PERNAS Acc2002 - I3investor

P E R N A S I n t e r n a t i o n a l H o l d i n g s B e r h a d 6 3 9 3 - A 4 5

46 Directors' Report

49 Income Statements

50 Balance Sheets

51 Consolidated Statement of Changes in Equity

52 Company Statement of Changes in Equity

53 Consolidated Cash Flow Statement

55 Company Cash Flow Statement

56 Notes to the Financial Statements

99 Statement by Directors

99 Statutory Declaration

F I N A N C I A LS T A T E M E N T S

P E R N A S I n t e r n a t i o n a l H o l d i n g s B e r h a d 6 3 9 3 - A4 6

DIRECTORS’ REPORT

A n n u a l R e p o r t 2 0 0 2

The Directors hereby submit their report together with the audited financial statements of the Group and Company for the financial year ended 31 December 2002.

PRINCIPAL ACTIVITIES

The principal activities of the Company are investment holding, provision of management services, commercial property investment and hotel operations.

The Group’ s principal activities include hotel ownership and management, property investment and development, plantations, manufacturing, trading, insurancebroking, share trading, construction, travel agent, franchise business, providing integrated security services, car park operations, leasing, factoring, hire purchasefinancing, plantation management, plantation advisory services and hotel management training.

There have been no significant changes in the nature of these activities during the financial year.

The principal activities of the subsidiaries and associates are disclosed in Notes 39 and 40 to the financial statements respectively.

FINANCIAL RESULTS

Group CompanyRM’ 000 RM’ 000

Loss after taxation (176,026) (129,526)Minority interests (7,612) -

Net loss for the financial year (183,638) (129,526)

DIVIDENDS

No dividends have been paid or declared by the Company since the end of the previous financial year.

The Directors do not recommend the payment of any dividend for the current financial year.

RESERVES AND PROVISIONS

All material transfers to or from reserves and provisions during the financial year are disclosed in the financial statements.

DIRECTORS

The Directors who have held office during the period since the date of the last report are as follows:

Dato’ Seri Megat Najmuddin bin Datuk Seri Dr Hj Megat Khas (appointed on 2 October 2002)Datu Haji Hamzah bin Haji DrahmanTan Sri Datuk Amar (Dr.) Hamid bin BugoMohamed Jamal bin Dato’ Mohd Ramli (appointed on 24 July 2002)Abdul Jabbar bin Abdul Majid (appointed on 20 January 2003)Dato’ Baharuddin bin Musa (appointed on 20 January 2003)Dato’ Abdullah bin Mohd Yusof (appointed on 20 January 2003)Mohd Khamil bin Jamil (appointed on 20 January 2003)Tham Jooi Loon (appointed on 20 January 2003)Mohd Yusof bin Hussian (appointed on 28 June 2002; resigned on 20 January 2003)Azlan bin Abdullah (appointed on 2 October 2002; resigned on 20 January 2003)Mustaffa Kamil bin Md Ismail (appointed on 2 October 2002; resigned on 20 January 2003)Tunku Tan Sri Dato’ Shahriman bin Tunku Sulaiman (resigned on 26 June 2002)Patrick Chin Yoke Chung (resigned on 30 May 2002)Azhar bin Abdul Hamid (resigned on 20 January 2003)Datuk Syed Tamim Ansari bin Syed Mohamed (resigned on 20 January 2003)Dato’ Dr Joseph Eravelly (resigned on 20 January 2003)Mohd Sofian bin Mohd Ali (resigned on 20 January 2003)Dr Wan Abdul Aziz bin Wan Abdullah (resigned on 20 January 2003)

In accordance with Article 106 of the Company’ s Articles of Association, Dato’ Seri Megat Najmuddin bin Datuk Seri Dr Hj Megat Khas, Mohamed Jamal bin Dato’ MohdRamli, Abdul Jabbar bin Abdul Majid, Dato’ Baharuddin bin Musa, Dato’ Abdullah bin Mohd Yusof, Mohd Khamil bin Jamil and Tham Jooi Loon, who were appointedduring the period, retire at the forthcoming Annual General Meeting and, being eligible, offer themselves for re-election.

In accordance with Article 101 of the Company’ s Articles of Association, Datu Haji Hamzah bin Haji Drahman retires by rotation at the forthcoming Annual GeneralMeeting and, being eligible, offers himself for re-election.


DIRECTORS’ BENEFITS

During and at the end of the financial year, no arrangements subsisted to which the Company is a party, being arrangements with the object or objects of enabling theDirectors of the Company to acquire benefits by means of the acquisition of shares in, or debentures of, the Company or any other body corporate.

Since the end of the previous financial year, no Director has received or become entitled to receive a benefit (other than Directors’ remuneration as disclosed in Note 11to 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 he is a member, or with acompany in which he has a substantial financial interest.

DIRECTORS’ INTERESTS IN SHARES

According to the register of Directors’ shareholdings, the interests of Directors in office at the end of the financial year in shares and warrants of the Company and itsrelated corporations during the financial year were as follows:

Number of ordinary shares of RM1 each

1.1.2002 Bought Sold 31.12.2002

Company

Direct:

Tan Sri Datuk Amar (Dr.) Hamid bin Bugo 65,500 - - 65,500

Direct:

Datu Haji Hamzah bin Haji Drahman 3,300 - - 3,300

Number of 1996/2006 warrants

1.1.2002 Bought Sold 31.12.2002

Company

Direct:

Tan Sri Datuk Amar (Dr.) Hamid bin Bugo 2,356 - - 2,356

Datu Haji Hamzah bin Haji Drahman 1,255 - - 1,255

None of the other Directors in office at the end of the financial year held any interests in the shares, warrants and debentures of the Company or its related companiesduring the financial year.

SIGNIFICANT AND SUBSEQUENT EVENTS

The significant events during the current financial year and subsequent to the balance sheet date are disclosed in Notes 34 and 35 to the financial statementsrespectively.

BASIS OF PREPARATION OF FINANCIAL STATEMENTS

Upon successful implementation of the proposal and plans set out in Note 2 to the financial statements, the Directors are of the view that the Group and Company willbe able to generate sufficient cash flows to sustain their future operations. In view of this, the Directors have prepared the financial statements of the Group andCompany on a going concern basis.

STATUTORY INFORMATION ON THE FINANCIAL STATEMENTS

Before the income statements and balance sheets were made out, the Directors took reasonable steps:

(a) to ascertain that action had been taken in relation to the writing off of bad debts and the making of allowance for doubtful debts and satisfied themselves thatall known bad debts had been written off and that adequate allowance had been made for doubtful debts; and

(b) to ensure that any current assets, other than debts, which were unlikely to realise in the ordinary course of business including their values as shown in theaccounting records of the Group and Company had 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:

(a) which would render the amounts written off for bad debts or the amount of the allowance for doubtful debts in the financial statements of the Group andCompany inadequate to any substantial extent; or

(b) which would render the values attributed to current assets in the financial statements of the Group and Company misleading; or

A n n u a l R e p o r t 2 0 0 2


A n n u a l R e p o r t 2 0 0 2

(c) which have arisen which render adherence to the existing method of valuation of assets or liabilities of the Group and Company misleading or inappropriate.

No contingent or other liability has become enforceable or is likely to become enforceable within the period of twelve months after the end of the financial year which,in the opinion of the Directors, will or may substantially affect the ability of the Group or Company to meet their obligations when they fall due.

At the date of this report, there does not exist:

(a) any charge on the assets of the Group and Company which has arisen since the end of the financial year which secures the liability of any other person; or

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

At the date of this report, the Directors are not aware of any circumstances not otherwise dealt with in this report or the financial statements which would render anyamount stated in the financial statements misleading.

In the opinion of the Directors:

(a) the results of the Group’ s and Company’ s operations during the financial year were not substantially affected by any item, transaction or event of a material andunusual nature; and

(b) 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 unusualnature likely to affect substantially the results of the operations of the Company for the financial year in which this report is made.

AUDITORS

The auditors, PricewaterhouseCoopers, have expressed their willingness to continue in office.

Signed on behalf of the Board of Directors in accordance with their resolution dated 29 April 2003.

DATO’ SERI MEGAT NAJMUDDIN BIN MOHAMED JAMAL BIN DATO’ MOHD RAMLIDATUK SERI DR HJ MEGAT KHAS

CHAIRMAN DIRECTOR

Kuala Lumpur


INCOME STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2002

Group CompanyNote 2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000

Revenue 5 1,081,036 1,016,499 30,143 73,285Other operating income 6 33,117 29,984 5,327 5,755Gain on disposal of associates - 32,000 - -Changes in inventory of finished goods, food

and beverages and work in progress 1,982 (3,113) (99) (263)Raw materials and consumables used (514,936) (483,923) - -Purchase of finished goods (47,575) (57,068) (47) (5,515)Contract costs (2,366) (2,893) - -Staff costs (158,722) (164,311) (20,834) (26,378)Amortisation of goodwill (1,248) (1,249) - -Depreciation of property, plant and equipment (71,852) (68,195) (2,446) (3,501)Revaluation deficit on property, plant and

equipment - hotel properties - (28,403) - -Revaluation deficit on investment properties (5,834) (15,890) - (15,506)Write off of property, plant and equipment - others (3,102) (24,132) (1,373) -Impairment loss on development properties (12,889) (10,303) - -Impairment loss on property, plant and equipment

- hotel properties (56,664) - (47,000) -Allowance for diminution in value of investments (585) (24,824) (3,000) -Other operating expenses 7 (239,738) (221,895) (44,449) (39,856)

Profit/(loss) from operations 624 (27,716) (83,778) (11,979)Finance costs 8 (136,150) (94,254) (45,668) (36,826)Share of results of joint ventures (48,670) (30,660) - -Share of results of associates 30,808 127,893 - -

Loss before taxation (153,388) (24,737) (129,446) (48,805)Taxation:

- Company and subsidiaries 9 (12,977) (32,245) (80) (4,100)- associates (9,661) (13,328) - -

Loss after taxation (176,026) (70,310) (129,526) (52,905)Minority interests (7,612) (33,651) - -

Net loss for the financial year (183,638) (103,961) (129,526) (52,905)

Loss per share (sen):- basic 10 (29.5) (16.7)

- fully diluted 10 N/A N/A

The accompanying notes are an integral part of these financial statements.

