SBC Corporation Berhad: Annual Audited Accounts 2001

SIAH BROTHERS CORPORATION BERHAD(Incorporated in Malaysia)Company No : 199310 - P

F IN ANCIAL REPOR Tfor the financial year ended 31 March 2001

CONTE NTS

Page

Directors’ Report......................................................................................................................................................1

Statement by Directors........................................................................................................................................9

Statutory Declaration.............................................................................................................................................9

Auditors’ Report......................................................................................................................................................10

Balance Sheets...........................................................................................................................................................12

Income Statements.................................................................................................................................................13

Statements of Changes in Equity..................................................................................................................14

Cash Flow Statements..........................................................................................................................................15

Notes to the Financial Statements.................................................................................................................17


DIR ECTORS’ REPOR T

Page 1

The directors hereby submit their report and the audited financial statements of the Group and of theCompany for the financial year ended 31 March 2001.

PRI NCIPA L ACTI VITI ES

The Company is principally engaged in the business of investment holding and the provision of managementand administrative services to the subsidiary companies. The principal activities of the subsidiary companiesare disclosed in Note 5 to the financial statements. There have been no significant changes in the nature ofthese activities during the financial year.

RESU LTS THE GROUP THE COMPANYRM RM

Profit after taxation for the financial year 1,070,935 20,257,759

DIV IDEND S

Since the end of the previous financial year, the Company paid the following dividends:-

(i) dividend of 5.5% less 28% tax amounting to RM246,864 for the Irredeemable CumulativeConvertible Preference Shares (“ICCPS”) in respect of the previous financial year, in accordance withthe terms of issue of the ICCPS; and

(ii) first and final dividend of 1.5% less 28% tax amounting to RM545,065 for the ordinary shares inrespect of the previous financial year as proposed in the directors’ report of that financial year.

For the financial year,

(i) the directors have declared the payment of a dividend of 5.5% less 28% tax amounting to RM270,587for the ICCPS, in accordance with the terms of issue of the ICCPS; and

(ii) the directors recommend the payment of a first and final dividend of 1.5% less 28% tax amounting toRM545,065 in respect of the ordinary shares.



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RESE RVES AND PROVI SION S

There were no material transfers to or from reserves or provisions during the financial year except asdisclosed in the financial statements.

ISS UES OF SHARES

During the financial year,

(a) there were no changes in the authorised and issued and paid-up capital of the Company; and

(b) there were no issues of debentures by the Company.

EMPLOYE E SHARE OPTI ON SCHEME (“ESOS”)

Pursuant to the ESOS which was implemented on 14 July 2000, the movement in the options tosubscribe for new shares of RM1 each at an exercise price of RM1.40 per share is as follows:-

NUMBER OF ORDINA RY SHA RES OFRM1 EACH UND ER OPTION

At 14 Ju ly 20 00 ( dat e of i mpl eme nta t ion ) 3, 56 3, 000 Ex er ci sed du ri ng t he f inan ci al ye ar -

At 31 Mar ch 20 01 3, 56 3, 000

The salient features of the ESOS are disclosed in Note 40 to the financial statements.

OPTI ONS GRANT ED OVER UNI SSUED SHARES

During the financial year, no options were granted by the Company to any person to take up any unissuedshares in the Company except for the share options granted pursuant to the ESOS.

The Company however has in issue a total of 17,076,200 Transferable Subscription Rights (“TSRs”) ofwhich the expiry date has been extended to 20 February 2004. The TSRs entitle the holders thereof the rightsto subscribe for new ordinary shares of RM1 each on the basis of 1 new ordinary share of RM1 each forevery TSR held at a pre-determined subscription price of RM3.50 per share.

During the financial year, none of the subscription rights under the TSRs were exercised.



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BAD AND DOUBT FUL DEBT S

Before the financial statements of the Group and of the Company were made out, the directors tookreasonable steps to ascertain that action had been taken in relation to the writing off of bad debts and themaking of provision for doubtful debts, and satisfied themselves that all known bad debts had been writtenoff and that adequate provision had been made for doubtful debts.

At the date of this report, the directors are not aware of any circumstances that would further require thewriting off of bad debts, or additional provision for doubtful debts in the financial statements of the Groupand of the Company.

CURRE NT ASS ETS

Before the financial statements of the Group and of the Company were made out, the directors tookreasonable steps to ascertain that any current assets other than debts, which were unlikely to be realised in theordinary course of business, including their values as shown in the accounting records of the Group and ofthe Company, have been written down to an amount which they might be expected so to realise.

At the date of this report, the directors are not aware of any circumstances which would render the valuesattributed to the current assets in the financial statements of the Group and of the Company misleading.

VALUA TION METHOD S

At the date of this report, the directors are not aware of any circumstances which have arisen which renderadherence to the existing methods of valuation of assets or liabilities of the Group and of the Companymisleading or inappropriate.

CONTI NGENT AND OTHER LIA BILI TIE S

Other than the contingent liabilities as disclosed in Note 38 to the financial statements, at the date of thisreport, there does not exist:

(i) any charge on the assets of the Group and of the Company that has arisen since the end of thefinancial year which secures the liabilities of any other person; or

(ii) any contingent liability of the Group and of the Company which has arisen since the end of thefinancial year.

CONTI NGENT AND OTHER LIA BILI TIE S (CONT’D)

No contingent or other liability of the Group and of the Company has become enforceable or is likely tobecome enforceable within the period of twelve months after the end of the financial year which, in the



Page 4

opinion of the directors, will or may substantially affect the ability of the Group and of the Company to meettheir obligations when they fall due.

CHANGE OF CIR CUMSTANCE S

At the date of this report, the directors are not aware of any circumstances not otherwise dealt with in thisreport or the financial statements of the Group and of the Company which would render any amount stated inthe financial statements misleading.

ITEMS OF AN UNUSU AL NATUR E

The results of the operations of the Group and of the Company during the financial year were not, in theopinion of the directors, substantially affected by any item, transaction or event of a material and unusualnature other than as disclosed in Note 28 to the financial statements.

There has not arisen in the interval between the end of the financial year and the date of this report any item,transaction or event of a material and unusual nature likely, in the opinion of the directors, to affectsubstantially the results of the operations of the Group and of the Company for the financial year.

DIR ECTORS

The directors who served since the date of the last report are as follows:-

TAN SRI DATO’ IR MUH AMMAD YUSU FF BIN HAJ I MUH AMMAD YUN US

SIA KWEE MOW @ SIA HOK CHA I

SIA TEON G HEN G

MUN CHON G SHIN G @ MUN CHON G TIAN

DATO’ LIM PHA IK GAN

DR. NORRAESA H BT HAJ I MOHA MAD

DATU K SIM PEN G CHOON

ABDU L RAH MAN BIN A.SHU KOR (ALTE RNATE TO DATU K SIM PEN G CHOON , APPOINTE D ON 5.2.2001)IBRAH IM BIN AWAN G (ALTE RNATE TO DATU K SIM PEN G CHOON , RESIGNE D ON 3.1.2001)YEOH HOCK THON G (RESIGNE D ON 2.4.2001)



Page 5

DIR ECTORS (CONT’D)

Pursuant to Section 129 of the Companies Act, 1965, Tan Sri Dato’ Ir. Muhammad Yusuff bin HajiMuhammad Yunus and Dato’ Lim Phaik Gan retire at the forthcoming Annual General Meeting and offerthemselves for re-election under the provision of Section 129(6) of the said Act to hold office until the nextAnnual General Meeting of the Company.

Pursuant to Article 80 of the Articles of Association of the Company, Sia Teong Heng retires by rotation atthe forthcoming Annual General Meeting and, being eligible, offers himself for re-election.

Pursuant to the Listing Requirements of the Kuala Lumpur Stock Exchange, Sia Kwee Mow @ Sia HokChai retires at the forthcoming Annual General Meeting and, being eligible, offers himself for re-election.

DIR ECTORS’ INTER ESTS

According to the register of directors’ shareholdings, the interests of directors holding office at the end of thefinancial year, in shares, TSRs, Irredeemable Convertible Unsecured Loan Stocks (“ICULS”) and optionsunder the ESOS in the Company during the financial year are as follows:-

NUMBE R OF ORDIN ARY SHA RES OF RM1 EACH

AT AT

1.4.2000 BOUGH T SOLD 31.3.2001DIRECT INTERES T

SIA KWEE MOW @ SIA HOK CHA I 3,982,400 - - 3,982,400 SIA TEON G HEN G 1,296,400 - - 1,296,400 MUN CHON G SHIN G @ MUN CHON G TIAN 17,000 - - 17,000 DATO’ LIM PHA IK GAN 5,000 - - 5,000 DATU K SIM PEN G CHOON 10,000 - - 10,000

INDIRECT INTERES T

SIA KWEE MOW @ SIA HOK CHA I 7,463,832 - - 7,463,832 SIA TEON G HEN G 7,463,832 - - 7,463,832

TRAN SFERA BLE SUBSCRIPTION RIGHTS

AT AT


SIA KWEE MOW @ SIA HOK CHA I 3,078,500 - - 3,078,500 DR. NORRAESA H BT HAJ I MOHA MAD 4,000 - - 4,000 MUN CHON G SHIN G @ MUN CHON G TIAN 12,500 - - 12,500



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DIR ECTORS’ INTER ESTS (CONT’D)TRAN SFERA BLE SUBSCRIPTION RIGHTS

AT AT

1.4.2000 BOUGH T SOLD 31.3.2001INDIRECT INTERES T


IRRED EEMA BLE CONV ERTIBLE UNSE CURED

LOAN STOCKS

AT AT


SIA KWEE MOW @ SIA HOK CHA I 2,054,250 - - 2,054,250 SIA TEON G HEN G 1,432,500 - - 1,432,500 MUN CHON G SHIN G @ MUN CHON G TIAN 22,000 - - 22,000 DATU K SIM PEN G CHOON 4,000 - - 4,000

INDIRECT INTERES T


NUMBE R OF ORDIN ARY SHA RES OF RM1 EACH

UND ER OPTION

AT AT

1.4.2000 GRAN TED EXERCISED 31.3.2001DIRECT INTERES T

SIA KWEE MOW @ SIA HOK CHA I - 450,000 - 450,000 SIA TEON G HEN G - 350,000 - 350,000 MUN CHON G SHIN G @ MUN CHON G TIAN - 350,000 - 350,000 YEOH HOCK THON G - 350,000 - 350,000

By virtue of their interests in the Company, Sia Kwee Mow @ Sia Hok Chai and Sia Teong Heng aredeemed to have interests in the shares in the subsidiary companies to the extent of the Company’s interest, inaccordance with Section 6A of the Companies Act, 1965.

