE PERFORMANCE
(RM)
TOTAL TRANSACTIONS
(million)
FY2022 FY2023
165.1
142.3
FY2022 FY2023
26.3
27.8
FY2022 FY2023 35.4%38.3%
Household &
Furnishings
17.8%
17.1%
Hardware
11.6%
10.8%
Electrical
7.8%
6.8%
Stationery &
Sports
27.4%
27.0%
Others
Similar to previous years, procurement
efforts in FY2023 were primarily
focused on inventory sourcing for
our own stores from end suppliers,
manufacturers, and distributors in
Malaysia and abroad. We are making
good progress on our target to have
30% of products locally sourced by
2025, as our commitment to support
local entrepreneurs and businesses. A
good mix of imported vs local goods
will allow us to balance the need to
have a differentiated and exciting
offering as a means of drawing
customers, with the confidence of a
consistent and reliable supply chain in
the event of global supply disruptions,
as we saw during the pandemic.
As an additional supply management
measure and to ensure a positive
impact on local communities, all
stores in Malaysia and Brunei also
source locally for goods and services
required for daily business operations.
PRODUCT SELECTION AND
MERCHANDISING MIX
49.0%
10.9%
40.1% FY2023
White Label Products
Exclusive Others
Imported Local
71.3%
28.7%
FY2022
68.5%
31.5%
FY2023
 Annual Report 2023
23About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
KEY BALANCE SHEET MATTERS
FY2022
(RM million)
FY2023
(RM million)
Variance
Total Assets 3,323.6 3,550.9 6.8%
Total Liabilities 1,890.7 1,805.7 (4.5%)
Total Equity 1,432.9 1,745.2 21.8%
Total Liabilities & Equity 3,323.6 3,550.9 6.8%
For the financial year under review, the Group’s total assets rose to approximately
RM3.6 billion.
This was mainly attributed to an increase in property, plant and equipment
(+RM144.8 million) and cash and bank balances (+RM94.5 million), in line with the
increase in the total number of stores and rising revenue.
Inventory turnover days were maintained at slightly higher levels in FY2023 by
design; supply chain issues during the pandemic and immediate post-pandemic
years have highlighted the need for this.
Total liabilities reduced by 4.5% to RM1.8 billion (FY2022: RM1.9 billion), mainly
attributed to repayment of borrowings.
We turned net cash in FY2023 from a net debt position 0.13x in FY2022, driven by
higher cash and bank balances, and significantly lower borrowings.
Total shareholder equity increased by 21.8% to RM1.7 billion as at 31 December
2023.
FY2022 FY2023
Trade Payable Turnover Days 8 days 9 days
Trade Receivable Turnover Days 1 day 1 day
Inventory Turnover Days 144 days 167 days
KEY CASH FLOW MATTERS
The resilience of our business model and our focus on improving operating
efficiencies is clearly reflected in our cash flow position.
Net operating cashflow increased by 119.4% to RM971.9 million as at FY2023.
Cash and cash equivalents as of FY2023 were almost double of that in FY2022,
standing at RM213.0 million, up from RM114.9 million in FY2022.
NET CASH FROM
OPERATING
ACTIVITIES
(RM million)
NET CASH USED
IN INVESTING
ACTIVITIES
(RM million)
NET CASH USED
IN FINANCING
ACTIVITIES
(RM million)
CASH & CASH
EQUIVALENTS
(RM million)
FY2022 FY2023 FY2022 FY2023 FY2022 FY2023 FY2022 FY2023
971.9 (245.7) (628.4) 213.0
443.0
(209.9)
(294.7) 114.9
KEY FINANCIAL METRICS
We continued to deliver steady yearon-year growth, attributable to our
resilient business model and strong
value-for-money proposition, despite
the multiple headwinds from rising
inflation and costs, the depreciating
ringgit, and generally muted customer
sentiment.
On the back of strong revenue
growth, Gross Profit (“GP”) improved
by 20.0%, EBITDA rose by 16.0%
and PAT increased 18.5% y-o-y.
The Group saw the normalisation
of corporate tax rate in FY2023,
compared to the one-off prosperity
corporate tax in FY2022.
GP margin was 4.1 percentage points
(“p.p.”) higher in FY2023, reflecting
both the benefit of the post-pandemic
normalisation of freight and logistics
costs as well as the positive impact
from the price adjustment exercises
in FY2022.
EBITDA margins were 1.4 p.p. higher,
despite higher operating expenses
which rose 23.4% to RM1,010.8
million, primarily attributed to an
increase in the overall workforce to
cater to our growing store network, as
well as the higher minimum wage in
line with the Government’s minimum
wage policy which came into effect
on 1st May 2022.
Group’s profit from operations rose
by 17.0% to RM820.0 million, on
the back of higher GP, tempered by
higher administrative and operating
expenses, which increased by
16.8% and 23.4% y-o-y respectively.
These higher expenses were largely
due to the increase in staff costs
given the larger staff strength and
higher minimum wage, as well
as the additional costs related to
business expansion and marketing
& promotional activities, and the
depreciation of right-of-use assets.
Consequently, PAT margin was 1.0
p.p. higher at 12.9% due to the above
mentioned factors.
Revenue from MR. D.I.Y. stores,
consisting the flagship MR. D.I.Y.
standard stores, the MR. D.I.Y. PLUS
superstore variant, as well as MR.
D.I.Y. EXPRESS, grew in FY2023,
primarily driven by an increase in
the number of stores. Revenue from
MR. TOY stores was stable as the
brand continues to resonate with
customers, reflecting their growing preference for the brand as a value-priced
toy retailer for the masses. We are working hard at recalibrating MR. DOLLAR’s
position in our stable of brands, while EMTOP is still at its infancy.
Mr D.I.Y. Group (M) Berhad
24About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
OTHER OPERATIONAL UPDATES
An 18,000-strong talent pool
The Group’s workforce stood at
18,000 at the close of FY2023,
up 8.9% from 16,500 at FY2022,
primarily to support store expansion
activities.
As has been our practice since
inception, we prioritise the hiring of
Malaysians, and our local workforce
today stands at 84% of our total
staff strength. As an inclusive
employer, we do not discriminate
between nationalities, according to
all employees the same pay scale,
benefits, rewards and privileges.
We continue to strengthen our
employee value proposition to
further enhance our reputation as
an employer of choice. We offer fair
wages that are regularly adjusted
to stay ahead of inflation, invest in
training, upskilling and development,
have clear career progression paths
for all employees, make safety and
security a priority across all our
operations, ensure good working
conditions, and invest in programmes
to nurture their physical, social and
mental wellbeing. We are placing
particular emphasis on operational
improvements and efficiencies to
improve staff working conditions.
We invested more than 359,800 hours
hours in training across all levels of
the organisation in FY2023, benefiting
more than 18,000 employees. This is
a 85.8% increase from the 193,600
hours we invested in FY2023, and a
clear demonstration of our continued
commitment to not just develop our
own retail workforce, but as one
of the country’s largest employers,
to also contribute to a skilled and
knowledgeable retail industry as a
whole.
We conduct annually employee
satisfaction surveys to gauge
our employees’ satisfaction with
their current roles and gain their
feedback on matters such as
workplace conditions, career
development opportunities, as well as
compensation and benefits packages.
In FY2023, we found that 91% of our
employees are happy to be working
at MR. D.I.Y..
In FY2023, we took the important
step of appointing a Chief Operating
Officer to the senior management
bench, strengthening our leadership at
the highest levels of the organisation
and also ensuring we have a strong
succession plan in place.
We also appointed a new Senior VicePresident for our Group Strategy team
to provide much-needed focus on
future growth verticals and evaluation
business opportunities to ensure
we create a strong and sustainable
business.
Optimising resource consumption
We are proud of our membership in
the global FTSE4Good Index and are
committed to moving forward in our
ambitions to manage our business
both sustainably and well, and
ultimately be a force for good.
We strive to achieve the delicate
balance between profit generation,
and social and environmental
responsibilities, while creating longterm value for our shareholders.
To do this, we employ a topdown approach to governance,
regularly engage stakeholders for
feedback, conduct regular materiality
assessments to stay informed,
implement a sustainability framework
to guide our practices, and establish
measurable targets to gauge
performance.
Our focus areas include energy
efficiency, decarbonisation through
renewable energy, and we adopt a 3R
(reduce, reuse and recycle) approach
in our resource consumption and
waste management processes.
In FY2023, we achieved reductions
in emissions, energy consumption,
water, and waste. Key achievements
include reduced use of single
plastic bags per 1,000 transactions
from 3.3kg per 1,000 transactions
in FY2021 to 2.5kg per 1,000
transactions in FY2023.
For more information on our initiatives in
this area, please refer to our Sustainability
Report 2023 issued with this Annual Report
2023, or click on the link here:
https://corporate.mrdiy.com/misc/
sustainability/MRDIY-Sustainability_
Report_2023.pdf
Investing in our distribution
systems
Our new automated warehouse
complex in Seri Kembangan,
Selangor, located on a 9-acre plot
with a built-up area of 600,000 sq.
ft., is currently undergoing testing
and will commence operations in
3QFY2024.
The warehouse features an Automated
Storage and Retrieval System,
conveyors and sorters, as well as an
autonomous mobile robot mini load
with a Pick-to-Light system. It also
features an improved Warehouse
Management System to better control
and track inventory, process orders
faster and more accurately, and
ultimately improve the efficiency of
our delivery system.
This new complex will complement
our existing central distribution
centre, comprising 17 facilities
totalling over 1 million sq ft, mainly
located in Balakong, Seri Kembangan
with ancillary facilities Port Klang,
Kuantan and Simpang Ampat.
RISKS
Risk identification, monitoring,
management and mitigation across
four key areas - strategic risk,
operational risk, financial risk and
compliance risk - continue to be a
key area of focus, especially post the
challenges of the past few years.
We have established a comprehensive
Enterprise Risk Management (“ERM”)
Framework which outlines our risks
and the process of identifying,
assessing, managing, monitoring
and communicating them, and
continuously enhance this framework
to ensure it stays in tandem with
our growth and expansion, while we
kept ourselves abreast of the key
developments in the market and
technology.
To mitigate any possible impact, we
monitor and assess potential risks,
develop contingency plans, and
take proactive measures to ensure
business continuity. Key focus
areas include diversifying our supply
chains and investing in technology to
enhance efficiency and resilience.
MANAGEMENT DISCUSSION AND ANALYSIS
 Annual Report 2023
25About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
With these perspectives in mind, our key priorities in FY2024 include:
These strategies have been the cornerstone of our business and have contributed
to our strong growth momentum over the years, laying the foundation for a
strong, sustainable and profitable business that continues to create stakeholder
value.
As Malaysia’s leading home improvement retailer, we commit to building on this
strong foundation, to be a brand that all Malaysians can be proud of, a brand
that resonates and connects with customers and a business that delivers value
to allstakeholders.
A strategic and disciplined expansion of our store network, with
180 new stores planned in FY2024 across our three brands -
MR. D.I.Y./MR. D.I.Y. Express/MR. D.I.Y. PLUS, MR. TOY
and MR. DOLLAR
Driving earnings through store network expansion, revenue
per store and other operating efficiencies
Leveraging on scale to negotiate for competitive pricing from our
suppliers while ensuring efficient management of warehouse
and transport systems
Enhancing the continued relevance of our products via stringent
data discipline
Focusing on ESG matters, in particular where they impact our
people, the communities in which we operate, the environment, and
the long-term sustainability of our business
ESG
Investing in technology eg. warehouse automation, to reduce
our dependence on labour for repetitive tasks
FY2024 & BEYOND
Our purpose is and remains to
deliver long-term sustainable growth
driven by the inherent strength of the
business, an effective store network
expansion strategy, improving costs
and operational efficiencies, and most
importantly, be a customer-centric
and omnichannel retailer.
The global economic outlook is
challenging, with the increasing
geopolitical tensions in Europe and
Middle-East, and the uncertainties in
China’s economy dragged down by
the ongoing property market slump,
all of which can potentially affect our
markets and global supply chains.
There are bright lights on the horizon -
Fitch Ratings has increased its global
real GDP forecast to 2.4%, on the
back of an unexpected growth in the
final quarter of 2023. The recovery
of the global supply chain, the
recovery of global trade, the return
of tourism and hospitality activities
post-pandemic, and the exponential
growth of the global microchip
manufacturing industry are all positive
indicators.
Our positioning as a value retailer is
increasingly significant. We take this
responsibility seriously by offering
Malaysians good quality everyday
essentials at always low prices in
convenient locations nationwide. Our
passion is to serve our customers
well, give employees a great place
to work, deliver growth and steady
financial results, and invest for the
betterment of our communities.
These are the key thrusts to our retail
brand that Malaysian know, trust and
depend on.
Mr D.I.Y. Group (M) Berhad
26About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
TAN YU YEH
•	 52
• 	Male
•	 Malaysian
DATE OF APPOINTMENT:
1 June 2016
YEAR OF LAST RE-ELECTION:
2021
TENURE OF OFFICE:
7 years and 10 months
BOARD COMMITTEE MEMBERSHIP:
•	 NIL
BOARD MEETING ATTENDANCE IN 2023:
6/6
ACADEMIC/PROFESSIONAL
QUALIFICATION:
•	 Bachelor of Science in Physics from
University of Malaya
CURRENT ROLES:
He is the founder of the business and
has supported the growth of the Group’s
business since 2005 as a director,
shareholder and adviser. Since 2014,
he has led the Management of the Group.
He together with Ong Chu Jin Adrian,
the Chief Executive Officer, are jointly
responsible for the day-to-day operations
with specific responsibilities in the overall
management of the Group’s operations and
sets the business strategy.
WORKING EXPERIENCE:
• 	 Remisier with Inter-Pacific Securities
Sdn. Bhd.
•	 Engineer with Komag USA (Malaysia)
Sdn. Bhd.
PRESENT DIRECTORSHIP:
• 	 NIL
Non-Independent
Executive Director/
Executive Vice
Chairman
DATO’ AZLAM SHAH BIN ALIAS
•	 63
•	 Male
•	 Malaysian
DATE OF APPOINTMENT:
1 January 2019
YEAR OF LAST RE-ELECTION:
2023
TENURE OF OFFICE:
5 years and 3 months
BOARD COMMITTEE MEMBERSHIP:
•	 Chairman of the Board Sustainability
Committee
BOARD MEETING ATTENDANCE IN 2023:
6/6
ACADEMIC/PROFESSIONAL
QUALIFICATION:
•	 Bachelor of Business Administration
from Eastern Michigan University,
United States
WORKING EXPERIENCE:
• 	 Committee Member of Pusat Perubatan
Universiti Malaya Care Fund and
Advisor of UMCares, a Community and
Sustainability Centre under the auspices
of the University of Malaya
•	 Senior Adviser to the President and
member of the advisory board of Lotuss
Stores (Malaysia) Sdn. Bhd. (formerly
known as Tesco Stores (Malaysia) Sdn.
Bhd.) [“Tesco”]
•	 Key member of Senior Leadership Board
and Regional Property Director of Tesco
•	 Industry Advocacy Representative of
Malaysian International Chambers of
Commerce and Industry, and Malaysian
Retailers Association
•	 Regional Real Estate Outsourcing
Manager of ExxonMobil Asia Pacific
Private Limited
•	 Various roles in retail development of
Esso Malaysia Berhad
•	 Retail Development Representative of
Mobil Oil Malaysia Sdn. Bhd.
PRESENT DIRECTORSHIP:
• 	 K-One Technology Berhad, Independent
Non-Executive Director
ONG CHU JIN ADRIAN
•	 53
•	 Male
•	 Malaysian
DATE OF APPOINTMENT:
11 February 2019
YEAR OF LAST RE-ELECTION:
2022
TENURE OF OFFICE:
5 years and 2 months
BOARD COMMITTEE MEMBERSHIP:
•	 Member of the Board Sustainability
Committee
BOARD MEETING ATTENDANCE IN 2023:
6/6
ACADEMIC/PROFESSIONAL
QUALIFICATIONS:
•	 Member of the Institute of Chartered
Accountants in England and Wales
•	 Member of the Malaysian Institute of
Accountants
•	 Master in Business Administration
(“MBA”) from the Judge Business
School, University of Cambridge, United
Kingdom
CURRENT ROLES:
As the Chief Executive Officer, and
together with Tan Yu Yeh, the Executive
Vice Chairman, he is jointly responsible
for the day-to-day operations with specific
responsibilities in the Group’s corporate
management and affairs as well as financial
oversight.
WORKING EXPERIENCE:
• 	 Managing Director of Creador Sdn. Bhd.
and Representative of Creador Funds in
retail sector companies
•	 Various senior positions including
Senior Managing Director of Investment
Banking of CIMB Group
•	 Director of CIMB-Standard Strategic
Asset Advisors Sdn. Bhd. (now known
as Capital Advisors Asia Pte Ltd)
•	 Audit Supervisor of KPMG, Malaysia
•	 Auditor of Kingston Smith, London
PRESENT DIRECTORSHIP:
• 	 Maxis Berhad, Independent NonExecutive Director
Non-Independent
Executive Director/
Chief Executive
Officer
Independent
Non-Executive
Chairman
1) Family Relationship with any Director and/or Major Shareholder of the Company:
Tan Yu Yeh is the brother of Tan Yu Wei, our Key Senior Management and Major Shareholder of the Company. None of the other
Directors have any family relationships with any Director and/or major shareholder of the Company.
2) Disclosure of Conflict of Interest with the Company and its subsidiaries:
Conflict of interest involving Tan Yu Yeh, Ong Chu Jin Adrian and Leng Choo Yin are disclosed on pages 54 to 55 of the Audit and
Risk Management Committee Report (“ARMC Report”) of this Annual Report 2023. None of the other Directors have any conflict of
interest with the Company or its subsidiaries.
PROFILE OF BOARD OF DIRECTORS
 Annual Report 2023
27About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
NG ING PENG LENG CHOO YIN DATO’ HAMIDAH BINTI NAZIADIN
• 	67
•	 Female
•	 Malaysian
•	 60
•	 Female
•	 Malaysian
•	 52
•	 Female
•	 Malaysian
DATE OF APPOINTMENT:
1 January 2019
YEAR OF LAST RE-ELECTION:
2023
TENURE OF OFFICE:
5 years and 3 months
BOARD COMMITTEES MEMBERSHIP:
•	 Chairman of the Audit and Risk
Management Committee
•	 Member of the Nomination and
Remuneration Committee
•	 Member of the Board Sustainability
Committee
BOARD MEETING ATTENDANCE IN 2023:
6/6
ACADEMIC/PROFESSIONAL
QUALIFICATIONS:
•	 Bachelor of Accounting from University
of Malaya
•	 Member of the Institute of Chartered
Accountants in England and Wales
•	 Member of the Malaysian Institute of
Accountants
WORKING EXPERIENCE:
• 	 Executive Director and Group Chief
Financial Officer of Petra Energy Berhad
•	 Head of Group Finance of CIMB
Investment Bank Berhad
•	 Head of Operations of PB Securities
Sdn. Bhd.
•	 Financial Controller of RSH (Malaysia)
Sdn. Bhd and Reebok (M) Sdn. Bhd.
•	 Manager of KPMG Management
Consulting division
•	 Senior Auditor of Ernst & Whinney (now
known as Ernst & Young)
•	 Audit Executive of Thornton Baker
Chartered Accountants, London
•	 Financial Accountant of Penang
Development Corporation
PRESENT DIRECTORSHIPS:
• 	 HSBC Amanah Malaysia Berhad,
Independent Non-Executive Director
•	 Petra Energy Berhad, Independent
Non-Executive Director
•	 Red Sena Berhad, Independent
Non-Executive Director (under Members’
voluntary liquidation)
DATE OF APPOINTMENT:
21 December 2021
YEAR OF LAST RE-ELECTION:
2022
TENURE OF OFFICE:
2 years and 3 months
BOARD COMMITTEES MEMBERSHIP:
•	 Member of the Audit and Risk
Management Committee
•	 Member of the Nomination and
Remuneration Committee
BOARD MEETING ATTENDANCE IN 2023:
6/6
ACADEMIC/PROFESSIONAL
QUALIFICATIONS:
•	 Bachelor of Laws from University of
Wolverhampton, United Kingdom.
•	 Certificate in Personnel Management
from Malaysian Institute of Human
Resource Management (previously
known as the Malaysian Institute of
Personnel Management)
WORKING EXPERIENCE:
• 	 Board of Majlis Sukan Negara Malaysia
•	 Member of the Razak School of
Government’s Leadership Development
Committee
•	 Group Chief People Officer of CIMB
Group
•	 Chief Executive Officer of CIMB
Foundation
•	 Member of both the Board of
Commissioners and Nomination and
Remuneration Committee of PT Bank
Niaga Tbk, Indonesia
•	 Head of Group Corporate Resources of
CIMB Group
•	 Personnel Officer with CIMB Securities
Sdn. Bhd.
•	 Personnel Officer with Pacific Bank
Berhad
PRESENT DIRECTORSHIPS:
• 	 Maxis Berhad, Independent NonExecutive Director
•	 Nestle (Malaysia) Berhad, Independent
Non-Executive Director
•	 Sime Darby Property Berhad,
Independent Non-Executive Director
DATE OF APPOINTMENT:
1 January 2019
YEAR OF LAST RE-ELECTION:
2022
TENURE OF OFFICE:
5 years and 3 months
BOARD COMMITTEES MEMBERSHIP:
•	 Chairman of the Nomination and
Remuneration Committee
•	 Member of the Audit and Risk
Management Committee
BOARD MEETING ATTENDANCE IN 2023:
6/6
ACADEMIC/PROFESSIONAL
QUALIFICATIONS:
•	 Bachelor of Arts Degree (Hons) from
University of Toronto, Canada
•	 Chartered Financial Planning, Trust and
Estate Planning, and Investment-linked
Life Insurance
WORKING EXPERIENCE:
• 	 Managing Director of Bordier & Cie
•	 Head, Private Wealth Malaysia, Group
Wealth Management, Community
Financial Services, Malaysia of Malayan
Banking Berhad
•	 Head of Private Banking and Regional
Head of Sales of CIMB
•	 Regional Sales Manager of Commerce
Trust Berhad (now forms part of
Principal Asset Management Berhad)
•	 Regional Sales Manager of Templeton
Management Limited, Canada
PRESENT DIRECTORSHIP:
• 	 NIL
Senior Independent
Non-Executive
Director
(redesignated on
20 November 2023)
Independent
Non-Executive
Director
Independent
Non-Executive
Director
3) Conviction for offences within the past five (5) years (other than traffic offences, if any) or have any public sanction or penalty
imposed on them by any regulatory bodies during the FY2023:
None of the Directors have any conviction for offences within the past five (5) years (other than traffic offences, if any) or have any
public sanction or penalty imposed on them by any regulatory bodies during the FY2023.
4) Directorships in public companies
As disclosed in the Directors’ profile.
Mr D.I.Y. Group (M) Berhad
28About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
KEY SENIOR MANAGEMENT
TAN YU WEI
LIM CHEN HWEE
GAN SAU LIANG
SOO SZE YANG
ACADEMIC/PROFESSIONAL QUALIFICATION:
• 	 Bachelor of Management (Honours) from Universiti Sains
Malaysia
WORKING EXPERIENCE:
• 	 Joined the Group in 2011 and has been a key senior
member of our management, primarily leading our
Group’s procurement strategy and Group’s logistics and
procurement departments.
•	 Director of De Little Chinatown Sdn. Bhd.
•	 Production Supervisor of Solectron Corp, U.S. in Malaysia
PRESENT DIRECTORSHIP:
• 	 NIL
ACADEMIC/PROFESSIONAL QUALIFICATIONS:
• 	 Bachelor of Accountancy from Universiti Putra Malaysia
•	 Member of the Malaysian Institute of Accountants
•	 Member of the Malaysian Institute of Certified Public
Accountants
WORKING EXPERIENCE:
• 	 Joined the Group as Financial Controller in 2017 and was
promoted to Senior Vice President, Finance in January
2019 and was further promoted to her current position.
She is primarily responsible for statutory reporting and
internal management reporting functions for our Group
as well as financial planning, treasury, tax and other
finance operations.
•	 Senior Manager of TMF Administrative Services Malaysia
Sdn. Bhd.
•	 Finance Manager of Time Zone Sdn. Bhd.
•	 Associate Director of BDO Consulting Sdn. Bhd.
•	 Audit Senior of BDO Binder
PRESENT DIRECTORSHIP:
• 	 NIL
ACADEMIC/PROFESSIONAL QUALIFICATION:
• 	 Masters Degree in Mechanical Engineering (First Class
Honours) from University of Nottingham
WORKING EXPERIENCE:
• 	 Joined the Group as Head of Department, Business
Development in August 2017. He was promoted to Vice
President, Business Development in January 2022 and
further promoted to Senior Vice President, Business
Development & Operations on 1 January 2023. Currently,
he is the Chief Operating Officer of the Group appointed
in January 2024. In his current role, he is responsible for
working closely with the Senior Management team to
translate the Company’s strategic vision into actionable
and operating plans, ensuring these plans are executed
successfully, and leading change initiatives to adapt to
evolving market conditions, technologies and industry
trends.
•	 Engineer of TechnipFMC, a multinational oil & gas service
provider.
PRESENT DIRECTORSHIP:
• 	 NIL
ACADEMIC/PROFESSIONAL QUALIFICATIONS:
• 	 Bachelor of Science (First Class Honours) in Actuarial
Science from London School of Economics and Political
Science
•	 CFA Charterholder
WORKING EXPERIENCE:
• 	 Joined the Group as Senior Vice President in January
2024. He is primarily responsible for developing new
businesses and strategic partnerships.
•	 Executive Director, Head of Execution, Summer Capital
•	 Director of Creador Sdn. Bhd.
•	 Analyst of KV Asia Capital
•	 Senior Analyst of Maybank Investment Bank (Deal
Origination and Client Coverage)
•	 Assistant Vice President of HSBC Bank Malaysia Berhad
(Commercial Banking)
PRESENT DIRECTORSHIP:
• 	 NIL
Executive Vice President, Procurement
• 	50
•Male
•Malaysian
Chief Financial Officer
•44
•Female
•Malaysian
Chief Operating Officer
• 	35
•Male
•Malaysian
Senior Vice President, Group Strategy
• 	35
•Male
•Malaysian
Date of Appointment
to Current Position:
1 January 2019
Date of Appointment
to Current Position:
1 January 2024
Date of Appointment
to Current Position:
28 January 2022
Date of Appointment
to Current Position:
1 January 2024
 Annual Report 2023
29About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
LAU BOON TECK
ACADEMIC/PROFESSIONAL QUALIFICATION:
• 	 Bachelor in Science (Agribusiness) from Universiti
Putra Malaysia
WORKING EXPERIENCE:
• 	 Joined the Group as a Store Manager in 2010 and
was promoted to his current position. He is primarily
responsible for the overall operations of stores
including managing staff, store inventory and in-store
performance for all stores in Malaysia and Brunei.
•	 Supervisor and Assistant Manager of De Little
Chinatown Sdn. Bhd.
PRESENT DIRECTORSHIP:
• 	 NIL
Vice President, Retail Operations
•44
•Male
•Malaysian
Date of Appointment
to Current Position:
1 January 2019
HOE LYE PENG
ACADEMIC/PROFESSIONAL QUALIFICATION:
• 	 Bachelor of Arts (Honours) in Economics from Universiti
Utara Malaysia
WORKING EXPERIENCE:
• 	 Joined the Group as a Store Manager in 2013 and was
promoted to his current position in 2019. He is responsible
for all warehouse activities.
•	 Warehouse and Logistics Manager of Solid Logic Sdn.
Bhd.
PRESENT DIRECTORSHIP:
• 	 NIL
Vice President, Distribution Centre
• 58
•	 Male
•	 Malaysian
Date of Appointment
to Current Position:
1 January 2019
Other information in respect to the Key Senior
Management (“KSM”):
1. Save for Tan Yu Wei, who is the brother of Tan Yu Yeh,
our Executive Vice Chairman and major shareholder,
none of the other KSM have any family relationships with
any Director and/or major shareholder of the Company.
2. Conflict of interest involving Tan Yu Wei, Gan Sau Liang,
Soo Sze Yang, Hoe Lye Peng and Lau Boon Teck are
disclosed on pages 54 to 56 of the ARMC Report of this
Annual Report 2023. None of the other KSM has any
conflict of interest with the Company or its subsidiaries.
3. None of the KSM have any conviction for offences within
the past five (5) years (other than traffic offences, if any)
or have any public sanction or penalty imposed on them
by any regulatory bodies during the FY2023.
4. None of the KSM have any directorship in listed or nonlisted public companies.
Mr D.I.Y. Group (M) Berhad
30About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
CORPORATE GOVERNANCE OVERVIEW STATEMENT
Mr D.I.Y. Group (M) Berhad
Board of Directors
Setting and leading the strategic direction of the Group, as well as overseeing its overall
management and business affairs to ensure long-term growth and sustainability
Executive Vice Chairman and Chief Executive Officer
Responsible for implementing the policies and strategies
approved by the Board for the purpose of running the
business and the day-to-day management of the Group,
within the authorities as delegated by the Board.
Management Team
Audit and Risk Management
Committee (“ARMC”)
Assists the Board primarily in the
areas of the financial reporting,
system of risk management
and internal controls, review of
related party transactions, conflict
of interest situations, ensures
compliance with laws, regulations,
and Whistleblowing Policy and
Procedures.
Guiding Framework and Policies
Risk Management Framework, Sustainability Framework, Anti-Bribery
and Corruption Policy, Code of Business Ethics, Conflict of Interest
Policy, Fit and Proper Policy, Gifts and Entertainment Policy,
Remuneration Policy, Whistleblowing Policy, Vendor Code of
Conduct and Social Media Guidelines.
Law, Rules and Regulations, Best Practices
Companies Act 2016, Main Market Listing Requirements of Bursa
Malaysia Securities Berhad, CG Guide, MCCG, MSWG’s MalaysiaASEAN CG Scorecard.
Nomination and Remuneration
Committee (“NRC”)
Assists the Board on matters relating
to the selection and performance
assessment of Directors,
remuneration policy of Directors
and Key Senior Management,
succession planning of Directors
and critical management positions,
and the Employees’ Share Option
Scheme (“ESOS”).
Board Sustainability Committee
(“BSC”)
Assists the Board in overseeing the
governance of sustainability matters
of the Group including setting the
Group’s sustainability strategies,
priorities and targets affecting the
Economic, Environmental, Social
and Governance aspects of the
Group’s businesses aimed at
achieving the overall sustainability
goals of the Group.
The Board of Directors (“Board”) of Mr D.I.Y. Group (M) Berhad believe that
good corporate governance is the foundation for the sustainable success of the
Group, aligned with the objectives of the Company and the interests of all our
stakeholders.
The Group maintains a comprehensive system of corporate governance practices designed to provide an appropriate
level of governance, disclosure and accountability across its operations, by adhering to the best practices as prescribed
by the Malaysian Code on Corporate Governance 2021 (“MCCG”), Bursa Malaysia’s Corporate Governance Guide
(“CG Guide”) and Minority Shareholders Watch Group’s (“MSWG”) Malaysia-ASEAN Corporate Governance Scorecard
(“CG Scorecard”). This includes the adoption of several policies within the Group, amongst others, the Anti-Bribery and
Corruption Policy, Code of Business Ethics, Conflict of Interest Policy, Fit and Proper Policy, Gifts and Entertainment
Policy, Remuneration Policy, Whistleblowing Policy, Vendor Code of Conduct and Social Media Guidelines.
CORPORATE GOVERNANCE FRAMEWORK
The Board firmly believes that the integrity and commitment of the Board and employees, guided and supported by
a comprehensive framework of rules and regulations, best practices, policies, guidelines and internal controls,
have strengthened the Group’s sustainability and effectiveness, creating a high-performance culture that puts it on the
path towards achieving sustainable growth, value creation and the protection of interests of all stakeholders.
The corporate governance framework adopted by the Group is depicted below:-
Group Internal
Audit
Risk
Management
Function
Sustainability
Committee
 Annual Report 2023
31About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
This statement is prepared in compliance with Paragraph 15.25 of the Main Market Listing Requirements (“MMLR”)
of Bursa Malaysia Securities Berhad (“Bursa Securities”). It is to be read together with the Corporate Governance
Report 2023 (“CG Report”), accessible on the corporate website at www.mrdiy.com and Bursa’s website at
www.bursamalaysia.com, which provides a detailed explanation of how the Company has applied each of the Practices
as set out in the MCCG during FY2023, and the explanation for departures including any alternative measures
taken to achieve the intended outcome.
In its deliberation and review, the Board considers that the Company has complied with the Practices under the MCCG
throughout FY2023 except for one (1) Practice as disclosed in the CG Report, which will be the future priority of the
Company.
PRINCIPLE A:
BOARD LEADERSHIP AND EFFECTIVENESS
PART I : BOARD RESPONSIBILITIES
BOARD LEADERSHIP
The Board is collectively responsible for determining and leading the strategic direction, as well as overseeing the
overall management and business affairs of the Group to achieve long-term growth and to build a sustainable business.
The Board also provides effective oversight over the conduct of the Group’s businesses, ensures appropriate risk
management and internal control systems are in place, and regularly reviews such systems to ensure their adequacy,
integrity and effectiveness.
In performing its roles, the Board is committed to setting a high standard of corporate governance to drive sustainable
performance and to meet good market practices and stakeholders’ expectations.
The Board assumes, amongst others, leadership, due care and fiduciary duties as governed by the Constitution of the
Company, the Companies Act 2016 (“Act”), the MMLR of Bursa Securities, MCCG, Board Charter and other relevant
laws, rules and regulatory guidelines in discharging its duties and responsibilities. The following are the principal
responsibilities of the Board:-
(a) Set the corporate values and promote the corporate governance culture of the Group, which reinforces ethical, prudent
and professional behaviour and ensures that obligations to shareholders and other stakeholders are met;
(b) Review, challenge and decide on proposals put forward by the Management for the Company, and monitor its
implementation by Management;
In May 2023, the Corporate Responsibility Committee (“CRC”) was renamed the BSC. At the same time, the oversight role
of sustainability matters of the Group, which was previously under the purview of ARMC, was also transferred to the BSC.
The delegation of the oversight role of sustainability matters to the BSC enabled the Board to exercise better oversight
over the Group’s sustainability matters in light of the increasingly onerous duties of the Board to ensure that the Group’s
sustainability activities and disclosures were in line with various sustainability frameworks, standards and requirements
provided by the regulatory bodies such as Bursa Malaysia and the Task Force on Climate-Related Financial Disclosures.
This Corporate Governance Overview Statement (“CG Overview”) outlines the key aspects of the Company’s
corporate governance practices and approach during FY2023 applying the following Principles and Best Practices of
the MCCG:-
PRINCIPLE
A
PRINCIPLE
B
PRINCIPLE
C
Board
Leadership and
Effectiveness
Effective
Audit and Risk
Management
Integrity in
Corporate
Reporting and
Meaningful
Relationship
with
Stakeholders
Mr D.I.Y. Group (M) Berhad
32About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
CORPORATE GOVERNANCE OVERVIEW STATEMENT
(c) Review and oversee the implementation of the strategic business plan of the Group to ensure that it supports
long-term value creation and promotes sustainability, taking into consideration the economic, environmental and social
considerations including climate related risks and opportunities;
(d) Oversee the conduct of the Group’s business and operations to ensure that the business is being properly managed;
(e) Review and ensure the adequacy and integrity of the internal controls and management systems of the Group, including
systems for compliance with applicable laws, regulations, rules, directives and guidelines;
(f) Identify the principal risks of the business of the Group and recognise that business decisions involve the taking of
appropriate risks;
(g) Set the risk appetite within which the Board expects the Management to operate and ensure that there is an appropriate
risk management framework to identify, analyse, evaluate, manage and monitor significant financial and non-financial
risks;
(h) Ensure that all members of the Board and the Management team are of sufficient calibre, including having in place a
process to provide for the orderly succession of the Board and the Management team;
(i) Ensure that the Company has in place the appropriate corporate disclosure procedures to ensure effective
communication with its shareholders and other stakeholders;
(j) Ensure that all members of the Board are able to understand financial statements and form a view on the information
presented; and
(k) Ensure the integrity of the Company’s financial and non-financial reporting.
BOARD COMMITTEES
The Board has established three (3) Board Committees and has delegated to each committee a number of duties as
defined in their respective Terms of Reference (“TOR”) and embedded in the Board Charter to assist the Board in fulfilling
and discharging its duties and responsibilities. Together, these Board Committees play an important role in assisting the
Board’s oversight and governance of the Group’s operations.
The roles and responsibilities and delegation of authority by the Board to the Board Committees are outlined in the
respective TORs of the Committees, embedded in the Board Charter and published on the corporate website at
www.mrdiy.com.
The respective Board Committees report to the Board with their proposals, deliberations and recommendations.
However, the ultimate responsibility for decision-making lies with the Board. The Board is kept apprised of the activities of
the Board Committees through the tabling of the minutes of the Board Committees’ meetings to the Board on a quarterly
basis. The Board is updated on matters requiring the attention and approval of the Board by the Board Committees.
Details of activities undertaken by the ARMC and NRC during the FY2023 are set out in the ARMC Report and
NRC Report respectively on pages 51 to 62 of this Annual Report 2023.
PROMOTING SUSTAINABILITY
The BSC is delegated with the authority by the Board to provide oversight of sustainability reporting by ensuring effective
identification, management and reporting of material sustainability matters affecting the economic, environmental, social
and governance aspects including climate related risks and opportunities of the Group’s businesses, to ensure the
achievement of the Group’s sustainability goals.
A Sustainability Committee at the Management level comprising representatives from key sustainability-related
departments oversees the management processes, initiatives, targets and strategies designed to manage the impacts of
the Group’s operations on economic, environmental, social and governance factors to ensure business continuity.
The Chairman or an appointed nominee of the Sustainability Committee provides the BSC and the Board with an update
on the progress of sustainability initiatives and the achievements against set targets on a half-yearly basis.
A detailed report relating to the Group’s sustainability strategies, priorities and targets as well as achievements against
these set targets is set out in the Sustainability Report 2023.
 Annual Report 2023
33About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
SEPARATION OF ROLES BETWEEN CHAIRMAN AND CHIEF EXECUTIVE OFFICER (“CEO”)
Separation of roles of the Chairman and the CEO promotes accountability and facilitates the division of responsibilities
between them, thus ensuring balance of power and authority, such that no one individual has unfettered powers in Board
discussions and decision-making. Dato’ Azlam Shah bin Alias is the Chairman of the Board, while Ong Chu Jin Adrian
holds the CEO position.
The Chairman of the Board is responsible for the leadership of the Board and ensuring its effectiveness in all aspects
of its role, including the good governance practices of the Group and the orderly conduct, function and effectiveness of
the Board.