A n n u a l R e p o r t 2 0 0 2


A n n u a l R e p o r t 2 0 0 2

BALANCE SHEETS AS AT 31 DECEMBER 2002

Group CompanyNote 2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000

NON-CURRENT ASSETS

Property, plant and equipment- Hotel properties 12 1,406,141 1,442,301 244,687 274,458- Others 13 1,502,800 1,480,442 14,299 16,942

Development properties 14 73,167 86,056 - -Investment properties 15 535,463 528,763 148,700 148,700Investments 16 463,943 588,404 1,194,498 1,201,812Due from subsidiaries/

associates/joint ventures 17 67,975 60,003 310,077 288,192Goodwill/(reserve on consolidation) 18 (15,365) (16,352) - -

4,034,124 4,169,617 1,912,261 1,930,104

CURRENT ASSETS

Inventories 19 73,880 93,679 255 399Receivables 20 195,098 157,280 28,504 25,088Due from subsidiaries/

associates/joint ventures 17 1,342 5,148 888 54,179Marketable securities 21 1,443 1,908 - -Cash and bank balances 22 89,732 91,548 1,886 2,380

361,495 349,563 31,533 82,046

LESS: CURRENT LIABILITIES

Payables 23 294,805 252,905 42,697 48,853Due to subsidiaries/associates 24 356 1,135 12,183 40,431Short term borrowings 27 1,479,891 964,873 36,237 280,069Taxation 28,910 35,686 - -

1,803,962 1,254,599 91,117 369,353

NET CURRENT LIABILITIES (1,442,467) (905,036) (59,584) (287,307)

NON-CURRENT LIABILITIES

Due to subsidiaries/associates 24 108,496 131,424 397,044 318,940Deferred taxation 25 38,603 43,125 900 900Provision for employees’ benefits 26 4,514 4,287 1,501 1,736Long term borrowings 27 761,384 699,192 261,784 247Bonds 28 300,000 300,000 300,000 300,000

1,212,997 1,178,028 961,229 621,823

1,378,660 2,086,553 891,448 1,020,974

FINANCED BY:

Share capital 29 623,032 623,032 623,032 623,032Reserves 237,619 401,606 268,416 397,942

Shareholders’ equity 860,651 1,024,638 891,448 1,020,974Minority interests 30 518,009 1,061,915 - -

1,378,660 2,086,553 891,448 1,020,974



CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2002

A n n u a l R e p o r t 2 0 0 2


Distributable(Accumulated

*Non-distributable losses)/retainedShare capital Reserves earnings Total

RM’ 000 RM’ 000 RM’ 000 RM’ 000

At 1 January 2002, as previously stated 623,032 546,595 (103,289) 1,066,338Prior year adjustments (Note 36) - - (41,700) (41,700)

At 1 January 2002, as restated 623,032 546,595 (144,989) 1,024,638Surplus on revaluation of property, plant and equipment

- hotel properties and investment properties - 11,216 - 11,216Exchange differences - 8,622 - 8,622Realised during the financial year - (586) 399 (187)Net loss for the financial year - - (183,638) (183,638)

At 31 December 2002 623,032 565,847 (328,228) 860,651

At 1 January 2001, as previously stated 623,032 467,203 40,928 1,131,163Prior year adjustments (Note 36) - - (57,535) (57,535)

At 1 January 2001, as restated 623,032 467,203 (16,607) 1,073,628Surplus on revaluation of property, plant and equipment

- hotel properties and investment properties - 122,860 - 122,860Exchange differences - (14,401) - (14,401)Realised during the financial year - (29,067) - (29,067)Net loss for the financial year - - (103,961) (103,961)Final dividends proposed for the financial year ended

31 December 2000 (Note 36(g)) - - (24,421) (24,421)

At 31 December 2001 623,032 546,595 (144,989) 1,024,638

* Non-distributable reservesExchange

Share Revaluation Capital equalisationpremium reserve reserve reserve Total

RM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 000

At 1 January 2002 393,907 129,641 6,979 16,068 546,595Surplus on revaluation of property, plant

and equipment - hotel properties and investment properties - 11,216 - - 11,216

Movement during the financial year - - - 8,622 8,622Realised during the financial year - - (187) (399) (586)

At 31 December, 2002 393,907 140,857 6,792 24,291 565,847

At 1 January 2001 393,907 35,848 6,979 30,469 467,203Surplus on revaluation

of property, plant and equipment - hotel properties and investment properties - 122,860 - - 122,860

Movement during the financial year - - - (14,401) (14,401)Realised during the financial year - (29,067) - - (29,067)

At 31 December 2001 393,907 129,641 6,979 16,068 546,595


COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2002

A n n u a l R e p o r t 2 0 0 2


Distributable(Accumulated

Non-distributable losses)/Share Share Revaluation retained

capital premium reserve earnings TotalRM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 000

At 1 January 2002 623,032 393,907 11,355 (7,320) 1,020,974Net loss for the financial year - - - (129,526) (129,526)

At 31 December 2002 623,032 393,907 11,355 (136,846) 891,448

At 1 January 2001, as previously stated 623,032 393,907 17,602 45,585 1,080,126Prior year adjustments (Note 36) - - (10,821) 24,421 13,600

At 1 January, 2001, as restated 623,032 393,907 6,781 70,006 1,093,726Surplus on revaluation of properties,

plant and equipment- hotel properties - - 4,574 - 4,574

Net loss for the financial year - - - (52,905) (52,905)Final dividends proposed for

the financial year ended31 December 2000 (Note 36(g)) - - - (24,421) (24,421)

At 31 December 2001 623,032 393,907 11,355 (7,320) 1,020,974


CONSOLIDATED CASH FLOW STATEMENT FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2002

A n n u a l R e p o r t 2 0 0 2

2002 2001RM’ 000 RM’ 000

CASH FLOWS FROM OPERATING ACTIVITIES

Loss before taxation (153,388) (24,737)

Adjustments for non-cash items:

Amortisation of goodwill 1,248 1,249Amortisation of reserve on consolidation (1,730) (1,729)Bad and doubtful debts 3,567 3,429Depreciation of property, plant and equipment 71,852 68,195Inventories written off 515 -Provision for employees’ benefits 1,767 1,374Share of associates results retained 9,260 (120,513)Allowance for diminution in value of investments, net of write back 421 24,244Share of loss in joint venture 48,670 30,660Property, plant and equipment - others written off 3,102 24,132Impairment loss on property, plant and equipment 56,849 3,977Impairment loss on development properties 12,889 10,303Revaluation deficit on investment properties 5,834 15,890Revaluation deficit on property, plant and equipment - hotel properties - 28,403Finance costs 136,150 94,254Interest income (9,660) (11,483)Dividend income (3,748) (1,930)Loss/(gain) on disposal of property, plant and equipment - others 981 (862)Gain on disposal of other investments (4,140) (2,309)Gain on disposal of associates - (32,000)Loss from dilution of interest in a subsidiary 5,913 -Unrealised foreign exchange gain (604) (794)

Operating profit before working capital changes 185,748 109,753 Decrease in marketable securities 327 435(Increase)/decrease in receivables (33,102) 43,167Decrease/(increase) in inventories 19,329 (14,497)Decrease in payables 12,780 7,731Movement in associates balances 3,027 12,884

Cash generated from operations 188,109 159,473

Employees’ benefits paid (1,540) (969)Interest paid (101,368) (106,658)Taxes paid net of refund (44,317) (52,375)

Net cash generated from/(used in) operating activities 40,884 (529)


CONSOLIDATED CASH FLOW STATEMENT FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2002 (continued)

A n n u a l R e p o r t 2 0 0 2


2002 2001RM’ 000 RM’ 000

CASH FLOWS FROM INVESTING ACTIVITIES

Interest received 3,734 4,702Purchase of investments - (74,634)Purchase of property, plant and equipment (103,521) (121,632)Proceeds from disposal of property, plant and equipment 31,783 1,588Proceeds from disposal of investments 74,244 18,560Additions to investment properties - (407)Additions to property, plant and equipment - hotel properties (24,882) (7,356)Dividends received 3,465 1,801Fixed deposits 17,421 7,773Acquisition of subsidiaries for cash, net of cash

acquired - (26,578)Net proceeds from disposal of associates - 194,361Net proceeds from dilution of interest in a subsidiary 9,490 -Advances to joint ventures (2,046) (11,091)

Net cash generated from/(used in) investing activities 9,688 (12,913)

CASH FLOWS FROM FINANCING ACTIVITIES

Repayment of borrowings and bonds (421,304) (173,948)Drawdown of borrowings and bonds 440,365 118,699Advance from an associate - 131,424Repayment of advance from an associate (31,763) -Proceeds from minority interests 781 -Payment to minority interests (15,827) (29,627)Dividends paid - (35,886)Payment to lease and hire purchase creditors (716) (1,945)

Net cash (used in)/generated from financing activities (28,464) 8,717

NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS 22,108 (4,725)

CASH AND CASH EQUIVALENTS AT BEGINNING OF FINANCIAL YEAR 4,717 9,573

EXCHANGE DIFFERENCES 269 (131)

CASH AND CASH EQUIVALENTS AT END OF FINANCIAL YEAR 27,094 4,717

Cash and cash equivalents comprise:Cash and bank balances (Note 22) 50,052 31,789Bank overdrafts (Note 27) (22,958) (27,072)

27,094 4,717


COMPANY CASH FLOW STATEMENT FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2002

A n n u a l R e p o r t 2 0 0 2

2002 2001RM’ 000 RM’ 000

CASH FLOWS FROM OPERATING ACTIVITIES

Loss before taxation (129,446) (48,805)

Adjustments for non-cash items:

Provision for employees’ benefits 36 61Write-off of property, plant and equipment 1,373 -Depreciation of property, plant and equipment 2,446 3,501Impairment loss on hotel properties 47,000 -Bad and doubtful debts 3,775 247Finance costs 45,668 36,826Revaluation deficit on investment properties - 15,506Interest income (3,719) (5,700)Dividend income (13,821) (19,313)Loss/(gain) on disposal of property, plant and equipment 3,295 (65)Gain on disposal of investments (1,784) (4,534)Allowance for diminution in value of investments 3,000 -

Operating loss before working capital changes (42,177) (22,276)

Decrease in receivables 47 411Decrease in inventories 144 415Increase/(decrease) in payables (5,514) 7,536Movement in subsidiaries/associates balances 29,735 (9,618)

Cash used in operations (17,765) (23,532)

Employees’ benefits paid (271) (20)Interest paid (46,310) (36,850)Taxes paid net of refund (80) (2,967)

Net cash used in operating activities (64,426) (63,369)

CASH FLOWS FROM INVESTING ACTIVITIES

Interest received 3,719 5,700Purchase of plant and equipment - others (4,886) (1,295)Additions to investment properties - (407)Purchase of property, plant and equipment - hotel properties (22,729) (6,595)Additions to investments - (58)Proceeds from disposal of property, plant and equipment -others 7,915 65Net proceeds from disposal of investments 6,098 18,084Net proceed from disposal of an associate - 181,464Dividends received 10,157 14,099Fixed deposits 1,583 4,727(Advances to)/repayment by subsidiaries (30,151) 2,336

Net cash (used in)/generated from investing activities (28,294) 218,120

CASH FLOWS FROM FINANCING ACTIVITIES

Drawdown of bank borrowings and bonds 295,990 -Repayment of bank borrowings and bonds (280,000) (66,000)Advances from/ (repayment to) subsidiaries 78,104 (53,676)Dividends paid - (35,886)Payment to lease and hire purchase creditors (285) (56)

Net cash generated from/(used in) financing activities 93,809 (155,618)

NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS 1,089 (867)

CASH AND CASH EQUIVALENTS AT BEGINNING OF FINANCIAL YEAR 797 1,664

CASH AND CASH EQUIVALENTS AT END OF FINANCIAL YEAR 1,886 797

Cash and cash equivalents comprise:Cash and bank balances (Note 22) 1,886 797



NOTES TO THE FINANCIAL STATEMENTS 31 DECEMBER 2002

A n n u a l R e p o r t 2 0 0 2

1 PRINCIPAL ACTIVITIES AND GENERAL INFORMATION

The principal activities of the Company are investment holding, provision of management services, commercial property investment and hotel operations.