None of the other directors holding office at the end of the financial year had any interests in shares, TSRs,ICULS or options under the ESOS of the Company or its related corporations during the financial year.



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DIR ECTORS’ BENEF ITS

Since the end of the previous financial year, no director has received or become entitled to receive any benefit(other than a benefit included in the aggregate amount of emoluments received or due and receivable bydirectors as shown in the financial statements, or the fixed salary of a full-time employee of the Company) byreason of a contract made by the Company or a related corporation with the director or with a firm of whichthe director is a member, or with a company in which the director has a substantial financial interest except forany benefits which may be deemed to arise from transactions entered into in the ordinary course of businesswith companies in which certain directors have substantial financial interests as disclosed in Note 36 to thefinancial statements.

Neither during nor at the end of the financial year was the Company or its subsidiary companies a party toany arrangements whose object is to enable the directors to acquire benefits by means of the acquisition ofshares in or debentures of the Company or any other body corporate except for the existing TSRs and ICULSheld by certain directors which would enable them to acquire new shares in the Company and the shareoptions granted pursuant to the ESOS.

SIGN IFI CANT EVENT S

The significant events involving the Group and the Company during the current financial year are disclosed inNote 40 to the financial statements.

SUBS EQUENT EVENT

The significant subsequent event of the Group and the Company is disclosed in Note 41 to the financialstatements.



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AUDI TORS

The auditors, Messrs. Horwath Mok & Poon, have expressed their willingness to continue in office.

SIGN ED IN ACCORDA NCE WIT H A RESOL UTION OF THE DIR ECTORS

TAN SRI DATO’ IR MUHAMMAD YUSUF F BIN HAJI MUHAMMAD YUNUS

SIA KWEE MOW @ SIA HOK CHAI


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STATE MENT BY DIR ECTORS

We, Tan Sri Dato’ Ir Muhammad Yusuff Bin Haji Muhammad Yunus and Sia Kwee Mow @ SiaHok Chai, being two of the directors of Siah Brothers Corporation Berhad, state that, in the opinionof the directors, the financial statements set out on pages 12 to 51 are drawn up in accordance withapplicable approved accounting standards in Malaysia so as to give a true and fair view of the stateof affairs of the Group and of the Company at 31 March 2001 and of their results and cash flowsfor the financial year ended on that date.

TAN SRI DATO’ IR MUHAMMAD YUSUFF SIA KWEE MOW @BIN HAJI MUHAMMAD YUNUS SIA HOK CHAI

STATUTORY DECLARATION

I, Sia Kwee Mow @ Sia Hok Chai, I/C No. 3290819 (B), being the director primarily responsiblefor the financial management of Siah Brothers Corporation Berhad, do solemnly and sincerelydeclare that the financial statements set out on pages 12 to 51 are, to the best of my knowledge andbelief, correct, and I make this solemn declaration conscientiously believing the same to be true andby virtue of the provisions of the Statutory Declarations Act, 1960.

Subscribed and solemnly declared bySia Kwee Mow @ Sia Hok Chai,I/C No. 3290819 (B), at Kuala Lumpur in the Federal Territoryon this

SIA KWEE MOW @SIA HOK CHAI

Before me

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REPOR T OF THE AUDI TORS TO THE MEMBER S OFSIAH BROTHERS CORPORATION BERHADCompany No : 199310 - P

We have audited the financial statements set out on pages 12 to 51. The preparation of the financialstatements is the responsibility of the Company’s directors. Our responsibility is to express anopinion on the financial statements based on our audit.

We conducted our audit in accordance with approved standards on auditing in Malaysia. Thesestandards require that we plan and perform the audit to obtain reasonable assurance that the financialstatements are free of material misstatement. Our audit included examining, on a test basis,evidence relevant to the amounts and disclosures in the financial statements. Our audit also includedan assessment of the accounting principles used and significant estimates made by the directors aswell as evaluating the overall adequacy of the presentation of information in the financial statements.We believe our audit provides a reasonable basis for our opinion.

In our opinion,

(a) the financial statements are properly drawn up in accordance with the provisions of theCompanies Act, 1965 and applicable approved accounting standards in Malaysia so as togive a true and fair view of:-

(i) the state of affairs of the Group and of the Company at 31 March 2001 and theirresults and cash flows for the financial year ended on that date; and

(ii) the matters required by Section 169 of the Companies Act, 1965 to be dealt with inthe financial statements of the Group and of the Company; and

(b) the accounting and other records and the registers required by the Companies Act, 1965 tobe kept by the Company and by the subsidiary companies of which we have acted asauditors have been properly kept in accordance with the provisions of the said Act.

We have considered the financial statements and the auditors’ reports thereon of the subsidiarycompanies for which we have not acted as auditors, as indicated in Note 5 to the financialstatements.

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REPOR T OF THE AUDI TORS TO THE MEMBER S OFSIAH BROTHERS CORPORATION BERHAD (CONT’D)Company No : 199310 - P

We are satisfied that the financial statements of the subsidiary companies that have beenconsolidated with the Company’s financial statements are in form and content appropriate andproper for the purposes of the preparation of the consolidated financial statements and we havereceived satisfactory information and explanations required by us for those purposes.

The audit reports on the financial statements of the subsidiary companies were not subject to anyqualification and did not include any comments made under Section 174 (3) of the said Act.

HORWATH MOK & POON ONN KIE N HOEFirm No: AF 0995 Approval No: 1772/11/02 (J)Public Accountants Partner of Firm

Kuala Lumpur


BALAN CE SHEET S AT 31 MARCH 2001

The annexed notes form an integral part of these financial statements. Page 12

THE GROUP THE COMPANY 2001 2000 2001 2000

NOTE RM RM RM RM ASSETSInvestment in subsidiary companies 5 - - 167,370,110 173,370,110 Interest in associate companies 6 117,533,764 104,715,489 10,440,450 8,040,450 Property, plant and equipment 7 12,723,305 31,271,271 102,240 155,302 Investment properties 8 16,987,903 17,869,093 - - Other assets 9 664,585 264,799 - - Goodwill on consolidation 10 10,245,527 7,511,884 - - Intangible assets 11 - 740,781 - -

158,155,084 162,373,317 177,912,800 181,565,862

CURRENT ASSETSInventories 12 9,740,311 16,785,581 - - Property development in progress 13 25,755,399 26,915,382 - - Debtors 14 103,665,479 94,550,891 44,797,149 20,313,044 Amounts owing by subsidiary companies 15 - - 16,170,926 21,022,577 Amounts owing by associate companies 16 5,644,198 6,791,231 101,383 27,883 Short term deposits with a licensed bank 150,000 3,272,665 - - Cash and bank balances 1,136,617 1,563,932 79,070 81,157

146,092,004 149,879,682 61,148,528 41,444,661

LESS: CURRENT LIABILITIESAmount owing to contract customers 17 603,824 1,665,665 - - Creditors 18 34,864,221 48,705,990 421,539 5,075,818 Amount owing to a director 19 2,918,800 2,918,800 2,918,800 2,918,800 Proposed dividend 545,065 545,065 545,065 545,065 Dividend payable 270,587 246,864 270,587 246,864 Short term borrowings 20 48,543,794 39,403,957 14,462,435 13,223,181

87,746,291 93,486,341 18,618,426 22,009,728

NET CURRENT ASSETS 58,345,713 56,393,341 42,530,102 19,434,933

216,500,797 218,766,658 220,442,902 201,000,795

FINANCED BY:-

SHARE CAPITAL 21 57,301,943 57,301,943 57,301,943 57,301,943 RESERVES 22 43,087,162 42,831,879 47,540,959 28,098,852

SHAREHOLDERS’ EQUITY 100,389,105 100,133,822 104,842,902 85,400,795 IRREDEEMABLE CONVERTIBLE UNSECURED LOAN STOCKS 23 115,600,000 115,600,000 115,600,000 115,600,000 DEFERRED LIABILITIES 24 511,692 3,032,836 - -

216,500,797 218,766,658 220,442,902 201,000,795

NET TANGIBLE ASSETS PER SHARE 25 165 Sen 168 Sen

THE GROUP THE COMPANY


INCOME STATE MENTSFOR THE F IN ANCIAL YEAR ENDED 31 MARCH 2001


2001 2000 2001 2000 NOTE RM RM RM RM

TURNOVER 26 92,411,289 114,707,092 9,946,518 11,548,616

COST OF SALES (81,341,010) (97,786,539) - -

GROSS PROFIT 11,070,279 16,920,553 9,946,518 11,548,616

OTHER OPERATING INCOME 1,683,032 2,414,798 204 25,124

ADMINISTRATIVE AND OTHER OPERATING EXPENSES (15,245,542) (10,834,433) (3,881,801) (1,386,298)