The key responsibilities of the Chairman of the Board include:-
(a) Providing leadership to the Board, and overseeing the Board in the effective discharge of its fiduciary duties;
(b) Setting the agenda for Board meetings, and ensuring efficient and effective conduct of Board meetings;
(c) Ensuring that complete and accurate information is provided to Board members in a timely manner to facilitate decisionmaking;
(d) Leading Board meetings, encouraging active participation and allowing dissenting views to be freely expressed;
(e) Promoting constructive and respectful relations between Board members, and managing the interface between
Board and Management;
(f) Ensuring that appropriate steps are taken to provide effective communication with stakeholders and that their views
are communicated to the Board as a whole; and
(g) Leading the Board in establishing and monitoring good corporate governance in the Company.
The CEO is responsible for spearheading the business through the effective implementation of the Group’s strategic plan
and policies established and approved by the Board for running the business and the day-to-day management of the
Group, within the authority delegated by the Board.
The primary roles of the CEO are strategy development, implementing, monitoring and tracking, business development,
ensuring compliance with regulations, performance management, human resources management, risk management and
stakeholder management.
In executing the delegated authority from the Board, the CEO is supported by the Key Senior Management (“KSM”) and
Management Team to ensure operational optimisation and efficiency.
CHAIRMAN OF THE BOARD IS NOT A MEMBER OF THE ARMC AND NRC
The Chairman of the Board, Dato’ Azlam Shah bin Alias, is not a member of the ARMC or NRC and does not
participate in any or all of these committees’ meetings. This is to avoid the risk of self-review which may impair
the objectivity of the Chairman and the Board when deliberating on the observations and recommendations put forth
by the ARMC or NRC. This also ensures effective check and balance, as well as objective reviews by the Board.
QUALIFIED COMPANY SECRETARY
The Board is supported by our Company Secretary, Wong Mun Sin, who is a Chartered Secretary from The Institute of
Chartered Secretaries and Administrators (ICSA), United Kingdom, and an Associate Member of the Chartered Secretary
and Chartered Governance Professional of The Chartered Governance Institute of London, and the Malaysian Institute
of Chartered Secretaries and Administrators (MAICSA). She is also qualified to act as a Company Secretary under
Section 241 of the Act.
The Company Secretary plays an advisory role to the Board and supports the Board on governance-related matters,
Board policy and procedures, ensures adherence to relevant statutory and regulatory requirements and advocates the
adoption of corporate governance best practices.
The Company Secretary manages the processes and attends Board, Board Committees’ and shareholders’
meetings, ensures the meetings are properly conducted according to applicable rules and regulations,
and that all deliberations and decisions made in meetings are accurately minuted and recorded. The Company Secretary
also manages the corporate secretarial affairs of the Group, ensures proper upkeep of all statutory records of the
Group, and facilitates the communication of key decisions and policies between the Board, Board Committees and
key management staff.
Mr D.I.Y. Group (M) Berhad
34About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
CORPORATE GOVERNANCE OVERVIEW STATEMENT
In addition to the above, the Company Secretary arranges and facilitates the induction training for new Directors and
the continuous training and development of Directors.
The Company Secretary continuously attends relevant professional development and training programmes to keep herself
abreast of regulatory changes and corporate governance developments.
The Board also has access to any form of independent professional advice, information and services of the Company
Secretary, if and when required, in carrying out its functions.
ACCESS TO INFORMATION AND ADVICE
The Board meets on a quarterly basis to review the business, operational and financial performance of the Group.
Additional meetings are convened, as and when necessary, to deliberate on matters requiring decisions or approval by
the Board. Directors may participate in meetings physically or via video conferencing as allowed under the Constitution
of the Company.
Board and Board Committees’ meetings for the whole year are scheduled in advance and the agenda for the meetings
are planned and set before the commencement of each new financial year.
Notices of the Board and Board Committees meetings are issued to Directors at least ten (10) days prior to the meetings
via electronic mail or by any electronic means of telecommunication in permanent written form so that the Directors
are provided with sufficient time to review and consider the matters to be deliberated, for an effective discussion and
informed decision-making at the meetings.
The meeting materials are accessible online, through a paperless boardroom solution which allows the Directors
to securely access and refer to the meeting materials electronically anytime and anywhere at their convenience.
Meeting materials are reviewed and endorsed by the CEO prior to circulation to the Directors to ensure they contain
comprehensive and accurate information required for Directors to make informed decisions in the best interests of the
Company. Relevant key management staff are invited to attend meetings to brief the Board/Board Committees on the
meeting materials.
The Board members have direct access to key management staff and have unrestricted access in a timely manner to all
information pertaining to the Group to facilitate them in discharging their duties effectively. The Board is also entitled to
obtain independent professional advice, at the cost of the Company, to assist them in carrying out their duties.
Draft minutes of meetings are produced and circulated in a timely manner to all members of the Board after the meetings.
The minutes capture the meeting proceedings, the tabling of pertinent issues, the substance of deliberations, inquiries
and responses, as well as any significant concerns, relevant suggestions and decisions made, including abstention by
any interested Director from deliberating and voting on a specific matter, as well as the rationale behind those decisions.
The final minutes of meetings are tabled for confirmation at the subsequent Board/Board Committees’ meeting.
The minutes of Board Committees’ meetings are tabled for the Board’s notation at quarterly Board meetings, so as to keep
the Board abreast of the deliberations and decisions made by the Board Committees.
Decisions of the Board may also be sought by way of Directors’ Written Resolution for matters which are administrative in
nature, where appropriate, and the same is tabled to the Board at the quarterly Board meetings for notation.
BOARD CHARTER
The Board has adopted a Board Charter which details the purpose, processes, authority, roles and responsibilities,
and composition of the Board and Board Committees with the aim of enhancing corporate governance practices to
ensure accountability, transparency, and sustainability and to enhance business integrity.
The Board Charter also sets out the roles and responsibilities of the Chairman, Executive Directors (“ED”), Independent
Non-Executive Directors and Senior Independent Director.
The Board Charter was established pursuant to the provisions of the Act, the Constitution of the Company, the MMLR
of Bursa Securities, MCCG and any other applicable law or regulatory requirements.
The Board reviews the Board Charter from time to time and makes amendments thereto, where necessary, to ensure
that the Board Charter remains relevant and in line with the Board’s objectives and business circumstances as well as
changes to current laws and practices. The Board Charter was reviewed and last updated on 9 August 2023.
 Annual Report 2023
35About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
CODE OF ETHICS
The Board is guided by the Directors’ Code of Ethics (“COBE”) which is embedded in the Board Charter to act in good
faith and in the best interests of the Company and to observe the highest standards of corporate governance at all times
by adhering to the general principles of integrity, objectivity, accountability, openness, honesty and leadership.
The Group also adopted a COBE which signifies the Group’s commitment to the highest ethical standards and laws in its
day-to-day business operations, and serves as a guide to appropriate conduct to be adhered to by the employees of the
Group. Our business partners are also strongly encouraged to act consistently with the COBE when dealing on behalf of
the Group and/or in collaboration with the Group.
The COBE defines the Group’s standards and expectations related to ethical business and serves as a guide to appropriate
conduct covering data protection and use of the Company’s data, the confidentiality of information, protection and proper
use of Company assets, insider trading and money laundering.
The success of the Group is dependent on the trust and confidence earned from its employees, customers and
shareholders. The Group has gained credibility by upholding its commitments, displaying honesty and integrity,
and achieving its goals solely through honourable conduct.
WHISTLEBLOWING POLICY (“WB POLICY”)
In demonstrating its aspiration to create a culture of openness and responsibility as a commitment to the highest form of
integrity and accountability in conducting its business, the Board adopted the WB Policy that sets out avenues for legitimate
concerns to be disclosed and objectively investigated and assessed. All employees, third parties and members of the
public (“Whistleblowers”) are able to raise concerns about illegal, unethical or questionable practices and misconducts
involving the Group in confidence and without the risk of reprisal.
The WB Policy aims to facilitate all Whistleblowers in their disclosure of any misconduct through a proper channel.
A Whistleblower may lodge his/her complaint/allegation on bribery, corruption or any misconduct by writing to
the Whistleblowing Unit or by completing the Whistleblowing Form and emailing it to the Whistleblowing Unit at
<PRESIDIO_ANONYMIZED_EMAIL_ADDRESS>.
All Whistleblowers, provided that the complaint/allegation is made in good faith and with reasonable belief, will be
afforded the protection of confidentiality of identity to the extent practicable. Retaliation of any kind against any
Whistleblower who makes a report in good faith and with reasonable belief and/or cooperates with any investigation will
not be tolerated. Any staff engaging in retaliatory conduct may be subjected to disciplinary action which may include
termination.
ANTI-BRIBERY AND CORRUPTION POLICY (“ABC POLICY”)
Our Group observes a zero-tolerance position against all forms of bribery and corruption, and is committed to conducting
all its business dealings with the highest standards of ethics and integrity, avoiding practices of bribery and corruption
of all forms in its daily operations. The Board expects the same commitment from the staff, business associates and any
third parties that the Group has dealings with.
Following the implementation of the corporate liability provision involving commercial organisations under Section 17A
of the Malaysian Anti-Corruption Commission Act 2009 which was enforced on 1 June 2020, the Group adopted the
ABC Policy which elaborates and provides guidance to whom the policy applies on how to address improper solicitation,
bribery and other corrupt activities and issues that may arise in the course of business.
The ABC Policy is intended to provide information and guidance on how the Group combats bribery and corruption,
as well as the standards of behaviour that have to be adhered to in furthering the Group’s commitment to lawful and
ethical behaviour at all times.
CONFLICT OF INTEREST POLICY (“COI POLICY”)
The Board is committed to maintaining the highest ethical standards of governance. The Directors and all employees are
expected to conduct themselves with integrity, impartiality and professionalism at all times, and to avoid any conflict of
interest that may arise in the performance of their duties.
In order to protect the employees, shareholders and other stakeholders against conflict of interest, the Board has
established and adopted the COI Policy and a declaration procedure aimed at managing actual, potential and perceived
conflict of interest, clearly stating the principles with which the Group approaches any such situations.
Mr D.I.Y. Group (M) Berhad
36About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
CORPORATE GOVERNANCE OVERVIEW STATEMENT
All Directors and employees of the Group are responsible for identifying and managing conflicts of interest on an ongoing
basis and are required to:-
(a) Comply with the COI Policy, and other applicable policies and guidelines relating to the identification, documentation,
escalation and management of conflicts of interest;
(b) Act with objectivity, integrity and independence, and exercise sound judgement and discretion;
(c) Avoid, wherever possible, situations giving rise to conflict of interest as described in the COI Policy; and
(d) Immediately declare the conflict of interest in accordance with the COI policy, abstaining from the decision-making
process and not seeking to influence such decisions any further.
VENDOR CODE OF CONDUCT (“VCC”)
The Group has adopted a VCC which aims to provide guidelines on how to conduct its business in an ethical and socially
responsible manner, in compliance with applicable laws and regulations.
The VCC is applied to all vendors including suppliers, contractors, consultants, agents of the Group, and any person(s)
appointed by them in any capacity to deliver the goods or perform any part of the services, including their employees,
agents, suppliers and sub-contractors (“Vendors”). The Vendors are expected to comply with this VCC when engaging
with the Group and throughout its conduct of business with the Group.
The VCC establishes a set of obligations and standards on business and ethical practices, as well as the professional
conduct expected of all Vendors engaging or working with the Group, which covers the following:-
(a) Quality and safety of products sold to the Group;
(b) Vendor workplace standards including Occupational Health and Safety, no forced labour, no child labour,
fair treatment, no discrimination, working hours, wages, benefits and freedom of association and right to collective
bargaining;
(c) Operate responsibly environmentally;
(d) Adherence to COI Policy;
(e) Compliance with ABC Laws;
(f) Non-infringement of Intellectual Property rights; and
(g) Confidentiality of information.
The Board Charter, Directors’ Code of Conduct, COBE and all the above-mentioned policies are published and accessible
on the corporate website at www.mrdiy.com. These policies may be reviewed from time to time and be amended thereto,
where necessary, to ensure that they remain relevant and in line with changing business environments and applicable
laws or regulations.
PART II : BOARD COMPOSITION
STRENGTHENING THE BOARD’S COMPOSITION
As at 31 December 2023, the Board comprises six (6) Directors, led by an Independent Non-Executive Chairman,
and supported by five (5) Directors, comprising three (3) Independent Non-Executive Directors (“INED”) and two (2)
Non-Independent Executive Directors. The profile of each Director is set out on pages 26 to 27 of this Annual Report 2023.
The Board is well represented by individuals with diverse backgrounds and experience in their relevant areas of
expertise, including retail, accounting, finance, economics, corporate finance, banking and human capital management.
The Board believes that the current Board composition provides an appropriate balance in terms of skills, qualifications,
knowledge, expertise, and experience for effective stewardship and management of the Board.
 Annual Report 2023
37About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
The Board, through the NRC, conducts an annual review of its size and composition, to determine if the Board has
the right size and sufficient diversity, with independent and fit and proper elements that suit the Company’s objectives
and strategic goals. Board appointments are made based on merit, in the context of skills, experience, independence,
and relevant knowledge which are essential to the business growth and sustainability of the Company.
INDEPENDENCE OF THE BOARD
As at 31 December 2023, the Board comprises four (4) independent directors, representing 67% of the Board composition,
more than what has been prescribed in the MCCG which requires Board composition for Large Companies to comprise
a majority Independent Directors.
On 20 November 2023, the Board appointed Ms. Ng Ing Peng, the Chairman of the ARMC, as the Senior INED of
the Company whose role is to:-
a) act as sounding board for the Chairman;
b) serve as a designated contact for direct communication with shareholders and other stakeholders on concerns that
cannot be resolved through normal channels of contact with the Chairman or the ED(s); and
c) act as a point of contact between the Independent Directors and Chairman on sensitive issues.
The Board undertakes an annual independent assessment of the INEDs as part of the annual Board Effectiveness
Evaluation (“BEE”) exercise to assess the ability of INEDs to continue to bring unbiased and objective judgement to the
Board’s deliberations.
The annual assessment on the independence of INEDs in respect of FY2023 was conducted in March 2024 based on the
criteria of independence as prescribed under Paragraph 1.01 and Practice Note 13 of the MMLR of Bursa Securities.
All four (4) INEDs namely Dato’ Azlam Shah bin Alias, Ng Ing Peng, Leng Choo Yin and Dato’ Hamidah binti Naziadin have
complied with all the criteria of independence and confirmed that they are independent of management and free from any
business or other relationship which could interfere with the exercise of independent judgement, and have the ability to
act in the best interests of the Company.
TENURE OF INDEPENDENT DIRECTORS
The Board adopted the recommendation of Practice 5.3 of the MCCG which provides that the tenure of an independent
director does not exceed a cumulative term limit of nine (9) years. Upon completion of the nine (9)-year term,
an independent director may continue to serve on the Board subject to the Director’s re-designation as a Non-Independent
Director. Shareholders’ approval will be sought with justification through a two-tier voting process should the Board
intend to retain an independent director beyond nine (9) years, but not more than twelve (12) years in accordance with
the MMLR.
Even though the above policy is adopted in the Board Charter, the Board envisages limiting the tenure of independent
directors to nine (9) years without further extension.
None of the four (4) independent directors have exceeded the nine (9)-year term of independence with three (3)
independent directors having served on the Board for five (5) years and one (1) independent director having served the
Board for two (2) years.
BOARD DIVERSITY POLICY
The Board seeks to maintain a diverse Board by having a mix of diversity in terms of age, ethnicity and gender,
which will provide the necessary range of perspectives, skills, qualifications, knowledge, experience and expertise
required to strengthen the Board composition to achieve the objectives and strategic goals of the Company.
The Board comprises three (3) women Directors, representing 50% of the Board composition, which is above the MCCG
guideline that at least 30% of the Board are women directors.
Mr D.I.Y. Group (M) Berhad
38About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
Board Diversity in the Board composition as at 31 December 2023 is depicted as follows:-
i) Skill sets
NEW APPOINTMENT AND REAPPOINTMENT OF DIRECTOR(S)
The NRC reviews and recommends to the Board for approval any proposed new appointment of Director(s) or proposed
reappointment of Director(s) to the Board. In identifying potential candidates for nomination as Director(s), NRC undertakes
the process of selection, nomination and appointment of Director, which involves a gap analysis of the composition of
the Board and Board Committees to map the required skills set based on the Group’s business requirements against
the merits and capabilities of the proposed candidates, and a checklist of criteria including independence, and fit and
proper for appointment of Director. New appointment of Director also takes into consideration the relevant requirements
and best practices for appointment of Directors pursuant to the Act, MMLR of Bursa Securities and the MCCG.
CORPORATE GOVERNANCE OVERVIEW STATEMENT
Strategy and Entrepreneurship
Legal and Regulatory Requirements
CG, Risk Management and Internal Controls, Sustainability
Audit, Accounting, Financial Reporting and Taxation
Human Capital
Sales and Marketing
Information Technology and Cyber Security
Production and Quality Assurance
General Business and Economics
90%
90%
83%
87%
90%
93%
93%
77%
67%
ii) Board balance and composition
INEDs
ED
33%
67%
iv) Age
51-55
61-65
56-60
66-70
16.7%
50%
16.7%
16.7%
v) Tenure of office
1-5 years
6-10 years
17%
83%
iii) Gender
Men
Women
50% 50%
vi) Ethnicity
Malay
Chinese
67%
33%
 Annual Report 2023
39About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
In sourcing suitable candidate(s) for new appointment of Director(s), the NRC considers various sources including the
recommendation from existing Board members, Management, major shareholders, and business associates, as well as
other independent sources such as professional corporate director recruitment agencies, where possible.
In reviewing the proposed reappointment of Director(s) to the Board, the NRC takes into consideration the annual BEE
results to form the basis of the NRC’s recommendation to the Board for the re-election and/or re-appointment of Directors
and Board Committee members.
ANNUAL BOARD EFFECTIVENESS EVALUATION
The NRC is entrusted by the Board to review the performance and effectiveness of the Board and Board Committees,
including individual Directors, as well as to carry out a fit and proper assessment of the Directors and the independence
of the INEDs, annually. The assessment results, together with a report on the Board balance covering the required mix of
skills, qualifications, experience and other qualities of Board members, are tabled to the Board for discussion.
The assessment results from the BEE form the basis of the NRC’s recommendation to the Board for the re-election
and/or re-appointment of Directors and Board Committee members, as well as to facilitate further development of the
Board, Board Committees and individual Directors.
An online annual assessment of the effectiveness of the Board, Board Committees, individual Directors including
independence of the INEDs in respect of the financial year under review was conducted via self-assessment and peer
assessment, facilitated internally by the Company Secretary. The assessment results and responses were tabled to
the NRC and Board for review. Details of the annual assessment, areas/criteria of assessment used and the results of
assessment are set out in the CG Report 2023 issued together with this Annual Report 2023.
The NRC was satisfied with the effectiveness of the Board, Board Committees, and individual Directors, including the
independence of the INEDs based on the annual assessment conducted, and recommended the same to the Board for
consideration. The Board, after due consideration, was satisfied and affirmed that the Board, Board Committees and
individual Directors, including the INEDs, had discharged their duties and responsibilities responsibly. The expectation
or areas of improvement identified by the Board include the need for ARMC to continue to maintain independence and
be resourceful, the NRC to be effective in succession planning, and the BSC to be exposed to more sustainability ideas,
concepts and more involvement in climate change or environmental activities.
The Board endeavours to undertake a periodic board evaluation facilitated by a professional, experienced and
independent party at least every three (3) years, to ensure greater objectivity to the assessment, by providing unbiased
perspective of the Directors’ performance and their ability to contribute effectively to the Board. The assessment
by an external independent consultant, Institute of Corporate Directors Malaysia (“ICDM”), was last conducted
in respect of the FY2022.
FOSTERING COMMITMENT
The Board meets at least four (4) times in a financial year, with additional meetings convened as and when necessary.
The Board and Board Committees’ meeting schedule for a new financial year is prepared and circulated in advance to
the Board before the commencement of the new financial year to facilitate Directors in their time planning.
Each Director is required to attend at least 50% of the total Board Meetings held during the year. Directors may attend
Board meetings physically or via telephone, video, or other electronic communication facilities as allowed under the
Constitution of the Company, which permits all persons participating in the meeting to communicate with each other
simultaneously and instantaneously, in which event such Director shall be deemed to be present at the meeting.
A total of six (6) Board meetings were held during FY2023. The Board is satisfied with the level of time commitment given
by the Directors in fulfilling their roles and responsibilities as Directors of the Company.
Mr D.I.Y. Group (M) Berhad
40About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
CORPORATE GOVERNANCE OVERVIEW STATEMENT
The attendance of the Directors in Board and Board Committees’ meetings, and general meetings during the financial year
under review are as follows:
Name of Directors Board ARMC NRC BSC(a) AGM
DATO’ AZLAM SHAH BIN ALIAS
Independent Non-Executive Chairman 6/6 - - 4/4 1/1
TAN YU YEH
Non-Independent Executive Director/
Executive Vice Chairman
6/6 - - - 1/1
ONG CHU JIN ADRIAN
Non-Independent Executive Director/
Chief Executive Officer
6/6 - - 4/4 1/1
NG ING PENG
Senior Independent Non-Executive Director
(Effective 20 November 2023)
6/6 5/5 4/4 4/4 1/1
LENG CHOO YIN
Independent Non-Executive Director 6/6 5/5 4/4 - 1/1
DATO’ HAMIDAH BINTI NAZIADIN
Independent Non-Executive Director 6/6 5/5 4/4 - 1/1
BRAHMAL A/L VASUDEVAN
Non-Independent Non-Executive Director
(Resigned on 3 April 2023)
3/3 - 2/2 - -
Note:-
(a) The CRC was renamed BSC effective 15 May 2023, following the enhancement of the role of the BSC to oversee the sustainability
matters of the Group.
As stipulated in its Board Charter, each Director shall not hold more than five (5) directorships in listed companies or
such other limit as prescribed by the MMLR of Bursa Securities. Before accepting any new directorship, Directors shall
notify the Chairman of the Board, the notification of which shall include an indication of time that will be spent on the
new appointment.
The Board is satisfied that the present directorships held by our Directors in other organisations do not give rise to any
conflicts of interest nor impair their ability to discharge their responsibilities as Directors of the Company.
DIRECTORS’ TRAINING
In order to enhance the skills and knowledge of Directors to effectively discharge their duties and responsibilities,
Directors continuously attend various seminars, workshops, conferences and other training programmes to keep
themselves abreast of developments in the industry, market outlook, competitive landscape and changes to the
regulatory requirements.
The training and development programmes conducted internally or externally, and participated by each of the Directors
during the financial year under review are as follows:
Name of Directors Courses/Seminar/Training/Conference Organiser Date
Dato’ Azlam
Shah bin Alias
•	 Keeping the Board Out of Trouble
•	 Task Force Climate-Related Financial
Disclosures (TCFD) Awareness Session
•	 Advocacy Sessions for Directors and CEOs of
Main Market Listed Issuers
•	 Sustainability in the Digital Age
•	 What Amounts to A Conflict of Interest by
Directors
•	 Mandatory Accreditation Programme Part II:
Leading for Impact (LIP)
Asia School of Business
PwC Malaysia
Bursa Malaysia
Asia School of Business
Asia School of Business
ICDM
7 March 2023
21 June 2023
12 September 2023
14 September 2023
21 November 2023
4 & 5 December
2023
Tan Yu Yeh •	 Task Force Climate-Related Financial
Disclosures (TCFD) Awareness Session
•	 What Amounts to A Conflict of Interest by
Directors
PwC Malaysia
Asia School of Business
21 June 2023
21 November 2023
 Annual Report 2023
41About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
Name of Directors Courses/Seminar/Training/Conference Organiser Date
Ong Chu Jin
Adrian
•	 Task Force Climate-Related Financial
Disclosures (TCFD) Awareness Session
•	 Cybersecurity Crisis Simulation and Tabletop
Exercise / Wargames
•	 What Amounts to A Conflict of Interest by
Directors
PwC Malaysia
Maxis Berhad
Asia School of Business
21 June 2023
6 November 2023
21 November 2023
Ng Ing Peng •	 Task Force Climate-Related Financial
Disclosures (TCFD) Awareness Session
•	 Mandatory Accreditation Programme Part II:
Leading for Impact (LIP)
•	 What Amounts to A Conflict of Interest by
Directors
•	 Climate Risk
PwC Malaysia
ICDM
Asia School of Business
HSBC Amanah Malaysia
Berhad
21 June 2023
19 & 20 September
2023
21 November 2023
28 November 2023
Leng Choo Yin •	 Understanding Environmental, Social and
Governance (ESG) Data
•	 Task Force Climate-Related Financial
Disclosures (TCFD) Awareness Session
•	 What Amounts to A Conflict of Interest by
Directors
BoardRoom Singapore
PwC Malaysia
Asia School of Business
1 June 2023
21 June 2023
21 November 2023
Dato’ Hamidah
binti Naziadin
•	 Cyber threats landscape
•	 Talent Uprising - Management, Retention and
Everything Else
•	 Task Force Climate-Related Financial
Disclosures (TCFD) Awareness Session
•	 Overview on Sustainability
•	 Game – Changing capabilities for
Uncertainties Management
•	 Cyber Crisis Exercise
•	 Understanding the Importance of Human
Rights for Business Sustainability and
Resilience
•	 Mandatory Accreditation Programme Part II:
Leading for Impact (LIP)
•	 Macroeconomic Outlook of ASEAN
•	 Macroeconomic Outlook of UK
•	 Protecting Your Business with Adaptation &
Resilience Against Climate Impacts
•	 Case Study Masterclass : Spotlight on a
Corporate Governance Scandal
•	 Updates by PricewaterhouseCoopers on:
- Sustainability
- Malaysian Financial Reporting Standard
- Tax
•	 Cybersecurity Crisis Simulation and Tabletop
Exercise / Wargames
•	 What Amounts to A Conflict of Interest by
Directors
•	 Anti-Bribery and Corruption (“ABC”) Training
Maxis Berhad
ICDM
PwC Malaysia
Nestle (Malaysia) Berhad
(“Nestle”)
Tricor AxcelAsia
Nestle
ICDM
ICDM
HSBC Hong Kong
Yun Liu (ASEAN
Economist)
HSBC UK
Liz Martins (Lead
Economist (UK)
Boston Consulting Group
ICDM
PwC Malaysia
Maxis Berhad
Asia School of Business
Sime Darby Property
Berhad
21 February 2023
13 March 2023
21 June 2023
27 July 2023
27 July 2023
27 July 2023
8 September 2023
19 & 20 September
2023
9 October 2023
9 October 2023
9 October 2023
10 October 2023
10 October 2023
6 November 2023
21 November 2023
28 November 2023
Mr D.I.Y. Group (M) Berhad
42About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
CORPORATE GOVERNANCE OVERVIEW STATEMENT
PART III : REMUNERATION
The Board is cognisant that a fair and competitive remuneration structure is aligned with the Group’s business strategy
so as to link rewards with corporate and individual performance to attract and retain the right talent of appropriate calibre,
skills, experience and quality needed to drive and achieve the Group’s long-term objectives of growth and sustainability,
and create long-term value for shareholders.
To achieve this, the Board has established a formal and transparent remuneration policy and review process for
approving the remuneration of NEDs, EDs and KSM.
The NRC is entrusted by the Board to review and recommend to the Board for approval the remuneration payable to the
NEDs. In reviewing the same, the NRC considers various factors including the NED’s fiduciary duties, responsibilities,
time commitment expected of them, and the Company’s performance.
The remuneration payable to the NEDs is also benchmarked against comparable peers of other public-listed companies
in the retail sector, government-linked companies (“GLC”), non-GLCs and the top 30 largest companies by market
capitalisation on Bursa Malaysia, to ensure that the remuneration payable commensurates and is aligned to prevailing
market rates.
The Board determines and decides the fees and remuneration payable to the NEDs as a whole, based on the
recommendations of the NRC. None of the NEDs is involved in deciding his/her own remuneration.
The fees and benefits payable to the NEDs are subject to shareholders’ approval at the annual general meeting,
pursuant to Section 230(1) of the Act. The NEDs shall abstain from deliberating and voting in the Board meeting and/or
general meeting, if he/she is also a shareholder, in respect of their own remuneration.
The NEDs remuneration is paid on a monthly basis in arrears and/or as and when incurred upon services rendered by
the NEDs as members of the Board and Board Committees based on the following remuneration framework:-
Type of Fees/Benefits Amount (RM)
Board Chairman’s fee 159,000 per annum
Non-Executive Director fee 115,800 per annum
Meeting allowance 1,000 per meeting
Chairman’s allowance 60,000 per annum
The Chairman’s allowance is accorded to the Board Chairman for his time commitment and involvement in corporate
responsibilities activities undertaken by the Group.
At the 12th AGM of the Company held on 8 June 2023, the shareholders of the Company approved the payment of
Directors’ fees and benefits payable to the NEDs of up to RM700,000 for the period from 1 July 2023 until the next AGM
to be held in 2024. A total amount of RM472,800 has been paid to the NEDs from 1 July 2023 to 31 March 2024 and
RM154,600 is anticipated to be paid to NEDs based on the remuneration framework for NEDs and the scheduled meetings
to be held from April 2024 to June 2024. Accordingly, the anticipated total amount paid/payable to NEDs from 1 July 2023
to June 2024 will be RM627,400, which is approximately 89.63% of the approved amount.
The Group’s philosophy for total employee remuneration is to offer competitive market-based compensation. The overall
compensation structure is designed to recognise contributions towards the achievement of organisational, divisional or
departmental, and individual objectives, where applicable, taking into account the demands, complexities and performance
of the Group, as well as the roles, skills, responsibilities of the positions, and the overall performance of the individual
EDs and KSM.
The remuneration of EDs and KSM comprises base compensation with allowances, variable bonuses, long-term equity
ownership and option plans, as well as other benefits. The base compensation is determined by the scope of duties and
responsibilities, the Group and individual performance in meeting the strategic objectives of the Group against the key
performance indicators set annually, and the current market rate within the industry and in comparable companies and
sectors.
 Annual Report 2023
43About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
The detailed disclosure on a named basis of the remuneration paid to individual NEDs, and the corresponding breakdown
of the individual EDs’ and KSM remuneration for the FY2023 are as follows:-
RECEIVED FROM THE COMPANY
Name of Non-Executive Directors
Directors’
Fee
(RM’000)
Chairman
Allowance
(RM’000)
Meeting
Allowance
(RM’000)
Total
(RM’000)
Dato’ Azlam Shah bin Alias 159 60 11 230
Ng Ing Peng 116 - 20 136
Leng Choo Yin 116 - 16 132
Dato’ Hamidah binti Naziadin 116 - 16 132
Brahmal A/L Vasudevan(a)
(Resigned on 3 April 2023) - - - -
RECEIVED FROM THE GROUP
Name of Executive
Directors
Salary
(RM’000)
Allowance(b)
(RM’000)
Bonus
(RM’000)
Benefits
in-kind
(RM’000)
Other
emoluments(c)
(RM’000)
Total
(RM’000)
Tan Yu Yeh 858 72 143 - 126 1,199
Ong Chu Jin Adrian 809 69 143 - 187 1,208
The breakdown of remuneration for the FY2023 of our top five (5) KSM comprising salary, allowance, bonus,
benefits-in-kind and other emoluments are set out below:
Name of KSM
Total Remuneration
(RM’000)
Tan Yu Wei 968
Lim Chen Hwee 823
Gan Sau Liang 810
Lau Boon Teck 639
Hoe Lye Peng 628
Notes:-
(a) Voluntarily offered to contribute his remuneration to a charitable organisation.
(b) Travelling allowance and car subsidies.
(c) Inclusive of statutory contributions, incentives and allowances.
NEDs receive their remuneration from the Company, whilst the EDs and KSM receive their remuneration from the Group.
PRINCIPLE B:
EFFECTIVE AUDIT AND RISK MANAGEMENT
PART I : AUDIT AND RISK MANAGEMENT COMMITTE
The ARMC is entrusted by the Board to assist and support the Board primarily in the areas of financial reporting in
liaison with the External Auditors, the Group’s system of risk management and internal controls in liaison with the Internal
Auditors, compliance with applicable laws, rules and regulations, and review of related party transactions and conflict of
interest situations.
The ARMC comprises three (3) INEDs and is chaired by Ng Ing Peng, who is distinct from the Chairman of the Board,
and is a member of the Institute of Chartered Accountants in England and Wales, and a member of the Malaysian Institute
of Accountants.
Mr D.I.Y. Group (M) Berhad
44About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
CORPORATE GOVERNANCE OVERVIEW STATEMENT
The performance of the ARMC and the individual ARMC members in respect of FY2023 and the tenure of office of the
individual ARMC members were evaluated as part of the annual BEE. Based on the results of the evaluation, the Board is
satisfied that the ARMC and the individual ARMC members have discharged their responsibilities according to the defined
terms of reference, and have exercised objective and independent judgment. The Board also affirmed that the tenure of
office of the individual ARMC members is reasonable. The ARMC members attend relevant professional development
training to keep themselves abreast of relevant developments in accounting and auditing standards, practices and rules,
as well as the roles of the audit committee. The External Auditors also update the ARMC on the development of accounting
and auditing standards as and when applicable.
The ARMC also assessed the suitability, objectivity and independence of the External Auditors pursuant to the External
Auditors’ Evaluation Policy. The result of the evaluation on BDO PLT, the External Auditors in respect of FY2023,
which was carried out in March 2024 indicated that BDO PLT had satisfied the criteria of suitability, objectivity and
independence of External Auditors.
Details of the activities carried out by the ARMC during FY2023 are set out in the ARMC Report on pages 52 to 54 of this
Annual Report 2023.
PART II : RISK MANAGEMENT AND INTERNAL CONTROL FRAMEWORK
The Board recognises that risk management is the culture, processes and structures that are directed towards taking
advantage of potential opportunities while managing potential adverse effects to deliver the Group’s strategic objectives,
continued growth and success.
A sound risk culture has been integral to the Group, evidenced by the establishment of an Enterprise Risk Management
(“ERM”) Framework developed with the assistance of an Independent Risk Management Consultant (“Consultant”),
where potential risks are identified, assessed and prioritised, with a line of sight to both financial and non-financial risks
provided to appropriate levels across the Group, based on defined materiality threshold.
The Heads of Department (“HODs”) are responsible for promoting and applying the ERM Framework including identifying
the principal risks based on the risk likelihood of occurrence parameter, as well as monitoring and implementing the
necessary action plan to manage and/or mitigate potential risks. The risk profiles are reviewed, updated and validated by
the respective HODs, with the Consultant conducting a risk management review to evaluate the risk profiles and table a
risk management review report to the ARMC on a half-yearly basis.
The ARMC is entrusted by the Board to review the risk profiles on a half-yearly basis to ensure adequacy and effectiveness
of the risk management and internal controls process, to manage and mitigate any potential risks to safeguard shareholders’
investments and the Company’s assets.
Our in-house Internal Audit Department (“IAD”) reports directly to the ARMC. The IAD assists the ARMC to carry out
analysis and independent evaluation of the adequacy, integrity and effectiveness of internal controls, monitors the
compliance with policies and procedures through internal audit exercises, and reports to the ARMC on a quarterly basis.
The key features of the Group’s risk management and internal control framework as well as their adequacy and effectiveness
are disclosed in the Statement on Risk Management and Internal Control on pages 46 to 50 of this Annual Report 2023.
PRINCIPLE C:
INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIP WITH STAKEHOLDERS
PART I : ENGAGEMENT WITH STAKEHOLDERS
The Board is committed to upholding the highest standards of transparency, accountability and integrity in the disclosure
of all material information on the Group to the investing public in an accurate, clear, complete and timely manner,
as guided by the continuous disclosure requirements under the MMLR of Bursa Securities and the Corporate Disclosure
Guide issued by Bursa Securities.
The Group engages its stakeholders through various platforms including announcements via Bursa LINK by Bursa
Securities, its corporate website, investor relations channel, annual reports, general meetings, media releases,
and briefings to investors, analysts and media.
 Annual Report 2023
45About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
The Company’s corporate website www.mrdiy.com provides stakeholders and investors with access to information
on the Group and also facilitates investor relations communication. The website is constantly updated with the latest
developments of the Group. All disclosures, material information, and announcements, including Annual Reports made to
Bursa Securities via Bursa LINK, are published on the corporate website.
In addition, the Company also announces the targeted date of release of the quarterly financial results of the Group
ten (10) days prior to each Board meeting to approve the quarterly financial results, to keep shareholders or the investing
public informed of the timing of the quarterly financial results announcement.
The Company also maintains its communication channels with shareholders, potential investors, analysts, fund managers
and the investment community, through its Investor Relations (“IR”) channel. Stakeholders are encouraged to channel
their enquiries to the Group’s IR personnel whose name, contact number and e-mail address are as follows:-
IR CONTACT
JASON TEH
Head of Investor Relations  Tel. No.: <PRESIDIO_ANONYMIZED_PHONE_NUMBER>  Email: <PRESIDIO_ANONYMIZED_EMAIL_ADDRESS>
PART II : CONDUCT OF GENERAL MEETINGS
General meetings are the principal forum for dialogue and engagement between the Board and the shareholders, to
enable shareholders to enhance their understanding of the business and performance of the Group. It also provides for a
two-way dialogue between the Board and the shareholders; a direct avenue for the former to understand the expectations
of shareholders.
The Company had on 8 June 2023, conducted its 12th AGM virtually through live streaming from the Broadcast Venue and
via the online meeting platform on the TIIH Online website provided by Tricor Investor & Issuing House Services Sdn. Bhd.
as authorised by the Constitution of the Company and in line with the Guidance Note on the Conduct of General Meetings
for Listed Issuers issued by the Securities Commission Malaysia on 7 April 2022 and the MCCG, which allows and
encourages companies to continue leveraging technology to conduct general meetings to facilitate remote shareholders’
participation and electronic voting at general meetings.
Shareholders’ participation at the 12th AGM was encouraging, with a total of 269 members, proxies and authorised
representatives holding a total of 8,506,476,751 shares, representing 90.17% of the total issued shares of the Company,
logging onto the remote participation and voting facilities through the TIIH Online website to attend the 12th AGM.
All the Directors, Chairs of the Board Committees, Chief Financial Officer and External Auditors were present at the
12th AGM to respond to any enquiries from the shareholders.
During the 12th AGM, the CEO, on behalf of the Board, presented a comprehensive overview of the Group’s business and
financial performance in respect of FY2022. In addition, written queries from the MSWG and the corresponding responses
from the Company were also presented. The shareholders, proxies, and authorised representatives were allowed to submit
questions prior to the 12th AGM and were able to submit their questions during the 12th AGM via real-time submission
of typed texts through the TIIH Online website. The minutes of the 12th AGM and the complete list of questions received
by the Company prior to and during the 12th AGM together with the corresponding responses were published on the
corporate website at www.mrdiy.com within 30 business days after the 12th AGM.
The Notice of 12th AGM was issued to the shareholders at least 28 days prior to the date of the 12th AGM held on 8 June
2023. The notice of the 12th AGM was made available on the corporate website at www.mrdiy.com and advertised in
nationally-circulated English daily newspaper.