The Group’ s principal activities include hotel ownership and management, property investment and development, plantations, manufacturing, trading,insurance broking, share trading, construction, travel agent, franchise business, providing integrated security services, car park operations, leasing, factoring, hirepurchase financing, plantation management, plantation advisory services and hotel management training.

There have been no significant changes in the nature of these activities during the financial year.

The principal activities of the subsidiaries and associates are disclosed in Notes 39 and 40 to the financial statements respectively.

The Company is a public limited liability company, incorporated and domiciled in Malaysia and is listed on the Main Board of the Kuala Lumpur Stock Exchange.The registered office of the Company is located at 14th - 16th Floor, Menara Tun Razak, Jalan Raja Laut, 50350 Kuala Lumpur. The principal place of business ofthe Company other than at the registered office is at Mutiara Kuala Lumpur and Kompleks Antarabangsa in Kuala Lumpur.

The number of employees in the Group and Company at the end of the financial year were 9,944 (2001: 8,140) and 483 (2001: 655) respectively.

2 BASIS OF PREPARATION

The financial statements of the Group and Company have been prepared under the historical cost convention except as disclosed in the summary of significantaccounting policies in Note 3 below, and comply with applicable approved accounting standards in Malaysia and the provisions of the Companies Act, 1965.

Going concern

The Group and Company incurred net losses for the financial year ended 31 December 2002 of RM183,638,000 and RM129,526,000 respectively and as at thatdate, the Group and Company had net current liabilities of RM1,442,467,000 and RM59,584,000 respectively. As disclosed in Note 27 to the financial statements,included in the net current liabilities are RM1,479,891,000 and RM36,237,000 of the Group’ s and Company’ s borrowings respectively which are due forrepayment within the next twelve months from the financial year end.

The Group is currently in the final stages of discussions with the holder of the Redeemable Cumulative Convertible Preference Shares (“RCCPS”) ofRM550,000,000 issued by its hotel investment holding subsidiary, Arena Target Sdn. Bhd., which is due for redemption in November 2003, on the proposal torestructure the Group’ s hotel operations and the RCCPS. As disclosed in Note 27(vii) to the financial statements, the dividends payable on the RCCPS ofRM27,720,000 due on 25 November 2002 were deferred, pending these discussions. The Board of Directors, has approved in principle the restructuring proposalsubmitted to the holder of the RCCPS.

Pending the finalisation and implementation of the above proposal, in the interim period, the following plans are also being actively pursued by the Group:

(i) Disposal of the Group’ s 51% equity stake in a subsidiary, Arena Johan Sdn Bhd, as disclosed in Note 35(a) to the financial statements.

(ii) Initial negotiations with other lenders for the refinancing of the existing borrowings of the Group.

(iii) Initial negotiations for the disposal of non-core companies and assets.

(iv) Internal reorganisation of its plantation subsidiaries to streamline its core activities.

The Directors have reviewed the Group’ s operational and financing cash flow requirements in light of the above proposal and plans. Upon successfulimplementation of the proposal and plans above, the Group and Company will be able to generate sufficient cash flows to sustain their future operations.

In view of the foregoing, the Directors consider that it is appropriate to prepare the financial statements of the Group and Company on a going concern basis, andaccordingly, the financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or to amounts orclassification of liabilities that may be necessary if the going concern basis of preparing the financial statements of the Group and Company is not appropriate.

New applicable approved accounting standards

The new applicable approved accounting standards adopted in these financial statements are as follows:

Retrospective application

• MASB Standard 19 “Events After Balance Sheet Date”

• MASB Standard 20 “Provisions, Contingent Liabilities and Contingent Assets”

• MASB Standard 22 “Segment Reporting”

Prospective application from 1 January 2002

• MASB Standard 21 “Business Combinations”

• MASB Standard 23 “Impairment of Assets”

• MASB Standard 24 “Financial Instruments: Disclosure and Presentation”


A n n u a l R e p o r t 2 0 0 2

The preparation of financial statements in conformity with the applicable approved accounting standards in Malaysia and the provisions of the Companies Act,1965 requires the Directors to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets andliabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results could differ fromthose estimates.

3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The following accounting policies have been used consistently in dealing with items which are considered material in relation to the financial statements.

(a) Basis of consolidation

Subsidiaries

Consolidated financial statements include the financial statements of the Company and all its subsidiaries. Subsidiaries are those companies in which theGroup has power to exercise control over the financial and operating policies so as to obtain benefits from their activities. Companies acquired or disposedof are included in the consolidated financial statements from the date on which control is transferred to the Group or to the date that control ceases.

Subsidiaries are consolidated using the acquisition method of accounting.

Under the acquisition method of accounting, the results of subsidiaries acquired or disposed of are included from the date of acquisition up to the dateof disposal. At the date of acquisition, the fair values of the subsidiaries’ net assets are determined and these values are reflected in the consolidatedfinancial statements. The excess of the cost of acquisition over the fair value of the Group’ s share of the subsidiaries’ identifiable net assets at the dateof acquisition is reflected as goodwill on consolidation.

In a piecemeal acquisition, the fair value adjustment attributable to previously held equity interests is accounted for as post-acquisition revaluation.

Intergroup transactions, balances and unrealised gains on transactions are eliminated; unrealised losses are also eliminated unless costs cannot berecovered. Where necessary, adjustments are made to the financial statements of subsidiaries to ensure consistency of accounting policies with those ofthe Group.

Minority interests are measured at the minorities’ share of the fair values of the identifiable assets and liabilities of the acquiree. Separate disclosure ismade for minority interests.

The gain or loss on disposal of a subsidiary company is the difference between net disposal proceeds and the Group’ s share of its net assets togetherwith any unamortised balance of goodwill and exchange differences which were not previously recognised in the consolidated income statement.

Joint ventures

Joint ventures are contracted agreements whereby two or more parties undertake economic activities that are subject to joint control. The Group’ sinterest in joint ventures is accounted for in the consolidated financial statements by the equity method of accounting.

Equity accounting involves recognising in the income statement, the Group’ s share of the results of joint ventures for the financial year. For jointlycontrolled operations, the sales and expenses of the joint activities are shared among the joint venture parties in accordance with their proportion ofinterest in the joint venture. The Group’ s investments in joint ventures are carried in the balance sheet at an amount that reflects its share of the netassets of the joint ventures and includes goodwill on acquisition.

Unrealised gains on transactions between the Group and its joint ventures are eliminated to the extent of the Group’ s interest in the joint ventures;unrealised losses are also eliminated unless the transaction provides evidence on impairment of the asset transferred. Where necessary, in applying theequity method, adjustments are made to the financial statements of the joint ventures to ensure consistency of accounting policies with those of the Group.

Associates

Associates are enterprises in which the Group exercises significant influence. Significant influence is the power to participate in the financial andoperating policy decisions of the associates but not control over those policies. Investments in associates are accounted for in the consolidated financialstatements by the equity method of accounting.

Equity accounting involves recognising in the income statement, the Group’ s share of the results of associates for the financial year. The Group’ sinvestments in associates are carried in the balance sheet at an amount that reflects its share of the net assets of the associates and includes goodwill(net of accumulated amortisation) on acquisition. Equity accounting is discontinued when the carrying amount of the investment in an associate reacheszero, unless the Group has incurred obligations or guaranteed obligations in respect of the associate.

Unrealised gains on transactions between the Group and its associates are eliminated to the extent of the Group’ s interest in the associates; unrealisedlosses are also eliminated to the extent of the Group’ s interest in the associates unless the transaction provides evidence on impairment of the assettransferred. Where necessary, in applying the equity method, adjustments are made to the financial statements of associates to ensure consistency ofaccounting policies with those of the Group.

Transaction costs

External costs directly attributable to an acquisition, other than costs of issuing shares and other capital instruments, are included as part of the cost ofacquisition.


A n n u a l R e p o r t 2 0 0 2

(b) Property, plant and equipment

(i) Hotel properties

Hotel properties comprise land, hotels and their integral plant and machinery.

Freehold, long term leasehold and short term leasehold hotel properties are initially stated at cost and are subsequently stated at fair valuebased on valuation by independent professional valuers. Additions subsequent to the date of valuation are stated at cost.

Short term leasehold hotel properties are hotel properties with an unexpired lease term of less than 50 years at the balance sheet date.

It is the Group’ s policy to revalue all its hotel properties once in every five years.

Surpluses arising on revaluation are credited to revaluation reserve except that a surplus, to the extent that such surplus is related to and notgreater than a deficit arising on revaluation previously recorded as an expense, is credited to income. Deficit arising from revaluation is chargedagainst the revaluation reserve to the extent of the surplus previously held in the revaluation reserve for the same asset. In all other cases, adecrease in carrying amount is charged to the income statement.

It is the Group’ s policy and practice to maintain its freehold and long term leasehold hotel properties in the highest standard and condition inorder to maintain their image and market share. Consequently, the Directors are of the opinion that freehold and long term leasehold hotelproperties maintain residual values at least equal to their respective book values such that depreciation would be insignificant. Accordingly, nodepreciation is provided and the related maintenance expenditure is charged to the income statement when incurred.

During the previous financial year ended 31 December 2001, in view of their short term and finite life, the Directors adopted a policy ofdepreciating short term leasehold hotel properties on a straight line basis over the remaining period of the respective leases. Prior to financialyear ended 31 December 2001, short term leasehold hotel properties were not depreciated.

The carrying values of hotel properties are reviewed for impairment when there is an indication that the assets may be impaired.

On disposal of a hotel property, the difference between the net disposal proceeds and the carrying amount is charged or credited to the incomestatement; any amount in the revaluation reserve relating to that hotel property is then transferred to retained earnings.