(LOSS)/PROFIT FROM OPERATIONS (2,492,231) 8,500,918 6,064,921 10,187,442

FINANCIAL EXPENSES (9,597,215) (9,698,411) (8,641,329) (8,685,386)

SHARE OF PROFIT OF ASSOCIATE COMPANIES 2,781,304 3,759,401 - -

(LOSS)/PROFIT BEFORE TAXATION AND EXCEPTIONAL ITEM 27 (9,308,142) 2,561,908 (2,576,408) 1,502,056 EXCEPTIONAL ITEM 28 10,729,328 (6,508) 23,475,000 -

PROFIT BEFORE TAXATION 1,421,186 2,555,400 20,898,592 1,502,056

TAXATION 29 (350,251) 1,173,757 (640,833) (508,000)

PROFIT AFTER TAXATION 1,070,935 3,729,157 20,257,759 994,056

Earnings per share (sen) - basic 30 1.6 6.9 - diluted 30 N/A 6.5


STATE MENTS OF CHANGES IN EQUI TYFOR THE F IN ANCIAL YEAR ENDED 31 MARCH 2001


NOTE SH AR E SH AR E RE TA IN ED CA PI TA L

CA PI TA L PR EMI UM PR OF IT S RE SE R VE TO TA LTH E GR OU P RM RM RM RM RM

Balance at 1.4.1999 50,468,943 21,507,027 15,588,132 2,999,998 90,564,100 Allotment of 5.5% Irredeemable Cumulative Convertible Preference Shares (“ICCPS”) 6,833,000 - - - 6,833,000 Write-off of expense incurred for the issuance of ICCPS and Transferable Subscription Rights (“TSRs”) - (200,506) - - (200,506) Profit after taxation for the financial year - - 3,729,157 - 3,729,157 Dividends 31 - - (791,929) - (791,929)

Balance at 31.3.2000/1.4.2000 57,301,943 21,306,521 18,525,360 2,999,998 100,133,822 Profit after taxation for the financial year - - 1,070,935 - 1,070,935 Dividends 31 - - (815,652) - (815,652) Realisation on disposal of a subsidiary company - - 1,799,999 (1,799,999) -

Balance at 31.3.2001 57,301,943 21,306,521 20,580,642 1,199,999 100,389,105

THE COM PA NY

Balance at 1.4.1999 50,468,943 21,507,027 6,590,204 - 78,566,174 Allotment of 5.5% ICCPS 6,833,000 - - - 6,833,000 Write-off of expense incurred for the issuance of ICCPS and TSRs - (200,506) - - (200,506) Profit after taxation for the financial year - - 994,056 - 994,056 Dividends 31 - - (791,929) - (791,929)

Balance at 31.3.2000/1.4.2000 57,301,943 21,306,521 6,792,331 - 85,400,795 Profit after taxation for the financial year - - 20,257,759 - 20,257,759 Dividends 31 - - (815,652) - (815,652)

Balance at 31.3.2001 57,301,943 21,306,521 26,234,438 - 104,842,902

The retained profits of the Group are attributable to/(absorbed by):-2001 2000

RM RM

The Company 26,234,438 6,792,331 Subsidiary companies (20,808,795) 6,996,305 Associate companies 15,154,999 4,736,724

20,580,642 18,525,360


CASH FLOW STATE MENTSFOR THE F IN ANCIAL YEAR ENDED 31 MARCH 2001



NOTE RM RM RM RM

CASH FLOWS FOR OPERATING ACTIVITIES(Loss)/Profit before taxation and before exceptional item (9,308,142) 2,561,908 (2,576,408) 1,502,056 Exceptional item 10,729,328 (6,508) 23,475,000 -

Profit before taxation 1,421,186 2,555,400 20,898,592 1,502,056

Adjustments for:-Amortisation of deferred expenses 47,710 51,818 - - Bad debts written off 335,590 - 327,763 - Deferred expenses written off 42,696 126,221 - - Depreciation and amortisation of property, plant and equipment 2,723,640 3,161,054 56,617 143,327 Deposit written off 150,000 - 150,000 - Exceptional (gain)/loss on disposal of a subsidiary company (10,729,328) 6,508 (23,475,000) - Interest expense 9,396,503 9,446,836 8,460,745 8,513,140 Preliminary expenses written off 19,645 - - - Pre-operating expenses written off 68,866 - - - Provision for doubtful debts 6,872,514 998,000 2,352,737 - Trademark written off 436,375 - - - Dividend income - (135) (8,944,445) (10,027,776) Interest income (318,667) (1,470,881) (708,073) (1,226,840) Gain on disposal of property, plant and equipment (170,656) (340,412) 2,899 (25,124) Gain on disposal of investment properties (766,749) - - - Share of profit in associate companies (2,781,304) (3,759,401) - -

Operating profit/(loss) before working capital changes 6,748,021 10,775,008 (878,165) (1,121,217) Decrease/(Increase) in inventories 1,461,305 (387,310) - - Decrease in property development-in-progress 1,818,074 3,648,129 - - (Increase)/Decrease in trade and other debtors 5,654,195 12,859,888 (2,069,605) (2,299,137) (Decrease)/Increase in trade and other creditors (12,322,200) (16,841,837) (4,654,279) 2,623,178 (Decrease)/Increase in amount owing to contract customers (695,114) 633,338 - - Increase in deferred expenditure (47,712) (245,262) - -

CASH FROM/(FOR) OPERATIONS 2,616,569 10,441,954 (7,602,049) (797,176) Interest paid (10,421,321) (9,857,985) (8,460,745) (8,513,140) Taxes paid (3,941,393) (2,616,474) (640,833) (508,000) Interest received 318,667 1,470,881 708,073 1,226,840

NET CASH FOR OPERATING ACTIVITIES CARRIED FORWARD (11,427,478) (561,624) (15,995,554) (8,591,476)





NOTE RM RM RM RM

NET CASH FOR OPERATING ACTIVITIES BROUGHT FORWARD (11,427,478) (561,624) (15,995,554) (8,591,476)

CASH FLOWS (FOR)/FROM INVESTING ACTIVITIESAdvances to subsidiary companies - - - (21,540,067) Dividend income from quoted investment - 135 - - Dividends received from subsidiary companies - - 10,774,445 9,727,776 Net cash (outflow)/inflow on disposal of subsidiary company 32 (2,192,116) 460,325 - - Reduction of cost of investment through transfer of properties - - - 13,510,000 Purchase of property, plant and equipment 33 (1,184,381) (1,007,695) (9,654) (15,868) Proceeds from disposal of property, plantand equipment 292,999 419,001 3,200 25,125 Proceeds from disposal of investment properties 1,647,939 - - -

NET CASH (FOR)/FROM INVESTING ACTIVITIES (1,435,559) (128,234) 10,767,991 1,706,966

CASH FLOWS (FOR)/FROM FINANCING ACTIVITIESRepayment by/(Advance to) associate companies 1,147,033 (2,981,693) (73,500) (150) Repayment by subsidiary companies - - 4,851,651 - Dividend paid to minority shareholders - (230,000) - - Dividend paid to shareholders of the Company (545,065) (363,376) (545,065) (363,376) Expenses incurred on issuance of ICCPS and TSRs - (200,506) - (200,506) Proceeds from issuance of ICCPS - 6,833,000 - 6,833,000 Dividend paid to holder of ICCPS (246,864) - (246,864) - (Repayment)/Drawdown of revolving credit (407,181) 1,450,000 - - Repayment of term loans (354,424) (327,694) - - Repayment to hire purchase creditors (44,721) (186,896) - -

NET CASH (FOR)/FROM FINANCING ACTIVITIES (451,222) 3,992,835 3,986,222 6,268,968

NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS (13,314,259) 3,302,977 (1,241,341) (615,542)

CASH AND CASH EQUIVALENTS AT BEGINNING OF FINANCIAL YEAR (12,436,882) (15,739,859) (6,142,024) (5,526,482)

CASH AND CASH EQUIVALENTS AT END OF FINANCIAL YEAR 34 (25,751,141) (12,436,882) (7,383,365) (6,142,024)




1. GENER AL INFORMAT ION

The Company is incorporated as a public company limited by shares under the MalaysianCompanies Act, 1965. The domicile of the Company is Malaysia. The registered office andprincipal place of business is as follows:-

Wisma Siah Brothers, 74A, Jalan Pahang, 53000 Kuala Lumpur.

2. PRI NCIPA L ACTI VITI ES

The Company is principally engaged in the business of investment holding and the provisionof management and administrative services to the subsidiary companies. The principalactivities of the subsidiary companies are disclosed in Note 5 to the financial statements. Therehave been no significant changes in the nature of these activities during the financial year.

3. BASI S OF ACCOUNT ING

The financial statements are prepared under the historical cost convention and in compliancewith applicable approved accounting standards.

4. SIGN IFI CANT ACCOUNT ING POLI CIES

(a) Basis of Consolidation

The consolidated financial statements incorporate the financial statements of theCompany and all its subsidiary companies made up to 31 March 2001. The subsidiarycompanies are consolidated using the acquisition method. The results of subsidiarycompanies acquired or disposed of during the financial year are dealt with in theconsolidated income statement from the effective dates of acquisition or disposal. Allsignificant intragroup transactions, balances and unrealised profits are eliminated onconsolidation.