The Notice of the 12th AGM outlines the resolutions as tabled at the 12th AGM, together with explanatory notes providing
the rationale and effect of the resolutions to enable the shareholders to make informed decisions when exercising their
voting rights. Shareholders who were not able to attend the meeting were allowed to appoint any person(s) as their proxies
to attend, participate, speak and vote in their stead at the AGM.
Pursuant to Paragraph 8.29A(1) of the MMLR of Bursa Securities, all resolutions set out in the notice of the 12th AGM were
put to vote by way of polls, and the poll results were independently verified by an Independent Scrutineer.
The Company will continue to facilitate greater shareholder participation and promote greater transparency by leveraging
technology to facilitate remote shareholder participation and electronic poll voting at general meetings.
[This Statement was endorsed by the Board on 27 March 2024.]
Mr D.I.Y. Group (M) Berhad
46About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL
INTRODUCTION
The Board of Directors (“the Board”) of MR D.I.Y. Group (M) Berhad is pleased to provide the Statement on Risk
Management and Internal Control which outlines the nature and scope of risk management and internal control system of
the Group for FY2023.
This Statement is made pursuant to Paragraph 15.26(b) of the Main Market Listing Requirements of Bursa Malaysia
Securities Berhad (“Bursa Securities”) and guided by the Statement on Risk Management and Internal Control: Guidelines
for Directors of Listed Issuers.
The disclosures in this statement exclude the risk management and internal control practices of the Group’s Associate.
BOARD RESPONSIBILITY
The Board is overall responsible in establishing a sound risk management and internal control system, and reviewing
the system’s adequacy and effectiveness to safeguard shareholders’ interests and the Group’s assets. This includes
an ongoing process of identifying, evaluating and managing significant risks faced by the Group in its achievement of
objectives and strategies. The Board confirms that this process has been in place for the year under review and up to date
for inclusion in the Annual Report. The process is in accordance with the Statement on Risk Management and Internal
Control: Guidance for Directors of Listed Issuers.
The Board recognises that the risk management and internal control system are designed to manage or mitigate risks
rather than eliminate the risks that may impede upon the achievement of the Group’s business objectives. In view of the
limitations inherent in any system of risk management and internal control, the system can only provide reasonable but not
absolute assurance against material losses.
To effectively carry out its risk and control oversight responsibilities, the Board, through the Audit and Risk Management
Committee (“ARMC”) provides oversight on matters regarding risk, compliance and controls management. The senior
management is responsible for implementing the processes for identifying, evaluating, monitoring and reporting of
risks and internal controls including providing assurance to the Board through the ARMC that the processes have been
effectively carried out.
MANAGEMENT RESPONSIBILITY
The senior management is responsible for implementing the risk management framework including providing assurance
to the Board through ARMC that the risk management processes have been effectively carried out. Specifically, senior
management’s responsibilities in respect of risk management include:
•	 Identify the risks relevant to the business of the company and the achievement of objectives and strategies;
•	 Design, implement and monitor the risk management framework in accordance with the company’s strategic vision and
overall risk appetite; and
•	 Identify changes to risk or emerging risks, take actions as appropriate, and promptly bring these to the attention of the
Board through the ARMC.
RISK MANAGEMENT FRAMEWORK
Risk Management is firmly embedded in the Group’s key processes through its Risk Management and Internal Control
Framework, in line with Principle B, Practices 10.1 and 10.2 of MCCG as at 28 April 2021. The Board has formally endorsed
an ongoing Risk Management and Internal Control Framework and practices which include the following key elements:-
•	 Guiding principles of the Risk Management Policy Framework;
•	 Underlying approach to Risk Management;
•	 Roles and responsibilities of the Board and Management team;
•	 Underlying approach in reviewing and monitoring significant risks; and
•	 Regular review on the effectiveness of internal controls.
 Annual Report 2023
47About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
The Group’s ERM structure and processes are described as follows:
Key
Component Description
Risk
Governance
•	 The Group organisational structure established for effective risk management adopts the underlying
principle of the Three Lines of Defense Model.
•	 This model indicates clear accountabilities in the management of risks and internal controls, and is
reflected in the Group’s risk operating model as follows:
i. Each Line of Defense represents a function that is involved in effectively managing risk.
ii. The 1st Line of Defense represents the Group’s operational management which has the
ownership, responsibility and accountability for assessing, controlling and mitigating risks, as
well as implementing corrective actions to address process and control deficiencies.
iii. The 2nd Line of Defense represents the Group’s Risk Management function which is responsible
for the facilitation of risk management monitoring and reporting activities within the Group.
iv. The 3rd Line of Defense represents the Group’s Internal Audit function which provides objective
assurance to the ARMC and Board as well as senior management on the effectiveness of its
risk management implementation.
Risk
Management
Process
•	 The ERM approach and process to identify potential risks are carried out by the respective business
functions based on relevant knowledge, publicly available information and subject matter experts.
Subsequently, the identified risks are individually assessed either at Extreme, High, Medium or
Low level. The rating process is guided by an approved risk rating matrix comprising of likelihood
and impact parameters.
•	 Results of the risk identification and assessment are captured in the respective Risk Profiles
(e.g., Group Strategy, Retail Operations, Procurement, Logistic & QM, Warehouse & Distribution,
Finance, Human Resource, Legal, Marketing and E-commerce, and Information Technology &
MIS, Business Development, Payroll/Administration and Corporate Secretariat). For high-risk
areas, each risk owner is responsible to ensure that risk mitigation actions are developed and
implemented to manage the risk to within the appropriate risk appetite level.
•	 The Risk Profiles are reviewed and assessed on a half-yearly basis or as the need arises due to
the changing market condition. Reports summarizing the key risk areas and the status of their
mitigation actions are presented to the senior management and ARMC accordingly.
INTERNAL
AUDIT
BOARD OF DIRECTORS
RISK CHAMPIONS
AUDIT AND RISK MANAGEMENT COMMITTEE
Group
Strategy
Marketing &
E-commerce Finance Logistic &
QM
Business
Development
Human
Resource Legal
Procurement Retail
Operations
Payroll/
Administration
Information
Technology & MIS
Warehouse &
Distribution
Corporate
Secretariat
LEGEND
Risk reporting
Direct reporting
1st Line of
Defence
2nd Line of
Defence
3rd Line of
Defence
CHIEF EXECUTIVE OFFICER
RISK MANAGEMENT COORDINATOR
Mr D.I.Y. Group (M) Berhad
48About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
Key
Component Description
Risk Categories •	 The Group maintains a database of risks through the risk categories summarised below:
i. Strategic Risk
Risks that affect the Department or the Company in meeting its overall vision, mission and
strategic objectives. The Group is exposed to various strategic risks relating to its business
of managing stores nationwide. The Group recognises the importance of the sustainability
agenda and has established initiatives to manage the relevant risks and opportunities in the
respective Environmental, Social and Governance (“ESG”) areas.
ii. Operational Risk
Risks that affect the effectiveness and efficiency of the Department or the Company in meeting
its operating objectives. As the Group is primarily involved in the retail industry, it is exposed
to various operational risks that potentially may impact its core operations such as supply
chain, logistics, warehousing, manpower and information system management. These risks
are closely monitored with strict compliance to the applicable internal Standard Operating
Procedures (“SOPs”). In addition, the Group remains vigilant on the development of COVID-19
infection cases and will continue to enforce relevant SOPs across all retail stores and corporate
offices, in accordance with government guidelines, as the health and safety of all employees
and customers remains as one of the top priorities of the Group.
iii. Financial Risk
Risks that affect the financial position of the Department or the Company in meeting its financial
objectives. The Group is exposed to a certain degree of risk relating to underlying foreign
currency exchange rates arising from the imports of products for retail operations. This risk is
being effectively managed and closely monitored by the Group.
iv. Compliance Risk
Risks that affect the Department or Company’s processes and efforts in ensuring all applicable
regulatory requirements are complied with. The Group has taken the necessary steps and
measures to put in place processes to ensure the required certifications, licenses and other
applicable regulations are or will be complied with.
INTERNAL CONTROL FRAMEWORK
The key elements of the Group’s system of internal controls are described below:
Internal Control
Element Description
Board of
Directors
•	 The Board has the primary responsibility for the governance and management of the Group, and a
fiduciary obligation to act in the best interests of its financial and organisational health.
•	 To effectively discharge its duties, the Board has established three (3) Board Committees - ARMC,
Nomination and Remuneration Committee (“NRC”), and Corporate Responsibility Committee
(“CRC”). These Board Committees are guided by clear Terms of Reference outlining their fiduciary
responsibilities and meet on a scheduled basis.
ARMC •	 The ARMC has been delegated by the Board to assist in financial reporting in coordination with
the external auditors, and overseeing the effectiveness of the Group’s risk management and
internal controls together with the risk management coordinators, internal auditors and senior
management.
•	 The ARMC is also responsible for reviewing related party transactions, conflict of interest situations
and other material non-compliance matters within the Group.
Financial
Performance
Review
•	 The ARMC will review the quarterly financial results and make recommendations to the Board for
deliberation and approval.
•	 Any significant variances in the financial results from the prior period will be addressed.
STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL
 Annual Report 2023
49About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
Internal Control
Element Description
Organisation
Structure
•	 The Group has a clearly defined organisation structure in place with a defined line of responsibility
and delegated authority.
•	 The day-to-day operations of the business are entrusted to the Executive Directors and senior
management. The Heads of Departments are empowered with the responsibility of managing their
respective operations.
Policies and
Procedures
•	 Internal operating procedures and policies are documented, reviewed and revised periodically to
meet changing business and operational requirements as well as statutory reporting needs.
Limits of
Authority
•	 The Group has defined limits of authority which set out the approving limits that have been assigned
and delegated to each approving authority within the Group.
Code of
Business Ethics
•	 The Code of Business Ethics in place ensures that all Directors and employees adhere to the
Group’s commitment to the highest ethical standards and laws in day-to-day operations.
•	 The Code defines the Group’s standards and expectations in relation to ethical business and
appropriate conduct.
Whistleblowing
Policy
•	 The whistleblowing policy is an avenue for all employees, third parties and members of the
public, who have a genuine concern on improper conduct involving the Group, to raise it using
the confidential channels laid out in the policy. This enables the Group to monitor and track any
unethical or improper conduct.
Anti-Bribery
and Corruption
Policy
•	 The Group has adopted an Anti-Bribery and Corruption Policy with a zero-tolerance position
against all forms of bribery and corruption.
•	 The Bribery and Corruption Risk Assessment is performed annually. Any significant risks and
potential exposures are escalated to the ARMC.
No Gift Policy •	 The Group has endorsed a strict “No Gift Policy” whereby only narrow exceptions are allowed
which is clearly defined in its policy. The Group also prohibits its personnel from providing or
offering to provide entertainment to business associates with a view to cause undue influence.
•	 The policy includes guidelines and presents the appropriate channels to obtain approval for
exceptional situations.
Occupational
Safety and
Health (“OSH”)
•	 The Group established a Management-level OSH Committee chaired by the Head of the Human
Resource Department, with regular OSH activities carried out and updates reported to the OSH
Committee.
•	 The OSH Committee is responsible to address issues relating to public health and implementing
health initiatives to benefit its employees including providing regular awareness and training to all
employees.
•	 Group OSH Policy is established and trainings are provided regularly to the employees.
Sustainability
Management
•	 The Group has established a Sustainability Committee at Management-level, chaired by the
Head of Group Strategy and consists of department representatives to oversee the management
processes and strategies designed to manage the impacts of the Group’s operations on ESG
aspects.
•	 The Group is addressing material sustainability risks and opportunities matters on an ongoing
basis in line with the Group’s sustainability themes, strategies and targets established.
•	 Updates on key sustainability management initiatives and outcomes are periodically reported to
the Board.
Vendor Code
of Conduct
(“VCC”)
•	 The Group has established a VCC which sets out obligations and standards on business and
ethical practices, as well as professional conduct expected of all Vendors engaging or working
with the Group.
•	 The VCC shall apply to all vendors when engaging with and throughout its conduct of business
with the Group. This covers areas such as:
i. Vendor workplace standards;
ii. Quality and safety of products sold to the Group;
iii. Compliance with Anti-Bribery and Corruption (“ABC”) laws;
iv. Confidentiality of information; and
v. Management of Intellectual Property rights, among others.
Mr D.I.Y. Group (M) Berhad
50About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL
INTERNAL AUDIT FUNCTION
The Internal Audit function of the Group is performed in-house and reports directly to the ARMC. The scope and
responsibilities of the function include the evaluation of the adequacy and effectiveness of governance, risk management,
and internal controls. All the internal audit team members are free from any relationship or conflict of interest that could
impair their objectivity and independence as internal auditors.
Reviews are carried out based on the approved Internal Audit Plan for FY2023, which was developed using a risk-based
approach and in line with the Group’s direction. The Internal Audit Plan was assessed quarterly in alignment with the
business and risk environment.
The principles of having an effective internal audit function are outlined in the Internal Audit Charter and Internal Audit
Standard Operating Manual. The Internal Audit Charter sets out the purpose, authority, responsibilities and reporting of the
Internal Audit function and maintaining independence and objectivity status. The Internal Audit Standard Operating Manual
is intended to guide the internal auditors. For each audit, a systematic methodology is adopted, which primarily includes
performing risk assessment, developing an audit planning memorandum, conducting an audit, convening exit meetings
and finalising audit reports. The audit reports detail the objectives, scope of audit work, observations, management action
plan and timeline and conclusion in an objective manner and are distributed to the relevant parties.
All audit findings were highlighted to relevant Management team members responsible for ensuring that corrective actions
on reported weaknesses are taken within the required timeframe. Summaries of the audit reports including a summary of
follow-up items were issued to the ARMC quarterly incorporating findings and Management’s remediation actions.
REVIEW OF THIS STATEMENT BY THE EXTERNAL AUDITORS
The External Auditors have reviewed this Statement on Risk Management and Internal Control in accordance with
Malaysian Approved Standard on Assurance Engagements, ISAE 3000 (Revised), Assurance Engagements Other than
Audits or Reviews of Historical Financial Information and the Audit and Assurance Practices Guides (“AAPG 3”): Guidance
for Auditors on Engagements to Report on the Statement on Risk Management and Internal Control included in the Annual
Report issued by the Malaysian Institute of Accountants (“MIA”). AAPG 3 does not require the External Auditors to form an
opinion on the adequacy and effectiveness of the risk management and internal control systems of the Group.
Based on their procedures performed, the external auditors have reported to the Board that nothing has come to their
attention that causes them to believe that this Statement on Risk Management and Internal Control is not prepared, in
all material respects, in accordance with the disclosures required by paragraphs 41 and 42 of the Statement on Risk
Management and Internal Control: Guidelines for Directors of Listed Issuers to be set out, nor is it factually inaccurate.
CONCLUSION
The Board through the ARMC has reviewed the adequacy and effectiveness of the risk management and internal control
system for the financial year ended 31 December 2023 and is of the view that the controls are operating adequately and
effectively in all material respects.
The Board has received assurance from the Chief Executive Officer and Chief Financial Officer that the Group’s risk
management and internal control system is operating effectively, in all material respects for the year under review and up
to the date of approval of this Statement for inclusion in the Annual Report.
The Board and Management are committed towards operating a sound system of internal control and will continue to
take pertinent measures to sustain and, where required, to improve the Group’s systems of risk management and internal
control in meeting the Group’s strategic objectives or updated in line with changes in the operating environment.
[This statement was endorsed by the Board on 27 March 2024.]
 Annual Report 2023
51About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
AUDIT AND RISK MANAGEMENT COMMITTEE REPORT
The Audit and Risk Management Committee (“ARMC”) of Mr D.I.Y. Group (M) Berhad is pleased to present the Audit and
Risk Management Committee’s report in respect of the financial year ended 31 December 2023 (“FY2023”).
The ARMC was established on 20 February 2019 in line with the Main Market Listing Requirements (“MMLR”) of Bursa
Malaysia Securities Berhad (“Bursa Securities”).
This report provides insights into the manner in which Audit and Risk Management Committee (ARMC) has discharged its
oversight functions.
COMPOSITION
The ARMC comprises three (3) members, all of whom are Independent Non-Executive Directors.
Miss Ng Ing Peng
Chairman, Senior Independent
Non-Executive Director
Miss Leng Choo Yin
Member, Independent Non-Executive
Director
Dato’ Hamidah binti Naziadin
Member, Independent Non-Executive
Director
The composition of the ARMC complied with the MMLR of Bursa Malaysia Securities Berhad (“Bursa Securities”) as well as
the principles and practices set out in the Malaysia Code on Corporate Governance 2021 (“MCCG 2021”).
The ARMC is chaired by Miss Ng Ing Peng who is a Senior Independent Non-Executive Director, a member of the Malaysian
Institute of Accountants and the Institute of Chartered Accountants in England and Wales. She was appointed by the Board
from its members and she is not the Chairman of the Board.
All members of the ARMC possess a wide range of necessary skills to discharge their duties. They are financially literate
and are able to understand matters under the purview of the ARMC including the financial reporting process. All members
of the ARMC have undertaken continuous professional development programmes to keep themselves abreast of relevant
developments in accounting and auditing standards, practices and rules.
The experience of each member of the ARMC is summarised on page 27 of this Annual Report 2023.
The Nomination Committee reviews the term of office and performance of the Audit Committee and each of its members
through an annual effectiveness evaluation. The Nomination Committee is satisfied that the Audit Committee and members
have carried out their duties in accordance with their Terms of Reference (TOR).
MEETINGS AND ATTENDANCE
During the financial year under review, the ARMC held five (5) meetings with the attendance record of the ARMC members
shown below:
Name Designation in ARMC Attendance
(Attended/Held) % of Attendance
Ng Ing Peng
(Senior Independent Non-Executive Director)
Chairman 5/5 100%
Leng Choo Yin
(Independent Non-executive Director)
Member 5/5 100%
Dato’ Hamidah binti Naziadin
(Independent Non-executive Director)
Member 5/5 100%
TERMS OF REFERENCE
ARMC Internal Audit Department (IAD)
Chairman Independent Director, who is not the Chairman of the Board
Composition •	 	At least 3 members
•	 Majority are Independent Directors
•	 Financially literate
•	 No alternate Director
Key Functions Financial
Reporting
Risk
Management
& Internal
Control
Systems
Compliance Internal
Audit
Function
External
Audit
Related
Party
Transactions
& Conflict
of Interest
Situations
Whistleblowing
Performance
Review Annual Evaluation by the Board Evaluation by the ARMC
Mr D.I.Y. Group (M) Berhad
52About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
The Company Secretary of the Group acts as the Secretary of the ARMC, attending and recording the proceedings of the
meetings. Although not members of the ARMC, the Chief Financial Officer, Head of Internal Audit, the outsourced Risk
Management consultant and the Company’s external auditors are also invited to the meeting. As and when necessary, the
ARMC may also extend meeting invites to relevant members of the Management Team for matters that require their input
and clarification. The ARMC has access to any form of independent professional advice, if and when required, in carrying
out its functions.
The minutes of each ARMC meeting are recorded and tabled for confirmation at the subsequent ARMC meetings. All
minutes are then presented to the Board for purposes of notation. Any significant audit issues and action plans are
highlighted at the immediate subsequent meeting.
ROLES AND RESPONSIBIILITY
ARMC has been entrusted by the Board to execute its governance and oversight responsibilities in ensuring transparent
financial reporting within the Group, guided by the ARMC’s Term of Reference. ARMC is assisted by an in-house Internal
Audit Department to establish cost-effective controls, adhering to the Internal Audit Charter adopted by the ARMC.
ARMC deliberates the Summary of Internal Audit Reports and the External Auditors’ Reports relating to financial,
operational, compliance, information technology controls, governance, risk management and control matters every quarter
during ARMC meeting. The findings and status of preventive and corrective actions for issues discussed are updated to
the ARMC to ensure that the appropriate actions are taken and being monitored.
With the amendments to Bursa Securities Main LR in relation to enhanced conflict of interest (“COI”) disclosures, the
scope of ARMC’s review of COI situation has expanded to include those that arose or persist (in addition to those that
may arise) and the measures taken to resolve, eliminate or mitigate the COI. In this regard, upon the recommendation from
the ARMC, the Board had in February 2024 adopted a comprehensive COI Policy to ensure the Directors and Key Senior
Management act in the best interests of the Group and free from any personal, financial, non-financial or other conflicts
that may compromise their judgement or impartiality.
The system of internal controls therefore provides only reasonable, not absolute, assurance against material misstatement
or losses. The system of internal controls does, however, provide reasonable assurance that potential issues can be
identified promptly and appropriate remedial action can be taken.
The Board has not identified, nor been advised of, any failures or weaknesses which it has determined to be significant.
Key responsibilities of the ARMC are as follows:
Effective
oversight of
the Financial
Reporting
process of the
Group to ensure
compliance with
the applicable
financial reporting
standards
Review the
effectiveness of
the Internal and
External Audit
Functions and
Internal Control
System
Overseeing
the risk
management and
internal control
framework and
policies of the
Group, and
assessing the
processes related
to the Group’s
risks and control
environment
Review the
Corporate
Governance
compliance and
practices across
the organisation
to ensure its
robustness
Reviewing related
party transactions
and conflict of
interest situations
Overseeing the
implementation
and monitoring
of the
Whistleblowing
Policy and
Procedures of
the Group, and
ensuring effective
administration
thereof.
1 2 3 4 5 6
The TOR of the ARMC is published on the Company website at https://corporate.mrdiy.com/corporate_governance.html.
SUMMARY OF ACTIVITIES
In FY2023, the following activities took place at each Audit and Risk Management meeting:
Area of focus Matters considered/reviewed/deliberated/approved
Financial Reporting •	 Reviewed all four (4) Quarter’s Financial Statements and Announcements of financial
results and recommended for the Board approval.
•	 Reviewed the annual audited Financial Statements of the Company and recommended
the Financial Statements for the Board’s approval.
•	 Recurrent Related Party Transactions (RRPT) of the Group.
•	 Methods and procedures in determining the terms of RRPT.
AUDIT AND RISK MANAGEMENT COMMITTEE REPORT
 Annual Report 2023
53About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
Area of focus Matters considered/reviewed/deliberated/approved
Risk Management and
Internal Control
•	 Reviewed and deliberated on the Group’s Enterprise Risk Management which identifies
and monitors the development of potential major risks affecting the Group externally or
internally.
•	 Reviewed the principal risks to ensure the implementation of appropriate risk
management systems to effectively identify, analyse, evaluate, manage, monitor, treat
and mitigate the risks impacting the Group.
•	 Assessed emerging risks and mitigating plans, covering among others, ESG risks and
reputational risks.
•	 Reviewed the Statement on Risk Management and Internal Control to be disclosed in
the Annual Report.
Internal Audit •	 Reviewed and approved the annual audit plan to ensure the scope and coverage is
adequate and comprehensive.
•	 Reviewed salient audit issues together with recommendations from the Internal Audit.
The ARMC considered the highlighted issues, taking into account Management’s
responses, upon which it approved the internal auditors’ proposal for rectification and
implementation of the agreed remedial action.
•	 Reviewed the progress of the corrective action for open status audit findings to ensure
that all critical risks and control issues were resolved.
•	 Reviewed and approved the revision of audit rating.
•	 Briefed on the cybersecurity landscape of the Group by VP, Information System.
•	 Received Cybersecurity audit report from Outsourced Auditors.
•	 Evaluated the adequacy and competency of Internal Audit resources required to perform
Internal Audit engagements.
•	 Undertook the performance evaluation of the Internal Audit Function, reviewed the
effectiveness of its audit processes, assessed the applicability of the existing audit
rating, and evaluated the performance of the overall Internal Audit Department (“IAD”).
•	 Held separate meetings with the Head of IA to discuss the results of the assessment
and other areas of concern, without the presence of the Executive Directors and
Management.
•	 Reviewed the ARMC Report to be disclosed in the Annual Report.
External Audit •	 Reviewed the audited financial statements with the external auditors and Management
before recommending them to the Board for adoption.
•	 Reviewed the external auditors’ audit plan, which outlined the audit scope, areas of
audit emphasis and the auditors’ independence.
•	 Held two (2) private meetings with External Auditors without presence of the Executive
Directors and Management to discuss the areas of audit concern.
•	 Discussed the results of the annual assessment on the suitability and the independence
of the External Auditors.
•	 Reviewed the audit services and non-audit services provided by the external auditors
and their corresponding fees.
•	 Reviewed and assessed the performance, suitability and independence of the statutory
auditors based on, amongst others, the quality of service, sufficiency of resources,
communication and interaction, as well as independence and objectivity. The statutory
auditors provide an annual confirmation of their independence in accordance with the
terms of all professional and regulatory requirements. The ARMC was satisfied with the
performance and the audit independence of the statutory auditors.
•	 Reviewed the performance of the External Auditors and recommended its re-appointment
and remuneration to the Board.
Mr D.I.Y. Group (M) Berhad
54About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
Area of focus Matters considered/reviewed/deliberated/approved
Related Party
Transactions
•	 Reviewed the related party transactions (“RPT”) presented by Management to the Board
for approval, to ensure that these transactions are undertaken in the Company’s best
interests, were not detrimental to minority shareholders’ interest and were done under
fair and reasonable grounds and normal commercial terms.
•	 Reviewed procedures for recurrent related party transactions (RRPT).
•	 Reviewed the proposed Revision of Service Agreement between MDGM and MDIH.
•	 Monitored the thresholds of the RPT and RRPT to ensure compliance with MMLR of
Bursa Securities.
Compliance and
Whistleblowing
•	 Obtained updates from the Management and Legal Department representatives regarding
regulatory compliance matters.
•	 Reviewed and reported suspected frauds or irregularities which are of sufficient importance
to warrant the attention of the Board.
Others •	 Reviewed the financial performance of the Company and the Group.
•	 Reviewed the proposed Share Buy-Back mandate and recommended the same for tabling
to shareholders for approval at the 12th AGM held on 8 June 2023.
•	 Reviewed the progress of the targets achieved for the Sustainability Themes.
•	 Deliberated and recommended the MAE 2022 (Materiality Assessment) to the Board for
approval.
•	 Obtained updates from Legal Department representatives regarding Annual Risk
Assessment on Anti-Bribery and Corruption and Action Plan.
•	 Reviewed the Sustainability Report 2022.
•	 Verified and ensured the allocation under the Employees’ Share Option Scheme (“ESOS”)
complied with the criteria as stipulated in the By-Laws of ESOS.
REVIEW OF CONFLICT OF INTEREST
In February 2024, ARMC reviewed on conflict of interest (“COI”) involving Directors and Key Senior Management and the
measures taken to address the COI in compliance with the enhanced disclosure requirements by Bursa Securities on COIs
as set out below:
Companies associated with Directors and Key Senior Management (“KSM”) involved in COI
1) Mr. D.I.Y. International Holding Ltd. (“MDIH”) and Mr. D.I.Y. International Holding Two Ltd. (“MDIH 2”) are each the
investment holding company of corporations, which carry on similar businesses as MDGM Group outside of Malaysia
and Brunei, namely Singapore, Philippines, Indonesia, Spain, India, Thailand, Cambodia, Laos, Turkey, Vietnam,
Bangladesh and Poland. In addition, they are also the investment holding company of corporations, which intend to
carry on similar businesses as MDGM Group in Greece, Bulgaria, Romania and South Africa.
2) Mr. D.I.Y. Holding (Thailand) Co., Ltd. (“MDHO”), is an investment holding company of corporations, which carry on a
similar business as MDGM Group in Thailand. MDIH is the single largest shareholder of MDHO.
3) Azara Alpina Sdn. Bhd. (“Azara”) is an investment holding company of corporations, which carry on a similar business
as MDGM Group in Indonesia.
4) Carissa Balsam Sdn. Bhd. (“Carissa”) is an investment holding company of corporations, which carry on a similar
business as MDGM Group in Philippines.
5) Agave Salmiana Sdn. Bhd. (“Agave”) is an investment holding company, which owns a non-substantial equity interest
in an Indonesia entity with subsidiaries and associates carrying on a similar business as MDGM Group in Indonesia.
AUDIT AND RISK MANAGEMENT COMMITTEE REPORT
 Annual Report 2023
55About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
COI involving Directors
No. Nature of Conflict of Interest Nature and Extent of Interest of
Conflicted Directors Measures taken to address COI
1. Directors has direct and/or
indirect interest in corporations
incorporated overseas via MDIH
and MDIH 2, which carry on
similar businesses as MDGM
Group outside of Malaysia and
Brunei, namely Singapore,
Philippines, Indonesia, Thailand,
Cambodia, Laos, Spain, India,
Greece, Vietnam, Bangladesh,
Turkey, Bulgaria, Poland,
Romania and South Africa
1) Tan Yu Yeh – Executive Vice
Chairman and major shareholder of
MDGM.
•	 He is a Director and major
shareholder of MDIH via Yeh
Family (PTC) Ltd., a trustee for a
trust settled by him.
•	 He is a Director and controlling
shareholder of MDIH 2 via Yeh
Family (PTC) Ltd., a trustee for a
trust settled by him.
•	 He is a shareholder with a direct
and indirect interest in Azara via
MDIH.
•	 He is a shareholder with a direct
and indirect interest in Carissa
via MDIH.
•	 He is a major shareholder with
a direct and indirect interest in
MDHO via MDIH.
2) Ong Chu Jin Adrian – Executive
Director and Chief Executive Officer
MDGM
•	 He is a Director and shareholder
in both MDIH and MDIH 2.
•	 He is a Director and major
shareholder of Agave.
•	 He is a Director and shareholder
with an indirect interest in both
Carissa and Azara via MDIH.
•	 He is a Non-Executive NonIndependent Chairman and
shareholder with a direct and
indirect interest in MDHO via
MDIH.
The business of MDGM Group is
in Malaysia and Brunei, whilst the
businesses of MDIH and MDIH 2 are
in countries outside of and other than
Malaysia and Brunei.
Accordingly, each of the regional
operations (including any other
geographies to be entered into in the
future) has an entirely distinct and
separate customer base and market,
and as a result, does not compete with
the business of MDGM Group.
2. Family members of certain
Directors are employed by
MDGM Group
1) Tan Yu Yeh
•	 Family members of conflicted
Directors
2) Leng Choo Yin
•	 Family members of conflicted
Directors
There is no direct supervisory
relationship between the interested
Directors and their respective family
members.
The annual performance evaluation of
Tan Yu Wei who is the brother of Tan
Yu Yeh, the Executive Vice Chairman,
will be subjected to and endorsed
by Nomination and Remuneration
Committee.
Mr D.I.Y. Group (M) Berhad
56About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
COI involving KSM
No. Nature of Conflict of Interest Nature and Extent of Interest of
Conflicted KSM Measures taken to address COI
1. KSM has indirect interest in
corporations incorporated
overseas via MDIH and MDIH
2, which carry on similar
businesses as MDGM Group
outside of Malaysia and
Brunei, namely in Singapore,
Philippines, Indonesia, Thailand,
Cambodia, Laos, Spain, India,
Greece, Vietnam, Bangladesh,
Turkey, Bulgaria, Poland,
Romania and South Africa.
1) Tan Yu Wei – Executive Vice
President and major shareholder of
MDGM
•	 He is a major shareholder of
MDIH via WEI Future Capital
(PTC) Ltd., a trustee for a trust
settled by him.
•	 He is a major shareholder of
MDIH 2 via WEI Future Capital
(PTC) Ltd., a trustee for a trust
settled by him.
•	 He is a substantial shareholder
with a direct and indirect interest
in MDHO via MDIH.
2) Gan Sau Liang – Chief Operating
Officer of MDGM
•	 He is a shareholder of MDIH.
•	 He is a shareholder of MDIH 2.
•	 He is a shareholder with a direct
and indirect interest in MDHO
via MDIH.
The business of MDGM Group is
in Malaysia and Brunei, whilst the
businesses of MDIH and MDIH 2 are
in countries outside of and other than
Malaysia and Brunei.
Accordingly, each of the regional
operations (including any other
geographies to be entered into in the
future) has an entirely distinct and
separate customer base and market,
and as a result, does not compete with
the business of MDGM Group.
2. KSM has interest in corporations
incorporated in Indonesia via
Agave, which carry on similar
businesses as MDGM Group in
Indonesia
Soo Sze Yang - Senior Vice President,
Group Strategy of MDGM
•	 He is a Director and major
shareholder of Agave.
The business of MDGM Group is
in Malaysia and Brunei, whilst the
shareholding interest in a similar
business of Agave is in Indonesia.
Geographically, the business
operations of Agave’s investment in
Indonesia has an entirely distinct and
separate customer base and market,
hence, does not compete with the
business of MDGM Group.
3. Family members of certain KSM
are employed by MDGM Group
1) Tan Yu Wei
2) Gan Sau Liang
3) Hoe Lye Peng
4) Lau Boon Teck
•	 Family members of conflicted
KSM
There is no direct supervisory
relationship between the interested
KSM and their respective family
members.
The annual performance evaluation of
Tan Yu Wei who is the brother of Tan
Yu Yeh, the Executive Vice Chairman,
will be subjected to and endorsed
by Nomination and Remuneration
Committee.
AUDIT AND RISK MANAGEMENT COMMITTEE REPORT
 Annual Report 2023
57About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
INTERNAL AUDIT FUNCTION
The Internal Audit Function is performed in-house and undertaken by the Internal Audit Department (IAD). The mission
of the IAD is to provide independent, objective assurance and consulting activity designed to add value and improve
operations. The IAD helps the Group to achieve its objectives by bringing a systematic and disciplined approach to
evaluating and improving the effectiveness of the risk management, internal controls and governance processes.
The IAD reports administratively to the CEO and functionally to the ARMC. The IAD is guided by its Internal Audit Charter and
Terms of Reference.
The Internal Audit Department is staffed by ten (10) internal auditors, including the Head of IA, all with relevant experience and
qualifications. Some are Certified Internal Auditors and an IT Auditor. The Head of the IA and the auditors have confirmed that
they are free from any relationships or conflicts of interest which could impair their objectivity and independence in carrying
out their audit assignments.
The IAD carried out its activities based on the risk-based annual audit plan approved by the ARMC. The Internal Audit Plan
is assessed on a quarterly basis in alignment with the business and risk environments. The ARMC annually reviews the
adequacy of the scope, function and resources of the IAD, to ensure that the responsibilities of IAD are fully discharged.
In the financial year under review, IAD completed a total of one hundred and twenty-three (123) audit assignments on
various departments of the Group, covering store audits, project management and new site security and safety management
in business development, product certification compliance, account payable processes, Good Distribution Practice
for Medical Devices (GDPMD) compliance review, Employee Share Option Scheme (ESOS) verification, Occupational
Safety and Health Administration (OSHA) & Maintenance Management in warehouses, outbound and inter-warehouse
transfer management, payroll benefits and compensation management in Human Resource Management, cybersecurity
audit, financial statement close process including revenue reconciliation, weighted average inventory cost and accrual,
slow-moving and obsolete stock management, digital marketing and social media management, sustainability report review
and RRPT.
The ARMC reviewed the results of the audit engagements carried out by the IAD at the ARMC meetings held on
14 February 2023, 11 May 2023, 9 August 2023 and 20 November 2023 as well as discussed, the major findings and
audit recommendations at each session. The IAD followed up on these reports to ensure the agreed action plans were
implemented appropriately. The IAD updated the ARMC on the progress of the FY2023 Audit Plan and results of ad-hoc
assignments including audit investigations.
At the meeting held on 23 February 2024, the Internal Audit Function Evaluation Report was tabled to ARMC to assess
the performance of the IAD. The ARMC had assessed the effectiveness of the Internal Audit Function in terms of scope of
work and compliance. The ARMC also assessed the adequacy of resources of the IAD. The ARMC was satisfied with the
independence, performance and effectiveness of the IAD.
All members of the IAD continue to develop their competencies by attending training programmes conducted by in-house
personnel and external professional certification bodies, keeping abreast with developments in the profession as well as
sharing their knowledge on relevant industry and regulations to effectively perform their roles.
The total cost incurred for the Internal Audit Function of the Group for FY2023 including payroll costs and overheads amounted
to RM1,016,000 (FY2022: RM816,000).
[This ARMC Report was endorsed by the ARMC on 27 March 2024.]
Mr D.I.Y. Group (M) Berhad
58About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
NOMINATION AND REMUNERATION COMMITTEE REPORT
The Nomination and Remuneration Committee Report (“NRC”) comprises exclusively of Independent Non-Executive
Directors (“INED”), in compliance with Paragraph 15.08A of the Main Market Listing Requirements (“MMLR”) of Bursa
Malaysia Securities Berhad (“Bursa Securities”). The NRC is chaired by an INED, in line with Practice 5.8 of the Malaysia
Code on Corporate Governance 2021 (“MCCG”). The composition of NRC are as follows: -
No. Name of Directors Attendance in NRC meetings
1. Leng Choo Yin - Chairman
(Independent Non-Executive Director)
4/4
2. Ng Ing Peng
(Redesignation as Senior INED on 20 November 2023)
4/4
3. Dato’ Hamidah binti Naziadin
(Independent Non-Executive Director)
4/4
The NRC is entrusted by the Board to assist the Board in discharging its oversight function relating to the following
responsibilities:-
(i) select, evaluate and nominate suitable candidates to the Board for appointment as Director as well as nominates
Director for appointment as Chairman and member of Board Committees. In the selection for appointment, the NRC
ensure that the Board and the Board Committees have an effective and balance composition with a diverse mix of
skills, knowledge, qualifications, experience, age, cultural background and gender to discharge their responsibilities
effectively;
(ii) conduct an annual assessment on the effectiveness of the Board and the Board Committees and the contribution of
each individual Director and the independence of Independent Directors;
(iii) assess the performance of the Executive Directors (“EDs”) against the key performance indicators (“KPI”) set for them;
(iv) ensure that the Group has in place a remuneration policy and framework consistent with the Group’s business strategy,
and a competitive remuneration structure so as to link rewards with corporate and individual performance to attract
and retain the right talent of the appropriate calibre, skills, experience and quality needed in the Board (which includes
the EDs) in order to drive and achieve the Group’s long-term objectives;
(v) ensure that a succession plan is in place for the Board, EDs and critical management positions of the Company; and
(vi) ensure that the Employees’ Share Option Scheme (“ESOS”) of the Company is fairly and properly administered and
implemented in accordance with the ESOS By-Laws.
The authority, duties and responsibilities of the NRC are set out in its written Terms of Reference (“TOR”) embedded in the
Board Charter, which is available on the corporate website www.mrdiy.com.
During the financial year under review, the NRC conducted a total of four (4) meetings. The meetings were held physically
or virtually as allowed under the TOR of the NRC and the Constitution of the Company. TOR of the NRC also allow the NRC
to make decisions via Circular Resolution when urgent decisions have to be made and meeting physically is not feasible.