(ii) Other property, plant and equipment

Other property, plant and equipment are initially stated at cost.

Freehold land is not depreciated. Leasehold land is amortised on a straight line basis over the remaining lease period of the respective leases.

During the previous financial year ended 31 December 2001, the Directors adopted the amortisation method for accounting for plantationsdevelopment expenditure where such expenditure is capitalised and amortised on a straight line basis over a period of 25 years. Prior to financialyear ended 31 December 2001, new planting expenditure including financial expenses incurred up to maturity were capitalised whilst replantingexpenditure incurred was charged to the income statement in the period in which the expenditure was incurred. The Directors are of the opinionthat this change in accounting policy which was accounted for retrospectively as a prior year adjustment in the previous year’ s financialstatements as disclosed in Note 36(a) to the financial statements, gives a fairer presentation of the plantations development expenditure.

Assets under construction are not depreciated until the assets are ready for their intended use.

Crockery, kitchenware and linen are capitalised at the minimum required level for normal operations. Additions and replacements are writtenoff in the financial year in which they are acquired. In the opinion of the Directors, the difference between the replacement cost charged to theincome statement and the depreciation, had the crockery, kitchenware and linen been capitalised and depreciated over its estimated useful life,is not material to the financial statements.

All other property, plant and equipment are depreciated on a straight line basis to write off the cost of each asset to its residual value over theestimated useful life at the following annual rates:

Buildings 2% - 20%Estate access roads 5%Motor vehicles and boats 12.5% - 33.3%Furniture, fittings and equipment 5% - 33%Plant, machinery and equipment 5% - 25%

The carrying values of other property, plant and equipment are reviewed for impairment when there is an indication that the assets may beimpaired.


A n n u a l R e p o r t 2 0 0 2

(c) Development properties

Development properties comprise cost of land, related development costs common to the project and direct construction costs. Development propertiesare stated at cost less impairment loss.

(d) Investments

(i) Investments in subsidiaries, joint ventures and associates

Investment in subsidiaries, joint ventures and associates are stated at cost. Where an indication of impairment exists, the carrying amount of theinvestment is assessed and written down immediately to its recoverable amount.

During the previous financial year ended 31 December 2001, the Directors resolved to carry all subsidiaries at cost in order to present a moreconsistent presentation of the Company’ s investments. Prior to financial year ended 31 December 2001, investments in certain subsidiaries werecarried at valuation based on independent professional valuations carried out in 1993. The revaluation surplus arising therefrom was recognisedas revaluation reserve. Following this change, the revaluation surplus previously recognised was reversed from the carrying value of investmentin subsidiaries and the corresponding revaluation reserve. This change in accounting policy was accounted for retrospectively as a prior yearadjustment in the previous year’ s financial statements, as disclosed in Note 36(h) to the financial statements.

During the current financial year, the Directors resolved to carry its investment in TPC Nghi Tam Village Ltd, a Vietnamese incorporated company,as a jointly controlled entity by way of the equity method of accounting, in accordance with MASB Standard 16: Financial Reporting of Interestsin Joint Ventures. In prior financial years, the investment in TPC Nghi Tam Village Ltd was accounted for as a subsidiary and was consolidated inthe Group’ s financial statements in accordance with MASB Standard 11: Consolidated Financial Statements and Investments in Subsidiaries. Thischange in accounting policy which has been accounted for retrospectively as a prior year adjustment as disclosed in Note 36(i) to the financialstatements, has been made as the Group does not have unilateral control over the operating decisions of the jointly controlled entity, which aremade jointly with the joint venture partner.

(ii) Investment properties

Investment properties comprise land and office buildings held for long term rental yields.

Investment properties are initially stated at cost and are subsequently stated at fair value based on valuation by independent professionalvaluers. Additions subsequent to the date of valuation are stated at cost. Investment properties are not depreciated.

It is the Group’ s policy to revalue its investment properties once in every five years.

Surpluses arising on revaluation are credited to the revaluation reserve except that a surplus, to the extent that such surplus is related to and notgreater than a deficit arising on revaluation previously recorded as an expense, is credited to income. Deficit arising from revaluation is chargedagainst the revaluation reserve to the extent of the surplus previously held in the revaluation reserve for the same asset. In all other cases, adecrease in carrying amount is charged to the income statement.

Where an indication of impairment exists, the carrying amounts of the investment properties are assessed and written down immediately totheir recoverable amount.

On disposal of an investment property, the difference between the net disposal proceeds and the carrying amount is charged or credited to theincome statement; any amount in the revaluation reserve account relating to that investment property is credited to the income statement.

(iii) Marketable securities

Marketable securities represent shares in quoted corporations of a subsidiary which trades in shares. These securities are carried at the lower ofcost and market value, determined on an individual basis. Cost is derived at using the weighted average basis. Market value is calculated byreference to stock exchange quoted selling prices at the close of business on the balance sheet date. Increases or decreases in the carryingamount of marketable securities are credited or charged to the income statement.

On disposal of marketable securities, the difference between the net disposal proceeds and their carrying amount is charged or credited to theincome statement.

(iv) Other non-current investments

Other non-current investments such as investments in Malaysian Government Securities, other quoted and unquoted investments are stated atcost less allowance for diminution in value. Allowance for diminution in value is made when, in the opinion of the Directors, there is a declineother than temporary in the value of the investments, and is recognised as an expense in the financial year in which the decline occurred.

(e) Goodwill/reserve arising on consolidation or acquisition

Goodwill/reserve on consolidation or acquisition represents the difference between the cost of acquisition of subsidiaries and associates over the fairvalue of the Group’ s share of their identifiable net assets at the date of acquisition.

Goodwill on consolidation or acquisition is reviewed at each balance sheet date. Where an indication of impairment exists, the carrying amount isassessed and written down immediately to its recoverable amount.

Reserve arising from consolidation or acquisition represents the excess of the fair value of the Group’ s share of identifiable net assets acquired over thecost of acquisition. Reserve arising from consolidation is presented in the same balance sheet classification as goodwill. To the extent that reserve arising


A n n u a l R e p o r t 2 0 0 2

from consolidation or acquisition relates to expectations of future losses and expenses that are identified in the Group’ s plan for the acquisition and canbe measured reliably, but which do not represent identifiable liabilities, that portion of reserve arising from consolidation or acquisition is recognised inthe income statement when the future losses and expenses are recognised.

Goodwill/reserve arising on consolidation or acquisition of subsidiaries and associates are amortised to/recognised in the income statement over theestimated useful life which ranges from one to twenty five years.

(f) Impairment of assets

The carrying values of assets are reviewed for impairment when there is an indication that the assets might be impaired. Impairment is measured bycomparing the carrying values of the assets with their recoverable amounts. The recoverable amount is the higher of the net realisable value and thevalue in use, which is measured by reference to discounted cash flows. Recoverable amounts are estimated for individual assets, or, if it is not possible,for the cash-generating unit.

An impairment loss is charged to the income statement immediately, unless the asset is carried at revalued amount. Any impairment loss of a revaluedasset is treated as a revaluation deficit to the extent of the previously recognised revaluation surplus for the same asset.

A subsequent increase in the recoverable amount of an asset is treated as reversal of the previous impairment loss and is recognised to the extent of thecarrying amount of the asset that would have been determined (net of amortisation and depreciation) had no impairment loss been recognised. Thereversal is recognised in the income statement immediately, unless the asset is carried at revalued amount. A reversal of an impairment loss on arevalued asset is credited directly to revaluation reserve. However, to the extent that an impairment loss on the same revalued asset was previouslyrecognised as an expense in the income statement, a reversal of that impairment loss is recognised as income in the income statement.

(g) Inventories

Inventories are stated at the lower of cost and net realisable value. Cost is determined using the first-in first-out (“FIFO”) and weighted average costmethod. Cost includes all applicable direct costs and appropriate overhead expenses incurred in bringing the inventories to their present location andcondition. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and the estimatedcosts necessary to make the sale.

(h) Trade and other receivables

Trade receivables are carried at invoiced amount less an estimate made for doubtful debts based on a review of outstanding amounts at the balancesheet date. Bad debts are written off when identified.

(i) Insurance broking receivables and payables

Insurance brokers act as an agent in broking the insurable risks of their clients and are generally not liable as principals for premiums due to underwritersor for claims payable to clients. Premium and claim monies are, however, customarily accounted for by insurance intermediaries and the Group hasshown receivables and payables relating to insurance broking as trade receivables and trade payables of the Group itself.

(j) Provision for employees’ benefits

Provision for employees’ benefits comprise provision for employees’ retirement benefits and provision for employees’ long service benefits, both ofwhich are unfunded defined benefit schemes.

The retirement plans are funded by the relevant companies within the Group. The retirement benefit costs are assessed using the Directors’ estimationof the plans’ liabilities at the financial year end, where any shortfall/excess of liabilities are charged/credited to the income statement.

No actuarial valuations of the funds are carried out as the Directors are of the opinion that the amounts provided in the financial statements are notmaterially different from amounts that would have been determined under the actuarial methods required under International Accounting Standard 19:Accounting for Retirement Benefits in the Financial Statements of Employers, which is the applicable accounting standard in Malaysia.

(k) Finance lease and hire purchase

Leases of property, plant and equipment where the Group assumes substantially all the benefits and risks of ownership are classified as finance leases.

Finance leases are capitalised at the inception of the lease at the lower of the fair value of the leased assets or the present value of the minimum leasepayments. Each lease payment is allocated between the liability and finance charges using the sum of digit method so as to achieve an approximateconstant rate on the finance balance outstanding. The corresponding rental obligations, net of finance charges, are included in borrowings. The interestelement of the finance charge is charged to the income statement over the lease period.

Property, plant and equipment acquired under finance leases are depreciated over the estimated useful life of the asset. Where there is no reasonablecertainty that the ownership will be transferred to the Group, the asset is depreciated over the shorter of the lease term and its estimated useful life.

The depreciation policy for leased assets is consistent with the policy for property, plant and equipment as described in Note 3(b).

(l) Finance cost capitalisation

Finance costs incurred on external borrowings related to property, plant and equipment, investment properties and hotel properties under constructionare capitalised until the assets are ready for their intended use.


A n n u a l R e p o r t 2 0 0 2

(m) Construction and service contracts

When the outcome of a construction and service contract can be estimated reliably, contract revenue and contract costs are recognised over the periodof the contract as revenue and expenses respectively. The Group uses the percentage of completion method to determine the appropriate amount ofrevenue and costs to recognise in a given period; the stage of completion is measured by reference to the proportion that contract costs incurred for workperformed to date relate to the estimated total costs for the contract.

When the outcome of a construction and service contract cannot be estimated reliably, contract revenue is recognised only to the extent of contract costsincurred that it is probable will be recoverable; contract costs are recognised when incurred.