Goodwill represents the excess of the fair value of purchase consideration over theGroup’s share of the fair values of the separable net assets of subsidiaries at the date ofacquisition. Negative goodwill represents the excess of the Group’s share of the fairvalues of the separable net assets of subsidiaries at the date of acquisition over the fairvalue of purchase consideration.


NOTES TO THE F IN ANCIAL STATE MENTSFOR THE F IN ANCIAL YEAR ENDED 31 MARCH 2001

Page 18

4. SIGN IFI CANT ACCOUNT ING POLI CIES (CONT’D)

(a) Basis of Consolidation (Cont’d)

Goodwill is stated net of negative goodwill. The net carrying amount of goodwill isreviewed annually, and is written down for impairment where it is considerednecessary. The impairment value of goodwill written off is taken to the incomestatement.

(b) Property, Plant and Equipment

Freehold land is stated at cost and is not depreciated. Other property, plant andequipment are stated at cost less accumulated depreciation.

Depreciation of property, plant and equipment is calculated under the straight-linemethod to write off the cost of the property, plant and equipment over their estimateduseful lives. The principal annual rates used for this purpose are:-

Long leasehold land and buildings Over 99 yearsFactory2% - 3%Plant and machinery, construction machinery and equipment 5% - 20%Formwork, scaffoldings and containers 10% - 25%Factory equipment, moulds and dies 10% - 16%Office equipment, computers, furniture and fittings, tools and fittings 5% - 20%Motor vehicles 20%

(c) Associate Companies

The investment in associates in the consolidated financial statements are accounted forunder the equity method, based on the financial statements of the associates made up tothe 31 March 2001.

The Group’s share of results of associates is included in the consolidated incomestatement and the Group’s share of post acquisition retained profits and reserves isadded to the cost of investment in the consolidated balance sheet.

The investment in associates in the financial statements of the Company is carried atcost.



Page 19


(d) Investments

Investments other than associate companies are held on a long term basis and are statedat cost. Provision for diminution in the value is only made if the directors are of theopinion that the diminution is permanent.

(e) Investment Properties

Investment properties are held as long term investments to generate income and forcapital gain, and are stated at cost. These properties are not depreciated.

(f) Inventories

Inventories are stated at the lower of cost and net realisable value. For manufacturedgoods, cost is determined on the weighted average basis and includes the cost ofmaterials and incidentals incurred in bringing the inventories to their present locationand condition. For finished goods and work-in-progress, cost includes direct labourand appropriate production overheads.

(g) Debtors

Debtors are carried at anticipated realisable value. Bad debts are written off in the periodin which they are identified. An estimate is made for doubtful debts based on a reviewof all outstanding amounts at the balance sheet date.

(h) Properties Development-In-Progress

Properties development-in-progress comprises land and related developmentexpenditure incurred plus attributable profits less progress billings and foreseeablelosses, if any.

Land is stated at cost. Development expenditure comprises construction and otherrelated development costs and administrative overheads relating to the propertydevelopment. Interest costs on borrowings taken to finance the relevant developmentprojects are included in the development expenditure from commencement to thecompletion of the development projects.



Page 20


(h) Properties Development-In-Progress (Cont’d)

Attributable profits are determined based on the percentage of completion method, onsold properties.

(i) Amount Owing To Contract Customers

Amount owing to contract customers is stated at cost plus profits attributable tocontracts in progress less progress billings and provision for foreseeable losses, if any.Cost includes direct materials, labour and applicable overheads

(j) Interest Capitalisation

Interest incurred on borrowings specifically taken to finance the development ofproperties is capitalised until it is ready for its intended use, after which such expense ischarged to the income statement.

(k) Deferred Taxation

Deferred taxation is provided using the liability method on all material timingdifferences except where no liability is expected to arise in the foreseeable future.Deferred tax benefit is only recognised when there is reasonable expectation ofrealisation in the foreseeable future.

(l) Foreign Currencies

Transactions in foreign currencies are converted into Ringgit Malaysia at theapproximate rates of exchange ruling at the transaction dates. Monetary assets andliabilities in foreign currencies at the balance sheet date are translated at the approximaterates ruling as of that date. All exchange differences are taken to the income statement.



Page 21


(m) Income Recognition

(i) Construction Contracts

Revenue on contracts is recognised on the percentage of completion methodunless the outcome of the contract cannot be reliably determined, in whichcase revenue on contracts is only recognised to the extent of contract costsincurred that are recoverable. Foreseeable losses, if any, are provided for infull as and when it can be reasonably ascertained that the contract will resultin a loss.

The stage of completion is determined based on surveys of work performed.

(ii) Property development

Revenue from property development is recognised from the sale of completedand uncompleted development properties.

Revenue from sale of completed properties is recognised when the sale iscontracted.

Revenue on uncompleted properties contracted for sale is recognised based onthe stage of completion method unless the outcome of the development cannotbe reliably determined in which case the revenue on the development is onlyrecognised to the extent of development costs incurred that are recoverable.

The stage of completion is determined based on the proportion that thedevelopment costs incurred for work performed to date bear to the estimatedtotal development costs.

Foreseeable losses, if any, are recognised immediately in the income statement.

Foreseeable losses, if any, are provided for in full as and when it can bereasonably ascertained that the development will result in a loss.

(iii) Interest income and dividend income are recognised on an accrual basis.



Page 22


(n) Intangible Assets

(i) Preliminary and pre-operating expenses

Incorporation expenses incurred are shown as preliminary expenses whileexpenses incurred subsequent to the date of incorporation but before thecommencement of operations are shown as pre-operating expenses. Bothpreliminary and pre-operating expenses are written off to the income statementas and when they are incurred.

(ii) Deferred expenses

Deferred expenses comprise expenditure incurred on certain plant andmachinery to extend their useful lives. The deferred expenses are amortised ona straight line basis over a period of two years.

(iii) Trademark

This represents the agreed cost of a trademark for the use on certain products ofthe Group. Amortisation is based on annual production against expected totalcapacity. Trademark is written off when it is no longer expected to generateincome in the foreseeable future.

(o) Cash and Cash Equivalents

Cash and cash equivalents comprise cash in hand, bank balances, demand deposits,bank overdrafts and short term, highly liquid investments that are readily convertible toknown amounts of cash and which are subject to an insignificant risk of changes invalue.

5. INVES TMENT IN SUBS IDI ARY COMPANI ESTHE COMPANY

2001 2000 RM RM

Unquoted shares, at cost 167,370,110 173,370,110



Page 23

5. INVES TMENT IN SUBS IDI ARY COMPANI ES (CONT’D)

Details of the subsidiary companies, which are all incorporated in Malaysia, are as follows:-

Name of Company Effective Equity Interest Principal2001 2000 Activities

% %

Syarikat Siah Brothers 100 100 General building Trading Sendirian Berhad contractor and

investment holding

Syarikat Siah Brothers 100 100 Building and civil Construction Sdn. Bhd. engineering works

Siah Brothers Enterprise 100 100 Building contractor Sdn. Bhd. *

Siah Brothers Industries 100 100 Investment holding Sdn. Bhd. *

Siah Brothers Land 100 100 Investment holding Sdn. Bhd.

Siah Brothers Project 100 100 Provision of Management Sdn. Bhd.* management

services

Siah Brothers Properties 100 100 Investment holding Sdn. Bhd.*

Mixwell (Malaysia) 100 100 Project management Sdn. Bhd. and property

development

Siah Brothers Development 100 100 Proposed property Sdn. Bhd. * development



Page 24



% %

Sinaran Naga Sdn. Bhd. 100 100 Property development

Tiara Development 100 100 Proposed property Sdn. Bhd.* development

SBC Homes Sdn. Bhd.* 100 100 Proposed property development

Lifeplus – Siah Brothers Trading 100 100 Project managementJV Sdn. Bhd. and its related(formerly known as SBC Civil & technical servicesStructural Sdn. Bhd.)

Seri Ampangan Realty 100 100 Property development Sdn. Bhd.

SBC Leisure Sdn. Bhd.* 100100Property development

SBC Towers Sdn. Bhd.* 100100Property development

Aureate Construction 100100Property investment Sdn. Bhd.*

Winsome Ventures 100100Intended property Sdn. Bhd. management

Masahmura Sdn. Bhd.* 51 51 Manufacturing of material handling equipment and metal frames

Masahmura Sales & 51 51 Trading of light Service Sdn. Bhd. industrial handling

equipment and metal frames



Page 25



% %

Paling Industries Sdn. Bhd.* - # 100 Manufacturing of plastic building materials

Liga Canggih Sdn. Bhd.* - ## 100 Dormant

* Not audited by Horwath Mok & Poon.

# During the financial year, the Company disposed of 60% of its equity interest in PalingIndustries Sdn. Bhd. (“Paling”) thereby resulting in Paling becoming an associatecompany. Further details of the divestment are disclosed in Note 40 (c) to the financialstatements.