During the financial year under review, the following activities and matters were undertaken by the NRC:-
Responsibility Matters deliberated/reviewed/recommended/approved
Selection, nomination
and appointment of
Senior Independent
Director and re-election
of Directors
•	 Reviewed and recommended to the Board the appointment of Senior Independent
Director of the Company.
•	 Reviewed and recommended to the Board the re-election of retiring Directors for
recommendation to the shareholders for approval at 12th Annual General Meeting (“AGM”)
held on 8 June 2023.
Board effectiveness
evaluation
•	 Reviewed and recommended the annual effectiveness evaluation of the Board, Board
Committees and individual Directors for the financial year ended 31 December 2022
(“FY2022”).
Setting of KPIs and
performance evaluation
of EDs
•	 Reviewed and recommended the annual performance evaluation including the salary
increment and bonus for EDs in respect of the FY2022.
•	 Reviewed and recommended the setting of KPIs for EDs for the FY2023.
•	 Reviewed and recommended the mid-year performance review of the EDs for the
FY2023.
•	 Reviewed and recommended the setting of KPIs for EDs in respect of the financial year
ending 31 December 2024.
 Annual Report 2023
59About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
Responsibility Matters deliberated/reviewed/recommended/approved
Remuneration policy •	 Reviewed and recommended the Directors’ fees and benefits payable to Non-Executive
Directors (“NEDs”) from 1 July 2023 to the next AGM in 2024.
ESOS •	 Reviewed and ratified the shares option exercised by resigned staff under the ESOS.
•	 Reviewed and approved the delegation of role for certain provisions of ESOS By-Laws.
Succession Planning •	 Reviewed the progress updates on Succession Planning for the FY2023.
Appointment of Chief
Operating Officer (“COO”)
•	 Reviewed and recommended to the Board the appointment of COO of the Company.
Others •	 Reviewed and endorsed the NRC Report for disclosure in the Annual Report 2022.
•	 Reviewed and approved the Structured Consequent Framework for Disciplinary Cases.
SELECTION, APPOINTMENT AND RE-ELECTION OF DIRECTORS
Amongst others, the primary function of the NRC is to nominate and recommend to the Board for its consideration suitable
candidate(s) for appointment as Director(s) of the Company and also recommend retiring Director(s) for re-election at the AGM.
The NRC is guided by the following process of selection, nomination and appointment of Directors as adopted by the
Board for new appointment of Directors:-
In identifying, assessing and shortlisting suitably candidates for new appointment of Director, a gap and needs analysis
shall be conducted on the Board and Board Committees’ composition based on the areas to be strengthened in the current
Board composition according to the business strategy and requirements of the Group, and the criteria set for appointment
of Director. The NRC considers various sources of recommendation where needed, including existing Board members,
members of the Management, major shareholders, business associates, as well as other independent sources such as
professional corporate director recruitment agencies, when sourcing suitably candidates for appointment of Directors.
In assessing and recommending suitable candidates for appointment, the NRC considers the objective criteria, merit, and
various diversity factors such as skills, knowledge, expertise, experience, professionalism, integrity and other relevant
qualities, and the candidates’ commitment (including time commitment) to effectively discharge his/her role as a Director
and to strengthen the Board composition, so as to meet the objectives and strategic goals of the Company. To strengthen
board independence, quality, and diversity, the NRC adopted the Fit & Proper Policy endorsed by the Board for appointment
and re-election of Directors as required by the MMLR of Bursa Securities.
Process of selection, nomination and appointment of Directors
Gap and
Needs
analysis
Search Selection
STEP STEP STEP
1 2 3
Nomination and
recommendation
by NRC to the
Board
Board
approval for
appointment
STEP STEP
4 5
Assess:
•	 Size of the Board
•	 Character,
experience,
integrity,
competence
and time
•	 Skills, expertise,
experience
•	 Board diversity
•	 Potential conflicts
of interest
Sources:
•	 Recommendation
from Board and
Management
•	 Registries
•	 Industry and
professional
associations
•	 Independent
search firms
•	 Advertisements
Shortlisting based
on criteria:
•	 Assess potential
director’s
background, skills
and experiences
against the agreed
profile
•	 Check on the
conflicts of interest
or independence
issues
•	 Check the number
of directorships
•	 Fit and proper
Due diligence:
•	 Track records
•	 References
•	 Verification
checks
Interview
the selected
candidates
Mr D.I.Y. Group (M) Berhad
60About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
NOMINATION AND REMUNERATION COMMITTEE REPORT
In the case of appointment of Independent Director, the NRC considers the candidate’s ability to discharge such
responsibilities/functions as expected of an Independent Director to bring objectivity and independent judgment, and
whether he/she meets the requirements of independence as defined in Paragraph 1.01 and Practice Note 13 of the MMLR
of Bursa Securities.
The proposed suitable candidates are subject to background/reference checks performed via a Credit Reporting Agency
(“CRA”) and/or Central Credit Reference Information System (“CCRIS”) as part of the assessment process, before the NRC
recommends and nominates the proposed candidates to the Board for appointment as Directors.
During the financial year under review, the NRC reviewed and recommended the nomination by the Independent Directors
of the appointment of Ng Ing Peng as Senior INED of the Company based on her length of service and level of contribution
to the Board and Board Committees, supported by her working experience and academic background. The Board
concurred with the recommendation of the NRC and had on 20 November 2023, approved the appointment of Ng Ing
Peng as Senior INED of the Company.
Pursuant to Clause 130 of the Constitution of the Company, one-third of the Directors are subject to retirement by
rotation at every AGM such that each Director shall retire from office once in every three (3) years and shall be eligible for
re-election.
At the forthcoming 13th AGM of the Company, two (2) Directors, namely Tan Yu Yeh and Leng Choo Yin will be retiring
by rotation and being eligible, have offered themselves for re-election as Directors of the Company. Both the Directors
abstained from deliberations and voting at the NRC and/or Board Meetings held in March 2024, where applicable, in
respect of their own re-election. As both of them are also shareholders of the Company, they shall also abstain from
deliberation and voting at the forthcoming 13th AGM of the Company in respect of their own re-election.
The NRC took into consideration the results of the annual Board Effectiveness Evaluation (“BEE”) for FY2023 conducted
in March 2024 in reviewing the re-election of retiring Directors. The NRC and Board, save for the retiring Directors,
collectively agreed that both the retiring Directors had met the qualification of Directors vis-à-vis character, experience,
integrity, competence and time commitment as prescribed in Chapter 2.20A of the MMLR of Bursa Securities, and had the
relevant qualities to effectively discharge their respective roles as Directors. As part of the BEE, both the retiring Directors
had also undertaken and satisfied the fit and proper assessment pursuant to the Fit & Proper Policy adopted, via selfdeclaration and peer assessment. Leng Choo Yin, being the INED, had also met the independence criteria as defined in
the MMLR of Bursa Securities and remained independent in exercising her judgement and in carrying out her duties as an
Independent Director.
Based on the results of the BEE, the NRC and the Board have affirmed and recommended the re-election of both the
retiring Directors to the shareholders of the Company for approval at the 13th AGM based on the justifications as set out in
Explanatory Note (2) in the Notice of the 13th AGM.
ANNUAL BEE
The NRC is tasked by the Board to review the size, composition, and effectiveness of the Board, Board Committees and
individual Directors to ensure that members of the Board and Board Committees possess the relevant knowledge, skills,
qualification, competencies, functional and management experience, characteristics and mindset that enable them to
carry out their responsibility and contribution to the Board and also to ensure an appropriate balance of skills, experience,
qualifications and diversity on the Board.
The Board has adopted the self-assessment and peer-assessment methodologies as the case may be, to assess on an
annual basis the effectiveness of the Board as a whole, the Board Committees, individual Directors and the independence
of the Independent Non-Executive Directors. The BEE is conducted online internally and facilitated by the Company
Secretary.
The BEE process involves the Directors having to conduct online self-assessment and peer-assessment by completing
appropriate questionnaires. The areas of assessment for the Board and Board Committees includes roles and
responsibilities, Board mix and composition, information to the Board, the conduct of meetings, the Board’s relationship
with Management, skills and competencies, performance, and level of achievement on sustainability.
The areas of assessment for individual Directors include fit and proper, contribution and performance, as well as calibre
and personality. The individual Directors are also assessed on their skill sets, with the types of training required identified
to enhance their skill sets to facilitate them in discharging their duties and responsibilities effectively.
The results of the assessments are compiled and performance score ratings computed for tabling to the NRC for review
and deliberation together with the comments and suggestions on areas for improvement, where applicable. The NRC
then tables the results of these assessments and recommendations for improvement to the Board for consideration and
deliberation. All the assessments carried out are documented and a full record is maintained by the Company Secretary.
 Annual Report 2023
61About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
In March 2024, the Directors conducted the BEE in respect of the FY2023. The NRC reviewed and deliberated on the
results of the BEE as well as the comments and suggestions requiring improvement. The results of the BEE and the
recommendations for improvement plans were then tabled to the Board for consideration and endorsement. Based
on the assessments conducted, the overall performance of the Board, Board Committees and individual Directors in
respect of the FY2023 was rated above satisfactory. The NRC and the Board agreed that the Board as a whole, Board
Committees and individual Directors had performed satisfactorily and effectively. The Independent Directors had also
fulfilled their independent role by their objective participation in Board deliberations and exercised independent judgement
during Board meetings. The expectation or areas of improvement identified by the Board include the need for ARMC to
continue maintaining independence and be resourceful, the NRC to be effective in succession planning, and the Board
Sustainability Committee to be exposed to more sustainability ideas and concepts, and more involvement in climate
change or environmental activities.
The NRC and Board also reviewed the terms of office and performance of the ARMC and each of its members in accordance
with Paragraph 15.20 of the MMLR of Bursa Securities. The NRC and Board were satisfied that the ARMC and its members
had carried out their duties in accordance with the ARMC’s TOR. The NRC and the Board also affirmed that the tenure of
office of the individual ARMC members is reasonable.
The NRC also set annual KPIs for the EDs to ensure alignment with corporate targets before the commencement of the new
financial year, evaluated the performance of the EDs against their annual KPIs set on semi-annually and annually basis,
and proposed the remuneration package of the EDs for recommendation to the Board for consideration and endorsement.
SUCCESSION PLANNING
The NRC also reviews succession planning to ensure that there is a steady pool of talent with relevant calibre and
qualities to fill vacancies on the Board, EDs and critical management positions to provide orderly succession and ensure
continuity of leadership. The EDs identified and recommended successors for critical management positions for review
and consideration by the NRC on a yearly basis or from time to time, where necessary.
The NRC and the Board recognised that succession planning is an important exercise to be undertaken over time due to
its lengthy process involving sourcing and identifying qualified and suitable candidates either internally and/or externally,
to formulating relevant training and development programmes, through nurturing the shortlisted candidates and to prepare
them to succeed the EDs and to assume the critical management positions.
During the financial year under review, the NRC reviewed the recommendation of appointment of Gan Sau Liang as COO
of the Company effective 1 January 2024 based on his strong leadership track record, his understanding and experience
in the Group’s retail business and ability to lead stores expansion.
BOARD REMUNERATION
The NRC is also responsible for establishing and reviewing, as and when necessary, the remuneration policy and
procedures of the Board, Board Committees, EDs and Key Senior Management (“KSM”) for recommendation to the Board
for approval. The NRC may seek Independent professional advice, whenever necessary in reviewing and determining the
remuneration framework of the Company.
The NRC ensures that the remuneration policy and framework adopted is consistent with the Group’s business strategy,
forms a competitive remuneration structure and is in line with the prevalent market practices. This links rewards to
corporate and individual performance, allows the Group attracts and retains the right talent of the appropriate calibre, skills,
experience and quality to drive and achieve the Group’s long-term strategic objectives and values, business sustainability
and create long-term value for shareholders.
In reviewing the remuneration for NEDs, the NRC considers various factors including the NEDs’ fiduciary duties, level
of responsibilities, time commitment, contribution and the Company’s performance. A remuneration review exercise for
NEDs will also be undertaken involving salary benchmarking against comparable peers of other public listed companies
in the retail sector, government-linked companies (“GLCs”), non-GLCs and the top 30 largest companies by market
capitalisation, to ensure that the remuneration payable commensurate with and is aligned to prevailing market rates. The
Board determines and decides the fees and remuneration payable to the NEDs as a whole based on the recommendation
of the NRC. Directors’ fees and any benefits payable to the NEDs are subject to shareholders’ approval at the AGM,
pursuant to Section 230(1) of the Act. The NEDs shall abstain from deliberating and voting during Board meetings and/or
AGMs, if he/she is also a shareholder, in respect of their own remuneration.
Mr D.I.Y. Group (M) Berhad
62About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
NOMINATION AND REMUNERATION COMMITTEE REPORT
The current components of the remuneration package for NEDs was approved by the shareholders of the Company at the
12th AGM of the Company held on 8 June 2023, being the effective date up to 30 June 2024, are as follows:-
Type of remuneration Amount (RM)
Directors’ fees
- Non-Executive Chairman
- Other NEDs
159,000 per annum
115,800 per annum
Meeting allowance 1,000 per meeting
Chairman’s allowance 60,000 per annum
The Chairman’s allowance of RM60,000 per annum payable to the Independent Non-Executive Chairman in considering
his time commitment and involvement in corporate responsibilities activities undertaken by the Group.
The remuneration payable to the NEDs is paid on a monthly basis in arrears upon services rendered by the NEDs. A
total remuneration of RM629,400 was paid to the four (4) INEDs in respect of FY2023. Brahmal A/L Vasudevan, the
Non-Independent Non-Executive Director, who had resigned on 3 April 2023, voluntarily offered his remuneration for
contribution to a charitable organisation.
The Board adopted the market practice of reviewing the remuneration packages of NEDs every three (3) years. The last
review of the remuneration package for NEDs was effective for a three (3) year period commencing January 2023. The next
review period will be for a further three (3) years effective January 2026.
The remuneration policy for EDs and KSM and their corresponding remuneration package is structured based on their
respective individual performance against their pre-determined KPIs and corporate performance. The components of
the remuneration package for EDs include basic salaries, bonuses, travel allowances, benefits-in-kind, ESOS and other
benefits. The NRC reviews and recommends to the Board for approval the remuneration package for EDs based on the
achievement of their KPIs set and corporate performance, on an annual basis. The remuneration for KSM is delegated to
the EDs, as the EDs are involved in the day-to-day operation of the Company and are in a better position to evaluate their
performance and align the remuneration with the performance of the KSM.
ESOS
The ESOS was established by the Company on 20 November 2019 with the objective of motivating, rewarding and
retaining its eligible EDs and employees with share options under the ESOS, as well as to provide them with an opportunity
to participate in the equity of the Company and thereby relate their contribution directly to the performance of the Group,
whilst at the same time giving them a greater sense of ownership.
The NRC is also entrusted by the Board to oversee the ESOS to ensure fair and effective implementation and administration
of the ESOS in accordance with the ESOS By-Laws of the Company.
The details of the vesting of options under the ESOS are set out on pages 63 to 64 of this Annual Report 2023 under
Additional Compliance Information.
[The NRC Report was endorsed by the NRC on 27 March 2024.]
 Annual Report 2023
63About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
ADDITIONAL COMPLIANCE INFORMATION
STATUS OF UTILISATION OF PROCEEDS
There were no proceeds raised by the Company from corporate proposal during the financial year under review.
AUDIT & NON-AUDIT FEES
The amount of fees paid/payable to BDO PLT, External Auditors, and its member firm and affiliate for the audit and
non-audit services rendered to the Company and its subsidiaries (“Group”) for the FY2023 are as follows:-
Group
2023
RM’000
Company
2023
RM’000
Statutory audit
- BDO PLT 570 75
- Member firm of BDO PLT 33 -
Non-statutory audit
- BDO PLT 83 12
- Affiliate and member firm of BDO PLT 149 3
The nature of services rendered for non-statutory audit fees incurred include review of Statement on Risk Management and
Internal Control and tax compliance services.
MATERIAL CONTRACTS
Save as disclosed below, the Group has not entered into any material contracts involving the interests of the Directors, Chief
Executive Officer and/or major shareholders during the FY2023 or still subsisting at the end of the FY2023:-
(i) Sale and Purchase Agreement dated 5 January 2023 in respect of the acquisition of 80 units of foreign workers quarter
under the Centralised Labour Quarter/Pusat Asrama Pekerja Asing (“PAPA”) project @ Balakong
On 5 January 2023, Mr D.I.Y. Management Two Sdn. Bhd., a wholly-owned subsidiary of the Company, entered into
Sale and Purchase Agreements with Y5 Development Sdn. Bhd. (“Y5 Development”) and U & Location Sdn. Bhd. (“U &
Location”) to acquire 80 units of foreign workers quarter under the PAPA project @ Balakong located at Lot PT 60812
(HSM 23176), Jalan Suria Park 1, Kawasan Perindustrian Kampung Baru Balakong, 43300 Seri Kembangan, Selangor
for a total purchase consideration of RM13.2 million (“SPA”). The purchase consideration shall be satisfied via internal
generated fund and/or bank borrowings. The SPA is expected to be completed by end of 2024.
Tan Yu Yeh being the Interested Director and Major Shareholder of the Company, is a major shareholder of Y5 Development via
U & Location, applying Section 8(4) of the Companies Act 2016, and also a director and major shareholder of U & Location.
ESOS
The ESOS of the Company was established on 20 November 2019 and was implemented on 22 October 2020 where ESOS
options were granted to the eligible Directors and employees of the Group, subject to the ESOS By-Laws governing the
ESOS. The ESOS has a duration of five (5) years, which will expire on 21 October 2025.
Information in relation to ESOS are illustrated in the tables below:
Total options granted under the ESOS Since commencement of ESOS During FY2023
Total number of options granted 47,090,000 -
Total number of options granted, after adjustment
following bonus issuance on 23 June 2022
66,768,650 -
Total number of options exercised 24,651,600 12,178,450
Total number of options outstanding (unexercised) 42,117,050 42,117,050
Options granted to Directors and Chief
Executive
Since commencement of ESOS During FY2023
Aggregate options granted 2,480,000 -
Aggregate options granted, after adjustment
following bonus issuance on 23 June 2022
3,720,000 -
Aggregate options exercised 1,860,000 1,860,000
Aggregate options outstanding (unexercised) 1,860,000 1,860,000
Mr D.I.Y. Group (M) Berhad
64About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
Options granted to Directors and Senior
Management
Since commencement of ESOS During FY2023
Actual percentage granted 18.18%
(inclusive of options granted,
after adjustment following
bonus issuance)
-
There is no maximum allocation of ESOS options to the Directors and Senior Management prescribed in the ESOS
By-Laws.
There was no ESOS option offered to the Non-Executive Directors of the Company pursuant to the ESOS in respect of the
FY2023.
RECURRENT RELATED PARTY TRANSACTIONS
The aggregate value of transactions conducted during the FY2023 pursuant to the shareholders’ mandate on recurrent
related party transactions of a revenue or trading nature obtained at the 12th Annual General Meeting of the Company held
on 8 June 2023 is RM33,668,802 representing 1.9% of the percentage ratio which is above the threshold prescribed under
Paragraph 10.09 (1) of the MMLR of Bursa Securities are as follows:-
Transacting Parties Nature of transaction Names of interested
Related Parties
Actual value transacted for
FY2023
Group and Mr. D.I.Y.
International Holding
Ltd. (“MDIH”) and its
subsidiaries, associated
companies and corporations
controlled by MDIH (“MDIH
Group”)
Provision of consultancy
and shared functions
services by Group to MDIH
Group:
•	 Merchandise and product
procurement
•	 Financial reporting
•	 Consultancy services
•	 Ad-hoc services
Interested Director and
Major Shareholder
•	 Tan Yu Yeh (1)
Interested Major
Shareholder
•	 Tan Yu Wei (2)
Interested person connected
with Director and Major
Shareholders
•	 Bee Family Limited (3)
RM14,817,773
Mr. D.I.Y. Trading Sdn. Bhd.
(“MDT”) and Mr D.I.Y.
Trading (Singapore) Pte. Ltd.
(“MDT(S)”)
Sale and supply of goods by
MDT to MDT(S) for its retail
operations in Singapore
Interested Director and
Major Shareholder
•	 Tan Yu Yeh (4)
Interested Major
Shareholder
•	 Tan Yu Wei (4)
Interested person connected
with Director and Major
Shareholders
•	 Bee Family Limited (3)
RM18,851,029
TOTAL RM33,668,802
Notes:
(1) Tan Yu Yeh is a director and substantial shareholder of MDIH.
(2) Tan Yu Wei is a substantial shareholder of MDIH.
(3) Bee Family Limited is a major shareholder of MDGM in which Tan Yu Yeh and Tan Yu Wei are deemed interested by virtue of their
interest in Bee Family Limited via Yeh Family (PTC) Ltd. and WEI Future Capital (PTC) Ltd., respectively, applying Section 8(4) of the Act.
(4) Tan Yu Yeh and Tan Yu Wei are the substantial shareholders of MDIH, the holding company of MDT(S).
BUSINESS LICENCES AND FIRE CERTIFICATES
As at 29 March 2024, we had obtained business licences for 1,159 stores or 90% of our total stores count of 1,288.
In respect of fire certificates, our Group had managed to obtain fire certificates for 4 out of our 17 distribution centres in
Malaysia.
ADDITIONAL COMPLIANCE INFORMATION
 Annual Report 2023
65About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to the Act and Paragraph 15.26(a) of the MMLR of Bursa Securities, the Directors are required to prepare the
financial statements for each financial year in accordance with the Malaysian Financial Reporting Standards (”MFRSs”),
International Financial Reporting Standards (“IFRSs”) and the requirements of the Act in Malaysia.
The Directors are responsible for ensuring that the financial statements give a true and fair view of the financial position of
the Group and of the Company at the end of the financial year, and of the financial performance and cash flows of the Group
and of the Company for the financial year.
In preparing the financial statements, the Directors have:
•	 Adopted appropriate accounting policies in accordance with applicable approved accounting standards and applied them
consistently;
•	 Made judgements and estimates that are reasonable and prudent; and
•	 Prepared the financial statements on a going concern basis.
The Act also requires the Directors to ensure that the Group and the Company keep such accounting and other records of
the Group and of the Company with reasonable accuracy to ensure that the financial statements comply with the provisions
of the Act.
The Directors are also responsible for taking such steps that are reasonably available to them to safeguard the assets of the
Group and of the Company and to prevent and detect fraud and other irregularities.
FINANCIAL
STATEMENTS
67 Directors’ Report
74 Statement by Directors
74 Statutory Declaration
75 Independent Auditors’ Report
79 Statements of Financial Position
80 Statements of Profit or Loss and Other
Comprehensive Income
81 Statements of Changes in Equity
83 Statements of Cash Flows
85 Notes to the Financial Statements
Annual Report 2023
67About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
DIRECTORS’ REPORT
The Directors have pleasure in submitting their report and the audited financial statements of the Group and of the Company
for the financial year ended 31 December 2023.
PRINCIPAL ACTIVITIES
The Company is principally an investment holding company. The principal activities of the subsidiaries are mainly retailing of
home improvement products, mass merchandise, games, toys, groceries and related business and activities. The principal
activities and details of the subsidiaries are set out in Note 7 to the financial statements. There have been no significant
changes in the nature of these activities of the Group and of the Company during the financial year.
RESULTS
 Group Company
 RM’000 RM’000
Profit for the financial year 560,675 294,881
Attributable to:
Owners of the Company 560,675 294,881
DIVIDENDS
Dividends paid, declared or proposed since the end of the previous financial year were as follows:
 RM’000
In respect of financial year ended 31 December 2022:
Interim single tier dividend of RM0.006 per ordinary share on 9,432,529,592 ordinary shares,
 declared on 14 February 2023 and paid on 24 March 2023. 56,595
In respect of financial year ended 31 December 2023:
Interim single tier dividend of RM0.006 per ordinary share on 9,433,480,742 ordinary shares,
 declared on 11 May 2023 and paid on 23 June 2023. 56,601
Interim single tier dividend of RM0.008 per ordinary share on 9,439,828,692 ordinary shares,
 declared on 9 August 2023 and paid on 22 September 2023. 75,519
Interim single tier dividend of RM0.008 per ordinary share on 9,441,915,192 ordinary shares,
 declared on 20 November 2023 and paid on 22 December 2023. 75,535
 264,250
On 23 February 2024, the Company declared an interim single tier dividend of RM0.01 per ordinary share amounted to
RM94,465,998 in respect of the financial year ended 31 December 2023, which was paid on 22 March 2024. The dividend will
be accounted for in equity as an appropriation of retained earnings in the financial year ending 31 December 2024.
The Directors do not recommend the payment of any final dividend for the financial year ended 31 December 2023.
RESERVES AND PROVISIONS
There were no material transfers to or from reserves or provisions during the financial year other than those presented in the
statements of changes in equity.
Mr D.I.Y. Group (M) Berhad
68About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
DIRECTORS’ REPORT
ISSUE OF SHARES AND DEBENTURES
During the financial year, the issued and paid-up share capital of the Company was increased from 9,430,982,742 ordinary
shares to 9,443,348,892 ordinary shares by way of issuance of 12,366,150 new ordinary shares pursuant to the following:
(a) 12,219,900 options exercised under the Employees’ Share Option Scheme (“ESOS”) at exercise price of RM1.07 each
for cash totalling RM13,075,293; and
(b) 146,250 options exercised under the ESOS at exercise price of RM2.32 each for cash totalling RM339,300.
The newly issued ordinary shares rank pari passu in all respects with the existing ordinary shares of the Company. There were
no other issuances of shares during the financial year.
The Company did not issue any debentures during the financial year.
EMPLOYEES’ SHARE OPTION SCHEME
On 20 November 2019, the Company established an ESOS for the granting of ESOS to eligible Directors and employees of
the Group. The ESOS was implemented on 22 October 2020.
The ESOS is administered by the Nomination and Remuneration Committee and governed by the By-Laws of the ESOS.
The salient features of the ESOS are as follows:
(a) The total number of new ordinary shares in the Company, which may be made available under the ESOS shall not
exceed in aggregate 5% of the total number of issued ordinary shares of the Company (excluding treasury shares, if any)
at any one time during the duration of the ESOS;
(b) The ESOS shall be in force for a period of five (5) years from the effective date and is renewable for a period of up to five
(5) years immediately from the expiry of first five (5) years;
(c) Subject to the discretion of the Nomination and Remuneration Committee, an employee or a Director of the Group who
fulfils the relevant conditions of the By-Laws of the ESOS shall be eligible to participate in the ESOS (“Eligible Person”);
(d) The number of the options to be offered to an Eligible Person in accordance with the ESOS shall be determined based
on, inter alia, the Eligible Person’s position, ranking, performance, contribution, seniority, length of service, fulfilment of
the relevant eligibility criteria, and/or such other matters as the Nomination and Remuneration Committee deems fit and
the offer shall be valid for acceptance by an Eligible Person for a period of thirty (30) days from the date of offer;
(e) Subject to any adjustments made under the By-Laws of the ESOS and pursuant to the listing requirements of Bursa
Malaysia Securities Berhad, the exercise price shall be:
(i) In respect of any offer which is made in conjunction with the listing of the Company, the final price paid by investors
for the ordinary shares issued by the Company under its retail offering pursuant to its initial public offering;
(ii) In respect of any offer which is made subsequent to the listing of the Company, as determined by the Nomination
and Remuneration Committee and shall be based on the five (5)-day volume weighted average market price of
the ordinary shares of the Company immediately preceding the date of the offer, with a discount, if any, provided
always that such discount is not more than ten percent (10%), if deemed appropriate, or such other percentage of
discount as may be permitted by any prevailing guidelines issued by Bursa Malaysia Securities Berhad or any other
relevant authorities as amended from time to time during the option period; and
(f) The aggregate number of ordinary shares in the Company, which a grantee can subscribe under his/her options in a
particular year of the ESOS shall at times be subject to a maximum of twenty-five percent (25%) of the total number of
ordinary shares in the Company comprising the options held by such grantee. Any remaining unexercised options for
any particular year will be accumulated in the following year.
Annual Report 2023
69About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
DIRECTORS’ REPORT
EMPLOYEES’ SHARE OPTION SCHEME (continued)
Details of the ESOS options granted are as follows:
[------- Number of options over ordinary shares -------]
Movements during the financial year
 Exercise Balance Outstanding Exercisable
 price Date of as at as at as at
 RM offer 1.1.2023 Exercised 31.12.2023 31.12.2023
First Grant 1.07 23.10.2020 54,003,000 (12,178,450)* 41,824,550 24,312,050
Second Grant 2.32 29.03.2021 292,500 - 292,500 146,250
* Including 69,000 ESOS options exercised but ordinary shares not allotted as at 31 December 2023.
DIRECTORS
The Directors who have held office during the financial year and up to the date of this report are as follows:
Mr D.I.Y. Group (M) Berhad
Dato’ Azlam Shah bin Alias
Tan Yu Yeh
Ong Chu Jin Adrian
Ng Ing Peng
Leng Choo Yin
Dato’ Hamidah binti Naziadin
Brahmal A/L Vasudevan (Resigned on 3 April 2023)
Subsidiaries of Mr D.I.Y. Group (M) Berhad
Tan Yew Teik
Tan Yew Hock
Hajah Wadiwana binti Hj Serudin
Zaleha binti Mohd Mydin
Long Foo Lum
DIRECTORS’ INTERESTS
The Directors holding office at the end of the financial year and their beneficial interests in the ordinary shares and options
over ordinary shares of the Company and of its related corporations during the financial year ended 31 December 2023 as
recorded in the Register of Directors’ Shareholdings kept by the Company under Section 59 of the Companies Act 2016 in
Malaysia were as follows:
[---------------- Number of ordinary shares -----------------]
 Balance as at Balance as at
 1.1.2023 Bought Sold 31.12.2023
The Company
Direct interests:
Dato’ Azlam Shah bin Alias 750,000 - - 750,000
Tan Yu Yeh 1,635,000 64,902,000 - 66,537,000
Ong Chu Jin Adrian 55,588,159 1,622,500 - 57,210,659
Ng Ing Peng 300,000 30,000 - 330,000
Leng Choo Yin 337,500 130,000 - 467,500
Dato’ Hamidah binti Naziadin 60,000 40,000 - 100,000

Deemed interests:
Tan Yu Yeh a
 4,787,844,150 21,700,000 - 4,809,544,150
Leng Choo Yin b 150,000 - - 150,000
Mr D.I.Y. Group (M) Berhad
70About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
DIRECTORS’ REPORT
DIRECTORS’ INTERESTS (continued)
The Directors holding office at the end of the financial year and their beneficial interests in the ordinary shares and options
over ordinary shares of the Company and of its related corporations during the financial year ended 31 December 2023 as
recorded in the Register of Directors’ Shareholdings kept by the Company under Section 59 of the Companies Act 2016 in
Malaysia were as follows: (continued)
[---------------- Number of ordinary shares -----------------]
 Balance as at Balance as at
 1.1.2023 Bought Sold 31.12.2023
Immediate holding company
Bee Family Limited
Deemed interest:
Tan Yu Yeh c 54,237 - - 54,237
[---------------- Number of ordinary shares -----------------]
 Balance as at Balance as at
 1.1.2023 Bought Sold 31.12.2023
Ultimate holding company
Yeh Family (PTC) Ltd.
Deemed interest:
Tan Yu Yeh d 1,000 - - 1,000
[--------- Number of options over ordinary shares ---------]
 Balance as at Balance as at
 1.1.2023 Exercised Expired 31.12.2023
The Company
Direct interests:
Tan Yu Yeh 2,475,000 (1,237,500) - 1,237,500
Ong Chu Jin Adrian 1,245,000 (622,500) - 622,500
a Deemed interested by virtue of his interest in Bee Family Limited, through the shareholdings held by Managecorp Limited
(“Managecorp”) in Yeh Family (PTC) Ltd. (“YFL”), applying Section 8(4) of the Companies Act 2016 in Malaysia. Managecorp
is acting as a trustee for a trust settled by him in respect of YFL. b Deemed interested by virtue of the shares held by her spouse, applying Section 59(11)(c) of the Companies Act 2016 in
Malaysia. c Deemed interested by virtue of his interest in Yeh Family (PTC) Ltd., applying Section 8(4) of the Companies Act 2016 in
Malaysia. d Deemed interested by virtue of his interest in Yeh Family (PTC) Ltd., through Managecorp Limited acting as trustee for a
trust settled by him in respect of Yeh Family (PTC) Ltd., applying Section 8(4) of the Companies Act 2016 in Malaysia.
By virtue of Section 8(4) of the Companies Act 2016 in Malaysia, Tan Yu Yeh is also deemed to be interested in the shares of
all the subsidiaries of the Company to the extent that the Company has an interest.
DIRECTORS’ BENEFITS
Since the end of the previous financial year, none of the Directors have received or become entitled to receive any benefit
(other than a benefit included in the aggregate amount of remuneration received or due and receivable by the Directors as
shown in the financial statements) by reason of a contract made by the Company or a related corporation with the Director
or with a firm of which the Director is a member, or with a company in which the Director has a substantial financial interest
other than the transactions entered into in the ordinary course of business as disclosed in Note 29 to the financial statements.
There were no arrangements made during and at the end of the financial year, to which the Company is a party, which had the
object of enabling the Directors to acquire benefits by means of the acquisition of shares in or debentures of the Company
or any other body corporate except for the share options granted pursuant to the ESOS.
Annual Report 2023
71About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
DIRECTORS’ REPORT
DIRECTORS’ REMUNERATION
Directors’ remuneration of the Group and of the Company for financial year ended 31 December 2023 were as follows:
 Group Company
 RM’000 RM’000
Directors of the Company:
Fees 507 507
Salaries and bonuses 1,953 -
Contributions to defined contribution plan 309 -
Share options under ESOS 69 -
Other employee benefits 268 123
 3,106 630
Directors of subsidiaries:
Fees 103 -
Salaries and bonuses 941 -
Contributions to defined contribution plan 85 -
Share options under ESOS 38 -
Other employee benefits 137 -
 1,304 -
 4,410 630
The estimated money value of benefits-in-kind for the Directors of subsidiaries are RM2,400.
INDEMNITY AND INSURANCE FOR DIRECTORS, OFFICERS AND AUDITORS
The Group and the Company effected Directors’ and officers’ liability insurance during the financial year to protect the
Directors and officers of the Group and of the Company against potential costs and liabilities arising from claims brought
against the Directors and officers. The amount of insurance premium bore by the Company for the financial year 2023 was
RM39,700.
There were no indemnity given to or insurance effected for the auditors of the Group and of the Company during the financial
year.
OTHER STATUTORY INFORMATION REGARDING THE GROUP AND THE COMPANY
(I) AS AT THE END OF THE FINANCIAL YEAR
(a) Before the financial statements of the Group and of the Company were prepared, the Directors took reasonable
steps:
 (i) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of
provision for doubtful debts and have satisfied themselves that there are no known bad debts to be written off
and that provision need not be made for doubtful debts; and
 (ii) to ensure that any current assets other than debts, which were unlikely to realise their book values in the
ordinary course of business had been written down to their estimated realisable values.
(b) In the opinion of the Directors, the results of the operations of the Group and of the Company during the financial
year have not been substantially affected by any item, transaction or event of a material and unusual nature.
Mr D.I.Y. Group (M) Berhad
72About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
DIRECTORS’ REPORT
OTHER STATUTORY INFORMATION REGARDING THE GROUP AND THE COMPANY (continued)
(II) FROM THE END OF THE FINANCIAL YEAR TO THE DATE OF THIS REPORT
(c) The Directors are not aware of any circumstances:
 (i) which would necessitate the writing off of bad debts or the making of provision for doubtful debts in the
financial statements of the Group and of the Company;
 (ii) which would render the values attributed to current assets in the financial statements of the Group and of the
Company misleading; and
 (iii) which have arisen which would render adherence to the existing method of valuation of assets or liabilities of
the Group and of the Company misleading or inappropriate.
(d) In the opinion of the Directors:
 (i) there has not arisen any item, transaction or event of a material and unusual nature likely to affect substantially
the results of the operations of the Group and of the Company for the financial year in which this report is
made; and
 (ii) no contingent or other liability has become enforceable, or is likely to become enforceable, within the period
of twelve (12) months after the end of the financial year which would or may affect the ability of the Group and
of the Company to meet their obligations as and when they fall due.
(III) AS AT THE DATE OF THIS REPORT
(e) There are no charges on the assets of the Group and of the Company which have arisen since the end of the
financial year to secure the liabilities of any other person.
(f) There are no contingent liabilities of the Group and of the Company which have arisen since the end of the financial
year.
(g) The Directors are not aware of any circumstances not otherwise dealt with in the report or the financial statements
which would render any amount stated in the financial statements of the Group and of the Company misleading.
HOLDING COMPANIES
The immediate and ultimate holding companies of the Company are Bee Family Limited and Yeh Family (PTC) Ltd. respectively,
both of which are incorporated in British Virgin Islands.
SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR AND SUBSEQUENT TO THE END OF THE
REPORTING PERIOD
(a) On 5 January 2023, Mr D.I.Y. Management Two Sdn. Bhd., a wholly-owned subsidiary of the Company, entered into
Sale and Purchase Agreements with Y5 Development Sdn. Bhd. and U & Location Sdn. Bhd., which are companies in
which a Director has financial interests, to purchase 80 units of foreign workers quarters under the PAPA project for total
purchase consideration of RM13.2 million for the purpose of accommodation for foreign workers. The above acquisition
has yet to be completed as at the date of this report.
(b) On 5 February 2024, Gula Lima Sdn. Bhd., a wholly-owned subsidiary by the Company, completed a further acquisition
by acquiring for additional 500,000 ordinary shares in FDPlas Sdn. Bhd. (“FDP”) at an acquisition price of RM11,200,000.
Accordingly, the Group’s equity interests in FDP increased from 20% to 30%.
AUDITORS
The auditors, BDO PLT (201906000013 (LLP0018825-LCA) & AF 0206), have expressed their willingness to continue in office.
Annual Report 2023
73About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
DIRECTORS’ REPORT
AUDITORS’ REMUNERATION
Auditors’ remuneration of the Group and of the Company for the financial year ended 31 December 2023 were as follows:
 Group Company
 RM’000 RM’000
Statutory audit 603 75
Non-Statutory audit 232 15
 835 90
Signed on behalf of the Board in accordance with a resolution of the Directors.
Tan Yu Yeh Ong Chu Jin Adrian
Director Director
Kuala Lumpur
27 March 2024
Mr D.I.Y. Group (M) Berhad
74About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
STATEMENT BY DIRECTORS
STATUTORY DECLARATION
In the opinion of the Directors, the financial statements set out on pages 79 to 124 have been drawn up in accordance with
Malaysian Financial Reporting Standards, IFRS Accounting Standards and the requirements of the Companies Act 2016 in
Malaysia so as to give a true and fair view of the financial position of the Group and of the Company as at 31 December 2023
and of their financial performance and cash flows of the Group and of the Company for the financial year then ended.