When it is probable that total contract costs will exceed total contract revenue, the expected loss is recognised as an expense immediately.

The aggregate of the costs incurred and the profit/loss recognised on each contract is compared against the progress billings up to the financial year end.Where costs incurred and recognised profits (less recognised losses) exceed progress billings, the balance is shown as amounts due from customers onconstruction contracts under receivables. Where progress billings exceed costs incurred plus recognised profits (less recognised losses), the balance isshown as amounts due to customers on contracts under payables.

(n) Deferred taxation

The tax expense is determined on the basis of tax effect accounting using the liability method. Deferred taxation is recognised for timing differencesexcept when there is reasonable evidence that such timing differences will not reverse in the foreseeable future. The tax effect of timing differences thatresult in a debit balance or a debit to the deferred tax balance is not carried forward unless there is a reasonable expectation of its realisation.

The potential tax saving relating to a tax loss carry forward is only recognised if there is assurance beyond any reasonable doubt that future taxableincome will be sufficient for the benefit of the loss to be realised.

Where there is intention to dispose of revalued assets, the deferred tax relating to such assets is recognised through a transfer from the relatedrevaluation reserve. No provision nor disclosure is made of this tax effect where the Group intends to hold such assets for the foreseeable future.

Additional taxes have been recognised to the extent that dividends from subsidiaries, joint ventures and associates are expected to result in such taxes.No taxes have been recognised for other unremitted earnings since these amounts are considered to be permanently reinvested by the companiesconcerned.

(o) Cash and cash equivalents

Cash and cash equivalents comprise cash in hand, deposits held at call with banks, bank overdrafts and short term, highly liquid investments that arereadily convertible to known amounts of cash and which are subject to an insignificant risk of change in value.

(p) Share capital

Ordinary shares and non-redeemable preference shares with discretionary dividends are both classified as equity. Other shares are classified as equityand/or liability according to the economic substance of the particular instrument.

(q) Dividends

Dividends on ordinary shares are recognised as liabilities when declared.

In previous financial years, dividends were recognised in the financial statements when declared or proposed by the Directors. This change in accountingpolicy has been accounted for retrospectively as a prior year adjustment as disclosed in Note 36(g) to the financial statements.

(r) Revenue recognition

(i) Dividend income

Dividend income is recognised as income when the shareholders’ right to receive payment is established.

(ii) Insurance brokerage

Brokerage income, net of discounts and sub-brokerage fees, is recognised when the amount of the gross premium is finalised and agreed withboth the insurer and the insured.

(iii) Contracts profits

Profits from contract works are recognised on a percentage of completion method. Percentage of completion is determined on the proportionof contract costs incurred to date against total estimated costs where the outcome of the project can be reliably determined.

When it is probable that total contract costs will exceed total contract revenue, the expected loss is recognised as an expense immediately.

When the outcome of a project cannot be estimated reliably, revenue is recognised only to the extent of contract costs incurred that it is probablewill be recoverable.

(iv) Leasing, hire purchase and factoring

Revenue from hire purchase and leasing is recognised on the sum of digits method.

Interest income is recognised on an accrual basis. However, interest is recognised on a cash basis where repayments are in arrears for more thansix months for hire purchase and leasing receivables.

Factoring commission income is recognised upon acceptance of factored invoices. Factoring interest is recognised on an accrual basis.


A n n u a l R e p o r t 2 0 0 2

(v) Management fee

Management fee is recognised on an accrual basis.

(vi) Sale of goods and performance of services

Sales of goods are recognised upon delivery and customer acceptance.

Performance of services is recognised based on services performed or stage of completion, net of sales taxes and discounts, if any.

(vii) Training course fees

Training course fees are recognised on an accrual basis.

(viii) Hotel operations revenue

Hotel operations revenue comprise rental of hotel rooms and sales of food and beverages, and are recognised on an accrual basis.

(ix) Rental income

Rental income from rental of properties is recognised on an accrual basis.

(x) Income from share trading

Income from share trading is recognised upon execution of the sale contract on an accrual basis.

(s) Foreign currency conversion and translation

Transactions in foreign currencies are converted into Ringgit Malaysia at rates of exchange ruling at the transaction dates. Monetary assets and liabilitiesin foreign currencies at the balance sheet date are translated into Ringgit Malaysia at rates of exchange ruling at that date. All exchange differencesarising from the settlement of foreign currency transactions and from the translation of foreign currency monetary assets and liabilities are included inthe income statement.

Financial statements of foreign consolidated subsidiaries are translated at financial year end exchange rates with respect to the assets and liabilities, andat exchange rates at the dates of the transactions with respect to the income statement. All resulting translation differences are taken to reserves.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the Company and translated atthe exchange rate ruling at the date of the transaction.

The principal exchange rates for every unit of foreign currency to Ringgit Malaysia used in the translation of foreign currency amounts at the balancesheet date are as follows:

2002 2001RM RM

United States Dollar 3.80 3.80Pound Sterling 6.09 5.51Singapore Dollar 2.19 2.05Hong Kong Dollar 0.49 0.49Canadian Dollar 2.41 2.39Indonesian Rupiah (100 Rupiah) 0.04 0.04

(t) Financial instruments

(i) Financial instruments recognised on the balance sheet

The particular recognition method adopted for financial instruments recognised on the balance sheet is disclosed in the individual accountingpolicy note associated with each item.

(ii) Fair value estimation for disclosure purposes

The fair value of quoted securities is based on quoted market prices at the balance sheet date.

In assessing the fair value of non-traded derivatives and financial instruments, the Group uses a variety of methods and makes assumptions thatare based on market conditions existing at each balance sheet date. Quoted market prices or dealer quotes for the specific or similar instrumentsare used for long term debt. Other techniques, such as option pricing models and estimated discounted value of future cash flows, are used todetermine fair value for the remaining financial instruments. In particular, the fair value of financial liabilities is estimated by discounting thefuture contractual cash flows at the current market interest rate available to the Group for similar financial instruments.

The face values, less any estimated credit adjustments, for financial assets and liabilities with a maturity period of less than one year are assumedto approximate their fair values.


A n n u a l R e p o r t 2 0 0 2

4 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

The Group’ s activities expose it to a variety of financial risks, including foreign exchange risk, interest rate risk, market risk, credit risk, liquidity and cash flow risk.The Group’ s overall financial risk management objective is to ensure that the Group creates value for its shareholders. The Group assesses the unpredictabilityof financial markets and seeks to minimise potential adverse effects on its financial performance.

Financial risk management is carried out through risk reviews, internal controls systems, insurance programme and adherence to Group’ s financial riskmanagement policies.

The Group’ s financial risk management policies are as follows:

(a) Currency and interest rate risk

The Group borrows in the currency in which the business it operates will generate that particular currency. This is a natural hedge against any foreigncurrency fluctuations. The Group has entered into fixed and floating rates for its borrowings so that the Group will not be exposed entirely to anyfluctuation in interest rate, while at the same time the Group also benefits from the lower interest rates when the rates fall.

Where the Group operations are overseas, the funding is sourced from the local currency in which the operations are carried out to hedge against anyforeign currency fluctuations. Foreign currency exposure is minimised by carrying out foreign currency transactions in United States Dollars since theRinggit Malaysia is pegged against the United States Dollar.

(b) Credit risk

The Group has under PERNAS Management Policies formulated various credit control procedures to ensure that the credit risks are minimised. Inaddition, the Group has no undue exposure to any particular debtors of any particular industry due to the diverse nature of the Group’ s operations.

(c) Liquidity and cash flows risk

The Group carries out rolling weekly cash flow reviews for the immediate three months and monthly cash flows for the remaining nine months to ensurethat the business operations have sufficient funds available to operate as a going concern. In addition, the Group carries out treasury management tooptimise the cash flow utilisation of the Group where applicable.

5 REVENUE

Revenue of the Group and Company consists of the following:

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000

Sales of goods 800,231 689,744 - -Construction contracts

- associates - 1,682 - -- others - 260 - -

Hotel operations 209,048 253,657 418 34,603Performance of services

- associates 993 1,356 - -- others 10,426 9,372 - -

Rental income from:- subsidiaries - - 769 837- associates 1,131 1,193 747 809- others 43,826 44,762 8,551 9,905

Proceeds from share trading 2,404 2,582 - -Brokerage income from:

- associates 105 83 - -- others 10,048 6,962 - -

Dividend income from:- quoted shares 974 1,479 34 651- unquoted shares 892 173 892 163- unquoted subsidiaries - - 2,250 12,057- associates

- quoted - - 2,858 -- unquoted - - 7,787 6,442

Interest income from:- subsidiaries - - 3,569 3,494- others 407 2,480 150 2,206

Management fees from:- subsidiaries - - 2,118 2,118- others 551 714 - -

1,081,036 1,016,499 30,143 73,285


A n n u a l R e p o r t 2 0 0 2

6 OTHER OPERATING INCOME

Included in other operating income are the following:Group Company

2002 2001 2002 2001RM’ 000 RM’ 000 RM’ 000 RM’ 000

Amortisation of reserve on consolidation 1,730 1,729 - -Gross dividends from:

- quoted shares 192 278 - -- unquoted unit trusts 1,690 - - -

Bad debts recovered 519 - - -Gain on foreign exchange

- unrealised 604 794 - -- realised 331 50 57 23

Gain on disposal of:- property, plant and equipment - others 2,543 862 - 65- other investments 4,140 2,309 4,284 5,334

Interest income 9,253 9,003 - -Rental income 5,438 5,161 - -Write back of allowance for diminution in

value of investments 164 580 - -

7 OTHER OPERATING EXPENSES

Included in other operating expenses are the following:Group Company

2002 2001 2002 2001RM’ 000 RM’ 000 RM’ 000 RM’ 000

Hotel refurbishment costs 15,281 - 15,281 -Voluntary separation scheme benefits - 5,245 - 5,245Auditors’ remuneration

- statutory audit 996 1,027 124 137- other services 299 816 108 313

Allowance for doubtful debts- subsidiaries - - 3,574 -- others 3,567 3,429 201 247

Hire of equipment, plant and machinery 260 321 43 47Inventories written off 515 - - -Lease rental 292 192 - -Loss on disposal of property, plant

and equipment - others 3,524 - 3,295 -Loss on disposal of investments in:

- subsidiary - - 2,500 -- associate - - - 800

Loss from dilution of interest in asubsidiary 5,913 - - -

Impairment loss on property, plant and equipment - others 185 3,977 - -

Management fees paid to:- subsidiary - - 342 581- associates 1,995 2,223 - -- others 6,151 5,912 - 53

Rental of land and building paid to:- subsidiary - - 873 798- associates 30 30 - -- others 1,048 1,204 - -