## Held by Paling.

6. INTER EST IN ASS OCIATE COMPANI ES

THE GROUP THE COMPANY 2001 2000 2001 2000 RM RM RM RM

Unquoted shares, at cost 10,760,451 8,360,451 10,440,450 8,040,450 Unquoted shares at Group cost (Note a) 91,618,314 91,618,314 - - Share of post acquisition reserves 15,154,999 4,736,724 - -

117,533,764 104,715,489 10,440,450 8,040,450

THE GROUP2001 2000 RM RM

The interest in associate companies comprises:-

Group’s share of net tangible assets 71,517,794 58,699,519 Group’s share of intangible assets 63,967 63,967 Revaluation of Group cost (net of deferred taxation) (Note b) 45,952,003 45,952,003

117,533,764 104,715,489



Page 26

6. INTER EST IN ASS OCIATE COMPANI ES (CONT’D)

(a) Unquoted shares at Group costTHE GROUP

2001 2000 RM RM

At 1 April 2000/1999 91,618,314 119,580,739 Reduction through transfer of land - (13,510,000) Reduction through transfer of equity interest in Mixwell - (14,452,425)

91,618,314 91,618,314

(b) Revaluation of Group cost

At 1 April 2000/1999 45,952,003 73,914,428 Reduction to Group cost arising from the settlement of the short fall in the profit guarantee by the main vendor and a guarantor for the purchase of Mixwell by the Company by way of:-- transfer of land - (13,510,000) - transfer of equity interest in Mixwell - (14,452,425)

45,952,003 45,952,003

Details of the associate companies, which are all incorporated in Malaysia, are as follows:-

Effective Equity PrincipalName of Company Interest Activities

2001 2000% %

Ligamas Sdn. Bhd.* 50.0 50.0 Property development

Varich Industries 50.0 50.0 Proposed quarrying Sdn. Bhd.#



Page 27

6. INTER EST IN ASS OCIATE COMPANI ES (CONT’D)

Effective Equity PrincipalName of Company Interest Activities

2001 2000% %

Sri Berjaya Development 33.3 33.3 Investment and Sdn. Bhd.# development of

landed properties

Sri Rawang Properties 22.2 22.2 Investment in properties Sdn. Bhd.# and rubber estates

South East Best 20.0 20.0 Property development Sdn. Bhd.*

Paling Industries Sdn. Bhd.* 40.0 - Manufacturing of plastic building materials

* Share of results of these associate companies are based on the latest available unauditedmanagement financial statements made up to 31 March 2001.

# The results of these associate companies have not been equity accounted as the amountsinvolved are insignificant.



Page 28

7. PROPE RTY, PLANT AND EQUI PMENT

OF FI CE PL AN T EQ UIP ME NT ,AN D CO MPU T ER S,

MA CH INE R Y, FU RN IT UR ELE AS E HO LD CO NS TR UC T ION FO RMWO RK , FA CT OR Y AN D

LA ND MA CH INE R Y SC AF FO L DIN G EQ UIP ME NT , FIT T IN GS ,AN D FR EE HO L D FA CT OR Y AN D AN D MO UL DS TO OL S AN D MO TO R

BU IL DIN GS LA ND BU IL DIN G EQ UIP ME NT CO NT AI NE RS AN D DIE S FIT T IN GS VE HI CL ES TO TA LTH E GR OU P RM RM RM RM RM RM RM RM RM

At CO ST At 1.4.2000 9,490,418 6,114,092 6,040,013 22,224,158 4,316,916 9,494,035 4,283,975 1,879,422 63,843,029 Additions 126,792 - - 477,067 - 418,627 83,749 423,949 1,530,184 Disposals - - (13,300) - (14,900) (16,984) (369,290) (414,474) Disposal of a subsidiary company (4,479,501) - (6,040,013) (18,034,086) - (9,897,762) (746,412) (192,099) (39,389,873)

At 31.3.2001 5,137,709 6,114,092 - 4,653,839 4,316,916 - 3,604,328 1,741,982 25,568,866

AC CU MUL AT E DDE PR E CIA T ION At 1.4.2000 455,593 - 1,063,150 15,101,048 4,260,665 7,046,362 2,979,846 1,665,094 32,571,758 Charge for the financial year 53,783 - 147,293 1,487,954 27,869 568,056 292,791 145,894 2,723,640 Disposals - - - (12,035) - (14,900) (9,870) (255,326) (292,131) Disposal of a subsidiary company (509,376) - (1,210,443) (12,025,608) - (7,599,518) (624,462) (188,299) (22,157,706)

At 31.3.2001 - - - 4,551,359 4,288,534 - 2,638,305 1,367,363 12,845,561



Page 29

7. PROPE RTY, PLANT AND EQUI PMENT (CONT’D)

OF FI CE PL AN T EQ UIP ME NT ,AN D CO MPU T ER S,

MA CH INE R Y, FU RN IT UR ELE AS E HO LD CO NS TR UC T ION FO RMWO RK , FA CT OR Y AN D

LA ND MA CH INE R Y SC AF FO L DIN G EQ UIP ME NT , FIT T IN GS ,AN D FR EE HO L D FA CT OR Y AN D AN D MO UL DS TO OL S AN D MO TO R

BU IL DIN GS LA ND BU IL DIN G EQ UIP ME NT CO NT AI NE RS AN D DIE S FIT T IN GS VE HI CL ES TO TA LTH E GR OU P RM RM RM RM RM RM RM RM RM

NE T BO OK VA LU E AT - 31.3.2001 5,137,709 6,114,092 - 102,480 28,382 - 966,023 374,619 12,723,305 - 31.3.2000 9,034,825 6,114,092 4,976,863 7,123,110 56,251 2,447,673 1,304,129 214,328 31,271,271

Depreciation charge for the financial year ended 31.3.2000 53,783 - 147,293 1,698,717 144,471 532,837 321,652 262,301 3,161,054



Page 30


OF FI CE EQ UIP ME NT ,CO MPU T ER S,FU RN IT UR E

TH E CO MPA NY MO TO R VE HI CL ES AN D FIT T IN GS TO TA LRM RM RM

CO ST At 1.4.2000 516,550 357,947 874,497 Additions - 9,654 9,654 Disposals - (12,200) (12,200)

At 31.3.2001 516,550 355,401 871,951

AC CU MUL AT E D DE PR E CIA T ION At 1.4.2000 488,168 231,027 719,195 Charge for the financial year 18,920 37,697 56,617 Disposal - (6,101) (6,101)

At 31.3.2001 507,088 262,623 769,711

NE T BO OK VA LU E AT - 31.3.2001 9,462 92,778 102,240 - 31.3.2000 28,382 126,920 155,302

Depreciation charge for thefinancial year ended 31.3.2000 102,753 40,574 143,327

The fixed assets of the Group acquired under hire purchase terms were carried at net bookvalue of RM339,159 (2000 - Nil) at the balance sheet date.



Page 30


OF FI CE EQ UIP ME NT ,CO MPU T ER S,FU RN IT UR E

TH E CO MPA NY MO TO R VE HI CL ES AN D FIT T IN GS TO TA LRM RM RM

CO ST At 1.4.2000 516,550 357,947 874,497 Additions - 9,654 9,654 Disposals - (12,200) (12,200)

At 31.3.2001 516,550 355,401 871,951

AC CU MUL AT E D DE PR E CIA T ION At 1.4.2000 488,168 231,027 719,195 Charge for the financial year 18,920 37,697 56,617 Disposal - (6,101) (6,101)

At 31.3.2001 507,088 262,623 769,711

NE T BO OK VA LU E AT - 31.3.2001 9,462 92,778 102,240 - 31.3.2000 28,382 126,920 155,302

Depreciation charge for thefinancial year ended 31.3.2000 102,753 40,574 143,327

The fixed assets of the Group acquired under hire purchase terms were carried at net bookvalue of RM339,159 (2000 - Nil) at the balance sheet date.



Page 31

8. INVES TMENT PROPE RTIES THE GROUP

2001 2000 RM RM

Freehold land and buildings 16,987,903 17,869,093

Freehold land and building of a subsidiary company costing RM2,792,736 (2000 -RM3,544,227) is charged to a bank for a term loan facility granted to the subsidiary company.

Based on a valuation exercise carried out on 27 March 2000 by an independent professionalvaluer, the market value of the investment properties of the Group amounts to approximatelyRM17.2 million (2000 - RM19.2 million).

9. OTHER ASS ETSTHE GROUP

2001 2000 RM RM

Other assets 472,285 116,067

Other investmentsQuoted shares in Malaysia, at cost 12,300 12,300 Unquoted shares, at cost 180,000 180,000 Joint ventures- Investment - 839,020 - Advances - 3,280,534 - Share of loss - (4,163,122)

192,300 148,732

664,585 264,799

Market value of quoted shares 6,390 36,225

Other assets are retention monies relating to amounts which are due and receivable after twelvemonths from the balance sheet date upon expiry of the warranty period of the relevantcontracts.



Page 32

10. GOODWIL LTHE GROUP

2001 2000 RM RM

At 1 April 2000/1999 7,511,884 7,511,884 Reduction in negative goodwill arising from the divestment of equity interest in a subsidiary company 2,733,643 -

At 31 March 10,245,527 7,511,884

11. INTAN GIBLE ASS ETSTHE GROUP

2001 2000 RM RM

Preliminary expenses - 19,645 Pre-operating expenses - 68,866 Trademark - 436,375 Deferred expenses - 215,895

- 740,781



Page 33

12. INVEN TORIES THE GROUP

2001 2000 RM RM

Unsold completed properties 9,740,311 9,616,166

Manufacturing inventories- Raw materials - 3,598,826 - Finished goods - 3,508,356 - Packing materials - 22,658 - Work-in-progress - 39,575

- 7,169,415

9,740,311 16,785,581

13. PROPE RTY DEVEL OPMENT-IN-PROGRES STHE GROUP

2001 2000 RM RM

Freehold land, at cost 14,553,404 14,989,258 Leasehold land, at cost 801,805 1,003,272 Development expenditure 29,385,833 31,608,834

44,741,042 47,601,364 Attributable profits 3,526,038 2,547,854

48,267,080 50,149,218 Progress billings (22,511,681) (23,233,836)

25,755,399 26,915,382

Included in development expenditure is interest cost capitalised during the financial yearamounting to RM658,091 (2000 – RM347,064).