On behalf of the Board,
Tan Yu Yeh Ong Chu Jin Adrian
Director Director
Kuala Lumpur
27 March 2024
I, Lim Chen Hwee (CA 30328), being the officer primarily responsible for the financial management of Mr D.I.Y. Group (M)
Berhad, do solemnly and sincerely declare that the financial statements set out on pages 79 to 124 are, to the best of my
knowledge and belief, correct and I make this solemn declaration conscientiously believing the same to be true and by virtue
of the provisions of the Statutory Declarations Act, 1960.
Subscribed and solemnly )
declared by the abovenamed at )
Kuala Lumpur this )
27 March 2024 ) Lim Chen Hwee
Before me:
Annual Report 2023
75About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
INDEPENDENT AUDITORS’ REPORT
TO THE MEMBERS OF MR D.I.Y. GROUP (M) BERHAD
(INCORPORATED IN MALAYSIA)
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Mr D.I.Y. Group (M) Berhad, which comprise the statements of financial position
as at 31 December 2023 of the Group and of the Company, and the statements of profit or loss and other comprehensive
income, statements of changes in equity and statements of cash flows of the Group and of the Company for the financial
year then ended, and notes to the financial statements, including material accounting policy information, as set out on pages
79 to 124.
In our opinion, the accompanying financial statements give a true and fair view of the financial position of the Group and of
the Company as at 31 December 2023, and of their financial performance and cash flows for the financial year then ended in
accordance with Malaysian Financial Reporting Standards (“MFRSs”), IFRS Accounting Standards and the requirements of
the Companies Act 2016 in Malaysia.
Basis for Opinion
We conducted our audit in accordance with approved standards on auditing in Malaysia and International Standards on
Auditing (“ISAs”). Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the
Audit of the Financial Statements section of our report. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Independence and Other Ethical Responsibilities
We are independent of the Group and of the Company in accordance with the By-Laws (on Professional Ethics, Conduct and
Practice) of the Malaysian Institute of Accountants (“By-Laws”) and the International Ethics Standards Board for Accountants’
International Code of Ethics for Professional Accountants (including International Independence Standards) (“IESBA Code”),
and we have fulfilled our other ethical responsibilities in accordance with the By-Laws and the IESBA Code.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
statements of the Group and of the Company for the current financial year. These matters were addressed in the context of
our audit of the financial statements of the Group and of the Company as a whole, and in forming our opinion thereon, and
we do not provide a separate opinion on these matters.
(a) Revenue recognition involving large volumes of low value transactions
 We refer to Note 21 to the financial statements on the recognition of revenue in accordance with MFRS 15 Revenue from
Contracts with Customers.
 The Group utilises information technology system for the processing and recording of revenue involving large volumes
of sales generated from its retail outlets, which predominantly consists of individually low value transactions.
 We determined this to be a key audit matter as the revenue recognised from sales generated from retail outlets are
material to the Group and poses a higher risk of material misstatement to the financial statements on the timing and
amount of revenue recognised due to the magnitude of the sales transactions, which involves large volume of low value
transactions.
Audit response
Our audit procedures included the following:
(i) obtained an understanding of the design and implementation of key controls pertaining to the recording of sales and
revenue recognition;
(ii) tested the operating effectiveness of the key manual and automated controls over the processing and recording
of revenue, including relevant information technology general controls through the involvement of our information
technology specialists;
(iii) tested the accuracy of data interface between the Point of Sales system and the general ledger;
(iv) performed procedures by tracing samples of sales transactions against cash receipts deposited to financial
institutions and the statements from financial institutions; and
(v) performed cut-off procedures to determine that sales transactions were recorded in the appropriate accounting
period.
Mr D.I.Y. Group (M) Berhad
76About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
INDEPENDENT AUDITORS’ REPORT
TO THE MEMBERS OF MR D.I.Y. GROUP (M) BERHAD
(INCORPORATED IN MALAYSIA)
Report on the Audit of the Financial Statements (continued)
Key Audit Matters (continued)
(b) Recognition of right-of-use assets and lease liabilities
 We refer to Note 6 to the financial statements on the recognition of right-of-use assets and lease liabilities. As at
31 December 2023, the Group had recognised right-of-use assets and lease liabilities for leases of Group with carrying
amounts of RM1,232,092,000 and RM1,322,139,000 respectively.
 We determined this to be a key audit matter because it requires management to exercise significant judgements for
specific assumptions applied in determining right-of-use assets and lease liabilities. The specific assumptions include
the determination of appropriate discount rates and assessment of lease terms, including renewal and termination
options of the leases.
Audit response
Our audit procedures included the following:
(i) obtained an understanding of the design and implementation of key controls pertaining to the recognition of leases;
(ii) assessed the appropriateness of the discount rates applied in determining lease liabilities based on the lease
contracts and relevant inputs, including the effect of increasing overnight policy rate (“OPR”);
(iii) assessed the appropriateness of the assumptions applied in determining the lease terms of the lease liabilities,
including OPR, renewal and termination options of the leases;
(iv) verified the accuracy of the underlying lease data by agreeing a representative sample of leases to original contracts
or other supporting information.
We have determined that there are no key audit matters to be communicated in our auditors’ report of the audit of the
separate financial statements of the Company.
Information Other than the Financial Statements and Auditors’ Report Thereon
The Directors of the Company are responsible for the other information. The other information comprises the information
included in the annual report, but does not include the financial statements of the Group and of the Company and our
auditors’ report thereon.
Our opinion on the financial statements of the Group and of the Company does not cover the other information and we do
not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements of the Group and of the Company, our responsibility is to read
the other information and, in doing so, consider whether the other information is materially inconsistent with the financial
statements of the Group and of the Company or our knowledge obtained in the audit or otherwise appears to be materially
misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
Annual Report 2023
77About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
INDEPENDENT AUDITORS’ REPORT
TO THE MEMBERS OF MR D.I.Y. GROUP (M) BERHAD
(INCORPORATED IN MALAYSIA)
Responsibilities of the Directors for the Financial Statements
The Directors of the Company are responsible for the preparation of financial statements of the Group and of the Company
that give a true and fair view in accordance with MFRSs, IFRS Accounting Standards and the requirements of the Companies
Act 2016 in Malaysia. The Directors are also responsible for such internal control as the Directors determine is necessary to
enable the preparation of financial statements of the Group and of the Company that are free from material misstatement,
whether due to fraud or error.
In preparing the financial statements of the Group and of the Company, the Directors are responsible for assessing the ability
of the Group and of the Company to continue as a going concern, disclosing, as applicable, matters related to going concern
and using the going concern basis of accounting unless the Directors either intend to liquidate the Group or the Company or
to cease operations, or have no realistic alternative but to do so.
Auditors’ Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements of the Group and of the Company
as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes
our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with approved standards on auditing in Malaysia and ISAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with approved standards on auditing in Malaysia and ISAs, we exercise professional
judgement and maintain professional scepticism throughout the audit. We also:
(a) Identify and assess the risks of material misstatement of the financial statements of the Group and of the Company,
whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.
(b) Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate
in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the
Group and of the Company.
(c) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by the Directors.
(d) Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt
on the ability of the Group and of the Company to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements of
the Group and of the Company or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based
on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause
the Group or the Company to cease to continue as a going concern.
(e) Evaluate the overall presentation, structure and content of the financial statements of the Group and of the Company,
including the disclosures, and whether the financial statements of the Group and of the Company represent the
underlying transactions and events in a manner that achieves fair presentation.
(f) Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities
within the Group to express an opinion on the financial statements of the Group. We are responsible for the direction,
supervision and performance of the group audit. We remain solely responsible for our audit opinion.
Mr D.I.Y. Group (M) Berhad
78About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
INDEPENDENT AUDITORS’ REPORT
TO THE MEMBERS OF MR D.I.Y. GROUP (M) BERHAD
(INCORPORATED IN MALAYSIA)
Auditors’ Responsibilities for the Audit of the Financial Statements (continued)
We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and significant
audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on
our independence, and where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with the Directors, we determine those matters that were of most significance in the audit
of the financial statements of the Group and of the Company for the current financial year and are therefore the key audit
matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the
matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report
because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of
such communication.
Report on Other Legal and Regulatory Requirements
In accordance with the requirements of the Companies Act 2016 in Malaysia, we report that the subsidiaries of which we have
not acted as auditors, are disclosed in Note 7 to the financial statements.
Other Matters
This report is made solely to the members of the Company, as a body, in accordance with Section 266 of the Companies
Act 2016 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this
report.
BDO PLT Law Kian Huat
201906000013 (LLP0018825-LCA) & AF 0206 02855/06/2024 J
Chartered Accountants Chartered Accountants
Kuala Lumpur
27 March 2024
Annual Report 2023
79About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
STATEMENTS OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
Group Company
 2023 2022 2023 2022
 Note RM’000 RM’000 RM’000 RM’000
ASSETS
Non-current assets
Property, plant and equipment 4 827,107 682,325 - -
Intangible assets 5 7,652 6,959 - -
Right-of-use assets 6 1,232,092 1,231,459 - -
Investments in subsidiaries 7 - - 188,262 184,345
Investments in associates 8 34,251 9,867 1,620 1,620
Other receivables 11 - - 121,163 102,061
Deferred tax assets 9 20,963 17,064 - -
 2,122,065 1,947,674 311,045 288,026
Current assets
Inventories 10 1,084,396 1,099,725 - -
Trade and other receivables 11 106,638 134,333 64,747 84,964
Current tax assets 5,504 4,023 - -
Cash and bank balances 12 232,321 137,843 83,857 41,540
 1,428,859 1,375,924 148,604 126,504
TOTAL ASSETS 3,550,924 3,323,598 459,649 414,530
EQUITY AND LIABILITIES
Equity attributable to owners of the Company
Share capital 13 332,664 316,689 332,664 316,689
Reserves 14 1,412,568 1,116,168 126,071 96,684
TOTAL EQUITY 1,745,232 1,432,857 458,735 413,373
LIABILITIES
Non-current liabilities
Borrowings 15 11,435 11,819 - -
Lease liabilities 6 1,123,075 1,129,083 - -
Provision for restoration costs 18 22,331 20,344 - -
Deferred tax liabilities 9 7,977 8,839 - -
 1,164,818 1,170,085 - -
Current liabilities
Trade and other payables 19 189,211 173,488 385 869
Borrowings 15 191,056 318,470 - -
Lease liabilities 6 199,064 178,337 - -
Provision for restoration costs 18 900 437 - -
Current tax liabilities 60,643 49,924 529 288
 640,874 720,656 914 1,157
TOTAL LIABILITIES 1,805,692 1,890,741 914 1,157
TOTAL EQUITY AND LIABILITIES 3,550,924 3,323,598 459,649 414,530
The accompanying notes form an integral part of the financial statements.
Mr D.I.Y. Group (M) Berhad
80About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2023
Group Company
 2023 2022 2023 2022
 Note RM’000 RM’000 RM’000 RM’000
Revenue 21 4,359,289 3,985,842 292,068 222,551
Cost of sales (2,382,129) (2,338,633) - -
Gross profit 1,977,160 1,647,209 292,068 222,551
Other operating income 30,242 23,506 7,148 4,969
Administrative expenses (176,549) (151,161) (2,634) (2,314)
Other operating expenses 22 (1,010,846) (818,895) (5) (4)
Profit from operations 820,007 700,659 296,577 225,202
Finance costs 23 (70,459) (63,319) - -
Share of profit of an associate, net of tax 3,625 4,025 - -
Profit before tax 24 753,173 641,365 296,577 225,202
Income tax expense 26 (192,498) (168,416) (1,696) (1,083)
Profit for the financial year,
attributable to the owners
of the Company 560,675 472,949 294,881 224,119
Other comprehensive income
Items that may be reclassified
subsequently to profit or loss
Gain on foreign currency translation 1,219 968 - -
Other comprehensive income, net of tax 1,219 968 - -
Total comprehensive income,
attributable to the owners
of the Company 561,894 473,917 294,881 224,119
Earnings per share attributable to
the owners of the Company (sen)
Basic 27 5.94 5.02
Diluted 27 5.93 5.00
The accompanying notes form an integral part of the financial statements.
Annual Report 2023
81About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
STATEMENTS OF CHANGES IN EQUITY
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2023
 Foreign
 currency Share Distributable
 Share Merger translation options Retained Total
 capital reserve reserve reserve earnings equity
 Group Note RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Balance as at 1 January 2022 303,412 (117,450) 221 6,570 956,439 1,149,192
Profit for the financial year - - - - 472,949 472,949
Other comprehensive income,
net of tax - - 968 - - 968
Total comprehensive income - - 968 - 472,949 473,917
Transactions with owners
Issuance of shares 13 13,277 - - (2,283) - 10,994
Dividends paid 28 - - - - (204,240) (204,240)
ESOS share options expenses 14(c) - - - 2,994 - 2,994
Total transactions with owners 13,277 - - 711 (204,240) (190,252)
Balance as at 31 December
2022/1 January 2023 316,689 (117,450) 1,189 7,281 1,225,148 1,432,857
Profit for the financial year - - - - 560,675 560,675
Other comprehensive income,
net of tax - - 1,219 - - 1,219
Total comprehensive income - - 1,219 - 560,675 561,894
Transactions with owners
Issuance of shares 13 15,975 - - (2,561) - 13,414
Dividends paid 28 - - - - (264,250) (264,250)
ESOS share options expenses 14(c) - - - 1,317 - 1,317
Total transactions with owners 15,975 - - (1,244) (264,250) (249,519)
Balance as at 31 December 2023 332,664 (117,450) 2,408 6,037 1,521,573 1,745,232
The accompanying notes form an integral part of the financial statements.
Mr D.I.Y. Group (M) Berhad
82About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
STATEMENTS OF CHANGES IN EQUITY
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2023
 Share Distributable
 Share options Retained Total
 capital reserve earnings equity
Company Note RM’000 RM’000 RM’000 RM’000
Balance as at 1 January 2022 303,412 6,570 69,524 379,506
Profit for the financial year - - 224,119 224,119
Other comprehensive income, net of tax - - - -
Total comprehensive income - - 224,119 224,119
Transactions with owners
Issuance of shares 13 13,277 (2,283) - 10,994
Dividends paid 28 - - (204,240) (204,240)
ESOS share options expenses 14(c) - 2,994 - 2,994
Total transactions with owners 13,277 711 (204,240) (190,252)
Balance as at 31 December 2022/1 January 2023 316,689 7,281 89,403 413,373
Profit for the financial year - - 294,881 294,881
Other comprehensive income, net of tax - - - -
Total comprehensive income - - 294,881 294,881
Transactions with owners
Issuance of shares 13 15,975 (2,561) - 13,414
Dividends paid 28 - - (264,250) (264,250)
ESOS share options expenses 14(c) - 1,317 - 1,317
Total transactions with owners 15,975 (1,244) (264,250) (249,519)
Balance as at 31 December 2023 332,664 6,037 120,034 458,735
The accompanying notes form an integral part of the financial statements.
Annual Report 2023
83About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
STATEMENTS OF CASH FLOWS
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2023
Group Company
 2023 2022 2023 2022
 Note RM’000 RM’000 RM’000 RM’000
CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax 753,173 641,365 296,577 225,202
Adjustments for:
Accretion of discount from deposits for leases 24 (2,224) (1,951) - -
Amortisation of intangible assets 5 2,500 2,162 - -
Depreciation of property, plant and equipment 4 97,586 84,227 - -
Depreciation of right-of-use assets 6 203,547 179,781 - -
Dividend income 21 - - (292,068) (222,551)
Deposits written off 11(k) 241 - - -
ESOS share options expenses 14(c) 1,317 2,994 - -
Fair value gain on financial guarantee contracts 24 - - (48) (517)
Gain on disposal of property, plant and equipment 24 (181) (200) - -
Gain on reassessments and modifications of leases 24 (2,123) (1,678) - -
Interest expense on:
- borrowings 23 10,850 8,312 - -
- lease liabilities 23 58,487 54,105 - -
Interest income 24 (4,573) (2,016) (7,089) (4,451)
Inventory losses 10 24,863 17,208 - -
Inventories written off 10 15,839 16,017 - -
Inventories written down 10 3,525 2,473 - -
Reversal of inventories written down 10 (2,473) - - -
Property, plant and equipment written off 4 3,434 3,229 - -
Rent concessions 6 - (1,420) - -
Reversal of provision for restoration costs 18 (947) (4,000) - -
Share of profit of an associate 8 (3,625) (4,025) - -
Unrealised loss/(gain) on foreign exchange 24 327 (5) - -
Unwinding of discount on provision for
restoration costs 23 1,122 902 - -
Operating profit/(loss) before changes in working capital 1,160,665 997,480 (2,628) (2,317)
Changes in working capital:
Inventories (25,995) (386,127) - -
Trade and other receivables 27,195 5,670 (472) (55)
Trade and other payables (1,892) (2,747) (436) 379
Cash generated from/(used in) operations 1,159,973 614,276 (3,536) (1,993)
Tax paid (189,335) (171,287) (1,455) (1,084)
Tax refunded 1,247 - - -
Net cash from/(used in) operating activities 971,885 442,989 (4,991) (3,077)
Mr D.I.Y. Group (M) Berhad
84About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
STATEMENTS OF CASH FLOWS
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2023
Group Company
 2023 2022 2023 2022
 Note RM’000 RM’000 RM’000 RM’000
CASH FLOWS FROM INVESTING ACTIVITIES
Additional investments in subsidiaries 7 - - (2,600) -^
Acquisition of an associate 8(d) (22,400) - - -
Dividends received from subsidiaries - - 290,427 220,500
Dividend received from an associate 8 1,641 2,051 1,641 2,051
Interest income received 4,573 2,016 7,037 4,172
Purchases of:
- property, plant and equipment 4 (228,819) (214,363) - -
- intangible assets 5 (2,659) (2,769) - -
Proceeds from disposal of:
- property, plant and equipment 1,806 3,054 - -
- intangible assets 150 135 - -
Advances to subsidiaries - - (34,105) (64,030)
Repayments from subsidiaries - - 35,744 274
Net cash (used in)/from investing activities (245,708) (209,876) 298,144 162,967
CASH FLOWS FROM FINANCING ACTIVITIES
Dividends paid 28 (264,250) (204,240) (264,250) (204,240)
Drawdowns of revolving credits 30,000 230,000 - -
Interest expense paid on:
-borrowings (10,556) (7,765) - -
-lease liabilities 6 (58,487) (54,105) - -
Payments of lease liabilities 6 (182,602) (153,946) - -
Proceeds from issuance of shares 13,414 10,994 13,414 10,994
Repayments of hire purchase creditors (1,043) (811) - -
Repayments of term loans (4,893) (4,790) - -
Repayments of revolving credits (150,000) (110,000) - -
Net cash used in financing activities (628,417) (294,663) (250,836) (193,246)
Net increase/(decrease) in cash and cash equivalents 97,760 (61,550) 42,317 (33,356)
Effects of exchange rate changes on cash and
cash equivalents 347 545 - -
Cash and cash equivalents at the beginning of financial year 114,874 175,879 41,540 74,896
Cash and cash equivalents at the end of financial year 12 212,981 114,874 83,857 41,540
^ Represents an investment of RM2 in a newly incorporated subsidiary as disclosed in Note 7 to the financial statements.
The accompanying notes form an integral part of the financial statements.
Annual Report 2023
85About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
1. CORPORATE INFORMATION
 Mr D.I.Y. Group (M) Berhad (“the Company”) is a public limited liability company, incorporated and domiciled in Malaysia,
and is listed on the Main Market of Bursa Malaysia Securities Berhad.
 The registered office and principal place of business of the Company are located at Lot 1907, Jalan KPB 11,
Kawasan Perindustrian Balakong, 43300 Seri Kembangan, Selangor.
 The Company is principally an investment holding company. The principal activities of the subsidiaries are mainly
retailing of home improvement products, mass merchandise, games, toys, groceries and related business and activities.
The principal activities and details of the subsidiaries are set out in Note 7 to the financial statements. There have been
no significant changes in the nature of these activities of the Group and of the Company during the financial year.
 The immediate and ultimate holding companies of the Company are Bee Family Limited and Yeh Family (PTC) Ltd.
respectively, both of which are incorporated in British Virgin Islands.
 The consolidated financial statements for the financial year ended 31 December 2023 comprise the financial statements
of the Company and its subsidiaries and the interests of the Group in an associate. These financial statements are
presented in Ringgit Malaysia (“RM”), which is also the functional currency of the Company. All financial information
presented in RM has been rounded to the nearest thousand (“RM’000”), unless otherwise stated.
 The financial statements were authorised for issue in accordance with a resolution by the Board of Directors on 27
March 2024.
2. BASIS OF PREPARATION
 The financial statements of the Group and of the Company have been prepared in accordance with Malaysian Financial
Reporting Standards (“MFRSs”), IFRS Accounting Standards and the provisions of the Companies Act 2016 in Malaysia.
 The accounting policies adopted are consistent with those of the previous financial year except for the effects of
adoption of new MFRSs during the financial year. The new MFRSs and Amendments to MFRSs adopted during the
financial year are disclosed in Note 31.1 to the financial statements.
 The financial statements of the Group and of the Company have been prepared under the historical cost convention
except as otherwise stated in the financial statements.
3. OPERATING SEGMENTS
 For management purposes, the Group is organised into two (2) reportable segments based on their geographical
locations. The reportable segments are summarised as follows:
(i) Malaysia; and
(ii) Brunei.
 The accounting policies of the operating segments are the same as those described in the respective notes to the
financial statements.
 The Group evaluates performance of the operating segments on the basis of profit or loss before tax.
 Inter-segment revenue is priced along the same lines as sales to external customers and is eliminated in the consolidated
financial statements. These policies have been applied consistently throughout the reporting periods.
 Segment results, assets and liabilities include items directly attributable to a segment. Segment capital expenditure is
the total costs incurred during the period to acquire segment assets that are expected to be used for more than one
year.
Capital expenditure
Capital expenditure comprises additions to property, plant and equipment and intangible assets.
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
86About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
3. OPERATING SEGMENTS (continued)
Major customers
 There are no major customers with revenue equal or more than ten percent (10%) of the Group revenue. As such,
information on major customers is not presented.
 Malaysia Brunei Eliminations Total
 31 December 2023 RM’000 RM’000 RM’000 RM’000
Revenue
Sales to external customers 4,312,838 46,451 - 4,359,289
Inter-segment sales 17,404 - (17,404) -
Total revenue 4,330,242 46,451 (17,404) 4,359,289
Results
Profit from operations 819,145 15,933 (15,071) 820,007
Interest expense (69,154) (1,305) - (70,459)
Share of profit of an associate 3,625 - - 3,625
Profit before tax 753,616 14,628 (15,071) 753,173
Income tax expense (190,934) (1,576) 12 (192,498)
Net profit for the financial year 562,682 13,052 (15,059) 560,675
Assets
Segment assets 3,501,664 49,757 (497) 3,550,924
Non-current assets (excluding right-of-use assets,
 investments in associates and deferred tax assets) 829,643 5,116 - 834,759
Investments in associates 34,251 - - 34,251
Liabilities
Segment liabilities 1,775,485 30,222 (15) 1,805,692
Other segmental information
Depreciation and amortisation 297,753 5,880 - 303,633
Interest income 4,573 - - 4,573
Non-cash expenses other than depreciation and
 amortisation 46,678 329 - 47,007
Capital expenditure 249,033 1,459 - 250,492
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
87About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
3. OPERATING SEGMENTS (continued)
 Malaysia Brunei Eliminations Total
 31 December 2022 RM’000 RM’000 RM’000 RM’000
Revenue
Sales to external customers 3,954,990 30,852 - 3,985,842
Inter-segment sales 14,916 - (14,916) -
Total revenue 3,969,906 30,852 (14,916) 3,985,842
Results
Profit from operations 692,997 7,730 (68) 700,659
Interest expense (62,371) (948) - (63,319)
Share of profit of an associate 4,025 - - 4,025
Profit before tax 634,651 6,782 (68) 641,365
Income tax expense (167,818) (623) 25 (168,416)
Net profit for the financial year 466,833 6,159 (43) 472,949
Assets
Segment assets 3,270,834 53,714 (950) 3,323,598
Non-current assets (excluding right-of-use assets,
 investment in an associate and deferred tax assets) 685,099 4,185 - 689,284
Investment in an associate 9,867 - - 9,867
Liabilities
Segment liabilities 1,857,820 33,494 (573) 1,890,741
Other segmental information
Depreciation and amortisation 261,882 4,288 - 266,170
Interest income 2,016 - - 2,016
Non-cash expenses other than depreciation and
 amortisation 37,976 842 - 38,818
Capital expenditure 242,815 1,435 - 244,250
4. PROPERTY, PLANT AND EQUIPMENT
 Balance Balance
 as at Written Reclassi- Exchange as at
 1.1.2023 Additions Disposals off fication differences 31.12.2023
 31 December 2023 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
At cost
Freehold land 95,304 - - - - - 95,304
Leasehold land 13,152 - - - - - 13,152
Buildings 45,319 389 - - 9,530 - 55,238
Furniture, fittings and
 equipment 516,760 90,059 (1,851) (4,220) - 355 601,103
Motor vehicles 47,342 9,680 (735) - - 5 56,292
Renovations 167,481 26,300 (196) (1,303) - 118 192,400
Signboards 52,590 7,680 (10) (946) - 15 59,329
Capital work-in-progress 59,058 113,041 - - (9,530) - 162,569
 997,006 247,149 (2,792) (6,469) - 493 1,235,387
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
88About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
4. PROPERTY, PLANT AND EQUIPMENT (continued)
 Depreciation
 charge
 Balance for the Balance
 as at financial Written Exchange as at
 1.1.2023 year Disposals off differences 31.12.2023
 31 December 2023 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Accumulated depreciation
Leasehold land 270 142 - - - 412
Buildings 3,803 1,342 - - - 5,145
Furniture, fittings and equipment 168,902 56,642 (542) (1,782) 116 223,336
Motor vehicles 24,067 8,806 (562) - 3 32,314
Renovations 99,810 25,163 (62) (787) 91 124,215
Signboards 17,829 5,491 (1) (466) 5 22,858
 314,681 97,586 (1,167) (3,035) 215 408,280
 Balance Balance
 as at Written Exchange as at
 1.1.2022 Additions Disposals off differences 31.12.2022
 31 December 2022 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
At Cost
Freehold land 70,538 24,766 - - - 95,304
Leasehold land 13,152 - - - - 13,152
Buildings 45,301 18 - - - 45,319
Furniture, fittings and equipment 414,211 110,303 (3,053) (4,965) 264 516,760
Motor vehicles 36,324 11,784 (770) - 4 47,342
Renovations 139,310 30,461 (354) (2,035) 99 167,481
Signboards 43,995 9,544 (123) (837) 11 52,590
Capital work-in-progress 4,738 54,320 - - - 59,058
 767,569 241,196 (4,300) (7,837) 378 997,006
 Depreciation
 charge
 Balance for the Balance
 as at financial Written Exchange as at
 1.1.2022 year Disposals off differences 31.12.2022
 31 December 2022 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Accumulated depreciation
Leasehold land 128 142 - - - 270
Buildings 2,653 1,150 - - - 3,803
Furniture, fittings and equipment 124,707 47,577 (720) (2,742) 80 168,902
Motor vehicles 17,876 6,795 (608) - 4 24,067
Renovations 77,478 23,775 (101) (1,419) 77 99,810
Signboards 13,502 4,788 (17) (447) 3 17,829
 236,344 84,227 (1,446) (4,608) 164 314,681
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
89About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
4. PROPERTY, PLANT AND EQUIPMENT (continued)
Group
 2023 2022
 RM’000 RM’000
Carrying amounts
Freehold land 95,304 95,304
Leasehold land 12,740 12,882
Buildings 50,093 41,516
Furniture, fittings and equipment 377,767 347,858
Motor vehicles 23,978 23,275
Renovations 68,185 67,671
Signboards 36,471 34,761
Capital work-in-progress 162,569 59,058
 827,107 682,325
(a) All items of property, plant and equipment excluding right-of-use assets are initially measured at cost. Cost includes
expenditure that is directly attributable to the acquisition of the asset.
 Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate,
only when the cost is incurred and it is probable that the future economic benefits associated with the subsequent
costs would flow to the Group and the cost of the asset could be measured reliably. The carrying amount of
parts that are replaced is derecognised. The costs of the day-to-day servicing of property, plant and equipment
excluding right-of-use assets are recognised in profit or loss as incurred. Cost also comprises the initial estimate
of dismantling and removing the asset and restoring the site on which it is located for which the Group is obligated
to incur when the asset is acquired, if applicable.
 Each part of an item of property, plant and equipment excluding right-of-use assets with a cost that is significant
in relation to the total cost of the asset and which has a different useful life, is depreciated separately.
 After initial recognition, property, plant and equipment excluding right-of-use assets are stated at cost less
accumulated depreciation and accumulated impairment losses, if any.
(b) Depreciation is calculated to write off the cost of the assets to their residual values on a straight-line basis over their
estimated useful lives. The estimated useful lives represent common life expectancies applied in the industry within
which the Group operates. The principal annual depreciation rates are as follows:
 Buildings 2%
 Furniture, fittings and equipment 10% - 20%
 Motor vehicles 20%
 Renovations 20%
 Signboards 10%
 Freehold land has unlimited useful life and is not depreciated. Capital work-in-progress is not depreciated until
such time when the asset is available for use.
 At the end of each reporting period, the carrying amount of an item of property, plant and equipment excluding
right-of-use assets is assessed for impairment when events or changes in circumstances indicate that its carrying
amount may not be recoverable. A write down is made if the carrying amount exceeds the recoverable amount.
 The residual values, useful lives and depreciation method are reviewed at the end of each reporting period to ensure
that the amount, method and period of depreciation are consistent with previous estimates and the expected
pattern of consumption of the future economic benefits embodied in the items of property, plant and equipment.
If expectations differ from previous estimates, the changes are accounted for as a change in an accounting estimate.
 The carrying amount of an item of property, plant and equipment excluding right-of-use assets is derecognised on
disposal or when no future economic benefits are expected from its use or disposal. The difference between the
net disposal proceeds, if any, and the carrying amount is included in profit or loss.
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
90About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
4. PROPERTY, PLANT AND EQUIPMENT (continued)
(c) The Group made the following cash payments to purchase property, plant and equipment:
Group
 2023 2022
 RM’000 RM’000
 Additions of property, plant and equipment 247,149 241,196
 Other payables (16,563) (25,487)
 Financed by hire purchase creditors (1,767) (1,346)
 Cash payments on purchase of property, plant and equipment 228,819 214,363
(d) The carrying amount of capital work-in-progress includes an amount of RM89,495,000 (2022: RM41,251,000)
relating to the new warehouse of the Group.
(e) Included in the Group’s property, plant and equipment are right-of-use assets as follows:
 Balance Balance
 as at as at
 1.1.2023 Additions Disposals 31.12.2023
 31 December 2023 RM’000 RM’000 RM’000 RM’000
 At cost
 Leasehold land 13,152 - - 13,152
 Motor vehicles 6,183 1,767 (735) 7,215
 19,335 1,767 (735) 20,367
 Depreciation
 charge
 Balance for the Balance
 as at financial as at
 1.1.2023 year Disposals 31.12.2023
 31 December 2023 RM’000 RM’000 RM’000 RM’000
 Accumulated depreciation
 Leasehold land 270 142 - 412
 Motor vehicles 3,793 883 (562) 4,114
 4,063 1,025 (562) 4,526
 Balance Balance
 as at as at
 1.1.2022 Additions Disposals 31.12.2022
 31 December 2022 RM’000 RM’000 RM’000 RM’000
 At cost
 Leasehold land 13,152 - - 13,152
 Motor vehicles 5,371 1,346 (534) 6,183
 18,523 1,346 (534) 19,335
 Depreciation
 charge
 Balance for the Balance
 as at financial as at
 1.1.2022 year Disposals 31.12.2022
 31 December 2022 RM’000 RM’000 RM’000 RM’000
 Accumulated depreciation
 Leasehold land 128 142 - 270
 Motor vehicles 3,508 726 (441) 3,793
 3,636 868 (441) 4,063
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
91About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
4. PROPERTY, PLANT AND EQUIPMENT (continued)
(e) Included in the Group’s property, plant and equipment are right-of-use assets as follows: (continued)
Group
 2023 2022
 RM’000 RM’000
 Carrying amounts
 Leasehold land 12,740 12,882
 Motor vehicles 3,101 2,390
 15,841 15,272
 Leasehold land for which the Group has land title amounted to RM12,740,000 (2022: RM12,882,000) and the motor
vehicles are under hire purchase arrangements.
(f) The right-of-use assets are initially measured at cost, which comprise the initial amount of the lease liabilities
adjusted for any lease payments made at or before the commencement date of the leases.
 After initial recognition, right-of-use assets are stated at cost less accumulated depreciation and accumulated
impairment losses, if any, and adjusted for any re-measurement of the lease liabilities.
(g) The right-of-use assets are depreciated on the straight-line basis over the earlier of the estimated useful lives of the
right-of-use assets or the end of the lease term. The principal depreciation periods are as follows:
 Leasehold land over the period of 93.5 years
 Motor vehicles over the period of 5 years
(h) Certain freehold land and buildings of the Group have been pledged as securities to banks for bank borrowings
granted to the Group as disclosed in Note 15 to the financial statements with carrying amounts as follows:
Group
 2023 2022
 RM’000 RM’000
 Freehold land 19,075 19,075
 Buildings 34,076 28,366
 53,151 47,441
5. INTANGIBLE ASSETS
 Balance Balance
 as at as at
 1.1.2023 Additions Disposals 31.12.2023
 31 December 2023 RM’000 RM’000 RM’000 RM’000
At cost
Computer software 15,079 3,343 (238) 18,184
 Amortisation
 charge
 Balance for the Balance
 as at financial as at
 1.1.2023 year Disposals 31.12.2023
 31 December 2023 RM’000 RM’000 RM’000 RM’000
Accumulated amortisation
Computer software 8,120 2,500 (88) 10,532
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
92About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
5. INTANGIBLE ASSETS (continued)
 Balance Balance
 as at as at
 1.1.2022 Additions Disposals 31.12.2022
 31 December 2022 RM’000 RM’000 RM’000 RM’000
At cost
Computer software 12,230 3,054 (205) 15,079
 Amortisation
 charge
 Balance for the Balance
 as at financial as at
 1.1.2022 year Disposals 31.12.2022
 31 December 2022 RM’000 RM’000 RM’000 RM’000
Accumulated amortisation
Computer software 6,028 2,162 (70) 8,120
Group
 2023 2022
 RM’000 RM’000
Carrying amounts
Computer software 7,652 6,959
(a) Intangible assets represent computer software, which is not integral to hardware of the Group and can be separately
identified. Computer software is amortised over its estimated useful life of five (5) years using the straight-line
method.
(b) The Group made the following cash payments to purchase intangible assets:
Group
 2023 2022
 RM’000 RM’000
 Additions of intangible assets 3,343 3,054
 Other payables (684) (285)
 Cash payments on purchase of intangible assets 2,659 2,769
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
93About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
6. RIGHT-OF-USE ASSETS AND LEASE LIABILITIES
(a) Right-of-use assets
Group
 2023 2022
 RM’000 RM’000
 Cost
As at 1 January 1,863,256 1,537,868
 Additions 124,480 303,392
 Reassessments and modifications 62,902 19,790
 Exchange differences 2,822 2,206
 As at 31 December 2,053,460 1,863,256
 Accumulated depreciation
 As at 1 January (631,797) (480,574)
 Depreciation charge for the year (203,547) (179,781)
 Reassessments and modifications 15,083 29,345
 Exchange differences (1,107) (787)
 As at 31 December (821,368) (631,797)
 Carrying amounts 1,232,092 1,231,459
 The right-of-use assets represent non-cancellable operating lease agreements entered into by the Group for the
use of retail outlets and warehouses. The leases are mainly for an initial lease period of three (3) years with options
to renew every three (3) years up to a total of fifteen (15) years.
(b) Lease liabilities
Group
 2023 2022
 RM’000 RM’000
 Non-current
 Lease liabilities 1,123,075 1,129,083
 Current
 Lease liabilities 199,064 178,337
 1,322,139 1,307,420
 The movements of lease liabilities during the financial year are as follows:
Group
 2023 2022
 RM’000 RM’000
 As at 1 January 1,307,420 1,115,618
 Interest charged for the year 58,487 54,105
 Additions 121,097 298,184
 Reassessments and modifications 74,407 47,490
 Rent concessions - (1,420)
 Exchange differences 1,817 1,494
 Payments of:
 - Principal (182,602) (153,946)
 - Interest expense (58,487) (54,105)
As at 31 December 1,322,139 1,307,420
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
94About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
6. RIGHT-OF-USE ASSETS AND LEASE LIABILITIES (continued)
(c) The Group recognises a right-of-use asset and a lease liability at the commencement date of the contract for all
leases excluding short-term leases or leases for which the underlying asset is of low value, conveying the right to
control the use of an identified asset for a period of time.
 The Group determines the lease term as the non-cancellable period of a lease, together with both:
 - periods covered by an option to extend the lease if the lessee is reasonably certain to exercise that option;
and
 - periods covered by an option to terminate the lease if the lessee is reasonably certain not to exercise that
option.
 In assessing whether a lessee is reasonably certain to exercise an option to extend a lease, or not to exercise an
option to terminate a lease, the Group considers all relevant facts and circumstances that create an economic
incentive for the lessee to exercise the option to extend the lease, or not to exercise the option to terminate the
lease. The Group revises the lease term if there is a change in the non-cancellable period of a lease.
 The Group has elected not to recognise right-of-use assets and lease liabilities for short-term leases and leases
of low-value assets. The Group recognises the lease payments associated with these leases as an expense on a
straight-line basis over the lease term.
(d) The right-of-use asset is initially recorded at cost, which comprises:
 - the amount of the initial measurement of the lease liability;
 - any lease payments made at or before the commencement date of the lease, less any lease incentives
received;
 - any initial direct costs incurred by the Group; and
 - an estimate of costs to be incurred by the Group in dismantling and removing the underlying asset, restoring
the site on which it is located or restoring the underlying asset to the condition required by the lessor.
 Subsequent to the initial recognition, the right-of-use asset is measured at cost less accumulated depreciation and
any accumulated impairment losses, and adjusted for any remeasurement of the lease liability.
 The right-of-use asset is depreciated using the straight-line method from the commencement date to the earlier of
the end of the useful life of the right-of-use asset or the end of the lease term.
(e) The lease liability is initially measured at the present value of the lease payments that are not paid at the
commencement date. The lease payments are discounted using the incremental borrowing rate of the Group,
after taking into consideration the effect of increasing overnight policy rate (“OPR”). Subsequent to the initial
recognition, the Group measures the lease liability by increasing the carrying amount to reflect interest on the lease
liability, reducing the carrying amount to reflect lease payments made, and remeasuring the carrying amount to
reflect any reassessment or lease modifications or to reflect revised in-substance fixed lease payments.