Security guard fees paid to a subsidiary - - 981 1,082


A n n u a l R e p o r t 2 0 0 2

8 FINANCE COSTSGroup Company

2002 2001 2002 2001RM’ 000 RM’ 000 RM’ 000 RM’ 000

Interest expense on:- 2% Redeemable Secured Bonds 1996/2001 (Note 28(a)) 1,749 5,600 1,749 5,600- 8.5% Redeemable Secured Bonds 2000/2005 (Note 28(b)) 17,000 17,077 17,000 17,077- 9% Redeemable Secured Bonds 2000/2008 (Note 28(c)) 9,000 9,041 9,000 9,041- Bank borrowings 57,781 50,477 14,238 1,280- Advances from subsidiaries - - 3,539 3,787- Hire purchase and lease payable to:

- subsidiary - - 142 41- third party 120 295 - -

Dividends on Redeemable CumulativeConvertible Preference Shares (Note 27 (vii)) 38,500 - - -

Redemption premium onRedeemable Cumulative Convertible Preference Shares (Note 27(vii)) 12,000 11,764 - -

136,150 94,254 45,668 36,826

During the current financial year, the Company has reclassified its Redeemable Cumulative Convertible Preference Shares (“RCCPS”) from equity to currentliabilities i.e. a debt instrument , pursuant to the provisions of MASB Standard 24 : Financial Instruments: Disclosure and Presentation. In line with thisreclassification, the dividend on the RCCPS of RM38,500,000 is now classified as finance cost in accordance with the requirements of MASB Standard 24. Forpresentation purposes, the amount of dividend payable on the RCCPS is shown on a gross basis whilst the tax credit of RM10,780,000 (Note 9) on the RCCPSdividend is credited to the taxation account.

Pursuant to the transitional provisions of MASB Standard 24, the comparative amount of the RCCPS dividend has not been reclassified to conform with thecurrent financial year’ s presentation.

9 TAXATIONGroup Company

2002 2001 2002 2001RM’ 000 RM’ 000 RM’ 000 RM’ 000

Current taxation- Malaysian income tax 47,622 35,301 - 4,100- Foreign tax 124 - - -

(Over)/underprovision inrespect of prior financial years

- Malaysian income tax (19,890) (365) - -- Foreign tax 321 9 - -

Deferred taxation (Note 25) (4,534) (2,700) - -

Real property gains tax 114 - 80 -

Tax credit on dividends on RedeemableCumulative Convertible PreferenceShares (Note 8) (10,780) - - -

12,977 32,245 80 4,100

The Group is in a tax payable position despite incurring a loss before taxation due to losses of certain subsidiaries that are not available for set-off against taxableprofits of other subsidiaries and certain expenses that are not deductible for tax purposes.

The Company’ s prior year tax charge was in respect of dividend income which was separately assessed. There is no similar charge for the current financial yeardue to the availability of tax losses from other business sources.

The Company has utilised all its tax credit under Section 108 of the Income Tax Act, 1967.


A n n u a l R e p o r t 2 0 0 2

The Company had unabsorbed tax losses and unutilised capital allowances of RM24,250,000 (2001: RM Nil) and RM6,652,000 (2001: RM8,999,000) respectivelyat 31 December 2002, for which the future tax benefit has not been recognised in the financial statements. The benefit will only be realised if the Companyderives future assessable income of a nature and amounts sufficient for the losses and capital allowances to be utilised, subject to agreement by the InlandRevenue Board.

10 LOSS PER SHARE

The loss per share has been calculated based on the Group’ s net loss for the financial year of RM183,638,000 (2001: RM103,961,000 as restated) and on theweighted average number of ordinary shares in issue during the financial year of 623,032,211 (2001: 623,032,211).

The fully diluted loss per share is not applicable as the exercise price of the warrants are above the market price of the share.

11 DIRECTORS’ REMUNERATIONGroup Company

2002 2001 2002 2001RM’ 000 RM’ 000 RM’ 000 RM’ 000

Directors of the Company

Fees 43 133 43 69Salaries and other emoluments 173 684 172 679Benefits-in-kind - 47 - 16

Former Directors of the Company

Fees 189 147 108 68Salaries and other emoluments 879 1,585 835 1,124Benefits-in-kind 58 73 49 62

Other Directors

Fees 503 387 - -Salaries and other emoluments 4,104 4,112 - -Benefits-in-kind 135 234 - -

Total 6,084 7,402 1,207 2,018

Total excluding benefits-in-kind 5,891 7,048 1,158 1,940

12 PROPERTY, PLANT AND EQUIPMENT - HOTEL PROPERTIES

Buildingson freehold/

Long term long term Buildings onFreehold leasehold leasehold short term

land land land lease TotalRM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 000

Group

At cost/valuation

At 1 January 2002 297,241 148,297 964,653 45,476 1,455,667Additions at cost - - 24,882 - 24,882Disposals (7,500) - - - (7,500)Reclassifications - - 925 1,888 2,813Revaluation - - - (3,678) (3,678)

At 31 December 2002 289,741 148,297 990,460 43,686 1,472,184


A n n u a l R e p o r t 2 0 0 2

Buildingson freehold/

Long term long term Buildings onFreehold leasehold leasehold short term

land land land lease TotalRM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 000

Accumulated depreciation and impairment loss

At 1 January 2002 - - - 13,366 13,366Depreciation charge

for the financial year - - - 1,739 1,739Impairment loss during

the financial year - - 56,664 - 56,664Revaluation - - - (5,726) (5,726)

At 31 December 2002 - - 56,664 9,379 66,043

At 31 December 2002:

Cost - - 25,807 19,521 45,328Valuation 289,741 148,297 964,653 24,165 1,426,856Accumulated depreciation - - - (9,379) (9,379)Accumulated impairment loss - - (56,664) - (56,664)

Net book value 289,741 148,297 933,796 34,307 1,406,141


Cost - - - 45,476 45,476Valuation 297,241 148,297 964,653 - 1,410,191Accumulated depreciation - - - (13,366) (13,366)

Net book value 297,241 148,297 964,653 32,110 1,442,301

Depreciation charge for the financial year ended 31 December 2001 - - - 1,456 1,456

Long term BuildingsFreehold leasehold on freehold

land land land TotalRM’ 000 RM’ 000 RM’ 000 RM’ 000

Company

At cost/valuation

At 1 January 2002 116,651 159 157,648 274,458Additions - - 24,729 24,729Disposals (7,500) - - (7,500)

At 31 December 2002 109,151 159 182,377 291,687

Accumulated impairment loss

At 1 January 2002 - - - -Impairment loss during the financial year - - 47,000 47,000

At 31 December 2002 - - 47,000 47,000


A n n u a l R e p o r t 2 0 0 2

Long term BuildingsFreehold leasehold on freehold

land land land TotalRM’ 000 RM’ 000 RM’ 000 RM’ 000


Cost - - 24,729 24,729Valuation 109,151 159 157,648 266,958Accumulated impairment loss - - (47,000) (47,000)

Net book value 109,151 159 135,377 244,687


Valuation 116,651 159 157,648 274,458

(a) Certain hotel properties of the Group and Company with aggregate carrying values of RM597,803,000 (2001: RM513,999,000) and RM244,528,000(2001: RM274,299,000) respectively have been pledged as security for financing facilities of the Group and Company.

(b) During the previous financial year ended 31 December 2001, all the hotel properties of the Group and Company, except for two properties under shortterm lease, which were previously classified as property, plant and equipment - others, were revalued by the Directors based on the open market valuedetermined by the following independent professional valuers from Rahim & Co.:

Location of property Name of valuer Qualification

Kuala Lumpur Chee Kok Thim B. Prop. Admin. (Auckland), FISM

Langkawi Mohammad Nor Hj Umar B. Land Economy (Hons), MISM

Penang and Kedah Tay Lai Hee MRICS, IRRV, FISM

Johor Bahru Baharum Shah Munir Adv. Dip. in Est., MISM

Kuching Donald Lam Joon Onn Dip. Val. Surv., FISM

The surplus/deficit arising from the revaluation were recognised in the financial statements as follows:

Group Company2001 2001

RM’ 000 RM’ 000

Revaluation surplus 133,064 4,574Less: Surplus attributable to minority interests (25,680) -

Net revaluation surplus 107,384 4,574

Revaluation deficit charged to income statement (28,403) -Less: Deficit attributable to minority interests 7,044 -

Net revaluation deficit (21,359) -

86,025 4,574

(c) During the current financial year, two hotel properties under short term lease which were previously classified as property, plant and equipment - others,were reclassified to property, plant and equipment - hotel properties.

One of the properties located in Kuching was revalued using the replacement cost method determined by Mr Donald Lam Joon Onn, a registered valuerof Rahim & Co. The surplus on revaluation of RM2,048,000 less minority interests of RM615,000 has been credited to revaluation reserve as at 31December 2002.

The other hotel property under short term lease with a remaining lease period of 12 years was not revalued as the Directors are of the opinion that thenet book value approximated the fair value.

(d) The cost of the revalued hotel properties of the Group and Company have not been disclosed due to the inavailability of information and records.


A n n u a l R e p o r t 2 0 0 2

13 PROPERTY, PLANT AND EQUIPMENT - OTHERS

Land Plantations Assetsand development under

buildings* expenditure Others** construction TotalRM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 000

Group

Cost

At 1 January 2002 711,436 707,505 599,708 19,378 2,038,027Additions 9,300 61,478 23,740 26,357 120,875Disposals and write off (23,322) (659) (41,785) - (65,766)Exchange differences 1,580 3,131 526 - 5,237Reclassifications 4,346 - 635 (7,794) (2,813)

At 31 December 2002 703,340 771,455 582,824 37,941 2,095,560

Accumulated depreciationand impairment loss

At 1 January 2002 69,486 84,258 403,841 - 557,585Depreciation charge

for the financial year 14,229 19,469 37,845 - 71,543Impairment loss

for the financial year - - 185 - 185Disposals and write off (3,356) (659) (33,385) - (37,400)Exchange differences 325 178 344 - 847

At 31 December 2002 80,684 103,246 408,830 - 592,760

Net book value

At 31 December 2002 622,656 668,209 173,994 37,941 1,502,800

At 31 December 2001 641,950 623,247 195,867 19,378 1,480,442

Depreciation charge forthe financial year ended31 December 2001 13,276 15,353 40,002 - 68,631

* Land and buildings included in property, plant and equipment - others comprise:

Long term Short term EstateFreehold leasehold leasehold access

Group land land land Buildings roads TotalRM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 000

Cost

At 1 January 2002 164,008 323,375 20,742 171,432 31,879 711,436Additions - 4,300 193 3,490 1,317 9,300Disposals and write off (5,558) (15,342) - (2,422) - (23,322)Exchange differences 281 16 848 435 - 1,580Reclassifications - (7,541) 7,541 4,346 - 4,346