Page 34

14. DEBT ORS

THE GROUP THE COMPANY2001 2000 2001 2000 RM RM RM RM

Trade debtors 59,398,219 74,568,501 - - Retention receivable 8,309,049 10,049,355 - -

Total trade debtors 67,707,268 84,617,856 - - Provision for doubtful debts (4,719,543) (1,827,718) - -

62,987,725 82,790,138 - -

Other debtors, deposits and prepayments 38,206,823 11,301,415 35,203,151 8,399,921 Provision for doubtful debts (2,352,737) - (2,352,737) -

35,854,086 11,301,415 32,850,414 8,399,921

Dividend receivable - - 2,970,000 4,800,000 Tax recoverable 4,823,668 459,338 8,976,735 7,113,123

103,665,479 94,550,891 44,797,149 20,313,044

Included in trade debtors is an amount of RM37,788,454 (2000 – RM42,459,597) owing bySmart Home Sdn. Bhd., a company in which a director has substantial financial interest, ofwhich RM20,173,275 (2000 – RM20,308,305) represents payments made to sub-contractorson behalf of the same to expedite the construction of a special low cost housing project.

Included in other debtors, deposits and prepayments is an amount of RM27,075,000 (2000 –Nil), being the consideration receivable for the disposal of equity interest of a subsidiarycompany. The consideration was received by the Company subsequent to the balance sheetdate.



Page 35

15. AMOUNTS OWING BY SUBS IDI ARY COMPANI ESTHE COMPANY

2001 2000 RM RM

Amounts owing by/(to) - Interest bearing (10,644,148) (6,757,475) - Interest free 26,815,074 27,780,052

16,170,926 21,022,577

The above amounts owing are unsecured and not subject to fixed terms of repayment. Theinterest bearing amounts are subject to interest at rates ranging from 7% to 9.3% (2000 - 5.0%to 11.0%) per annum.

16. AMOUNTS OWING BY ASS OCIATE COMPANI ES

The amounts owing are unsecured, interest free and not subject to fixed terms of repayment.

17. AMOUNT OWING TO CONTRA CT CUST OME RSTHE GROUP

2001 2000 RM RM

Contract costs incurred to date 196,456,210 158,488,569 Attributable profits 16,974,608 14,635,876

213,430,818 173,124,445 Progress billings (214,034,642) (174,790,110)

Amount owing to contract customers (603,824) (1,665,665)

Included in cost incurred on contract works is interest cost capitalised during the financial yearof RM366,727 (2000 - RM64,085).



Page 36

18. CREDI TORSTHE GROUP THE COMPANY

2001 2000 2001 2000 RM RM RM RM

Trade creditors 16,586,849 28,578,409 - - Retention payable 9,616,610 10,112,112 - -

Total trade creditors 26,203,459 38,690,521 - -

Other creditors and accruals 8,581,602 10,015,469 421,539 5,075,818 Hire purchase creditors (Note 24b) 79,160 - - -

34,864,221 48,705,990 421,539 5,075,818

Included in other creditors and accruals of the Group is an advance payment of RM1,770,000(2000 – Nil) received from contract customers.

19. AMOUNT OWING TO A DIR ECTOR

The amount owing is unsecured, bears interest at 5.5% (2000 – 5.5%) per annum and notsubject to fixed terms of repayment.

20. SHORT TERM BORROWI NGSTHE GROUP THE COMPANY

2001 2000 2001 2000 RM RM RM RM

Current portion of term loans - secured (Note 24a) 111,636 286,078 - - Revolving credits - secured 14,394,400 14,844,400 - - - unsecured 7,000,000 7,000,000 7,000,000 7,000,000 Bank overdrafts - secured - 412,477 - - - unsecured 27,037,758 16,861,002 7,462,435 6,223,181

48,543,794 39,403,957 14,462,435 13,223,181

The revolving credits and bank overdrafts bear interest at rates ranging from 7% to 9.3% (2000– 5% to 10.45%) per annum.



Page 37

20. SHORT TERM BORROWI NGS (CONT’D)

The secured portion of revolving credits and bank overdrafts of the Group are secured by way of a corporate guarantee by the Company, supported by negative pledge over certain landedproperties of the Group.

21. SHARE CAPI TAL THE COMPANY2001 2000 RM RM

AUTH ORISED

Ordinary shares of RM1 eachAt 1 April 2000/1999 193,167,000 200,000,000 Cancelled during the financial year - (6,833,000)

At 31 March 193,167,000 193,167,000

5.5% ICCPS of RM1 each

At 1 April 2000/1999 6,833,000 - Created during the financial year - 6,833,000

At 31 March 6,833,000 6,833,000

Total authorised share capital 200,000,000 200,000,000

ISSUED AND FUL LY PAID -UP

Ordinary shares of RM1 eachAt 1 April/31 March 50,468,943 50,468,943

5.5% ICCPS of RM1 each

At 1 April 2000/1999 6,833,000 - Allotted during the financial year - 6,833,000

At 31 March 6,833,000 6,833,000

Total issued and fully paid-up share capital 57,301,943 57,301,943



Page 38

21. SHARE CAPI TAL (CONT’D)

The main terms of the 5.5% ICCPS are as follows:-

(a) Entitlement to receive a fixed cumulative preferential dividend of 5.5% per annumpayable annually in arrears.

(b) The ICCPS shall mature after five (5) years from the date of issue of 5 May 1999 andwill be automatically converted into ordinary shares of the Company on the maturitydate of 4 May 2004.

(c) The holders have the option to convert all ICCPS into ordinary shares at any time afterthe date of issue until the maturity date. The ICCPS are not redeemable for cash.

(d) The conversion price into ordinary shares is fixed at RM1.00 per share.

(e) The ICCPS shall rank in priority to the ordinary shares of the Company in respect ofreturn of capital on liquidation or otherwise for the par value of the ICCPS plus anyarrears in dividend, provided that there shall be no further right to participate in thesurplus assets or profits of the Company.

(f) There are no voting rights other than the rights to vote at meetings convened for thepurpose of reducing the capital, or winding up, or sanctioning a sale of undertaking, orwhere the proposition directly affects the rights and privileges of the holders of theICCPS.

22. RESE RVESTHE GROUP THE COMPANY

2001 2000 2001 2000 RM RM RM RM

Share premium reserve (Note a) 21,306,521 21,306,521 21,306,521 21,306,521 Capital reserve (Note b) 1,199,999 2,999,998 - - Retained profits (Note c) 20,580,642 18,525,360 26,234,438 6,792,331

43,087,162 42,831,879 47,540,959 28,098,852



Page 39

22. RESE RVES (CONT’D)

(a) The share premium reserve is not available for distribution by way of dividends.

(b) The capital reserve arises from a bonus issue of ordinary shares on 21 August 1992 bya former subsidiary company, and is not available for distribution by way of dividends.

(c) Based on estimated Section 108 tax credit and subject to agreement with the taxauthorities, the retained profits of the Company are wholly distributable by way ofdividends without the Company incurring any additional tax liabilities.

23. IRRED EEMABLE CONVER TIBL E UNSE CURED LOAN STOCKS

The 5% Irredeemable Convertible Unsecured Loan Stocks 1997/2002 (“ICULS”) ofRM115,600,000 were issued on 28 March 1997.

The principal terms of the ICULS, as constituted by a Trust Deed dated 28 March 1997, areas follows:-

(a) The ICULS are not redeemable for cash. They are convertible into ordinary shares ofRM1 each of the Company at anytime from the date of issue on 28 March 1997 tothe maturity date of 28 March 2002. Any outstanding ICULS will be mandatorilyconverted by the Company at the prevailing conversion price on the maturity date.

(b) The conversion price for the ICULS was set at RM4.60 for one ordinary share ofRM1 each of the Company. This is subject to adjustments under the terms set out inthe Trust Deed.

(c) There are two conversion methods:-

(i) by surrendering the ICULS with an aggregate nominal value of at leastequivalent to the conversion price; or

(ii) by tendering the ICULS at nominal value towards satisfying a sum equal tothe largest integral multiple of RM1.00 comprised in the conversion priceand by paying the balance of the conversion price in cash.

(d) The ICULS carry a coupon rate of 5.0% per annum payable annually in arrears.



Page 40

23. IRRED EEMABLE CONVER TIBL E UNSE CURED LOAN STOCKS (CONT’D)

As mentioned in Note 40 to the financial statements, during the financial year, the Companyhas proposed to undertake a Special Issue of shares (“Proposed Offer”) which would give riseto an alteration to the terms of the ICULS. The Securities Commission has approved theProposed Offer based on the following terms:-

(i) If the Proposed Offer is undertaken before 28 March 2001, being the payment date ofthe ICULS interest (“Cut-off Date”), the Proposed Offer will comprise an offer toacquire 120 ICULS in consideration for 36 new shares in the Company, together witha restricted issue to the said ICULS holders of 24 new shares in the Company at anissue price of RM1.00 per share payable in full for cash.

(ii) In the event that the Proposed Offer is undertaken after the Cut-off Date, the ProposedOffer will comprise an offer to acquire 120 ICULS in consideration of 30 new sharesin the Company, together with a restricted issue of 30 new shares in the Company at anissue price of RM1.00 per share payable in full for cash.

(iii) The holders of the ICULS shall have the option of either taking up the Proposed Offeror to continue holding the ICULS based on the existing terms until the maturity date of28 March 2002, or a combination of both.