(f) In the previous financial year, variable lease payments arising from COVID-19 related rent concessions recognised
in other operating income were RM1,420,000. The Group and the Company had early adopted Amendment to
MFRS 16 and elected to apply the practical expedient to all rent concessions relating to leases with similar
characteristics and in similar circumstances. Consequently, the Group and the Company did not recognise changes
in these lease payments as lease modifications and instead, recognised these as variable lease payments in profit
or loss.
(g) The Group determines the lease term of a lease as the non-cancellable period of the lease, together with periods
covered by an option to extend or to terminate the lease if the Group is reasonably certain to exercise the relevant
options. Management has considered the relevant facts and circumstances that create an economic incentive
for the Group to either exercise the option to extend the lease, or to exercise the option to terminate the lease.
Any differences in expectations from the original estimates would impact the carrying amounts of the lease liabilities
of the Group. The lease payments are discounted using the annual incremental borrowing rates of the Group
ranging from 3.63% to 5.75% (2022: 3.63% to 5.75%).
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
95About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
6. RIGHT-OF-USE ASSETS AND LEASE LIABILITIES (continued)
(h) The Group determines the discount rates for leases based on the incremental borrowing rates of the Group,
after taking into consideration the effect of increasing OPR. Significant judgements are required to be exercised
by management in determining the appropriate discount rate for the respective leases based on prevailing market
borrowing rates over similar lease terms, of similar value as the respective right-of-use assets in a similar economic
environment.
 The Group determines the lease term of a lease as the non-cancellable period of the lease, together with periods
covered by an option to extend or to terminate the lease if the Group is reasonably certain to exercise the
relevant options. Management is required to exercise significant judgements in considering the relevant facts and
circumstances that create an economic incentive for the Group to either exercise the option to extend the lease,
or to exercise the option to terminate the lease.
 Any differences in expectations from the original estimates would impact the carrying amounts of the lease
liabilities of the Group.
(i) The table below summarises the maturity profile of the lease liabilities of the Group at the end of each reporting
period based on contractual undiscounted repayment obligations as follows:
 Within 1 - 5 More than
 1 year years 5 years Total
 Group RM’000 RM’000 RM’000 RM’000
 31 December 2023
 Lease liabilities 252,631 894,856 394,370 1,541,857
 31 December 2022
 Lease liabilities 226,916 835,972 444,445 1,507,333
(j) The following are amounts recognised in profit or loss:
Group
 2023 2022
 RM’000 RM’000
 Represented by:
 Depreciation charges of right-of-use assets (included in other operating expenses) 203,547 179,781
 Interest expense on lease liabilities (included in finance costs) 58,487 54,105
 Gain on reassessments and modifications of leases
 (included in other operating income) (2,123) (1,678)
 Expense relating to short-term leases and leases of low-value assets
 (included in administrative expenses and other operating expenses) 17,730 14,079
 277,641 246,287
(k) The following are total cash outflows for leases as a lessee:
Group
 2023 2022
 RM’000 RM’000
 Included in net cash from operating activities:
 Payment relating to short-term leases and low-value assets 17,730 14,079
 Included in net cash used in financing activities:
 Interest paid in relation to lease liabilities 58,487 54,105
 Payment of lease liabilities 182,602 153,946
 Total cash outflows for leases 258,819 222,130
(l) The Group has lease contracts that include extension and termination options. These options are negotiated by the
Group to provide flexibility in managing the leased-asset portfolio and align with the business needs of the Group.
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
96About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
6. RIGHT-OF-USE ASSETS AND LEASE LIABILITIES (continued)
(m) The following are the undiscounted potential future rental payments that are not included in the lease terms:
 Within More than
 5 years 5 years Total
 Group RM’000 RM’000 RM’000
 31 December 2023
 Extension options expected not to be exercised 2,673 698,519 701,192
 31 December 2022
 Extension options expected not to be exercised 4,563 610,228 614,791
(n) The possibility for the Group to exercise the termination options is unlikely after taking into consideration of relevant
facts and circumstances including past experience, cost and economic incentive that will be involved to exercise
the termination options.
7. INVESTMENTS IN SUBSIDIARIES
Company
 2023 2022
 RM’000 RM’000
At cost
- unquoted shares 188,262 184,345
(a) Details of the subsidiaries are as follows:
Name of company
Country of
incorporation/
Principal place
of business
Effective equity
interest
Principal activities
2023 2022
% %
Mr D.I.Y. (Kuchai) Sdn. Bhd. Malaysia 100 100 Retail of home improvement
products and mass
merchandise
Mr. D.I.Y. (M) Sdn. Bhd. Malaysia 100 100 Retail of home improvement
products and mass
merchandise
Mr D.I.Y. (KK) Sdn. Bhd. Malaysia 100 100 Retail of home improvement
products and mass
merchandise
Mr. D.I.Y. (H) Sdn. Bhd. Malaysia 100 100 Retail of home improvement
products and mass
merchandise
Mr D.I.Y. (Johor) Sdn. Bhd. Malaysia 100 100 Retail of home improvement
products and mass
merchandise
Mr. D.I.Y. (EM) Sdn. Bhd. Malaysia 100 100 Retail of home improvement
products and mass
merchandise
Mr D.I.Y. Sdn. Bhd. Malaysia 100 100 Retail of home improvement
products and mass
merchandise
Mr D.I.Y. Ecommerce (M)
Sdn. Bhd.
Malaysia 100 100 Retail sale of any kind of
products over the internet
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
97About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
Name of company
Country of
incorporation/
Principal place
of business
Effective equity
interest
Principal activities
2023 2022
% %
Mr. D.I.Y. Trading Sdn. Bhd. Malaysia 100 100 Trading of home improvement
products, mass merchandise,
 groceries and related business
 and activities
Mr D.I.Y. Management Sdn. Bhd.
(“MDM”) #
Malaysia 95 95 Property investment and letting
of properties
Mr D.I.Y. Kids Sdn. Bhd. Malaysia 100 100 Retail sale of games and toys
MRD (Central) Sdn. Bhd. Malaysia 100 100 Retail of home improvement
products, mass merchandise
and groceries
MRD (Northern) Sdn. Bhd. Malaysia 100 100 Retail of home improvement
products, mass merchandise
and groceries
MRD (Southern) Sdn. Bhd. Malaysia 100 100 Retail of home improvement
products, mass merchandise
and groceries
MRD (East Coast) Sdn. Bhd. Malaysia 100 100 Retail of home improvement
products, mass merchandise
and groceries
MRD (EM) Sdn. Bhd. Malaysia 100 100 Retail of home improvement
products, mass merchandise
and groceries
Mr D.I.Y. Management Two
Sdn. Bhd.
Malaysia 100 100 Property investment and letting
of properties
Mr. D.I.Y. (B) Sdn. Bhd.
(“MD(B)”) *
Brunei 100 100 Retail of home improvement
products and mass
merchandise
Mr. D.I.Y. Pro Sdn. Bhd. Malaysia 100 100 Retail of hardware and related
products and supplies
Gula Lima Sdn. Bhd. @ Malaysia 100 - Investment holding
 #
 The shareholders representing the remaining 5% equity interest in MDM had waived all their present and future
rights, title, interest in and to all dividends declared, distributed or paid by MDM. Consequently, the Group has
consolidated MDM based on 100% ownership.
 * Audited by a member firm of BDO International. @ Statutory audit not required as at 31 December 2023 as the subsidiary was newly incorporated during the current
financial year.
(b) On 29 March 2023, the Company subscribed for additional 2,599,998 ordinary shares in Mr. D.I.Y. Pro Sdn. Bhd at
RM1 per ordinary share, which amounted to RM2,599,998.
(c) On 15 September 2023, the Company had incorporated a new subsidiary known as Gula Lima Sdn. Bhd. with a
paid-up share capital of RM2 comprising 2 ordinary shares.
(d) During the current financial year, the Company had capitalised RM1,317,000 (2022: RM2,994,000) as investments
in subsidiaries for ESOS share options expenses in relation to employees of the respective subsidiaries.
(e) In the previous financial year, the Company subscribed for additional 100,000 ordinary shares in MRD (Northern)
Sdn. Bhd., MRD (Southern) Sdn. Bhd. and MRD (East Coast) Sdn. Bhd. at RM1 per ordinary share for each of the
subsidiaries respectively, by way of capitalisation of advances granted to the subsidiaries, which amounted to
RM100,000 for each of the subsidiaries.
(f) In the previous financial year, the Company had incorporated a new subsidiary known as Mr. D.I.Y. Pro Sdn. Bhd.
with a paid-up share capital of RM2 comprising 2 ordinary shares.
7. INVESTMENTS IN SUBSIDIARIES (continued)
(a) Details of the subsidiaries are as follows: (continued)
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
98About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
8. INVESTMENTS IN ASSOCIATES
Group Company
 2023 2022 2023 2022
 RM’000 RM’000 RM’000 RM’000
Unquoted shares, at cost 24,020 1,620 1,620 1,620
Share of post-acquisition reserves, net of dividends received 10,231 8,247 - -
 34,251 9,867 1,620 1,620
(a) The associates are accounted for using the equity method in the consolidated financial statements.
(b) The details of the associates are as follows:
Name of company
Country of
incorporation/
Principal place
of business
Effective equity
interest
Principal activities
2023 2022
% %
Associate of Mr D.I.Y. Group (M)
Berhad
Qube Apps Solutions Sdn. Bhd.
(“Qube”)
Malaysia 30 30 Providing computer consultancy
services, software developers
and trading of related products
Associate of Gula Lima Sdn. Bhd.
FDPlas Sdn. Bhd. (“FDP”)#
* Malaysia 20 - Investment holding
 #
 Audited by firms of auditors other than BDO PLT.
 * Equity accounted based on management accounts for the financial year ended 31 December 2023.
(c) On 30 November 2023, Gula Lima Sdn. Bhd., a wholly-owned subsidiary of the Company, has entered into a sale
and purchase agreement to acquire an interest in FDP.
(d) On 27 December 2023, Gula Lima Sdn. Bhd. completed the Tranche 1 acquisition by acquiring 1,000,000 ordinary
shares in FDP at an acquisition price of RM22,400,000.
(e) The financial statements of Qube are conterminous with that of the financial year of the Group. The most recent
available financial statements of the associate are used by the Group in applying the equity method of accounting.
The share of results of the associate of the Group for the financial years ended 31 December 2023 and 31 December
2022 are based on audited financial statements.
(f) FDP has a financial year end of 30 June, which is not conterminous with the Group. The unaudited financial
statements of FDP for financial period ended 31 December 2023 have been used in applying the equity method
of accounting. The use of the unaudited financial statements is not expected to have any significant effects on the
consolidated financial statements of the Group.
(g) The summarised financial information of the associates is as follows:
 Qube FDP Total
 2023 RM’000 RM’000 RM’000
 Assets and liabilities
 Non-current assets 6,789 49,015 55,804
 Current assets 38,803 39,157 77,960
 Non-current liabilities (1,647) (11,153) (12,800)
 Current liabilities (9,477) (12,880) (22,357)
 Net assets 34,468 64,139 98,607
 Results
 Revenue 65,680 1,555 67,235
 Profit for the financial year/period 12,083 157 12,240
 Total comprehensive income 12,083 157 12,240
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
99About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
8. INVESTMENTS IN ASSOCIATES (continued)
(g) The summarised financial information of the associates is as follows: (continued)
 Qube Total
 2022 RM’000 RM’000
 Assets and liabilities
 Non-current assets 6,727 6,727
 Current assets 27,119 27,119
 Non-current liabilities (2,814) (2,814)
 Current liabilities (3,177) (3,177)
 Net assets 27,855 27,855
 Results
 Revenue 49,529 49,529
 Profit for the financial year 13,417 13,417
 Total comprehensive income 13,417 13,417
 Qube FDP Total
 2023 RM’000 RM’000 RM’000
 Cash flows from operating activities 13,078 4,487 17,565
 Cash flows used in investing activities (1,062) (6,738) (7,800)
 Cash flows (used in)/from financing activities (6,850) 118 (6,732)
 Net increase/(decrease) in cash and cash equivalents 5,166 (2,133) (3,033)
 Qube Total
 2022 RM’000 RM’000
 Cash flows from operating activities 7,657 7,657
 Cash flows used in investing activities (983) (983)
 Cash flows used in financing activities (7,654) (7,654)
 Net decrease in cash and cash equivalents (980) (980)
(h) The reconciliation of net assets of the associates to the carrying amount of the investments in associates is as
follows:
 Qube FDP Total
 2023 RM’000 RM’000 RM’000
 Share of net assets of the Group 10,340 12,828 23,168
 Goodwill 1,511 9,572 11,083
 Carrying amount in the consolidated statements of financial position 11,851 22,400 34,251
 Share of results of the Group
 Share of profit of the Group 3,625 - 3,625
 Share of total comprehensive income of the Group 3,625 - 3,625
 Other information
 Dividends received 1,641 - 1,641
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
100About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
8. INVESTMENTS IN ASSOCIATES (continued)
(h) The reconciliation of net assets of the associates to the carrying amount of the investments in associates is as
follows: (continued)
 Qube Total
 2022 RM’000 RM’000
 Share of net assets of the Group 8,356 8,356
 Goodwill 1,511 1,511
 Carrying amount in the consolidated statements of financial position 9,867 9,867
 Share of results of the Group
 Share of profit of the Group 4,025 4,025
 Share of total comprehensive income of the Group 4,025 4,025
 Other information
 Dividends received 2,051 2,051
9. DEFERRED TAX
The deferred tax assets are made up of the following:
Group
 2023 2022
 RM’000 RM’000
As at 1 January 8,225 5,568
Recognised in profit or loss (Note 26) 4,770 2,663
Exchange differences (9) (6)
As at 31 December 12,986 8,225
Presented after appropriate offsetting:
Deferred tax assets, net 20,963 17,064
Deferred tax liabilities, net (7,977) (8,839)
As at 31 December 12,986 8,225
(a) The components of deferred tax assets and deferred tax liabilities during the financial year prior to offsetting are as
follows:
 Deferred tax assets of the Group
 Leases Others Total
 RM’000 RM’000 RM’000
 As at 1 January 2023 26,694 28,702 55,396
 Recognised in profit or loss 4,215 1,719 5,934
 Exchange differences 25 - 25
 As at 31 December 2023 prior to offsetting 30,934 30,421 61,355
 Offsetting (40,392)
 As at 31 December 2023 20,963
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
101About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
9. DEFERRED TAX (continued)
(a) The components of deferred tax assets and deferred tax liabilities during the financial year prior to offsetting are as
follows: (continued)
 Deferred tax assets of the Group (continued)
 Leases Others Total
 RM’000 RM’000 RM’000
 As at 1 January 2022 20,911 14,970 35,881
 Recognised in profit or loss 5,765 13,732 19,497
 Exchange differences 18 - 18
 As at 31 December 2022 prior to offsetting 26,694 28,702 55,396
 Offsetting (38,332)
 As at 31 December 2022 17,064
 Deferred tax liabilities of the Group
 Property,
 plant and
 equipment Total
 RM’000 RM’000
 As at 1 January 2023 47,171 47,171
 Recognised in profit or loss 1,164 1,164
 Exchange differences 34 34
As at 31 December 2023, prior to offsetting 48,369 48,369
 Offsetting (40,392)
 As at 31 December 2023 7,977

 As at 1 January 2022 30,313 30,313
 Recognised in profit or loss 16,834 16,834
 Exchange differences 24 24
 As at 31 December 2022, prior to offsetting 47,171 47,171
 Offsetting (38,332)
 As at 31 December 2022 8,839
(b) Deferred tax assets have not been recognised in respect of the following items:
Group
 2023 2022
 RM’000 RM’000
 Unutilised tax losses
 - Expires by 31 December 2033 5,902 -
 - Expires by 31 December 2032 5,274 5,274
 - Expires by 31 December 2031 6,145 6,145
 - Expires by 31 December 2030 1,055 1,055
 - Expires by 31 December 2029 2,598 2,598
 - Expires by 31 December 2028 3,290 3,290
 Unabsorbed capital allowances 7,021 5,530
 31,285 23,892
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
102About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
9. DEFERRED TAX (continued)
(b) (continued)
 The Group has assessed the likelihood of sufficient future profits available to recover the amounts of deductible
temporary differences. Deferred tax assets of certain subsidiaries have not been recognised in respect of these items
as it is not probable that future taxable profits of the subsidiaries would be available against which the deductible
temporary differences could be utilised. Unutilised tax losses of the subsidiaries incorporated in Malaysia can be
carried forward up to 10 consecutive years of assessment immediately following the year of assessment under the
tax legislation of Inland Revenue Board.
 The amount and availability of these items to be carried forward up to the periods as disclosed above are subject
to the agreement of the local tax authority.
10. INVENTORIES
Group
 2023 2022
 RM’000 RM’000
At cost
Finished goods 1,082,035 1,096,618
At net realisable value
Finished goods 2,361 3,107
 1,084,396 1,099,725
(a) During the financial year, inventories of the Group recognised as cost of sales amounted to RM2,346,611,000
(2022: RM2,296,294,000).
(b) The amounts of inventory losses, inventories written off, inventories written down and reversal of inventories written
down recognised as cost of sales during the financial year are as follows:
Group
 2023 2022
 RM’000 RM’000
 Inventory losses 24,863 17,208
 Inventories written off 15,839 16,017
 Inventories written down 3,525 2,473
 Reversal of inventories written down (2,473) -
 41,754 35,698
(c) Inventories are stated at the lower of cost and net realisable value. Net realisable value is the estimated selling price
in the ordinary course of business, less the estimated costs necessary to make the sale.
(d) Cost is determined using the weighted average method. The cost comprises all costs of purchase plus other costs
incurred in bringing the inventories to their present location and condition.
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
103About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
11. TRADE AND OTHER RECEIVABLES
Group Company
 2023 2022 2023 2022
 Note RM’000 RM’000 RM’000 RM’000
Non-current assets
Other receivables
Amounts owing by subsidiaries (b) - - 121,163 102,061
Less: Impairment losses - - -& -&
 - - 121,163 102,061
Current assets
Trade receivables
Third parties 11,466 6,999 - -
Amount owing by a related party 900 485 - -
 (c) 12,366 7,484 - -
Less: Impairment losses -& -& - -
 12,366 7,484 - -
Other receivables
Other receivables 182 628 - -
Amounts owing by subsidiaries (d) - - 64,163 84,852
Deposits 72,479 64,685 5 4
 72,661 65,313 64,168 84,856
Less: Impairment losses -& -& -& -&
 72,661 65,313 64,168 84,856
Total current trade and other
 receivables, excluding prepayments 85,027 72,797 64,168 84,856
Prepayments (g) 21,611 61,536 579 108
Total current trade and other receivables 106,638 134,333 64,747 84,964
Total trade and other receivables 106,638 134,333 185,910 187,025
& The expected credit loss amount is negligible.
(a) Trade and other receivables excluding prepayments are classified as financial assets and measured at
amortised cost. Included in deposits of the Group are security and utility deposits on leases of RM52,267,000
(2022: RM50,086,000), which are amortised through accretion of discount at annual rates of 3.63% to 5.75%
(2022: 3.63% to 5.75%) over the lease term.
(b) Non-current amounts owing by subsidiaries represent unsecured advances, which are either non-interest bearing
or bear interest at 3.00% (2022: 2.75%) per annum. The advances together with the interest receivable thereon
are not repayable within the next twelve (12) months. The carrying amount of non-current amounts owing by
subsidiaries approximates its fair value as its interest rate is priced at reasonable approximation of the market
interest rate as at the end of the reporting period.
(c) Trade receivables are non-interest bearing and the normal credit terms granted by the Group are 30 days
(2022: 30 days). They are recognised at their original invoice amounts, which represent their fair values on initial
recognition.
(d) Current amounts owing by subsidiaries represent unsecured advances, which are either non-interest bearing or
bear interest at 3.00% (2022: 2.75%) per annum and repayable within the next twelve (12) months.
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
104About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
11. TRADE AND OTHER RECEIVABLES (continued)
(e) Interest rate profile of the amounts owing by subsidiaries at the end of each reporting period is as follows:
Company
 2023 2022
 RM’000 RM’000
 Floating rate 184,801 186,200
(f) Sensitivity analysis of interest rate for the amounts owing by subsidiaries at the end of each reporting period,
assuming all other variables remain constant, is as follows:
Company
2023 2022
 Profit/(Loss) Equity Profit/(Loss) Equity
 RM’000 RM’000 RM’000 RM’000
 Effects of 50 basis point changes
 Floating rate 702 - 708 -
(g) Included in prepayments of the Group are advance payments to suppliers for purchase of goods of RM8,963,000
(2022: RM44,933,000).
(h) Impairment for trade receivables is recognised based on the simplified approach using the lifetime expected credit
losses (“ECL”).
 Lifetime expected credit losses are the expected credit losses that result from all possible default events over
the expected life of the asset. The maximum period considered when estimating expected credit losses is the
maximum contractual period over which the Group is exposed to credit risk.
 The Group considers historical credit loss experience and observable data such as current changes and future
forecasts in economic conditions to estimate the amount of expected impairment loss. The methodology and
assumptions including any forecasts of future economic conditions are reviewed regularly.
 During this process, the probability of non-payment by the trade receivables is adjusted by forward looking
information and multiplied by the amount of the expected loss arising from default to determine the lifetime
expected credit loss for the trade receivables. For trade receivables, which are reported net, such impairments are
recorded in a separate impairment account with the loss being recognised within administrative expenses in the
statements of profit or loss and other comprehensive income. On confirmation that the trade receivable would not
be collectable, the gross carrying value of the asset would be written off against the associated impairment.
 Individual assessment of impairment of trade receivables are separately assessed when it is probable that cash due
will not be received in full.
 Significant judgement is required in determining the probability of default by trade receivables and appropriate
forward looking information.
(i) The ageing analysis of trade receivables of the Group are as follows:
 Gross
 carrying Impairment
 amount losses Balance
 Group RM’000 RM’000 RM’000
 2023
 Current 12,366 - 12,366
 2022
 Current 7,467 - 7,467
 Past Due
 - 1 to 30 days 17 - 17
 7,484 - 7,484
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
105About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
11. TRADE AND OTHER RECEIVABLES (continued)
(j) Impairment for other receivables and amounts owing by subsidiaries as well as deposits are recognised based
on the three-stage general approach within MFRS 9 using the forward looking expected credit loss model.
The methodology used to determine the amount of the impairment is based on whether there has been
a significant increase in credit risk since initial recognition of the financial asset. For those in which the credit
risk has not increased significantly since initial recognition of the financial asset, twelve-month expected credit
losses along with gross interest income are recognised. For those in which credit risk has increased significantly,
lifetime expected credit losses along with the gross interest income are recognised. As at the end of each reporting
period, the Group and the Company assess whether there has been a significant increase in credit risk for financial
assets by comparing the risk for default occurring over the expected life with the risk of default since initial
recognition. For those that are determined to be credit impaired, lifetime expected credit losses along with interest
income on a net basis are recognised.
 Lifetime expected credit losses are the expected credit losses that result from all possible default events over the
expected life of the asset, while twelve-month expected credit losses are the portion of expected credit losses
that result from default events that are possible within the twelve months after the end of the reporting period.
The maximum period considered when estimating expected credit losses is the maximum contractual period over
which the Group and the Company are exposed to credit risk.
 The Group defined significant increase in credit risk based on operating performance of the receivables,
changes to contractual terms, payment trends and past due information.
 The Group considers a receivable as credit impaired when one or more events that have a detrimental impact on
the estimated cash flow have occurred, which includes debtors who are in significant financial difficulties or have
defaulted on payments.
 The probabilities of non-payment by other receivables and amounts owing by subsidiaries are adjusted by forward
looking information and multiplied by the amount of the expected loss arising from default to determine the
twelve-month or lifetime expected credit loss.
 Significant judgement is required in determining the probabilities of default by other receivables and amounts
owing by subsidiaries, appropriate forward looking information and significant increase in credit risk.
(k) A write off of deposits amounting to RM241,000 (2022: Nil) was made by the Group during the financial year.
(l) No expected credit loss is recognised arising from trade and other receivables as the amounts are negligible.
(m) As at the end of each reporting period, trade and other receivables of the Group and of the Company are not
secured by any collaterals and are not subject to significant risk of concentration except for amounts owing by
subsidiaries of RM185,326,000 (2022: RM186,913,000) of the Company. The Group did not renegotiate the terms
of any trade receivables during the each of the reporting period.
(n) The currency exposure profiles of trade and other receivables, excluding prepayments are as follows:
Group Company
 2023 2022 2023 2022
 RM’000 RM’000 RM’000 RM’000
 Ringgit Malaysia 82,866 70,938 185,331 186,917
 Brunei Dollar 1,261 1,251 - -
 United States Dollar - 123 - -
 Singapore Dollar 900 485 - -
 85,027 72,797 185,331 186,917
 Sensitivity analysis for foreign currency risk at the end of each reporting period is not presented as changes in
exchange rates would not materially affect the profit or loss and equity of the Group.
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
106About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
12. CASH AND BANK BALANCES
Group Company
 2023 2022 2023 2022
 RM’000 RM’000 RM’000 RM’000
Cash and bank balances 136,182 97,834 3,835 1,531
Deposits with licensed banks 96,139 40,009 80,022 40,009
 232,321 137,843 83,857 41,540
(a) Cash and bank balances are classified as financial assets and measured at amortised cost.
(b) Deposits with licensed banks of the Group and of the Company have maturity periods ranging from 31 to 33 days
(2022: 7 days).
(c) The currency exposure profile of the cash and bank balances is as follows:
Group Company
 2023 2022 2023 2022
 RM’000 RM’000 RM’000 RM’000
 Ringgit Malaysia 221,485 125,635 83,857 41,540
 Brunei Dollar 9,890 11,767 - -
 United States Dollar 900 388 - -
 Singapore Dollar 28 3 - -
 Chinese Yuan 1 1 - -
 Euro 2 2 - -
 Hong Kong Dollar - 2 - -
 Indian Rupee 15 15 - -
 Philippines Peso - 18 - -
 Vietnamese Dong - 12 - -
 232,321 137,843 83,857 41,540
 Sensitivity analysis for foreign currency risk at the end of each reporting period is not presented as changes in
exchange rates would not materially affect the profit or loss and equity of the Group.
(d) For the purpose of the statements of cash flows, cash and cash equivalents comprise the following as at the end
of each reporting period:
Group Company
 2023 2022 2023 2022
 RM’000 RM’000 RM’000 RM’000
 Cash and bank balances 136,182 97,834 3,835 1,531
 Deposits with licensed banks 96,139 40,009 80,022 40,009
 232,321 137,843 83,857 41,540
 Less:
 Bank overdraft (Note 15) (19,340) (22,969) - -
 Cash and cash equivalents included in the
 statements of cash flows 212,981 114,874 83,857 41,540
(e) Weighted average effective interest rate of deposits with licensed banks of the Group and of the Company as at
the end of each reporting period is as follows:
Group Company
 2023 2022 2023 2022
 % % % %
 Fixed rate 3.30 2.75 3.30 2.75
 Sensitivity analysis for fixed rate instruments at the end of each reporting period is not presented as fixed rate
instruments are not affected by changes in interest rates.
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
107About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
12. CASH AND BANK BALANCES (continued)
(f) No expected credit loss is recognised arising from the cash and bank balances and deposits with licensed banks
as the probability of default by these financial institutions is negligible.
13. SHARE CAPITAL
Group and Company
Number of ordinary shares Amount
 2023 2022 2023 2022
 Note ’000 ’000 RM’000 RM’000
Ordinary shares
Issued and fully paid with no par value
At beginning of financial year 9,430,983 6,280,460 316,689 303,412
Issued during the financial year:
 - pursuant to ESOS (b) 12,366 8,357 15,975 13,277
 - Bonus Issue (c) - 3,142,166 - -
 9,443,349 9,430,983 332,664 316,689
(a) The owners of the Company are entitled to receive dividends as and when declared by the Company and are
entitled to one (1) vote per ordinary share at meetings of the Company. All ordinary shares rank pari passu with
regard to the Company’s residual assets.
(b) During the financial year, the issued and paid-up share capital of the Company was increased from 9,430,982,742
ordinary shares to 9,443,348,892 ordinary shares by way of issuance of 12,366,150 new ordinary shares pursuant
to the following:
 (i) 12,219,900 options exercised under the Employees’ Share Option Scheme (“ESOS”) at exercise price of
RM1.07 each for cash totalling RM13,075,293; and
 (ii) 146,250 options exercised under the ESOS at exercise price of RM2.32 each for cash totalling RM339,300.
(c) In the previous financial year, the issued and paid-up share capital of the Company was increased from
6,280,460,100 ordinary shares to 9,430,982,742 ordinary shares by way of issuance of 3,150,522,642 new ordinary
shares pursuant to the following:
 (i) 3,872,600 options exercised under the Employees’ Share Option Scheme (“ESOS”) at exercise price of
RM1.60 each for cash totalling RM6,196,160;
 (ii) 4,483,750 options exercised under the ESOS at exercise price of RM1.07 each for cash totalling RM4,797,612;
and
 (iii) 3,142,166,292 ordinary shares pursuant to the bonus issue exercise undertaken by the Company on the basis
of 1 new ordinary share for every 2 existing ordinary shares held by the shareholders of the Company.
14. RESERVES
Group Company
 2023 2022 2023 2022
 Note RM’000 RM’000 RM’000 RM’000
Non-distributable:
 Merger reserve (a) (117,450) (117,450) - -
 Foreign currency translation reserve (b) 2,408 1,189 - -
 Share options reserve (c) 6,037 7,281 6,037 7,281
 (109,005) (108,980) 6,037 7,281
Distributable:
 Retained earnings 1,521,573 1,225,148 120,034 89,403
 1,412,568 1,116,168 126,071 96,684
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
108About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
14. RESERVES (continued)
(a) The merger reserve represents the excess of the consideration paid over the share capital of MDM and MD(B) as
at the acquisition dates under the pooling of interest method of accounting as follows:
 MDM MD(B) Total
 RM’000 RM’000 RM’000
 Consideration paid 13,111 104,842 117,953
 Less: Share capital as at acquisition date (500) (3) (503)
 Merger reserve 12,611 104,839 117,450
(b) The foreign currency translation reserve is used to record foreign currency exchange differences arising from the
translation of the financial statements of a foreign operation whose functional currency is different from that of the
presentation currency of the Group.
 The sensitivity of the equity of the Group to a 5% strengthening or weakening of foreign currency against the
respective functional currency of its entity, with all other variables held constant, would have equally increased or
decreased the equity of the Group by approximately RM977,000.
(c) On 20 November 2019, the Company established an Employees’ Share Option Scheme (“ESOS”) for the granting
of ESOS to eligible Directors and employees of the Group. The ESOS was implemented on 22 October 2020.
 The ESOS is administered by the Nomination and Remuneration Committee and governed by the By-Laws of the
ESOS.
 The salient features of the ESOS are as follows:
 (i) The total number of new ordinary shares in the Company, which may be made available under the ESOS shall
not exceed in aggregate 5% of the total number of issued ordinary shares of the Company (excluding treasury
shares, if any) at any one time during the duration of the ESOS;
 (ii) The ESOS shall be in force for a period of five (5) years from the effective date and is renewable for a period
of up to five (5) years immediately from the expiry of first five (5) years;
 (iii) Subject to the discretion of the Nomination and Remuneration Committee, an employee or a Director of the
Group who fulfils the relevant conditions of the By-Laws of the ESOS shall be eligible to participate in the
ESOS (“Eligible Person”);
 (iv) The number of the options to be offered to an Eligible Person in accordance with the ESOS shall be
determined based on, inter alia, the Eligible Person’s position, ranking, performance, contribution, seniority,
length of service, fulfilment of the relevant eligibility criteria, and/or such other matters as the Nomination and
Remuneration Committee deems fit and the offer shall be valid for acceptance by an Eligible Person for a
period of thirty (30) days from the date of offer;
 (v) Subject to any adjustments made under the By-Laws of the ESOS and pursuant to the listing requirements of
Bursa Malaysia Securities Berhad, the exercise price shall be:
 a. In respect of any offer which is made in conjunction with the listing of the Company, the final price paid
by investors for the ordinary shares issued by the Company under its retail offering pursuant to its initial
public offering;
 b. In respect of any offer which is made subsequent to the listing of the Company, as determined by
the Nomination and Remuneration Committee and shall be based on the five (5)-day volume weighted
average market price of the ordinary shares of the Company immediately preceding the date of the offer,
with a discount, if any, provided always that such discount is not more than ten percent (10%), if deemed
appropriate, or such other percentage of discount as may be permitted by any prevailing guidelines
issued by Bursa Malaysia Securities Berhad or any other relevant authorities as amended from time to
time during the option period; and
 (vi) The aggregate number of ordinary shares in the Company, which a grantee can subscribe under his/her
options in a particular year of the ESOS shall at times be subject to a maximum of twenty-five percent
(25%) of the total number of ordinary shares in the Company comprising the options held by such grantee.
Any remaining unexercised options for any particular year will be accumulated in the following year.
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
109About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
14. RESERVES (continued)
(c) (continued)
 On 24 June 2022, the exercise price of the option granted under the ESOS had been adjusted following the
issuance of new ordinary shares in Mr D.I.Y. Group (M) Berhad pursuant to the bonus issue exercise undertaken by
the Company on the basis of 1 new ordinary share for every 2 existing ordinary shares held by the shareholders of
Mr D.I.Y. Group (M) Berhad. The details of the adjusted exercise prices are shown in the table below:
 Date of offer/ After
 Before Bonus Bonus
 Shares Shares
 Grant No. (RM) (RM)
 First 1.60 1.07
 Second 3.47 2.32
 Details of the ESOS options granted are as follows:
[---------------------- Number of options over ordinary shares ----------------------]
Movements during the
[------- financial year -------]
 Balance
 as at Outstanding Exercisable
 beginning as at as at
 Exercise of the Adjustments end of the end of the
 Price Date of financial (Bonus financial financial
 RM offer year Grant Issue)a Exercised year year
 31 December 2023
 First Grant 1.07 23.10.2020 54,003,000 - - (12,178,450)d 41,824,550 24,312,050
 Second Grant 2.32 29.03.2021 292,500 - - - 292,500 146,250
 31 December 2022
 First Grant 1.07 23.10.2020 42,744,600 - 19,532,400 (8,274,000)b 54,003,000 18,978,000
 Second Grant 2.32 29.03.2021 292,500 - 146,250 (146,250)c 292,500 -
 a
 Adjustments made pursuant to the issuance of new ordinary shares in Mr D.I.Y. Group (M) Berhad
(“Bonus Shares”) following the bonus issue exercise undertaken by the Mr D.I.Y. Group (M) Berhad on the basis
of 1 new ordinary share for every 2 existing ordinary shares held by the shareholders of Mr D.I.Y. Group (M)
Berhad (“Bonus Issue”).
 b Including 110,450 ESOS options exercised but ordinary shares not allotted as at 31 December 2022.
 c Solely represented by ESOS options exercised but ordinary shares not allotted as at 31 December 2022.
 d Including 69,000 ESOS options exercised but ordinary shares not allotted as at 31 December 2023.
 (i) Contractual life of the above ESOS options granted are as follows:
 Contractual
 life of options
 First Grant 5 years
 Second Grant 4.6 years
 (ii) The vesting conditions of the above ESOS options granted are as follows:
 a. The options divided into 4 tranches, which separately vest on 23 October 2021, 23 October 2022,
23 October 2023 and 23 October 2024.
 b. Exercisable options cap at 25% of options offered for each vesting date.
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
110About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
14. RESERVES (continued)
(c) (continued)
 Details of the ESOS options granted are as follows: (continued)
 Fair value of share options was estimated by the Group using the Black-Scholes-Merton option pricing model,
taking into account the terms and conditions upon which the options were granted. The fair value of share options
measured at grant date and the assumptions used are as follows:
 Granted on Granted on
 23 October 2020 29 March 2021
 Share price (RM) 1.07 2.57
 Exercise price (RM) 1.07 2.32
 Fair value of share options (RM)
 - First tranche, which vested on 23 October 2021 0.23 0.74
 - Second tranche, which vested on 23 October 2022 0.20 0.67
 - Third tranche, which vested on 23 October 2023 0.16 0.58
 - Fourth tranche, which vests on 23 October 2024 0.11 0.45
 Risk free rate of interest (%) 3.96 3.24
 Expected dividend yield (%) 1.31 0.58
 Expected volatility (%) 23.42 30.10
 Expected life (years) 1 to 4 1 to 4
 Expenses arising from the share options granted are as follows:
Group Company
 2023 2022 2023 2022
 RM’000 RM’000 RM’000 RM’000
 Recognition of share option expenses 1,317 2,994 1,317 2,994
 Less: Capitalised as investments in subsidiaries (Note 7) - - (1,317) (2,994)
 Share option expenses 1,317 2,994 - -
15. BORROWINGS
Group
 2023 2022
 RM’000 RM’000
Non-current liabilities
Secured
Hire purchase creditors 3,790 3,153
Term loans 7,645 8,666
 11,435 11,819
Current liabilities
Unsecured
Revolving credits 170,000 290,000
Secured
Bank overdraft 19,340 22,969
Hire purchase creditors 738 651
Term loans 978 4,850
 191,056 318,470
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
111About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
15. BORROWINGS (continued)
Group
 2023 2022
 Note RM’000 RM’000
Total borrowings
Bank overdraft 12 19,340 22,969
Revolving credits 170,000 290,000
Hire purchase creditors 16 4,528 3,804
Term loans 17 8,623 13,516
 202,491 330,289
(a) Borrowings are classified as financial liabilities and measured at amortised cost.
(b) The bank overdraft, revolving credits and term loans of the Group are guaranteed by the Company and its
subsidiaries.
(c) The bank overdraft and term loans of the Group are secured as follows:
 (i) Legal charges over certain freehold land and buildings of the Group as disclosed in Note 4 to the financial
statements; and
 (ii) Assignment and charge over rental proceeds of certain properties of the Group.
(d) Borrowings of the Group are denominated in Ringgit Malaysia.
(e) The following table sets out the carrying amounts, the weighted average effective interest rates as at the end of
each reporting period and the remaining maturities of the borrowings of the Group that are exposed to interest rate
risk:
 Weighted
 average
 effective
 interest rate Within 1 - 2 2 - 5 More than
 per annum 1 year years years 5 years Total
 Group % RM’000 RM’000 RM’000 RM’000 RM’000
 31 December 2023
 Fixed rates
 Hire purchase creditors 5.89 738 720 1,826 1,244 4,528
 Floating rates
 Bank overdraft 5.21 19,340 - - - 19,340
 Revolving credits 5.26 170,000 - - - 170,000
 Term loans 4.56 978 1,038 3,470 3,137 8,623
 31 December 2022
 Fixed rates
 Hire purchase creditors 5.68 651 655 1,521 977 3,804
 Floating rates
 Bank overdraft 4.40 22,969 - - - 22,969
 Revolving credits 4.75 290,000 - - - 290,000
 Term loans 3.74 4,850 989 3,315 4,362 13,516
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
112About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
15. BORROWINGS (continued)
(f) Sensitivity analysis of interest rate for the floating rate instruments at the end of each reporting period, assuming all
other variables remain constant, is as follows:
Group
2023 2022
 Profit/(Loss) Equity Profit/(Loss) Equity
 RM’000 RM’000 RM’000 RM’000
 Effects of 50 basis point changes
 Floating rate instruments 752 - 1,240 -
 Sensitivity analysis for fixed rate borrowings as at the end of each reporting period is not presented as fixed rate
instruments are not affected by changes in interest rates.