At 31 December 2002 158,731 304,808 29,324 177,281 33,196 703,340


At 1 January 2002 158 12,972 1,325 47,908 7,123 69,486Depreciation charge

for the financial year - 4,092 578 7,899 1,660 14,229Disposals and write off (158) (2,417) - (781) - (3,356)Exchange differences - 16 2 307 - 325Reclassifications - (1,415) 1,415 - - -

At 31 December 2002 - 13,248 3,320 55,333 8,783 80,684


A n n u a l R e p o r t 2 0 0 2

Long term Short term EstateFreehold leasehold leasehold access

land land land Buildings roads TotalRM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 000

Net book value

At 31 December 2002 158,731 291,560 26,004 121,948 24,413 622,656

At 31 December 2001 163,850 310,403 19,417 123,524 24,756 641,950

Depreciation charge forthe financial year ended31 December 2001 - 3,968 428 7,488 1,392 13,276

** Others included in property, plant and equipment - others comprise:

Plant, Crockery,Motor Furniture, machinery kitchenware

vehicles fittings and and andGroup and boats equipment equipment linen Total

RM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 000Cost

At 1 January 2002 43,290 300,712 226,390 29,316 599,708Additions 1,909 14,153 7,678 - 23,740Disposals and write off (1,475) (37,927) (784) (1,599) (41,785)Exchange differences 87 225 214 - 526Reclassifications - 635 - - 635

At 31 December 2002 43,811 277,798 233,498 27,717 582,824


At 1 January 2002 34,366 241,574 127,901 - 403,841Depreciation charge for

the financial year 3,775 17,863 16,207 - 37,845Impairment loss for the

financial year 185 - - - 185Disposals and write off (1,473) (31,330) (582) - (33,385)Exchange differences 85 115 144 - 344

At 31 December 2002 36,938 228,222 143,670 - 408,830

Net book value

At 31 December 2002 6,873 49,576 89,828 27,717 173,994

At 31 December 2001 8,924 59,138 98,489 29,316 195,867

Depreciation charge forthe financial year ended31 December 2001 4,891 18,558 16,553 - 40,002


A n n u a l R e p o r t 2 0 0 2

Crockery,Furniture, kitchenware

fittings and Motor andequipment vehicles linen Total

RM’ 000 RM’ 000 RM’ 000 RM’ 000Company

Cost

At 1 January 2002 58,461 3,167 2,332 63,960Additions 4,886 - - 4,886Disposals and write off (33,409) - - (33,409)

At 31 December 2002 29,938 3,167 2,332 35,437

Accumulated depreciation

At 1 January 2002 44,249 2,769 - 47,018Depreciation charge for the financial year 2,146 300 - 2,446Disposals and write off (28,326) - - (28,326)

At 31 December 2002 18,069 3,069 - 21,138

Net book value

At 31 December 2002 11,869 98 2,332 14,299

At 31 December 2001 14,212 398 2,332 16,942

Depreciation charge for the financialyear ended 31 December 2001 3,196 305 - 3,501

(a) The titles to certain long term leasehold land and plantations of the Group with a net book value of RM64,197,000 (2001 : RM64,770,000) are still in theprocess of being registered under the name of the respective subsidiaries.

(b) Certain property, plant and equipment of the Group with a net book value of RM638,222,000 (2001 : RM636,718,000) have been pledged to variousbanks for financing facilities of the Group.

(c) During the financial year, the Group reclassified certain properties at net book value of RM35,263,000 included under property, plant and equipment -others to investment properties (Note 15 (b)).

(d) Included in property, plant and equipment are assets held under hire purchase and finance lease with net book values as follows:

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000

Motor vehicles and boats 134 213 - -Furniture, fittings and equipment 120 545 291 335Plant, machinery and equipment 1,565 1,739 - -

1,819 2,497 291 335

(e) In the previous financial year, the Company acquired property, plant and equipment with an aggregate cost of RM117,000 by means of hire purchaseand finance lease arrangements with a subsidiary.

(f ) Included in the Group’ s plantations development expenditure are the following items that were capitalised during the financial year:

2002 2001RM’ 000 RM’ 000

Auditors’ remuneration 7 15Depreciation of property, plant and equipment 1,430 1,892Finance costs 15,924 17,590Staff costs 2,947 3,029Rental 29 79


A n n u a l R e p o r t 2 0 0 2

(g) A subsidiary has planted oil palm trees on land outside the subsidiary’ s land boundary which belongs to the Sarawak State Government. The totalplantation development expenditure incurred on the land is approximately RM11,279,000 (2001: RM8,818,000).

The subsidiary has submitted an application to the State Land and Survey Department of Sarawak to have the land alienated to the subsidiary. In thepast, the State Land and Survey Department of Sarawak has approved application for land if the application for the excess land is less than 10% of theland area stated in the provisional lease, which is the case for the subsidiary.

(h) A subsidiary has planted oil palm trees on land that belongs to a third party. The total plantation development expenditure incurred on the land isapproximately RM15,047,000 (Note 33(c)).

14 DEVELOPMENT PROPERTIESLong term Short term

Freehold leasehold leasehold Developmentland land land expenditure Total

RM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 000Group

Cost

At 1 January and31 December 2002 43,064 21,300 9,023 22,972 96,359

Accumulatedimpairment loss

At 1 January 2002 - 4,300 - 6,003 10,303Impairment loss for the

financial year - 2,752 - 10,137 12,889

At 31 December 2002 - 7,052 - 16,140 23,192

Net book value

At 31 December 2002 43,064 14,248 9,023 6,832 73,167

At 31 December 2001 43,064 17,000 9,023 16,969 86,056

The short term leasehold land represents capitalised cost of land use right of a subsidiary to develop a plot of land located in Hanoi, Vietnam. This right is givenfor a period of 40 years and may at the discretion of the Vietnamese Authority be revoked if no active development takes place on the said land. The subsidiaryhas however taken steps to comply with the terms and provisions of the investment licensce. If the rights were to be revoked, there would be a potentialimpairment loss to the Group amounting to RM4,777,000 (2001: RM4,928,000).

15 INVESTMENT PROPERTIESFreehold

land Buildings TotalRM’ 000 RM’ 000 RM’ 000

Group

At cost/valuation

At 1 January 2002 146,800 381,963 528,763Exchange differences - 2,751 2,751Net revaluation surplus - 3,949 3,949

At 31 December 2002 146,800 388,663 535,463

At 31 December 2002:Valuation 146,800 388,663 535,463

At 31 December 2001:At cost - 35,263 35,263Valuation 146,800 346,700 493,500

146,800 381,963 528,763

Company

At valuation

At 1 January 2002/31 December 2002 57,200 91,500 148,700


A n n u a l R e p o r t 2 0 0 2

(a) During the previous financial year ended 31 December 2001, the investment properties of the Group and Company were revalued based on the openmarket value basis determined by an independent professional valuer, Chee Kok Thim, B. Prop. Admin (Auckland), FISM of Rahim & Co.

(b) These valuation surplus of RM3,949,000 in the current financial year is in respect of certain properties reclassified from property, plant and equipment -others during the financial year which were previously carried at cost, as mentioned in Note 13(c).

(c) The revaluation surplus/(deficit) arising from the above revaluations were recognised in the financial statements as follows:

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000

Revaluation surplus 9,783 33,613 - -Less: Surplus attributable

to minority interests - (18,137) - -

Net revaluation surplus 9,783 15,476 - -

Revaluation deficit charged to theincome statement (5,834) (15,890) - (15,506)

3,949 (414) - (15,506)

(d) Certain investment properties of the Group and Company with a net book value of RM509,603,000 (2001: RM510,652,000) and RM148,700,000 (2001:RM148,700,000) respectively have been pledged as security for financing facilities of the Group and the Company.

(e) The cost of the revalued investment properties of the Group and Company have not been disclosed due to the inavailability of information andrecords.

16 INVESTMENTS

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000Investment in subsidiaries:

Unquoted shares, at cost (Note a) - - 990,607 993,107Allowance for diminution in value - - (3,000) -

- - 987,607 993,107Investment in associates (Note b) 460,611 471,179 198,288 198,288Joint ventures (Note c) (38,923) 9,747 - -Other investments (Note d) 42,255 107,478 8,603 10,417

463,943 588,404 1,194,498 1,201,812

(a) The list of subsidiaries is disclosed in Note 39 to the financial statements.

(b) Investment in associates

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000

Quoted shares in Malaysia, at cost 225,594 225,594 131,627 131,627Less: Amortisation of goodwill (net

of reserve) on acquisition (590) (295) - -

225,004 225,299 131,627 131,627Share of post-acquisition profits 14,189 13,494 - -

239,193 238,793 131,627 131,627


A n n u a l R e p o r t 2 0 0 2

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000

Unquoted shares, at cost 114,024 114,023 66,661 66,661Less: Amortisation of goodwill (net

of reserve) on acquisition (419) (209) - -

113,605 113,814 66,661 66,661Share of post- acquisition:

- profits 105,209 122,030 - -- exchange reserve 2,604 (3,458) - -

221,418 232,386 66,661 66,661

Total 460,611 471,179 198,288 198,288

Represented by:Share of net tangible assets 456,577 466,640Goodwill (net of reserve) on

acquisition, after amortisation 4,034 4,539

460,611 471,179

Market value of quoted associate:- in Malaysia 89,975 134,963 68,584 102,876

The book value of quoted investments in associate of the Group and Company are in excess of the market value. No provision for diminution in value ismade as the Directors are of the opinion that the shortfall is temporary in nature.

The quoted investments in an associate of the Group and the Company have been pledged as security to various financial institutions for financingfacilities and as security for bonds issued.

The list of associates is disclosed in Note 40 to the financial statements.

(c) Joint venturesGroup

2002 2001RM’ 000 RM’ 000

Jointly controlled operations (Note (i))

Capital contribution 4,100 4,100Share of loss (9,833) (9,833)

(5,733) (5,733)

Jointly controlled entity (Note (ii))

Cost of investment 63,294 63,294Share of loss (96,484) (47,814)

(33,190) 15,480

(38,923) 9,747

(i) The Group has a 50% interest in jointly controlled operations with Kumagai-Gumi Co. Ltd, Malaysian Branch, which is operating in theconstruction industry.

(ii) The Group, through its 60% owned subsidiary TPC Development Limited, has a 75% interest in a Vietnamese incorporated joint venture entity,TPC Nghi Tam Village Limited, which is a hotel development project (Note 3(d)(i)).