24. DEFE RRED LIA BILI TIE STHE GROUP

2001 2000 RM RM

Long term loans (Note a) 289,770 782,536 Hire purchase creditors (Note b) 221,922 - Deferred taxation (Note c) - 2,250,300

511,692 3,032,836



Page 41

24. DEFE RRED LIA BILI TIE S (CONT’D)

(a) Long term loansTHE GROUP

2001 2000 RM RM

Term loans - secured 401,406 469,751 - unsecured - 598,863

401,406 1,068,614 Repayable within 12 months (Note 20) (111,636) (286,078)

289,770 782,536

The secured term loan represents a bridging loan secured by way of a first legal chargeover the landed property of a subsidiary company. The loan is repayable by 144 equalinstalments commencing 15 September 1994.

The unsecured term loans in respect of the previous financial year were repayable in 16quarterly instalments of principal and interest of RM82,662 each commencing 1 April1994.

The term loans are subject to interest at rates ranging from 8.05% to 8.3% (2000 -6.5% to 9.75%) per annum.

(b) Hire purchase creditorsTHE GROUP

2001 2000 RM RM

Gross hire purchase creditors 380,100 - Interest-in-suspense (79,018) -

301,082 -



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24. DEFE RRED LIA BILI TIE S (CONT’D)

(b) Hire purchase creditors (Cont’d)THE GROUP

2001 2000 RM RM

The net hire purchase creditors are repayable as follows:-

Within twelve months (Note 18) 79,160 - After twelve months but within five years 221,922 -

301,082 -

(c) Deferred taxation

At 1 April 2000/1999 2,250,300 2,275,300 Reduction through the disposal of a subsidiary company (2,250,300) (25,000)

- 2,250,300

25. NET TANGI BLE ASS ETS PER SHARE

The net tangible assets per share is calculated based on the net tangible assets value ofRM83,310,578 (2000 – RM85,048,157) attributable to ordinary shares divided by thenumber of ordinary shares in issue at the balance sheet date of 50,468,943 (2000 –50,468,943) shares.

26. TURNOVE R

Turnover of the Group comprises gross revenue from building contracts, proportionatesales value of development properties, invoiced value of goods sold and services supplied,rental income and interest income. Included in the turnover of the Group is contract incomeof RM40,882,882 (2000 – RM65,507,443) recognised during the financial year.

Turnover of the Company comprises gross dividends received, interest income,management fees, and administrative charges derived mainly from its subsidiarycompanies.



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27. (LOSS)/PROFIT BEFORE TAXATION AND EXCEPTIONAL ITEM

(Loss)/Profit before taxation and exceptional item is arrived at after charging/(crediting):-


Advances to joint ventures written-off 3,280,534 - - - Amortisation- leasehold land and buildings 53,783 53,783 - - - deferred expenditure 47,710 51,818 - - Auditors’ remuneration 61,600 61,600 11,000 11,000 Bad debts written-off 335,590 - 327,763 - Contract costs 38,591,139 56,222,903 - - Deferred expenses written-off 42,696 - - - Depreciation of plant and equipment 2,669,857 3,107,271 56,617 143,327 Deposit written-off 150,000 - 150,000 - Directors’ fees 110,400 110,400 50,400 53,400 Directors’ remuneration 701,250 788,925 467,625 345,930 Interest expense- bank borrowings 3,106,808 2,772,196 1,464,669 1,433,136 - hire purchase 11,737 - - - - ICULS 5,780,000 5,780,000 5,780,000 5,780,000 - loans 81,414 825,615 1,216,076 1,300,004 - others 416,544 69,025 - - Investment in joint ventures written-off 839,020 - - - Management fee - 28,000 - 28,000 Provision for doubtful debts 6,872,514 998,000 2,352,737 - Preliminary expenses written-off 19,645 - - - Pre-operating expenses written-off 68,866 - - - Rental expense- premises 8,100 20,400 55,930 65,251 - machinery and equipment 15,588 13,146 - - Staff costs 4,815,285 5,383,161 111,381 134,422 Trademark written-off 436,375 - - - Gross dividend income- subsidiary companies (unquoted) - - (8,944,445) (10,027,776) Interest income- licensed financial institutions (125,269) (191,321) - (13,603) - subsidiary companies - - (708,073) (1,213,237) - others (193,263) (1,279,560) - - Management and administrative charges (45,600) (285,600) (294,000) (294,000) Gain on foreign exchange (realised) (227) - - - Gain on disposal of investment properties (766,749) - - - (Gain)/Loss on disposal of property, plant and equipment (170,656) (340,412) 2,899 (25,124) Rental of premises (431,254) (317,770) - - Share of loss in joint ventures written back (4,163,122) - - -



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28. EXCEP TIONAL ITEM

The exceptional item represents the gain on disposal of equity interest in a subsidiary company.

29. TAXAT IONTHE GROUP THE COMPANY

2001 2000 2001 2000 RM RM RM RM

Current (420,370) (1,716,885) 680,575 508,000 Deferred taxation - (25,000) - - Share of associate companies’ taxation 810,363 723,472 - -

389,993 (1,018,413) 680,575 508,000 Overprovision in previous financial year (39,742) (155,344) (39,742) -

350,251 (1,173,757) 640,833 508,000

The taxation charge for the Company is lower than the statutory rate of tax applicable mainlydue to certain income which is not taxable.

30. EARNI NGS PER SHARE

Basic earnings per share (“EPS”) is arrived at by dividing the profit after taxationattributable to shareholders after deducting preference dividend of RM270,587 (2000 –RM246,864) by the number of 50,468,943 (2000 – 50,468,943) ordinary shares of theCompany in issue during the financial year.

The computation of diluted EPS in respect of the current financial year is not applicable asthe effects of conversion of each class of potential ordinary shares are anti-dilutive. DilutedEPS in respect of the previous financial year is arrived at by dividing the profit after taxationattributable to shareholders of RM3,729,157 by the weighted average number of potentialordinary shares of 57,301,943 of the Company in issue during that financial year. Incomputing the number of dilutive potential ordinary shares, the ICCPS are assumed to beconverted to new ordinary shares at RM1.00 per share.



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31. DIV IDEND STHE COMPANY

2001 2000 RM RM

Declared – dividend of 5.5% less 28% tax on the ICCPS (2000 – 5.5% less 28% tax on ICCPS) 270,587 246,864 Proposed – first and final dividend of 1.5% less 28% tax (2000 – 1.5% less 28% tax) on the ordinary shares 545,065 545,065

815,652 791,929

32. SUMMARY OF EFFE CTS OF DIS POSAL OF A SUBS IDI ARY COMPANY


Property, plant and equipment 17,232,167 435,326 - - Other assets 173,201 - - - Current assets 17,135,797 8,083,054 - - Current liabilities (2,375,662) (7,597,522) - - Deferred liabilities (2,238,854) - - - Minority interest (10,847,334) (214,350) - -

Net assets in subsidiary company disposed 19,079,315 706,508 - - Reduction in reserve on consolidation from disposal (2,733,643) - - -

Net cost of investment to the Group 16,345,672 706,508 - - Gain/(Loss) on disposal 10,729,328 (6,508) - -

Disposal consideration 27,075,000 700,000 27,075,000 - Cash and cash equivalents disposed (2,192,116) (239,675) - -

Net cash inflow on disposal of subsidiary company 24,882,884 460,325 27,075,000 - Amount received after the balance sheet date (27,075,000) - (27,075,000) -

Net cash (outflow)/inflow on disposal of subsidiary company (2,192,116) 460,325 - -



Page 46

33. PURCHAS E OF PROPE RTY, PLANT AND EQUI PMENT


Purchase of property, plant and equipment 1,530,184 1,007,695 9,654 15,868 Amount financed through hire purchase arrangements (345,803) - - - Cash disbursed for the purchase of property, plant and equipment 1,184,381 1,007,695 9,654 15,868

34. CASH AND CASH EQUI VALENTS

For the purpose of the cash flow statement, cash and cash equivalents comprise the following:-THE GROUP THE COMPANY

2001 2000 2001 2000 RM RM RM RM

Short term deposits 150,000 3,272,665 - - Cash and bank balances 1,136,617 1,563,932 79,070 81,157 Bank overdrafts (27,037,758) (17,273,479) (7,462,435) (6,223,181)

(25,751,141) (12,436,882) (7,383,365) (6,142,024)

35. RELAT ED COMPANY TRANS ACTION STHE COMPANY

2001 2000 RM RM

Interest paid to subsidiary companies 1,216,076 1,300,004 Rental paid to a subsidiary company 55,930 65,251 Administration fee received from a subsidiary company 294,000 294,000 Dividend income received/receivable from subsidiary companies 8,944,945 10,027,776 Interest received from subsidiary companies 708,073 1,213,237



Page 47

36. RELAT ED PARTY TRANS ACTION S

NAM E OF NAT U RE OF GRO UP RE LA T ED PA RT Y NO TE TR AN SA CT IO N 2001 2000

RM RM

South-East Best (a) Progress billings received/receivable2,106,698 11,775,828 Sdn. Bhd.

Ligamas Sdn. Bhd. (a) Progress billings received/receivable3,344,635 16,413,941

Gross dividend income received 900,000 -

Smart Home (b) Subcontract charges Sdn. Bhd. paid/payable 51,196 9,880,118

Management fee - 240,000 received/receivable

(a) Associate companies

(b) A company in which Sia Kwee Mow@ Sia Hok Chai, who is a director of the Company, has direct interest.

In the opinion of the directors, the above transactions have been entered into in the ordinarycourse of business on terms established by arm’s length negotiations between the parties.