(g) The table below summarises the maturity profile of the borrowings of the Group at the end of each reporting period
based on contractual undiscounted repayment obligations as follows:
 On demand
 or within One to five Over five
 one year years years Total
 Group RM’000 RM’000 RM’000 RM’000
 31 December 2023
 Bank overdraft 19,340 - - 19,340
 Revolving credits 170,000 - - 170,000
 Hire purchase creditors 974 3,102 1,322 5,398
 Term loans 1,391 5,563 3,314 10,268
 191,705 8,665 4,636 205,006
 31 December 2022
 Bank overdraft 22,969 - - 22,969
 Revolving credits 290,000 - - 290,000
 Hire purchase creditors 836 2,614 1,035 4,485
 Term loans 5,651 7,964 4,705 18,320
 319,456 10,578 5,740 335,774
(h) Hire purchase creditors that are not carried at fair value and whose carrying amounts are reasonable approximation
of fair value, are as follows:
2023 2022
 Carrying Carrying
 amount Fair value amount Fair value
 Group RM’000 RM’000 RM’000 RM’000
 Hire purchase creditors 4,528 4,303 3,804 3,594
 Fair values of the hire purchase creditors are estimated by discounting future contracted cash flows at the current
market interest rate available to the Group for similar financial instruments.
 Fair value of the hire purchase creditors of the Group are categorised as Level 2 in the fair value hierarchy. There is
no transfer between levels in the hierarchy during the financial year.
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
113About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
15. BORROWINGS (continued)
(i) Reconciliation of liabilities arising from financing activities
 The table below details changes in borrowings of the Group arising from financing activities, including both cash
and non-cash changes. Borrowings arising from financing activities are those for which cash flows were, or future
cash flows will be, classified in the statements of cash flows of the Group as cash flows from financing activities.
 Hire
 purchase Revolving
 creditors credits Term loans
 Group RM’000 RM’000 RM’000
 As at 1 January 2023 3,804 290,000 13,516
 Cash flows (1,043) (120,000) (4,893)
 Non-cash flows:
 Purchase of property, plant and equipment 1,767 - -
 As at 31 December 2023 4,528 170,000 8,623
 As at 1 January 2022 3,269 170,000 18,306
 Cash flows (811) 120,000 (4,790)
 Non-cash flows:
 Purchase of property, plant and equipment 1,346 - -
As at 31 December 2022 3,804 290,000 13,516
16. HIRE PURCHASE CREDITORS
Group
 2023 2022
 RM’000 RM’000
Minimum hire-purchase payment:
- not later than one (1) year 974 836
- later than one (1) year and not later than five (5) years 3,102 2,614
- later than five (5) years 1,322 1,035
 5,398 4,485
Less: Future interest charges (870) (681)
Present value of hire purchase creditors 4,528 3,804
Repayable as follows:
Non-current liabilities 3,790 3,153
Current liabilities 738 651
 4,528 3,804
17. TERM LOANS
Group
 2023 2022
 RM’000 RM’000
Secured
Term loan I is repayable by 180 equal monthly instalments of RM38,635 each
 commencing September 2015 2,806 3,133
Term loan II is repayable by 180 equal monthly instalments of RM77,269 each
 commencing December 2015 5,817 6,463
Term loan III is repayable by 60 equal monthly instalments of RM191,288.67 each
 commencing January 2019 - 2,178
Term loan IV is repayable by 60 equal monthly instalments of RM153,030.93 each
 commencing January 2019 - 1,742
 8,623 13,516
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
114About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
18. PROVISION FOR RESTORATION COSTS
Group
 2023 2022
 RM’000 RM’000
Non-current
Provision for restoration costs 22,331 20,344
Current
Provision for restoration costs 900 437
 23,231 20,781
(a) Provision for restoration costs is recognised in respect of the obligation of the Group to restore leased retailed outlets
to its original state upon the expiry of tenancy agreements. This provision comprises estimates of reinstatement
costs for retail outlets upon termination of tenancy.
(b) A reconciliation of the provision for restoration costs are as follows:
Group
 2023 2022
 RM’000 RM’000
 As at 1 January 20,781 20,984
 Recognised in right-of-use assets 2,265 2,886
 Recognised in profit or loss 1,122 902
 Reversal of provision for restoration costs (947) (4,000)
 Exchange differences 10 9
 As at 31 December 23,231 20,781
(c) The Group estimates provision for restoration costs based on historical costs incurred per square feet of rent
area. The estimated provision for restoration costs is reviewed periodically and is updated if expectations differ
from previous estimates due to changes in cost factors. Where expectations differ from the original estimates, the
differences would impact the carrying amount of provision for restoration costs of the Group.
19. TRADE AND OTHER PAYABLES
Group Company
 2023 2022 2023 2022
 Note RM’000 RM’000 RM’000 RM’000
Trade payables
Third parties 64,350 51,199 - -
Amounts owing to associates 1,652 - - -
 (b) 66,002 51,199 - -
Other payables and accruals
Third parties 33,855 42,110 198 598
Amounts owing to associates (c) 1,160 848 - -
Accruals 88,194 79,331 187 223
Financial guarantee contracts (d) - - - 48
 123,209 122,289 385 869
 189,211 173,488 385 869
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
115About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
19. TRADE AND OTHER PAYABLES (continued)
(a) Trade and other payables are classified as financial liabilities and measured at amortised cost.
(b) Trade payables are non-interest bearing and the normal credit terms granted to the Group ranged from 14 to 60
days (2022: 14 to 60 days) from the date of invoice.
(c) The amounts owing to associates are non-trade in nature, unsecured, interest free and repayable within the next
twelve (12) months.
(d) Financial guarantee contracts issued by the Company are those contracts that require payments to be made to
reimburse the holders for losses they incur because the specified debtors fail to make payments when due in
accordance with the terms of the debt instruments.
 Financial guarantee contracts are recognised as financial liabilities at the time the guarantees are issued. The
liability is initially measured at fair value and subsequently at the higher of the amount determined in accordance
with the expected loss model under MFRS 9 and the amount initially recognised less amortisation.
 The fair value of financial guarantees is classified as Level 3 in the fair value hierarchy and is determined based
on the present value of the difference in cash flows between the contractual payments required under the debt
instrument and the payments that would be required without the guarantee, or the estimated amount that would
be payable to a third party for assuming the obligations. The movement in financial guarantee contracts consists
of fair value changes of financial guarantee contracts recognised in profit or loss amounting to a fair value gain of
RM48,000 (2022: fair value gain of RM517,000).
 The nominal amounts of financial guarantees provided by the Company are as follows:
Company
 2023 2022
 RM’000 RM’000
 Bank facilities granted to subsidiaries - 3,920
 Maturity profile of financial guarantee contracts of the Company at the end of previous reporting period based on
contractual undiscounted repayment obligations was repayable upon any default by the subsidiaries in respect of
the guaranteed bank facilities.
(e) The currency exposure profiles of trade and other payables are as follows:
Group Company
 2023 2022 2023 2022
 RM’000 RM’000 RM’000 RM’000
Ringgit Malaysia 188,849 172,688 385 869
 Brunei Dollar 315 754 - -
 United States Dollar 47 38 - -
 Singapore Dollar - 8 - -
 189,211 173,488 385 869
 Sensitivity analysis for foreign currency risk at the end of each reporting period is not presented as changes in
exchange rates would not materially affect the profit or loss and equity of the Group.
(f) Maturity profile of trade and other payables of the Group and of the Company at the end of each reporting period
based on contractual undiscounted repayment obligations is repayable within one (1) year.
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
116About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
20. CAPITAL COMMITMENTS
Group
 2023 2022
 RM’000 RM’000
Capital expenditure in respect of purchase of property, plant and equipment
- Approved but not contracted for 202,646 194,545
- Contracted but not provided for 60,375 135,045
 263,021 329,590
21. REVENUE
Group Company
 2023 2022 2023 2022
 RM’000 RM’000 RM’000 RM’000
Revenue from contracts with customers
Sales of goods 4,359,289 3,985,842 - -
Other revenue
Dividend income from:
- subsidiaries - - 290,427 220,500
- an associate - - 1,641 2,051
 - - 292,068 222,551
(a) Sales of goods
 Revenue from sales of goods is recognised at a point in time when control of the goods has been transferred to the
customer, which coincides with the delivery of goods and acceptance by customers.
 Disaggregation of revenue from contracts with customers has been presented in the operating segments as
disclosed in Note 3 to the financial statements, which has been presented based on geographical location from
which the sale transactions originated. No revenue was recognised over time.
(b) Dividend income
 Dividend income is recognised when the right to receive payment is established.
22. OTHER OPERATING EXPENSES
Included in other operating expenses of the Group are as follows:
Group
 2023 2022
 RM’000 RM’000
Amortisation of intangible assets 2,500 2,162
Depreciation of:
- property, plant and equipment 96,254 83,041
- right-of-use assets 203,547 179,781
Employee benefits 535,217 414,953
Property, plant and equipment written off 3,434 3,229
Utilities expenses 101,538 79,708
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
117About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
23. FINANCE COSTS
Group
 2023 2022
 RM’000 RM’000
Interest expense on:
- bank overdraft 1,091 955
- revolving credits 9,035 6,557
- hire purchase creditors 242 182
- term loans 482 618
- lease liabilities 58,487 54,105
Unwinding of discount on provision for restoration costs 1,122 902
 70,459 63,319
24. PROFIT BEFORE TAX
Other than those disclosed elsewhere in the financial statements, profit before tax is arrived at:
Group Company
 2023 2022 2023 2022
 RM’000 RM’000 RM’000 RM’000
After charging:
Auditors’ remuneration
 Statutory audit
 - BDO PLT 570 538 75 70
 - Member firm of BDO PLT 33 29 - -
 Non-statutory audit
 - BDO PLT 83 119 12 21
 - Affiliate and member firm of BDO PLT 149 172 3 18
Realised loss on foreign exchange 624 353 7 4
Unrealised loss on foreign exchange 327 - - -
And crediting:
Accretion of discount from deposits for leases 2,224 1,951 - -
Interest income from:
 - amounts owing by subsidiaries - - 4,850 3,478
 - others 4,573 2,016 2,239 973
Fair value gain on financial guarantee contracts - - 48 517
Gain on disposal of property, plant and equipment 181 200 - -
Gain on reassessments and modifications of leases 2,123 1,678 - -
Realised gain on foreign exchange 790 807 - -
Unrealised gain on foreign exchange - 5 - -
Rental income 24 17 - -
Interest income
Interest income is recognised as it accrues, using the effective interest method.
Rental income
Rental income is recognised on a straight-line basis over the lease term of an ongoing lease.
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
118About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
25. EMPLOYEE BENEFITS
 The total amounts of employee benefits included in administrative expenses and other operating expenses during the
financial year are as follows:
Group Company
 2023 2022 2023 2022
 Note RM’000 RM’000 RM’000 RM’000
Wages, salaries and bonuses 525,347 410,299 507 446
Contributions to defined contribution plan 48,440 38,552 - -
Share options under ESOS 14(c) 1,317 2,994 - -
Other employee benefits 45,418 32,978 123 124
 620,522 484,823 630 570
Included in employee benefits of the Group and of the Company are Directors’ remuneration as follows:
Group Company
 2023 2022 2023 2022
 RM’000 RM’000 RM’000 RM’000
Directors of the Company:
Fees 507 446 507 446
Salaries and bonuses 1,953 1,955 - -
Contributions to defined contribution plan 309 309 - -
Share options under ESOS 69 158 - -
Other employee benefits 268 271 123 124
 3,106 3,139 630 570
Directors of subsidiaries:
Fees 103 92 - -
Salaries and bonuses 941 945 - -
Contributions to defined contribution plan 85 88 - -
Share options under ESOS 38 87 - -
Other employee benefits 137 143 - -
 1,304 1,355 - -
 4,410 4,494 630 570
The estimated money value of benefits-in-kind for the Directors of subsidiaries are RM2,400 (2022: RM4,800).
26. INCOME TAX EXPENSE
Group Company
 2023 2022 2023 2022
 RM’000 RM’000 RM’000 RM’000
Current tax expense based on profit for the financial
 year:
- current year 198,560 170,875 1,696 1,064
- (over)/under provision in prior years (1,292) 204 - 19
 197,268 171,079 1,696 1,083
Deferred tax (Note 9)
- relating to origination and reversal of temporary
 differences (5,276) 3,001 - -
- under/(over) provision in prior prior years 506 (5,664) - -
 (4,770) (2,663) - -
 192,498 168,416 1,696 1,083
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
119About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
26. INCOME TAX EXPENSE (continued)
(a) The Malaysian income tax is calculated at the statutory tax rate of 24% (2022: 24%) of the estimated taxable profits
for the fiscal years.
(b) Tax expense for the taxation authorities in Brunei is calculated at the rate prevailing in that jurisdiction.
(c) The numerical reconciliations between the tax expense and the product of accounting profit multiplied by the
applicable tax rates of the Group and of the Company are as follows:
Group Company
 2023 2022 2023 2022
 RM’000 RM’000 RM’000 RM’000
 Profit before tax 753,173 641,365 296,577 225,202
 Tax at the Malaysian statutory tax rate of 24% 180,761 153,928 71,178 54,048
 Tax effects in respect of:
 Non-deductible expenses 13,809 12,060 628 552
 Non-taxable income (2,255) (1,851) (70,110) (53,536)
 Tax incentives and allowance - (242) - -
 Utilisation of deferred tax assets previously not
 recognised - (1,608) - -
 Different tax rate in foreign jurisdiction (805) (373) - -
 Deferred tax assets not recognised 1,774 1,748 - -
 Effect of Cukai Makmur - 10,214 - -
 193,284 173,876 1,696 1,064
 (Over)/Under provision of tax expense in prior years (1,292) 204 - 19
 Under/(Over) provision of deferred tax in prior years 506 (5,664) - -
 192,498 168,416 1,696 1,083
(d) Tax on each component of other comprehensive income is as follows:
 Before tax Tax effect After tax
 RM’000 RM’000 RM’000
 Items that may be reclassified subsequently to profit or loss
 31 December 2023
 Foreign currency translation 1,219 - 1,219
 31 December 2022
 Foreign currency translation 968 - 968
(e) The Finance Act 2021 gazetted on 31 December 2021 enacts the special one-off tax known as “Cukai Makmur”
be imposed on non-SME companies that generate high income during the COVID-19 pandemic period for year
of assessment 2022. A company with chargeable income for the first RM100 million is taxed at 24% and the
remaining chargeable income is taxed at a one-off rate of 33%.
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
120About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
27. EARNINGS PER SHARE
(a) Basic
 Basic earnings per ordinary share for the financial year ended are calculated by dividing earnings for the financial
year attributable to owners of the Company by the weighted average number of ordinary shares outstanding during
the financial year.
Group
 2023 2022
 Profit for the financial year attributable to the owners of the Company (RM’000) 560,675 472,949
 Weighted average number of ordinary shares in issue (’000) 9,436,027 9,425,950
 Basic earnings per ordinary share (sen) 5.94 5.02
(b) Diluted
 Diluted earnings per ordinary share for the financial year ended are calculated by dividing earnings for the financial
year attributable to owners of the Company by the weighted average number of ordinary shares outstanding during
the financial year adjusted for the effects of dilutive potential ordinary shares.
Group
 2023 2022
 Profit for the financial year attributable to the owners of the Company (RM’000) 560,675 472,949
 Weighted average number of ordinary shares in issue (’000) 9,436,027 9,425,950
 Effect in dilution of share options (’000) 18,419 32,104
 Adjusted weighted average number of ordinary shares in issue and issuable (‘000) 9,454,446 9,458,054
 Diluted earnings per ordinary share (sen) 5.93 5.00
28. DIVIDENDS
Group Company
 2023 2022 2023 2022
 RM’000 RM’000 RM’000 RM’000
Interim single tier dividend of:
 RM0.0090 per ordinary share - 56,543 - 56,543
 RM0.0070 per ordinary share - 43,989 - 43,989
 RM0.0060 per ordinary share - 56,561 - 56,561
 RM0.0050 per ordinary share - 47,147 - 47,147
 RM0.0060 per ordinary share 56,595 - 56,595 -
 RM0.0060 per ordinary share 56,601 - 56,601 -
 RM0.0080 per ordinary share 75,519 - 75,519 -
 RM0.0080 per ordinary share 75,535 - 75,535 -
 264,250 204,240 264,250 204,240
 On 23 February 2024, the Company declared an interim single tier dividend of RM0.01 per ordinary share amounted
to RM94,465,998 in respect of the financial year ended 31 December 2023, which was paid on 22 March 2024. The
dividend will be accounted for in equity as an appropriation of retained earnings in the financial year ending 31 December
2024.
The Directors do not recommend the payment of any final dividend in respect of the current financial year.
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
121About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
29. RELATED PARTY DISCLOSURES
(a) Identities of related parties
 Parties are considered to be related to the Group if the Group has the ability, directly or indirectly, to control the
party or exercise significant influence over the party in making financial and operating decisions, or vice versa,
or where the Group and the party are subject to common control or common significant influence. Related parties
may be individuals or other parties.
 The Company has controlling related party relationship with its subsidiaries and its holding companies.
 Related parties of the Group include:
 (i) Direct subsidiaries and associates as disclosed in Notes 7 and 8 to the financial statements respectively;
 (ii) Companies in which certain Directors have financial interests; and
 (iii) Key management personnel who are defined as those persons having authority and responsibility for planning,
directing and controlling the activities of the Group either directly or indirectly. The key management personnel
include all the Directors of the Company, and certain members of the senior management of the Group.
(b) In addition to the transactions detailed elsewhere in the financial statements, the Group and the Company had the
following transactions with related parties during the financial year.
Group Company
 2023 2022 2023 2022
 RM’000 RM’000 RM’000 RM’000
 Subsidiaries:
 Interest income - - 4,850 3,478
 Associates:
 Purchases of equipment and computer software 7,323 8,146 - -
 Purchases of goods 6,295 4,784 - -
 Companies in which certain Directors have
 financial interests:
 Sales of goods 18,851 21,945 - -
 Management fees income 14,818 6,996 - -
 The related party transactions described above were carried out in the ordinary course of business and have been
established under negotiated and mutually agreed terms.
(c) Compensation of key management personnel
 Key management personnel are those persons having the authority and responsibility for planning, directing
and controlling the activities of the entity, directly and indirectly, including any Director of the Group and of the
Company.
 The remuneration of the Directors and other members of key management during the financial year are as follows:
Group Company
 2023 2022 2023 2022
 RM’000 RM’000 RM’000 RM’000
 Directors’ fees 610 538 507 446
 Salaries and bonuses 6,102 5,304 - -
 Contributions to defined contribution plan 779 689 - -
 Share options under ESOS 214 469 - -
 Other benefits 675 635 123 124
 Estimated money value of benefits-in-kind 7 10 - -
 8,387 7,645 630 570
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
122About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
30. CAPITAL AND FINANCIAL RISK MANAGEMENT
(a) Capital management
 The primary objective of the capital management of the Group is to ensure that it maintains a strong credit rating
and healthy capital ratios in order to support its business and maximise shareholders’ value.
 The Group manages its capital structure and makes adjustments to it, in light of changes in economic conditions.
To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders,
return capital to shareholders or issue new shares. No changes were made in the objective, policies or processes
during the financial years ended 31 December 2023 and 31 December 2022.
 The Group monitors capital utilisation on the basis of gearing ratio and net gearing ratio. Gearing ratio represents
total borrowings divided by total capital whereas net gearing ratio represents total borrowings less cash and
bank balances divided by total capital. Total capital represents equity attributable to the owners of the Company.
The gearing ratio and net gearing ratio as at 31 December 2023 and 31 December 2022 are as follows:
Group Company
 2023 2022 2023 2022
 RM’000 RM’000 RM’000 RM’000
 Total borrowings 202,491 330,289 - -
 Less: Cash and bank balances (232,321) (137,843) (83,857) (41,540)
 (29,830) 192,446 (83,857) (41,540)
 Equity attributable to the owners of the Company 1,745,232 1,432,857 458,735 413,373
 Gearing ratio (%) 12% 23% ** **
 Net gearing ratio (%) ## 13% ** **
 ** The gearing ratio and net gearing ratio for the Company are not presented as the Company does not have
borrowings as at the end of each reporting period.
 ## The net gearing ratio for the Group is not presented as the Group is in a net cash position as at the end of the
 reporting period.
 Pursuant to the requirements of Practice Note No. 17/2005 of the Bursa Malaysia Securities Berhad, the Group
is required to maintain a consolidated shareholders’ equity of more than 25% of the issued and paid-up capital
(excluding treasury shares) and such shareholders’ equity is not less than RM40.0 million. The Company has
complied with this requirement for the financial year ended 31 December 2023.
 The Group and the Company are not subject to any other externally imposed capital requirements.
(b) Financial risk management
 The financial risk management objective of the Group is to optimise value creation for shareholders whilst minimising
the potential adverse impact arising from liquidity and cash flow risk, interest rate risk, credit risk and foreign
currency risk.
 The Directors of the Group review and agree policies and procedures for the management of these risks, which are
executed by the management of the Group. It is, and has been the policy of the Group, throughout the current and
previous financial year that no derivatives shall be undertaken.
 The following sections provide details regarding the exposure of the Group to the above mentioned financial risks
and the objectives, policies and processes for the management of these risks.
Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
123About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
30. CAPITAL AND FINANCIAL RISK MANAGEMENT (continued)
(b) Financial risk management (continued)
 (i) Liquidity and cash flow risk
 The Group actively manages its debt maturity profile, operating cash flows and the availability of funding so as
to ensure that all operating, investing and financing needs are met. In executing its liquidity risk management
strategy, the Group measures and forecasts its cash commitments and maintains a level of cash and cash
equivalents deemed adequate to finance the activities of the Group.
 The Group is actively managing its operating cash flows to ensure all commitments and funding needs are
met. Prudent liquidity risk management implies maintaining sufficient cash, the availability of funding through
an adequate amount of committed credit facilities and the ability to close out market positions. Due to the
dynamic nature of the underlying businesses, the Group aims at maintaining flexibility in funding by keeping
committed credit lines available.
 The analysis of financial instruments by remaining contractual maturities has been disclosed in Notes 6, 15
and 19 to the financial statements.
 (ii) Interest rate risk
 Interest rate risk is the risk that the fair value or future cash flows of the financial instruments of the Group
would fluctuate because of changes in market interest rates. The exposure of the Group to interest rates
risk arises primarily from their floating interest rate borrowings. The Group does not use derivative financial
instruments to hedge this risk.
 The interest rate profile and sensitivity analysis of interest rate risk have been disclosed in Notes 11, 12 and
15 to the financial statements.
 (iii) Credit risk
 Credit risk refers to the risk that a counterparty would default on its contractual obligations resulting in financial
loss to the Group.
 Cash deposits and trade receivables could give rise to credit risk, which requires the loss to be recognised
if a counterparty fails to perform as contracted. It is the policy of the Group to only deal with creditworthy
counterparties. The exposure and the creditworthiness of the counterparties of the Group are continuously
monitored to ensure that the Group is exposed to minimal credit risk.
 The primary exposure of the Group to credit risk arises through its trade and other receivables. The trading
terms of the Group with their trade receivables are mainly for a period of 30 days. The Group seeks to maintain
strict control over its outstanding receivables including deposits to minimise credit risk. In addition, receivable
balances are monitored on an ongoing basis to mitigate the exposure of the Group to bad debts.
 At the end of each reporting period, the maximum exposure to credit risk of the Group is represented by the
carrying amount of each class of financial assets recognised in the statements of financial position.
 The credit risk concentration profile of the trade and other receivables has been disclosed in Note 11 to the
financial statements.
 (iv) Foreign currency risk
 Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument would fluctuate
because of changes in foreign exchange rate.
 The Group is exposed to foreign currency risk on transactions that are denominated in currencies other than
the functional currencies of the operating entities. Exposure in foreign currency is monitored on an ongoing
basis and the Group endeavours to keep the net exposure at an acceptable level.
 The foreign currency profile and sensitivity analysis have been disclosed in Notes 11, 12, 14 and 19 to the
financial statements.
Mr D.I.Y. Group (M) Berhad
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2023
124About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
31. ADOPTION OF MFRSs AND AMENDMENTS TO MFRSs
31.1 New MFRSs adopted during the financial year
 The Group and the Company adopted the following Standards of the MFRS Framework that were issued by the
Malaysian Accounting Standards Board (“MASB”) during the financial year:
 Title Effective Date
 MFRS 17 Insurance Contracts 1 January 2023
 Amendment to MFRS 17 Initial Application of MFRS 17 and
 MFRS 9 - Comparative Information 1 January 2023
 Amendments to MFRS 101 Disclosure of Accounting Policies 1 January 2023
 Amendments to MFRS 108 Definition of Accounting Estimates 1 January 2023
 Amendments to MFRS 112 Deferred Tax related to Assets and
 Liabilities arising from a Single Transaction 1 January 2023
 Amendments to MFRS 112 International Tax Reform – Pillar Two Model Rules Refer paragraph
 98M of MFRS 112
 Adoption of the above Standards and Amendments did not have any material effect on the financial performance
or position of the Group and the Company.
31.2 New MFRSs that have been issued, but only effective for annual periods beginning on or after 1 January
2024
 The following are Standards of the MFRS Framework that have been issued by the Malaysian Accounting
Standards Board (“MASB”) but have not been early adopted by the Group and the Company:
 Title Effective Date
 Amendments to MFRS 16 Lease Liability in a sale and leaseback 1 January 2024
 Amendments to MFRS 101 Classification of Liabilities as Current or Non-current 1 January 2024
 Amendments to MFRS 101 Non-current Liabilities with Covenants 1 January 2024
 Amendments to MFRS 107 and MFRS 7 Supplier Finance Arrangements 1 January 2024
 Amendments to MFRS 121 Lack of Exchangeability 1 January 2025
 Amendments to MFRS 10 and MFRS 128 Sale or Contribution of Assets between
 an Investor and its Associate or Joint Venture Deferred
 The Group and the Company are in the process of assessing the impact of implementing these Standards, since
the effects would only be observable for the future financial years.
32. SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR AND SUBSEQUENT TO THE END OF THE
REPORTING PERIOD
(a) On 5 January 2023, Mr D.I.Y. Management Two Sdn. Bhd., a wholly-owned subsidiary of the Company, entered
into Sale and Purchase Agreements with Y5 Development Sdn. Bhd. and U & Location Sdn. Bhd., which are
companies in which a Director has financial interests, to purchase 80 units of foreign workers quarters under the
PAPA project for total purchase consideration of RM13.2 million for the purpose of accommodation for foreign
workers. The above acquisition has yet to be completed as at the date of this report.
(b) On 5 February 2024, Gula Lima Sdn. Bhd., a wholly-owned subsidiary of the Company, completed a further
acquisition by acquiring for additional 500,000 ordinary shares in FDP at an acquisition price of RM11,200,000.
Accordingly, the Group’s equity interests in FDP increased from 20% to 30%.
Annual Report 2023
125About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
LIST OF PROPERTIES
No. Address
Description /
Existing use
Approx.
Land Area /
Built-up
area
(square feet)
Date of
Acquisition (A) /
Revaluation (R)
Tenure /
Date of
Expiry of
Lease
Net Book
Value
(RM million)
Age of
building
1. HS(M) 20699 - 20700
PT 56540 - 56541
Town of Ceras, Batu 12,
Jalan Sungai Besi-Cheras,
District of Hulu Langat,
State of Selangor. /
Lot 1851A and 1851B,
Jalan KPB 6,
Kawasan Perindustrian Balakong,
43300 Seri Kembangan,
Selangor.
Warehouse and
office comprising
two adjoining units of
individually-designed
one and a half storey
semi-detached
factories
85,000 /
66,000
14.09.2022 (R) Freehold 10.7 11 years
2. HSM 22403 – HSM 22404,
PT 59992 – PT59993,
Town of Cheras, Batu 12,
Jalan Sungai Besi-Cheras,
District of Hulu Langat,
State of Selangor. /
Lot. 1907, Jalan KPB 11,
Kawasan Perindustrian
Kg. Baru Balakong,
43300 Seri Kembangan,
Selangor.
Warehouse and
office comprising
two adjoining units of
semi-detached
buildings with
basement parking,
four storeys of office
building and four
storeys of the back
area allocated for
warehousing use
74,000 /
211,000
30.07.2020 (R) Freehold 42.5 3 years
3. HSM 22488 – HSM 22489,
PT 60162 – PT 60163,
Mukim of Ceras,
Batu 13, Jalan Cheras,
District of Hulu Langat,
State of Selangor. /
Lot 2279, Jalan KPB 12B,
Kawasan Perindustrian Balakong,
43300 Seri Kembangan,
Selangor.
CPC issued,
CCC in progress
PT60162
– Four storey
Warehouse
PT60163
– Single storey
warehouse with three
storey office building
PT60162
– 126,846/
284,783
PT60163
– 134,992/
86,929
PT60163
– 22.01.2023 (R)
Freehold 128.9 < 1 year
4. Geran Mukim 391,
Lot 1836, Mukim Ceras,
Daerah Hulu Langat Selangor. /
Lot 1836, Jalan KPB 6,
Kawasan Perindustrian Balakong,
Kg Baru Balakong,
43300 Seri Kembangan,
Selangor.
Industrial land with
double story factory
erected
80,300 /
33,180
05.08.2020 (A) Freehold 21.0 12 years
5. HS (D) 172069,
PT59504, Pekan Cheras,
Daerah Ulu Langat,
Negeri Selangor.
Industrial land 85,340 14.09.2020 (A) Leasehold
11.09.2114
12.7 N/A
Mr D.I.Y. Group (M) Berhad
126About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
No. Address
Description /
Existing use
Approx.
Land Area /
Built-up
area
(square feet)
Date of
Acquisition (A) /
Revaluation (R)
Tenure /
Date of
Expiry of
Lease
Net Book
Value
(RM million)
Age of
building
6. Geran 252099,
Lot 4285, Pekan Cheras,
Daerah Ulu Langat,
Negeri Selangor. /
No. 29, Jalan Kesuma,
Taman Bukit Belimbing,
43300 Seri Kembangan,
Selangor.
Double storey
terrace house
1,076 16.01.2021 (R) Freehold 0.3 15 years
7. PN 36695, Lot 56249,
Mukim and District
Kuala Lumpur,
Wilayah Persekutuan KL. /
No. 32, Jalan Sri Permaisuri 9,
Bandar Sri Permaisuri, Cheras,
56000 Kuala Lumpur.
Three storey
shop office
1,539 06.09.2022 (R) Leasehold
06.08.2102
2.3 19 years
8. PN 36696, Lot 56250,
Mukim Kuala Lumpur,
District Kuala Lumpur,
Wilayah Persekutuan KL. /
No. 34, Jalan Sri Permaisuri 9,
Bandar Sri Permaisuri, Cheras,
56000 Kuala Lumpur.
Three storey
shop office
1,539 06.09.2022 (R) Leasehold
06.08.2102
2.3 19 years
9. PN 36697, Lot 56251,
Mukim and District Kuala Lumpur,
Wilayah Persekutuan KL. /
No. 36, Jalan Sri Permaisuri 9,
Bandar Sri Permaisuri, Cheras,
56000 Kuala Lumpur.
Three storey
shop office
1,539 06.09.2022 (R) Leasehold
06.08.2102
2.3 19 years
10. HS (M) 23143, PT60808,
Mukim Ceras,
Daerah Hulu Langat,
Negeri Selangor.
Industrial land 171,300 01.04.2022 (A) Freehold 25.0 N/A
LIST OF PROPERTIES
Annual Report 2023
127About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
ANALYSIS OF SHAREHOLDINGS
AS AT 29 MARCH 2024
Total number of issued shares : 9,447,658,092
Class of shares : Ordinary Shares
Voting Rights : One (1) vote for each ordinary share held
DISTRIBUTION OF SHAREHOLDINGS
(as per Records of Depositors)
Size of Shareholdings No. of Shareholders % No. of Shares %
1 - 99 670 4.87 24,376 *
100 – 1,000 3,866 28.10 1,791,144 0.02
1,001 – 10,000 6,676 48.53 26,065,086 0.28
10,001 – 100,000 1,749 12.71 53,019,779 0.56
100,001 to less than 5% of issued shares 795 5.78 4,866,757,707 51.51
5% and above of issued shares 1 0.01 4,500,000,000 47.63
Total 13,757 100.00 9,447,658,092 100.00
Notes:
* Negligible
PUBLIC SHAREHOLDING SPREAD
Public shareholding spread is 38.16% pursuant to the definition under the Main Market Listing Requirements of Bursa
Malaysia Securities Berhad.
SUBSTANTIAL SHAREHOLDERS’ SHAREHOLDINGS
(as per Register of Substantial Shareholders)
Name of Substantial Shareholder
Direct Indirect
No. of Shares % No. of Shares %
Bee Family Limited 4,809,544,150 50.91 - -
Employees Provident Fund Board 535,383,750 5.67 - -
Yeh Family (PTC) Ltd. - - 4,809,544,150(1) 50.91
WEI Future Capital (PTC) Ltd. - - 4,809,544,150(1) 50.91
Managecorp Limited - - 4,809,544,150(2) 50.91
Tan Yu Yeh 67,155,750 0.71 4,809,544,150(3) 50.91
Tan Yu Wei 17,786,250 0.19 4,809,544,150(4) 50.91
Notes:
(1) Deemed interested by virtue of its interest in Bee Family Limited, applying Section 8(4) of the Companies Act 2016
(“the Act”).
(2) Deemed interested by virtue of its interest in Bee Family Limited, through its shareholdings held in Yeh Family (PTC) Ltd.
and WEI Future Capital (PTC) Ltd. Managecorp Limited is acting in its capacity as trustee for a trust settled by Tan Yu Yeh
and Tan Yu Wei in respect of Yeh Family (PTC) Ltd. and WEI Future Capital (PTC) Ltd., respectively, in each case, applying
Section 8(4) of the Act.
(3) Deemed interested by virtue of his interest in Bee Family Limited, through his interest in Yeh Family (PTC) Ltd., applying
Section 8(4) of the Act.
(4) Deemed interested by virtue of his interest in Bee Family Limited, through his interest in WEI Future Capital (PTC) Ltd.,
applying Section 8(4) of the Act.
Mr D.I.Y. Group (M) Berhad
128About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
ANALYSIS OF SHAREHOLDINGS
AS AT 29 MARCH 2024
DIRECTORS’ SHAREHOLDINGS
(as per Register of Directors’ Shareholding)
Name of Director
Direct Indirect
No. of Shares % No. of Shares %
Dato’ Azlam Shah bin Alias 750,000 0.01 - -
Tan Yu Yeh 67,155,750 0.71 4,809,544,150(1) 50.91
Ong Chu Jin Adrian 57,521,909 0.61 - -
Ng Ing Peng 330,000 * - -
Leng Choo Yin 467,500 * 150,000(2) *
Dato’ Hamidah binti Naziadin 100,000 * - -
Notes:
(1) Deemed interested by virtue of his interest in Bee Family Limited, through his interest in Yeh Family (PTC) Ltd., applying
Section 8(4) of the Act.
(2) Deemed interested by virtue of the shares held by her spouse, applying Section 59(11)(c) of the Act.
* Negligible
DIRECTORS’ INTEREST IN RELATED CORPORATIONS
Yeh Family (PTC) Ltd. – ultimate holding company
Name of Director
Direct Indirect
No. of Shares % No. of Shares %
Tan Yu Yeh - - 1,000 (1) 100
Bee Family Limited – holding company
Name of Director
Direct Indirect
No. of Shares % No. of Shares %
Tan Yu Yeh - - 54,237 (2) 54.24
Mr D.I.Y. Management Sdn. Bhd. – subsidiary company (3)
Name of Director
Direct Indirect
No. of Shares % No. of Shares %
Tan Yu Yeh 446,000 4.46 - -
Notes:
(1) Deemed interested by virtue of his interest in Yeh Family (PTC) Ltd., through Managecorp Limited acting in its capacity
as trustee for a trust settled by him in respect of Yeh Family (PTC) Ltd., applying Section 8(4) of the Act.
(2) Deemed interested by virtue of his interest in Yeh Family (PTC) Ltd., applying Section 8(4) of the Act.
(3) Mr D.I.Y. Management Sdn. Bhd. (“MDM”) is a 95% owned subsidiary of the Company and the remaining 5% equity
interests is held by individual shareholders (including Tan Yu Yeh), all of whom have waived all the present and future rights,
title, interest in and to all dividends declared, distributed or paid by MDM.
Annual Report 2023
129About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
DIRECTORS’ INTEREST IN OPTIONS OVER ORDINARY SHARES
Name of Director
No. of Options Granted
under Employees’ Share
Option Scheme (“ESOS”)
No. of Options Exercised since
the implementation of ESOS
Tan Yu Yeh 2,475,000 1,856,250
Ong Chu Jin Adrian 1,245,000 933,750
SHAREHOLDINGS OF KEY SENIOR MANAGEMENT
Name of Key Senior Management
Direct Indirect
No. of Shares % No. of Shares %
Tan Yu Wei 17,786,250 0.19 4,809,544,150 (1) 50.91
Gan Sau Liang 885,000 0.01 22,200 (2) *
Lim Chen Hwee 230,000 * - -
Soo Sze Yang - - - -
Hoe Lye Peng 138,500 * - -
Lau Boon Teck - - - -
Notes:
(1) Deemed interested by virtue of his interest in Bee Family Limited, through his interest in WEI Future Capital (PTC) Ltd.,
applying Section 8(4) of the Act.
(2) Deemed interested by virtue of the shares held by his spouse, applying Section 59(11)(c) of the Act.
* Negligible
KEY SENIOR MANAGEMENT INTEREST IN OPTIONS OVER ORDINARY SHARES
Name of Key Senior Management
No. of Options
Granted under ESOS
No. of Options Exercised since
the implementation of ESOS
Tan Yu Wei 2,115,000 1,586,250
Gan Sau Liang 363,000 265,500
Lim Chen Hwee 935,000 270,000
Soo Sze Yang - -
Hoe Lye Peng 1,010,000 300,000
Lau Boon Teck 1,020,000 210,000
Mr D.I.Y. Group (M) Berhad
130About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
LIST OF THIRTY (30) LARGEST SHAREHOLDERS
No. Name of Shareholders No. of Shares %
1. Cartaban Nominees (Asing) Sdn. Bhd.
Exempt An For Standard Chartered Bank Singapore Branch (SG PVB CL AC)
4,500,000,000 47.63
2. Tan Yew Teik 370,799,647 3.92
3. Citigroup Nominees (Tempatan) Sdn. Bhd.
Employees Provident Fund Board
291,828,425 3.09
4. Citigroup Nominees (Asing) Sdn. Bhd.
UBS AG Singapore For Bee Family Limited
287,844,150 3.05
5. Amanahraya Trustees Berhad
Amanah Saham Bumiputera
230,000,000 2.43
6. Tan Gaik Hoon 217,967,071 2.31
7. Gan Choon Leng 197,320,321 2.09
8. CGS International Nominees Malaysia (Tempatan) Sdn. Bhd.
Exempt An For CGS International Securities Singapore Pte. Ltd. (Retail Clients)
165,503,164 1.75
9. Chong Swee Lee 164,573,314 1.74
10. Citigroup Nominees (Tempatan) Sdn. Bhd.
Employees Provident Fund Board (Islamic)
124,917,775 1.32
11. Tan Lee Lee 84,094,080 0.89
12. Tan Lee Ling 83,805,000 0.89
13. Cimsec Nominees (Tempatan) Sdn. Bhd.
CIMB For Tan Yew Hock (PB)
82,916,464 0.88
14. Cartaban Nominees (Asing) Sdn. Bhd.
Exempt An For State Street Bank & Trust Company (West CLT OD67)
76,794,500 0.81
15. Permodalan Nasional Berhad 73,557,300 0.78
16. Tan Yu Yeh 67,155,750 0.71
17. Citigroup Nominees (Asing) Sdn. Bhd.
CB Spore GW For Government of Singapore (GIC C)
61,654,250 0.65
18. Tan Yew Hock 54,700,000 0.58
19. CIMB Group Nominees (Asing) Sdn. Bhd.
Exempt An For DBS Bank LTD (SFS)
54,605,612 0.58
20. CGS International Nominees Malaysia (Tempatan) Sdn. Bhd.
Pledged Securities Account For Toh Lay Fan (Penang-CL)
52,487,776 0.56
21. HSBC Nominees (Asing) Sdn. Bhd.
JPMCB NA For Vanguard Total International Stock Index Fund
50,890,600 0.54
22. HSBC Nominees (Asing) Sdn. Bhd.
JPMCB NA For Vanguard Emerging Markets Stock Index Fund
48,791,950 0.52
23. Lembaga Tabung Haji 47,312,200 0.50
24. Citigroup Nominees (Tempatan) Sdn. Bhd.
Urusharta Jamaah Sdn. Bhd. (2)
44,439,399 0.47
25. Citigroup Nominees (Asing) Sdn. Bhd.
Exempt An For Citibank New York (Norges Bank 19)
42,666,400 0.45
26. HSBC Nominees (Asing) Sdn. Bhd.
HSBC BK Plc for PUTM Bothwell Emerging Markets Equity Fund
36,817,900 0.39
27. Cartaban Nominees (Tempatan) Sdn. Bhd.
PBTB For Takafulink Dana Ekuiti
36,095,800 0.38
28. Maybank Nominees (Tempatan) Sdn Bhd
Maybank Private Wealth Management For Ong Chu Jin Adrian (PW-M01218)
35,863,159 0.38
29. Amanahraya Trustees Berhad
Public Ittikal Sequel Fund
35,641,900 0.38
30. HSBC Nominees (Asing) Sdn. Bhd.
JPMCB NA For JPMorgan Asean Fund (BK Eastasia TST)
30,556,800 0.32
ANALYSIS OF SHAREHOLDINGS
AS AT 29 MARCH 2024
Annual Report 2023
131About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
NOTICE IS HEREBY GIVEN THAT the 13th Annual General Meeting of MR D.I.Y. GROUP (M) BERHAD will be conducted
virtually through live streaming from the Broadcast Venue at VE Hotel & Residence Kuala Lumpur, Achieve Room, Level M3,
Bangsar South City, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur, Malaysia and via online meeting platform on the TIIH Online
website at https://tiih.online on Wednesday, 5 June 2024 at 2.00 p.m. for the purpose of considering and if thought fit, to pass
the following resolutions, with or without modifications:-
AS ORDINARY BUSINESS
1. To receive the Audited Financial Statements for the financial year ended 31 December 2023 and the
Reports of the Directors and Auditors thereon.
(Please refer to Explanatory Note 1)
2. To re-elect the following Directors who retire by rotation in accordance with Clause 130 of the
Company’s Constitution and being eligible, offer themselves for re-election:-
(i) Tan Yu Yeh
(ii) Leng Choo Yin
(Please refer to Explanatory Note 2)
Resolution 1
Resolution 2
3. To approve the payment of Directors’ fees and benefits payable to the Non-Executive Directors for
an amount up to RM700,000 for the period from 1 July 2024 until the next Annual General Meeting
to be held in 2025.
(Please refer to Explanatory Note 3)
Resolution 3
4. To re-appoint BDO PLT as Auditors of the Company for the financial year ending 31 December 2024
and to authorise the Board of Directors to determine their remuneration.
(Please refer to Explanatory Note 4)
Resolution 4
AS SPECIAL BUSINESS
To consider and if thought fit, to pass the following Ordinary Resolutions, with or without modifications:-
5. ORDINARY RESOLUTION
PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE FOR RECURRENT RELATED PARTY
TRANSACTIONS OF A REVENUE AND/OR TRADING IN NATURE
“THAT pursuant to Paragraph 10.09 of the Main Market Listing Requirements of Bursa Malaysia
Securities Berhad, approval be and is hereby given for the Company and/or its subsidiaries
(“the Group”) to enter into the following recurrent related party transactions as set out in Section 2.5
of the Circular to Shareholders dated 26 April 2024, which are of revenue and/or trading in nature, and
are necessary for the Group’s day-to-day operations, undertaken in the ordinary course of business
at arm’s length basis and on normal commercial terms, which are not more favourable to the related
parties than those generally available to the public and are not detrimental to the interest of the
minority shareholders of the Company:-
(i) Provision of procurement services, financial reporting services, consultancy services and
ad-hoc services by the Group to Mr. D.I.Y. International Holding Ltd. (“MDIH”) and its subsidiaries,
associated companies and corporations controlled by MDIH.
(ii) Sale of goods by Mr. D.I.Y. Trading Sdn. Bhd., a wholly owned subsidiary of the Company, to
Mr D.I.Y. Trading (Singapore) Pte. Ltd. for the purpose of its retail operations in Singapore.
THAT such authority shall commence upon the passing of this resolution and shall continue to be in
force until:-
(i) the conclusion of the next Annual General Meeting (“AGM”) of the Company at which time the
mandate will lapse, unless by a resolution passed at the next AGM, the mandate is renewed;
(ii) the expiration of the period within which the AGM is required to be held pursuant to
Section 340(2) of the Companies Act 2016 (“Act”) (but shall not extend to such extension as may
be allowed pursuant to Section 340(4) of the Act); or
(iii) the resolution is revoked or varied by a resolution passed by the shareholders of the Company
in general meeting,
whichever is the earlier;
AND THAT the Directors of the Company be hereby authorised to complete and do all such acts and
things (including executing such documents as may be required) as they may consider expedient
or necessary to give effect to the transactions contemplated and/or authorised by this Ordinary
Resolution.”
(Please refer to Explanatory Note 5)
Resolution 5
Resolution 6
NOTICE OF ANNUAL GENERAL MEETING
Mr D.I.Y. Group (M) Berhad
132About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
NOTICE OF ANNUAL GENERAL MEETING
6. To transact any other business of which due notice shall have been given in accordance with the Companies Act 2016
and the Company’s Constitution.
By order of the Board
WONG MUN SIN
(MAICSA 7025509)
(SSM PC No. 202008000876)
Company Secretary
Dated : 26 April 2024
Selangor Darul Ehsan
NOTES:
1. The Broadcast Venue is the main venue in Malaysia where the Chairman of the meeting will be physically present in accordance
with Section 327(2) of the Companies Act 2016 (“Act”) together with essential individuals in accordance with Note 1.2 of
the Guidance Note on the Conduct of General Meetings for Listed Issuers issued by the Securities Commission Malaysia.
Shareholders/proxy(ies) will not be allowed to attend the 13th Annual General Meeting (‘AGM”) in person at the Broadcast
Venue.
Shareholders/proxy(ies) are to attend, speak (including posing questions via real time submission of typed texts or prior to the
AGM) and vote (collectively, “participate”) remotely at the 13th AGM via the Remote Participation and Voting facilities (“RPV”)
provided by Tricor Investor & Issuing House Services Sdn. Bhd. (“Tricor”) via its TIIH Online website at https://tiih.online.
Please follow the Procedures for RPV in the Administrative Details and notes below in order to participate remotely via RPV.
2. For the purpose of determining who shall be entitled to participate in this AGM via RPV, the Company shall be requesting
Bursa Malaysia Depository Sdn. Bhd. to make available to the Company, the Record of Depositors as at 28 May 2024. Only
members whose names appear on this Record of Depositors shall be entitled to participate in this AGM via RPV or appoint
proxy/proxies to attend and vote on his/her behalf via RPV.
3. A member, including an Authorised Nominee, may appoint not more than two (2) proxies to attend and vote instead of the
member or Authorised Nominee at the meeting on the same occasion.
An Exempt Authorised Nominee (which holds ordinary shares in the Company for the Omnibus Account) may appoint one or
more proxies to attend on the same occasion. There is no limit to the number of proxies which an Exempt Authorised Nominee
may appoint in respect of each Omnibus Account the Exempt Authorised Nominee holds.
Where a member, an Authorised Nominee or an Exempt Authorised Nominee appoints more than one (1) proxy, the proportion
of shareholdings to be represented by each proxy must be specified in the instrument appointing the proxies. The appointment
shall not be valid unless he specifies the proportions of his holdings to be represented by each proxy.
4. A proxy may but need not be a member of the Company. There shall be no restriction as to the qualification of the proxy.
A proxy appointed to attend and vote at a meeting of the Company shall have the same rights as the member to speak at a
meeting.
5. A member who has appointed a proxy or attorney or authorised representative to attend, participate, speak and vote at this
13th AGM via RPV must request his/her proxy or attorney or authorised representative to register himself/herself for RPV at
TIIH Online website at https://tiih.online. Please follow the Procedures for RPV in the Administrative Details.
6. The appointment of a proxy may be made in a hard copy form or by electronic means in the following manner and must be
received by the Share Registrar of the Company not later than Tuesday, 4 June 2024 at 2.00 p.m.:
(i) In hard copy form
The hardcopy proxy form must be deposited with the Share Registrar of the Company at Tricor Investor & Issuing
House Services Sdn. Bhd., Unit 32-01, Level 32, Tower A, Vertical Business Suite, Avenue 3, Bangsar South, No. 8,
Jalan Kerinchi, 59200 Kuala Lumpur, Malaysia or alternatively, the Customer Service Centre at Unit G-3, Ground Floor,
Vertical Podium, Avenue 3, Bangsar South, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur, Malaysia.
(ii) By electronic form
The proxy form can be electronically lodged with the Share Registrar of the Company, Tricor, via TIIH Online website at
https://tiih.online. Kindly refer to the Administrative Details on the procedures for electronic lodgement of proxy form via
TIIH Online website.
Annual Report 2023
133About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
7. The lodging of a completed Proxy Form does not preclude a member from participating and voting at the AGM. Should you
subsequently decide to participate at the AGM, please submit a notice of revocation in writing to the Share Registrar of the
Company, Tricor, at the above address or via email at <PRESIDIO_ANONYMIZED_EMAIL_ADDRESS>, not later than Monday, 3 June 2024
at 2.00 p.m..
8. Please ensure ALL the particulars as required in the proxy form are completed, signed and dated accordingly.
9. The resolutions set out in the Notice of 13th AGM will be put to vote by poll pursuant to Paragraph 8.29A(1) of the Main Market
Listing Requirements (“MMLR”) of Bursa Malaysia Securities Berhad (“Bursa Securities”).
EXPLANATORY NOTES
(1) Audited Financial Statements for the financial year ended 31 December 2023 and the Reports of the Directors and Auditors
thereon
The audited financial statements are laid at the AGM in accordance with Section 340(1)(a) of the Act for discussion only and
no shareholders’ approval is required. Hence, they will not be put for voting.
(2) Resolutions 1 to 2: Re-election of Directors
Clause 130 of the Constitution of the Company provides that at each AGM, one-third of the Directors are subject to retirement
by rotation such that each Director shall retire from office once in every three (3) years. The Directors who retire from office
shall be eligible for re-election. Hence, 2 out of 6 Directors of the Company are to retire and shall be eligible for re-election at
the 13th AGM.
Tan Yu Yeh and Leng Choo Yin are retiring and being eligible, have offered themselves for re-election at the 13th AGM. Both
the retiring Directors will abstain from deliberation and voting on the resolution in respect of his/her re-election at the AGM.
Based on the results of the annual Board Effectiveness Evaluation (“BEE”) conducted on the retiring Directors, the Nomination
and Remuneration Committee (“NRC”) and the Board (save for the retiring Directors) collectively agreed that both the retiring
Directors had met the qualification of directors vis-à-vis character, experience, integrity, competence and time committed as
prescribed in Chapter 2.20A of the MMLR of Bursa Securities and possess the relevant qualities to effectively discharge their
respective roles as Directors.
As part of the BEE, both the retiring Directors had also undertaken and satisfied the fit and proper assessment pursuant to the
Fit & Proper Policy adopted, via self-declaration and peer assessment. Leng Choo Yin, being the Independent Director, has
also met the independence criteria as prescribed in the MMLR of Bursa Securities and remained independent in exercising her
judgment and in carrying out her duties as Independent Director.
The NRC and the Board have affirmed and endorsed the re-election of both the retiring Directors for recommendation to the
shareholders of the Company for approval as the Board believes that the Company is able to leverage on the expertise and
experience of the retiring Directors as follows:-
Retiring Directors subject to re-election Justifications
Tan Yu Yeh He is the founder of the business and has been supporting the growth
of the Group’s business since 2005 as a Director, shareholder and
adviser. He has been leading the Management of the Group since
2014.
He is responsible for various operational aspects of the business and
setting the overall Group business strategy and direction.
Leng Choo Yin She holds a Bachelor of Arts Degree (Hons) and possesses
qualifications in chartered financial planning, trust and estate planning,
and investment-link life insurance.
She has over 25 years of experiences in financial management and
private banking. In a directorship role, she brings to the Company, a
wealth of management experience, corporate network and financial
investment discipline.
She also has added responsibilities as the Chairman of the NRC and
a member of the Audit and Risk Management Committee (“ARMC”)
of the Company.
Mr D.I.Y. Group (M) Berhad
134About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
(3) Resolution 3 – Directors’ Fees and Benefits
Pursuant to Section 230(1) of the Act, Paragraph 7.24 of the MMLR of Bursa Securities and Clause 112 of the Constitution of
the Company, any fees and benefits payable to the directors shall be approved at a general meeting.
The amount of Directors’ fees and benefits payable to the Non-Executive Directors (“NEDs”) of the Company as members
of the Board and Board Committees of the Company is based on the remuneration framework as set out on page 42 of the
Corporate Governance Overview Statement of this 2023 Annual Report.
In determining the estimated total amount of Directors’ fees and benefits payable to the NEDs of an amount up to RM700,000
from 1 July 2024 until the next AGM in June 2025 to seek approval from the shareholders, the Board has considered the
above remuneration framework including the number of scheduled and non-scheduled meetings of Board, Board Committees
and general meetings, the possibility of appointment of a NED on the Board and Board Committee, and a provisional sum
as contingency for other allowances associated to and to facilitate the NEDs in discharging their duties as Directors. The
proposed amount to seek approval at this AGM remains the same as the amount approved by shareholders at the last AGM
in 2023.
The proposed Resolution 3, if passed, will authorise the Company to pay the Directors’ fees and benefits to NEDs on a monthly
basis in arrears and/or as and when incurred, since the NEDs have discharged their responsibilities and rendered their services
to the Company throughout the period.
(4) Resolution 4 – Re-appointment of Auditors
The Board, through the ARMC, had conducted an assessment on the suitability, objectivity and independence of BDO PLT
in respect of the financial year ended 31 December 2023. The Board was satisfied with the performance of BDO PLT and
recommended the re-appointment of BDO PLT as Auditors of the Company to hold office until the conclusion of the next AGM
in 2025 in accordance with Section 271 of the Act.
(5) Resolutions 5 to 6 – Proposed Renewal of Shareholders’ Mandate for Recurrent Related Party Transactions of a Revenue and/
or Trading in Nature (“Proposed RRPTs”)
The Proposed RRPTs, if approved, will allow the Group to enter into recurrent related party transactions of a revenue or trading
in nature with its related parties as set out in Section 2.5 of the Circular to Shareholders dated 26 April 2024 in accordance with
the MMLR of Bursa Securities without the necessity to convene separate general meetings to seek shareholders’ approval as
and when such recurrent related party transactions occur. This would reduce substantial administrative time and expenses
associated with the convening of such meetings without compromising the corporate objectives of the Group or affecting the
business opportunities available to the Group. For further details, please refer to the Circular to Shareholders dated 26 April
2024, which is circulated together with the Annual Report 2023.
STATEMENT ACCOMPANYING NOTICE OF 13TH ANNUAL GENERAL MEETING
(Pursuant to Paragraph 8.27(2) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad)
DIRECTOR SEEKING FOR ELECTION AT 13TH ANNUAL GENERAL MEETING
No director seeks for election at 13th Annual General Meeting.
NOTICE OF ANNUAL GENERAL MEETING
Annual Report 2023
135About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
THIRTEENTH ANNUAL GENERAL MEETING OF MR D.I.Y. GROUP (M) BERHAD
Date
Wednesday,
5 June 2024
Time
2.00 p.m.
Online Meeting Platform
TIIH Online website at https://tiih.online with
Remote Participation and Voting facilities
Broadcast Venue
VE Hotel & Residence Kuala Lumpur, Achieve Room, Level M3, Bangsar South City, No. 8, Jalan Kerinchi, 59200 Kuala
Lumpur, Malaysia
MODE OF MEETING
The 13th Annual General Meeting (“AGM”) of the Company will be conducted virtually through live streaming from the
Broadcast Venue and via online meeting platform on the TIIH Online website at https://tiih.online as authorised by the
Constitution of the Company and in line with the revised Guidance Note and FAQs on the Conduct of General Meetings
for Listed Issuers issued by the Securities Commission Malaysia (“SC Guidance”) on 7 April 2022 and Principle C of the
Malaysian Code on Corporate Governance 2021, which encourages companies to continue leveraging technology in
conducting general meeting to facilitate remote shareholders participation.
The Broadcast Venue is the main venue in Malaysia where the Chairman of the meeting will be physically present in
accordance with Section 327(2) of the Company Act 2016 together with essential individuals in accordance with Note 1.2 of
the SC’s Guidance. Shareholders/proxies/corporate representatives are only allowed to participate and vote at the
13th AGM remotely via live streaming and online voting using RPV facilities via TIIH Online website at https://tiih.online.
GENERAL MEETING RECORD OF DEPOSITORS (“ROD”)
Only shareholders whose names appear on the ROD as at 28 May 2024 shall be entitled to attend, speak and vote at the
13th AGM or appoint proxies to attend and/or vote on his/her behalf.
REMOTE PARTICIPATION AND VOTING FACILITIES (“RPV”)
Shareholders are to attend, speak (including posing questions via real time submission of typed texts or prior to the
13th AGM) and vote (collectively, “participate”) remotely at the 13th AGM using RPV provided by Tricor Investor & Issuing
House Services Sdn. Bhd. (“Tricor”) via its TIIH Online website at https://tiih.online.
PROCEDURES FOR RPV
Shareholders/proxies/corporate representatives/attorneys are to follow the requirements and procedures to participate in the
13th AGM remotely using RPV as set out below:-
Procedures Action
BEFORE THE DAY OF AGM
(a) Register as a
user with TIIH
Online
•	 Using your computer, access the website at https://tiih.online. Register as a user under the
“e-Services” select “Create Account by Individual Holder”. Refer to the tutorial guide posted on
the homepage for assistance.
•	 Registration as a user will be approved within one (1) working day and you will be notified via
e-mail.
•	 If you are already a user with TIIH Online, you are not required to register again. You will receive
an e-mail to notify you that the remote participation is available for registration at TIIH Online.
ADMINISTRATIVE DETAILS
Mr D.I.Y. Group (M) Berhad
136About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
Procedures Action
BEFORE THE DAY OF AGM
(b) Register to
participate
remotely
• Registration is open from 10.00 a.m. Friday, 26 April 2024 until such time before the voting
session ends of the 13th AGM on Wednesday, 5 June 2024.
•	 Shareholder(s) or proxy(ies) or corporate representative(s) or attorney(s) are required to
pre-register their attendance for the 13th AGM to ascertain their eligibility to participate in the
13th AGM using the RPV based on the General Meeting ROD as at 28 May 2024.
•	 Login with your user ID (i.e. e-mail address) and password and select the corporate event:
“(REGISTRATION) MDGM 13TH AGM”.
•	 Read and agree to the Terms & Conditions and confirm the Declaration.
•	 Select “Register for Remote Participation and Voting”.
•	 Review your registration and proceed to register.
•	 TIIH system will send an e-mail to notify that your registration for remote participation is received
and will be verified.
•	 After verification of your registration against the General Meeting RODs as at 28 May 2024, the
system will send you an e-mail by 4 June 2024 to approve or reject your registration for
remote participation.
(Note: Please allow sufficient time for the approval of new user of TIIH Online as well as the
registration for RPV in order that you can login to TIIH Online and participate in the 13th AGM
remotely).
ON THE DAY OF THE AGM (5 June 2024)
(c) Login to TIIH
Online
•	 Login with your user ID and password for remote participation at the 13th AGM at any time from
1.00 p.m. i.e.1 hour before the commencement of the 13th AGM on Wednesday, 5 June 2024 at
2.00 p.m.
(d) Participate
through Live
Streaming
•	 Select the corporate event: “(LIVE STREAM MEETING) MDGM 13TH AGM” to engage in the
proceedings of the 13th AGM remotely.
If you have any question for the Chaiman/Board, you may use the query box to transmit your
question. The Chairman/Board will endeavor to respond to questions submitted by remote
participants during the 13th AGM.
(e) Online Remote
Voting
•	 Voting session commences from 2.00 p.m. on Wednesday, 5 June 2024 until a time when the
Chairman announces the end of the voting session of the 13th AGM.
•	 Select the corporate event: “(REMOTE VOTING) MDGM 13TH AGM” or if you are on the live
stream meeting page, you can select “GO TO REMOTE VOTING PAGE” button below the
Query Box.
•	 Read and agree to the Terms & Conditions and confirm the Declaration.
•	 Select the CDS account that represents your shareholdings.
•	 Indicate your votes for the resolutions that are tabled for voting.
•	 Confirm and submit your votes.
(f) End of remote
participation
•	 Upon the announcement by the Chairman on the closure of the 13th AGM, the Live Streaming
will end.
Note to users of the RPV:
1. Should your application to join the 13th AGM be approved, we will make available to you the rights to join the live streamed
13th AGM and to vote remotely. Your login to TIIH Online on the day of the 13th AGM will indicate your attendance/
presence at the virtual 13th AGM.
2. The quality of your connection to the live broadcast is dependent on the bandwidth and stability of the internet at your
location and the device you use.
3. In the event you encounter any issues with logging-in, connection to the live streamed of the 13th AGM or online
voting, kindly call Tricor Help Line at 011-40805616 / 011-40803168 / 011-40803169 / 011-40803170 or e-mail to
<PRESIDIO_ANONYMIZED_EMAIL_ADDRESS> for assistance.
APPOINTMENT OF PROXY
•	 	If you are unable to attend the 13th AGM via RPV on 5 June 2024, you may appoint not more than two (2) proxies to attend
and vote at the 13th AGM via RPV. There is no limit to the number of proxies which an Exempt Authorised Nominee may
appoint for each Omnibus Account.
ADMINISTRATIVE DETAILS
Annual Report 2023
137About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
•	 	Kindly submit the duly executed proxy forms in a hard copy form or by electronic means in the following manner and must
be received by the Share Registrar of the Company, Tricor, not later than Tuesday, 4 June 2024 at 2.00 p.m.:-
(i) The hard copy proxy form must be deposited with the Share Registrar of the Company at Tricor Investor & Issuing
House Services Sdn. Bhd., Unit 32-01, Level 32, Tower A, Vertical Business Suite, Avenue 3, Bangsar South,
No. 8, Jalan Kerinchi, 59200 Kuala Lumpur, Malaysia or alternatively, the Customer Service Centre at Unit G-3,
Ground Floor, Vertical Podium, Avenue 3, Bangsar South, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur, Malaysia.
(ii) The proxy form can be electronically lodged with Tricor via TIIH Online at https://tiih.online. Kindly refer to the
procedure for Electronic Lodgement of Proxy Form, item (i) & (ii) below.
•	 Representatives of corporate shareholders (corporate representatives) or Attorneys appointed by power of attorney must
deposit their original certificate of appointment of corporate representative/power of attorney to Tricor not later than
Tuesday, 4 June 2024 at 2.00 p.m. to participate via RPV in the 13th AGM.
Shareholders who have appointed a proxy or attorney or corporate representative to participate at the 13th AGM via
RPV must request his/her proxy to register himself/herself for RPV at TIIH Online website at https://tiih.online.
ELECTRONIC LODGEMENT OF PROXY FORM
The procedures to lodge proxy form electronically via Tricor’s TIIH Online website are summarised below:
Procedures Action
i. Steps for Individual Shareholders
(a) Register as a
user with TIIH
Online
•	 You should have registered as user with TIIH Online under Procedures for RPV, item (a) above.
(b) Proceed with
submission of
Proxy Form
•	 Go to https://tiih.online and login with your user name (i.e. email address) and password.
•	 Select the corporate event: “MDGM 13TH AGM - Submission of Proxy Form”.
•	 Read and agree to the Terms & Conditions and confirm the Declaration.
•	 Insert your CDS account number and indicate the number of shares for your proxy(s) to vote on
your behalf.
•	 Appoint your proxy(s) and insert the required details of your proxy(s) or appoint Chairman as your
proxy.
•	 Indicate your voting instructions – FOR or AGAINST, otherwise your proxy will decide your vote.
•	 Review and confirm your proxy(s) appointment.
•	 Print proxy form for your record.
ii. Steps for Corporation or Institutional Shareholders
(c) Register as a
User with TIIH
Online
•	 Access TIIH Online at https://tiih.online.
•	 Under e-Services, the authorised or nominated representative of the corporation or institutional
shareholder selects “Create Account by Representative of Corporate Holder”.
•	 Complete the registration form and upload the required documents.
•	 Registration will be verified, and you will be notified by email within one (1) to two (2) working
days.
•	 Proceed to activate your account with the temporary password given in the email and re-set your
own password.
(Note: The representative of a corporation or institutional shareholder must register as a user in
accordance with the above steps before he/she can subscribe to this corporate holder electronic
proxy submission. Please contact our Share Registrar if you need clarifications on the user
registration.)
(d) Proceed with
submission of
Proxy Form
•	 Login to TIIH Online at https://tiih.online.
•	 Select the corporate exercise name: “MDGM 13TH AGM: Submission of Proxy Form”.
•	 Agree to the Terms & Conditions and Declaration.
•	 Proceed to download the file format for “Submission of Proxy Form” in accordance with the
Guidance Note set therein.
•	 Prepare the file for the appointment of proxies by inserting the required data.
•	 Submit the proxy appointment file.
•	 Login to TIIH Online, select corporate exercise name: “MDGM 13TH AGM: Submission of Proxy
Form”.
•	 Proceed to upload the duly completed proxy appointment file.
•	 Select “Submit” to complete your submission.
•	 Print the confirmation report of your submission for your record.
Mr D.I.Y. Group (M) Berhad
138About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information
POLL VOTING
•	 The voting at the 13th AGM will be conducted by poll in accordance with Paragraph 8.29A of Main Market Listing
Requirements of Bursa Malaysia Securities Berhad.
•	 Shareholders can proceed to vote on the resolutions at any time from the commencement of the 13th AGM at 2.00 p.m.
but before the end of the voting session, which will be announced by the Chairman of the 13th AGM. Kindly refer to item
(e) of the above Procedures for RPV for guidance on how to vote remotely from TIIH Online website at https://tiih.online.
•	 Upon completion of the voting session for the 13th AGM, the Scrutineers will verify and announce the poll results followed
by the Chairman’s declaration whether the resolutions are duly passed.
SUBMISSION OF QUESTIONS FOR THE 13TH AGM
(i) Prior to 13th AGM
Shareholders may submit questions in relation to the agenda items of the 13th AGM prior to the meeting via Tricor’s
TIIH Online website at https://tiih.online by selecting “e-Services” to login, pose questions and submit electronically
not later than Monday, 3 June 2024 at 2.00 p.m.. The responses to the relevant questions will be shared at the
13th AGM.
(ii) During the 13th AGM
Shareholders may use the Query Box facility to submit questions real time (in the form of typed text) during the 13th AGM.
The Board will endeavor to answer the relevant questions at the 13th AGM or by email after the meeting.
RECORDING OR PHOTOGRAPHY
Strictly no unauthorised recording or photography of the proceedings of the 13th AGM are allowed.
ANNUAL REPORT AND CIRCULAR TO SHAREHOLDERS
The following documents are available for downloading from our corporate website at www.mrdiy.com or by scanning the
QR code:
1. Annual Report 2023
2. Circular to Shareholders
3. Corporate Governance Report 2023
4. Sustainability Report 2023
5. Notice of the 13th AGM
6. Proxy Form
7. Administrative Details
In an effort to support green environment, we encourage shareholders to refer to the electronic copy of the abovementioned
documents. You may request for a printed copy of the abovementioned documents at https://tiih.online by selecting
“Request for Annual Report/Circular” under the “Investor Services” or through telephone/e-mail to our Share Registrar,
Tricor Investor & Issuing House Services Sdn. Bhd. as given below.
ENQUIRY
If you have any enquiries on the above, please contact the following persons during office hours on Mondays to Fridays from
9.00 a.m. to 5.30 p.m. (except on public holidays):
Tricor Investor & Issuing House Services Sdn. Bhd.
General Line : <PRESIDIO_ANONYMIZED_PHONE_NUMBER>
Fax Number : <PRESIDIO_ANONYMIZED_PHONE_NUMBER>
Email : <PRESIDIO_ANONYMIZED_EMAIL_ADDRESS>
Contact persons : Mr. Jake Too : <PRESIDIO_ANONYMIZED_PHONE_NUMBER>
En. Aiman : <PRESIDIO_ANONYMIZED_PHONE_NUMBER>
ADMINISTRATIVE DETAILS
SCAN HERE
MR D.I.Y. GROUP (M) BERHAD
[Company No. 201001034084 (918007-M)]
(Incorporated in Malaysia)
CDS Account No. No. of Shares Held Contact No.
I/We* ________________________________________________________________________________________________________
(FULL NAME IN CAPITAL LETTERS)
Company No./NRIC No./Passport No. ____________________________________________________________________________
of ____________________________________________________________________________________________________________
(FULL ADDRESS)
being a Member of MR D.I.Y. GROUP (M) BERHAD hereby appoint the following person(s) as my/our proxy:-
Full Name (in Block) NRIC/Passport No. Proportion of Shareholdings
No. of Shares %
Address
and / or (delete as appropriate)
Full Name (in Block) NRIC/Passport No. Proportion of Shareholdings
No. of Shares %
Address
or failing him/her*, the Chairman of the meeting as my/our* proxy to vote for me/us* and on my/our* behalf at the
13th Annual General Meeting (“AGM”) of the Company to be conducted virtually through live streaming from the Broadcast
Venue at VE Hotel & Residence Kuala Lumpur, Achieve Room, Level M3, Bangsar South City, No. 8, Jalan Kerinchi,
59200 Kuala Lumpur, Malaysia and via online meeting platform on the TIIH Online website at https://tiih.online on Wednesday,
5 June 2024 at 2.00 p.m. and at any adjournment thereof.
No. Ordinary Resolution For Against
1. To re-elect Tan Yu Yeh as Director of the Company.
2. To re-elect Leng Choo Yin as Director of the Company.
3. To approve the payment of Directors’ fees and benefits payable to the Non-Executive
Directors for an amount up to RM700,000 for the period from 1 July 2024 until the next
Annual General Meeting to be held in 2025.
4. To re-appoint BDO PLT as Auditors of the Company for the financial year ending
31 December 2024 and to authorise the Board of Directors to determine their remuneration.
Proposed Renewal of Shareholders’ Mandate for Recurrent Related Party Transactions of a
Revenue and/or Trading in Nature :-
5. i) Provision of procurement services, financial reporting services, consultancy services and
ad-hoc services by the Company and/or its subsidiaries to Mr. D.I.Y. International Holding
Ltd. (“MDIH”) and its subsidiaries, associated companies and corporations controlled by
MDIH.
6. ii) Sale of goods by Mr. D.I.Y. Trading Sdn. Bhd. to Mr D.I.Y. Trading (Singapore)
Pte. Ltd. for its retail operations in Singapore.
(Please indicate with an “X” in the space provided above how you wish your vote to be cast. If no specific direction as to voting is given, the
proxy will vote or abstain from voting at his/her discretion.)
Signed this __________ day of __________ 2024
__________________________________________
Signature of Shareholder(s) or Common Seal
FORM OF PROXY
Affix Stamp
The Share Registrar
c/o: Tricor Investor & Issuing House Services Sdn. Bhd.
Unit 32-01, Level 32, Tower A
Vertical Business Suite
Avenue 3, Bangsar South
No. 8, Jalan Kerinchi
59200 Kuala Lumpur, Malaysia
NOTES:
Fold here
Fold here
1. The Broadcast Venue is the main venue in Malaysia where the Chairman of
the meeting will be physically present in accordance with Section 327(2) of
the Companies Act 2016 together with essential individuals in accordance
with Note 1.2 of the Guidance Note on the Conduct of General Meetings for
Listed Issuers issued by the Securities Commission Malaysia. Shareholders/
proxy(ies) will not be allowed to attend the 13th AGM in person at the
Broadcast Venue.
Shareholders/proxy(ies) are to attend, speak (including posing questions via
real time submission of typed texts or prior to the AGM) and vote (collectively,
“participate”) remotely at the 13th AGM via the Remote Participation and
Voting facilities (“RPV”) provided by Tricor Investor & Issuing House Services
Sdn. Bhd. (“Tricor”) via its TIIH Online website at https://tiih.online. Please
follow the Procedures for RPV in the Administrative Details and notes below
in order to participate remotely via RPV.
2. For the purpose of determining who shall be entitled to participate in this
AGM via RPV, the Company shall be requesting Bursa Malaysia Depository
Sdn. Bhd. to make available to the Company, the Record of Depositors as
at 28 May 2024. Only members whose names appear on this Record of
Depositors shall be entitled to participate in this AGM via RPV or appoint
proxy/proxies to attend and vote on his/her behalf via RPV.
3. A member, including an Authorised Nominee, may appoint not more than two
(2) proxies to attend and vote instead of the member or Authorised Nominee
at the meeting on the same occasion.
An Exempt Authorised Nominee (which holds ordinary shares in the Company
for the Omnibus Account) may appoint one or more proxies to attend on the
same occasion. There is no limit to the number of proxies which an Exempt
Authorised Nominee may appoint in respect of each Omnibus Account the
Exempt Authorised Nominee holds.
Where a member, an Authorised Nominee or an Exempt Authorised Nominee
appoints more than one (1) proxy, the proportion of shareholdings to be
represented by each proxy must be specified in the instrument appointing
the proxies. The appointment shall not be valid unless he specifies the
proportions of his holdings to be represented by each proxy.
4. A proxy may but need not be a member of the Company. There shall be no
restriction as to the qualification of the proxy. A proxy appointed to attend
and vote at a meeting of the Company shall have the same rights as the
member to speak at a meeting.
5. A member who has appointed a proxy or attorney or authorised representative
to attend, participate, speak and vote at this 13th AGM via RPV must request
his/her proxy or attorney or authorised representative to register himself/
herself for RPV at TIIH Online website at https://tiih.online. Please follow the
Procedures for RPV in the Administrative Details.
PERSONAL DATA PRIVACY
By submitting an instrument appointing a proxy(ies) and/or representative(s) to participate and vote at the 13th AGM and/or any adjournment thereof, a Member of the Company:-
(a) consents to the processing of the Member’s personal data by the Company for:
•	 processing and administration of proxies and representatives appointed for the 13th AGM;
•	 preparation and compilation of the attendance lists, minutes and other documents relating to the AGM (which includes any adjournments thereto); and
•	 the Company’s compliance with any applicable laws, listing rules, regulations, codes and/or guidelines
(collectively, the “Purposes”).
(b) undertakes and warrants that he or she has obtained such proxy(ies)’ and/or representative(s)’ prior consent for the Company processing of such proxy(ies)’ and/or representative(s)’
personal data for the Purposes.
(Note: the term “processing” and “personal data” shall have the meaning as defined in the Personal Data Protection Act 2010)
6. The appointment of a proxy may be made in a hard copy form or by electronic
means in the following manner and must be received by the Share Registrar
of the Company not later than Tuesday, 4 June 2024 at 2.00 p.m.:
(i) In hard copy form
The hardcopy proxy form must be deposited with the Share Registrar
of the Company at Tricor Investor & Issuing House Services Sdn. Bhd.,
Unit 32-01, Level 32, Tower A, Vertical Business Suite, Avenue 3,
Bangsar South, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur, Malaysia
or alternatively, the Customer Service Centre at Unit G-3, Ground
Floor, Vertical Podium, Avenue 3, Bangsar South, No. 8, Jalan Kerinchi,
59200 Kuala Lumpur, Malaysia.
(ii) By electronic form
The proxy form can be electronically lodged with the Share Registrar
of the Company, Tricor, via TIIH Online website at https://tiih.online.
Kindly refer to the Administrative Details on the procedures for electronic
lodgement of proxy form via TIIH Online website.
7. The lodging of a completed Proxy Form does not preclude a member from
participating and voting at the AGM. Should you subsequently decide
to participate at the AGM, please submit a notice of revocation in writing
to the Share Registrar of the Company, Tricor, at the above address or
via email at <PRESIDIO_ANONYMIZED_EMAIL_ADDRESS>, not later than Monday,
3 June 2024 at 2.00 p.m..
8. Please ensure ALL the particulars as required in the proxy form are
completed, signed and dated accordingly.
9. The resolutions set out in the Notice of 13th AGM will be put to vote by poll
pursuant to Paragraph 8.29A(1) of the Main Market Listing Requirements of
Bursa Malaysia Securities Berhad.
Mr D.I.Y. Group (M) Berhad
66About MR. D.I.Y. Strategic Report The Way We are Governed Financial Statements Other Information

yukarıdaki metni iyice incele sana bu metinle ilgili sorular soracağım sorduğum soruları lütfen sadece metindeki bilgileri kullanarak cevapla