37. CAPI TAL COMMITMEN TS

There are no significant capital commitments as at the end of the financial year.

38. CONTI NGENT LIA BILI TIE STHE COMPANY

2001 2000 RM RM

Corporate guarantee (unsecured) given to banks and other licensed financial institutions for credit facilities granted to subsidiary companies- funded facilities 29,223,000 22,409,000 - non-funded facilities 4,042,000 2,995,000

33,265,000 25,404,000



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39. SEGMENT AL REPOR TING

The Group operates wholly within Malaysia. The analysis of the Group’s operations bybusiness activities for the financial year ended 31 March 2001 is as follows:-

(LOSS)/PROFIT BEF ORE

TAXATION

AN D TOTAL ASSETS

TURN OV ER EXCEPTIONA L ITEM EMPLOYED

RM RM RM2001Construction and property development 52,377,824 (6,556,267) 237,359,916 Manufacturing and trading 38,514,701 (261,029) *2,466,001 Investment 1,518,764 (2,490,846) 64,421,171

92,411,289 (9,308,142) 304,247,088

2000Construction and property development 86,586,898 (377,282) 251,600,833 Manufacturing and trading 27,571,383 (61,412) 36,453,707 Investment 548,811 3,000,602 24,198,459

114,707,092 2,561,908 312,252,999

* Includes investment in Paling of RM2,400,000 in which the equity interest has been reduced from 100% to 40% due to a divestment during the financial year.



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40. SIGN IFI CANT EVENT S

The following are the significant events involving the Group and the Company, during thefinancial year:-

(a) The shareholders of the Company, at an Extraordinary General Meeting (“EGM”)held on 7 April 2000, approved the implementation of an Employee Share OptionScheme (“ESOS”). The main features of the ESOS are as follows:-

(i) eligible employees are employees who have served in the employment of anycompany within the Group for at least one financial year;

(ii) the total number of new ordinary shares to be offered under the ESOS shall notexceed 10% of the issued and paid-up ordinary share capital of the Company atany point of time during the existence of the ESOS which shall be in force fora period of five (5) years from the date of offer;

(iii) the maximum possible allocation for any single eligible employee during theexistence of the ESOS shall not be less than 1,000 nor more than 450,000shares subject to the maximum allowable allocation according to theirrespective categories;

(iv) the subscription price shall be based on the weighted average market price ofthe shares as shown in the Daily Official List issued by the Kuala LumpurStock Exchange for the five (5) market days prior to the date of offer or at parvalue, whichever is higher; and

(v) the shares to be alloted upon any exercise of an option will, upon allotment,rank pari passu in all respects with the existing issued and paid-up ordinaryshares of the Company.

(b) On 14 June 2000, the Company announced the following proposals:-

(i) Proposed renounceable rights issue of up to 52,277,289 new ordinary shares ofRM1.00 each in the Company credited as fully paid-up at an issue price ofRM1.00 per share on the basis of one (1) new share for every two (2) sharesheld (“Proposed Rights Issue”); and



Page 50

40. SIGN IFI CANT EVENT S (CONT’D)

(ii) Proposed Special Issue of up to 80,920,000 new shares in the Company inconsideration of an offer by the Company to replace from the holders of theexisting 1997/2002 5% Irredeemable Convertible Unsecured Loan Stocks(“ICULS”) their respective ICULS holdings on the basis of seven (7) newshares in the Company for every RM10.00 nominal value of ICULSsurrendered for cancellation, together with a cash consideration of RM2.00(“Proposed Offer”).

On 2 October 2000, the Securities Commission (“SC”) approved the Proposed RightsIssue based on the above terms but rejected the terms of Proposed Offer. TheCompany subsequently revised the terms of the Proposed Offer and resubmitted anapplication to the SC on 19 December 2000. On 26 February 2001, the SC approvedthe Proposed Offer based on the revised terms. The revised terms are disclosed in Note23 to the financial statements.

(c) The shareholders of the Company, at an EGM held on 23 March 2001, approved thedivestment of 2,700,000 ordinary shares of RM1 each, representing 60% of the entireissued and paid-up share capital in Paling Industries Sdn. Bhd. to Etex Holding B.V.for a total cash consideration of RM27,075,000. The divestment resulted in anexceptional gain of RM10,729,328 and RM23,475,000 to the Group and theCompany, respectively.

41. SUBS EQUENT EVENT

On 27 April 2001, the Company entered into two (2) conditional share sale agreements withthe vendors of South-East Best Sdn. Bhd. (“SEB”) for the proposed acquisition of theremaining 80% equity interest comprising 500,000 ordinary shares of RM1 each in SEB for atotal cash consideration of RM45,000,000. The proposed acquisition is subject to thefollowing:-

(i) the approval of the Foreign Investment Committee;

(ii) the approval of the shareholders of the Company at an EGM to be convened; and

(iii) any other relevant authorities.



Page 51

42. NUMBER OF EMPLOYE ESTHE GROUP THE COMPANY

2001 2000 2001 2000

Number of employees at the balance sheet date 57 228 11 12

43. COMPARAT IVE F IGU RES

Additional comparative figures have been provided to comply with the disclosurerequirements of all the MASB Standards which are applicable to these financial statements.

The following comparative figures of the Group and of the Company have been reclassified toconform with the current financial year’s presentation:

AS PRE V IOU SL YAS RE ST AT E D RE PO RT E D

THE GRO UP THE COM PA NY THE GRO UP THE COM PA NY RM RM RM RM

Balance Sheet:

Bond premium reserve - - 1,710,000 1,710,000 Capital reserve 2,999,998 - - - Retained profits 18,525,360 6,792,331 19,815,358 5,082,331 Trade debtors 82,790,138 - 82,906,205 - Other assets 116,067 - - -

Cash Flow Statement:

Adjustment for interest expense 9,446,836 - 9,788,675 - Decrease in property development-in-progress 3,648,129 - 3,301,065 - Increase in amount owing to contract customers 633,338 - 569,253 - Interest paid (9,857,985) - (9,788,675) -



Page 52

2001 2000 RM RM

REVENUEInterest income - 13,603 Gross dividend income 8,944,445 10,027,776 Other interest income 708,073 1,213,237 Management and administrative charges 294,000 294,000

9,946,518 11,548,616

OTHER OPERATING INCOMEGain on disposal of plant and equipment - 25,124 Sundry income 204 -

204 25,124

TOTAL INCOME 9,946,722 11,573,740

LESS: OPERATING EXPENSESADMINISTRATIVE AND OTHER OPERATING EXPENSES (SCHEDULE A) (3,881,801) (1,386,298)

PROFIT FROM OPERATIONS 6,064,921 10,187,442

FINANCIAL EXPENSES (SCHEDULE B) (8,641,329) (8,685,386)

(LOSS)/PROFIT FOR THE FINANCIAL YEAR (2,576,408) 1,502,056


DETAI LED INCOME STATE MENTFOR THE F IN ANCIAL YEAR ENDED 31 MARCH 2001

This statement is prepared for management purposes only and does not form part of the audited financialstatements of the Company

2001 2000 RM RM

Advertisement 20,755 28,702 Advisory fee - 25,560 Auditors’ remuneration 11,000 11,000 Bad debts written-off 327,763 - Consultancy fee - 24,781 Depreciation 56,617 143,327 Deposit written-off 150,000 - Directors’ fees 50,400 53,400 Directors’ other emoluments 467,625 345,930 Electricity and water 17,980 27,168 Employees Provident Fund 60,846 46,582 Entertainment - 3,772 Filing, attestation and stamping fees 2,189 2,332 Gifts and compliments 2,920 17,958 Insurance 6,734 4,930 Legal fee 2,000

15,139 Listing fee 11,250 5,400 Loss on disposal of plant and equipment 2,899 - Maintenance of motor vehicles 1,861 19,249 Management fee - 28,000 Medical expenses 1,205 9,320 Meeting expenses 125 658 Newspapers and periodicals 734 1,046 Office expenses 403 4,373 Perusal fee 2,620 1,750 Postages and courier charges 8,997 9,101 Printing and stationery 42,386 58,122 Professional charges 82,813 85,400 Provision for doubtful debt 2,352,737 - Recruitment fee - 630 Registration fee 357 - Rental of premises 55,930 65,251 Repairs and maintenance - 1,230 Road tax and insurance 5,659 9,680 Salaries and allowances 40,626 30,833 Secretarial fee 10,800 13,054 Security expenses - 15,000 Seminar expenses 830 4,550 Service tax 1,800 1,392 Share registration fee 42,730 34,521 SOCSO 276 278 Staff amenities 9,633 56,729 Subscription fee 3,302 27,418 Sundry expenses 26 454 Telephone and facsimile charges 12,925 37,387 Travelling and accommodation 11,359 110,496 Upkeep of computer system 200 2,210 Upkeep of office equipment 489 2,185

3,881,801 1,386,298


DETAI LED INCOME STATE MENTFOR THE F IN ANCIAL YEAR ENDED 31 MARCH 2001 SCHEDU LE A

ADMIN ISTR ATIVE AND OTHER OPERA TING EXPEN SES

This statement is prepared for management purposes only and does not form part of the audited financialstatements of the Company

2001 2000 RM RM

Bank charges 175,584 172,246 Bank management fee 5,000 - Bank interest 598,100 597,064 ICULS interest 5,780,000 5,780,000 Loan interest 1,216,076 1,300,004 Revolving credit interest 866,569 836,072

8,641,329 8,685,386

Investor Relations

SBC Corporation Berhad: Annual Audited Accounts 2001