A n n u a l R e p o r t 2 0 0 2

The Group’ s share of the assets and liabilities of the jointly controlled entity is as follows:

2002 2001RM’ 000 RM’ 000

Property, plant and equipment 109,668 150,278Current assets 12 287Current liabilities (73,157) (65,372)Non -currents liabilities (69,713) (69,713)

Net (liabilities)/assets (33,190) 15,480

(d) Other investments

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000At cost:

Unquoted shares 10,461 12,369 8,575 8,575Allowance for diminution in value (252) (2,388) - -

10,209 9,981 8,575 8,575

Unquoted unit trusts - 61,605 - -

Malaysian Government Securities 400 400 - -

Quoted shares:- in Malaysia 19,506 24,086 28 3,018- outside Malaysia 39,202 39,131 - -

58,708 63,217 28 3,018Allowance for diminution in value (27,062) (27,725) - (1,176)

31,646 35,492 28 1,842

Total 42,255 107,478 8,603 10,417

Market value of quoted shares- in Malaysia 18,112 30,867 5,235 15,771- outside Malaysia 18,222 16,999 - -

Market value of MalaysianGovernment Securities 467 473 - -

The market value of the above quoted investments as at the balance sheet date approximated their fair value.

A reasonable estimate of fair value for unquoted shares could not be made without incurring excessive costs. Therefore, such investments are valued atcost and are subject to review for impairment.


RM’ 000 RM’ 000The currency exposure profile of other investments is as follows:

Ringgit Malaysia 25,155 8,603Singapore Dollar 1,800 -Canadian Dollar 15,300 -

42,255 8,603


A n n u a l R e p o r t 2 0 0 2

17 DUE FROM SUBSIDIARIES/ASSOCIATES/JOINT VENTURES

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000Non-current

Due from subsidiaries - - 330,930 300,779Allowance for doubtful debts - - (20,853) (12,587)

- - 310,077 288,192Due from joint ventures 67,975 60,003 - -

67,975 60,003 310,077 288,192

Current

Due from subsidiaries - - 802 54,460Allowance for doubtful debts - - (224) (4,916)

- - 578 49,544Due from associates 1,342 5,148 310 4,635

1,342 5,148 888 54,179

Total 69,317 65,151 310,965 342,371

The non-current amounts due from subsidiaries and joint ventures are unsecured, interest free and have no fixed terms of repayment, except that no repaymentsare due within 12 months of the balance sheet date. The book values of these amounts due from subsidiaries and joint ventures approximated their fair values.

The current amounts due from subsidiaries and associates are unsecured, interest free and have no fixed terms of repayment.

18 GOODWILL/(RESERVE ON CONSOLIDATION)Group

2002 2001RM’ 000 RM’ 000

Goodwill on consolidation (Note a) 13,076 13,819Less: Reserve on consolidation (Note b) (28,441) (30,171)

(15,365) (16,352)

(a) Goodwill on consolidation

At 1 January 13,819 13,738Acquisition during the financial year - 826Amortisation during the financial year (743) (745)

At 31 December 13,076 13,819

(b) Reserve on consolidation

At 1 January, as previously stated 30,171 49,991Prior year adjustment in respect of:

Pre-acquisition effects in relation to change inaccounting policies disclosed in Notes 36(a) and (b) - (21,884)

Amortisation of reserve on consolidation inrelation to the above pre-acquisition effects (Note 36(c)) - 3,793

At 1 January, as restated 30,171 31,900Amortisation during the financial year (1,730) (1,729)

At 31 December 28,441 30,171


A n n u a l R e p o r t 2 0 0 2

19 INVENTORIES

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000At cost

Finished goods 14,254 16,742 - -Raw materials 28,746 47,003 - -Consumable stores 24,233 22,177 - -Work-in-progress 2,729 1,874 - -Food and beverages 811 2,329 115 214Hotel operating and sundry supplies 1,683 2,584 140 185

72,456 92,709 255 399

At net realisable value

Finished goods 929 405 - -Consumable stores 495 439 - -Raw materials - 126 - -

1,424 970 - -

73,880 93,679 255 399

20 RECEIVABLES

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000

Trade receivables 143,164 119,899 2,141 3,400Allowance for doubtful debts (18,079) (18,565) (1,284) (1,235)

125,085 101,334 857 2,165

Other receivables 33,927 33,987 6,248 5,841Prepayments 5,786 5,146 2,960 2,675Deposits 3,181 3,710 929 561

42,894 42,843 10,137 9,077Allowance for doubtful debts (14,888) (18,203) (4,950) (4,950)

28,006 24,640 5,187 4,127

Lease and hire purchase receivables 11,032 11,610 - -Unearned interest (1,076) (1,038) - -

9,956 10,572 - -

Allowance for doubtful debts (8,670) (9,045) - -

1,286 1,527 - -

Tax recoverable from InlandRevenue Board 40,547 29,605 22,460 18,796

Due from customers on contracts(Note a) 174 174 - -

195,098 157,280 28,504 25,088


A n n u a l R e p o r t 2 0 0 2

Group2002 2001

RM’ 000 RM’ 000(a) Contract work-in-progress

Contract costs incurred to date 15,746 15,746Recognised profit less recognised losses 157 157

15,903 15,903Less: Progress billings (16,885) (16,885)

(982) (982)

Represented by:Due from customers on contracts 174 174Due to customers on contracts (Note 23) (1,156) (1,156)

(982) (982)

Retention on contracts (included in trade receivables) 344 344


RM’ 000 RM’ 000The currency exposure profile of trade receivables is as follows:

Ringgit Malaysia 109,050 857United States Dollar 13,979 -Indonesian Rupiah 694 -Pound Sterling 1,362 -

125,085 857

Credit terms of trade receivables range from payment in advance to 120 days.

21 MARKETABLE SECURITIES Group

2002 2001RM’ 000 RM’ 000

Shares quoted in Malaysia, at cost 2,075 2,402Allowance for diminution in value (632) (494)

1,443 1,908

Market value 1,443 1,908

The carrying value of these investments as at the balance sheet date approximated their fair values.

22 CASH AND BANK BALANCES

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000

Cash and bank balances 50,052 31,789 1,886 797Fixed deposits with:

- licensed banks 38,545 54,234 - 1,583- financial institutions 1,135 5,525 - -

89,732 91,548 1,886 2,380


A n n u a l R e p o r t 2 0 0 2


RM’ 000 RM’ 000The currency exposure profile of deposits, cash and bank balances is as follows:

Ringgit Malaysia 79,160 1,886United States Dollar 5,040 -Indonesian Rupiah 1,903 -Pound Sterling 381 -Singapore Dollar 3,248 -

89,732 1,886

Fixed deposits of the Group and the Company that have been pledged for certain banking facilities are as follows:

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000Fixed deposits

- bank guarantee 4,832 3,403 - -

The range of interest rates of deposits that was effective during the financial year was as follows:


% %

Deposits with licensed banks and financial institutions 2.4 - 4.0 2.7 - 2.8

Deposits of the Group and the Company have maturity periods ranging from 1 to 365 days.

Bank balances are deposits held at call with banks.

23 PAYABLES

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000

Trade payables 108,259 88,330 1,813 1,096Other payables 71,597 72,633 31,347 32,699Property consultants and contractors 13,081 14,728 909 3,418Purchase consideration payable for

acquisition of investments 10,094 13,375 - -Due to minority interests 11,860 10,991 - -Tenants’ deposits 12,117 12,037 3,367 3,563Accruals 31,090 31,824 5,261 8,077Real property gains tax payable 7,831 7,831 - -Due to customers on contracts (Note 20 (a)) 1,156 1,156 - -Redeemable Cumulative Convertible

Preference Shares dividends payable (Note 27(vii)) 27,720 - - -

294,805 252,905 42,697 48,853

Credit terms of up to 90 days are granted to the Group and Company for trade payables and suppliers of property, plant and equipment.


RM’ 000 RM’ 000The currency exposure profile of trade payables is as follows:

Ringgit Malaysia 104,410 1,813United States Dollar 2,551 -Pound Sterling 1,075 -Singapore Dollar 223 -

108,259 1,813


A n n u a l R e p o r t 2 0 0 2

24 DUE TO SUBSIDIARIES/ASSOCIATES

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000Non-current

Advance from a subsidiary - - 16,500 13,000Due to subsidiaries - - 380,544 305,940Due to associates 108,496 131,424 - -

108,496 131,424 397,044 318,940

Current

Advances from subsidiaries - - 10,325 33,183Due to subsidiaries - - 1,771 6,184Due to associates 356 1,135 87 1,064

356 1,135 12,183 40,431

Total 108,852 132,559 409,227 359,371

The non-current advance from a subsidiary is unsecured, bears interest of between 4.90% to 7.40% (2001 : 4.50% to 7.50%) per annum and has no fixed termsof repayment, except that no repayments are due within 12 months of the balance sheet date.

The other non-current amounts due to subsidiaries and associates are unsecured, interest free and have no fixed terms of repayment, except that no repaymentsare due within 12 months of the balance sheet.

The book values of the non-current advances from and amounts due to subsidiaries and associates approximated their fair values at the balance sheet date.

The current advances from subsidiaries are unsecured, bear interest of between 4.65% to 7.80% (2001 : 4.60% to 9.00%) per annum and have no fixed terms ofrepayment.

The other current amounts due to subsidiaries and associates are unsecured, interest free and have no fixed terms of repayment.

25 DEFERRED TAXATION

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000

At 1 January, as previously stated 30,454 8,346 900 900

Prior year adjustments:Adjustment in 2001 (Note 36(a)) - 25,096 - -Adjustment in 2002 (Note 36(e)) 12,671 12,392 - -

12,671 37,488 - -

At 1 January, as restated 43,125 45,834 900 900Transfer to income statement (Note 9) (4,534) (2,700) - -Exchange differences 12 (9) - -

At 31 December 38,603 43,125 900 900

Deferred taxation amounting to RM39,440,000 (2001 : RM36,300,000) and RM3,179,000 (2001 : RM3,179,000) for the Group and Company respectively has notbeen provided in the financial statements on the surplus arising from the revaluation of hotel properties and investment properties as it is not the intention ofthe Directors to dispose these properties.


A n n u a l R e p o r t 2 0 0 2

26 PROVISION FOR EMPLOYEES’ BENEFITS

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000

At 1 January 4,287 3,882 1,736 1,695Provision made during the financial year 1,767 1,374 36 61

6,054 5,256 1,772 1,756Payments during the financial year (1,540) (969) (271) (20)

At 31 December 4,514 4,287 1,501 1,736

27 BORROWINGS

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000Short term

Secured:Revolving credits 135,500 105,000 - -

Unsecured:Bank overdrafts 22,958 27,072 - -Trade bills 8,044 31,280 1,190 -Revolving credits 459,600 439,596 14,800 -

626,102 602,948 15,990 -

Current portion of:

7% Redeemable Cumulative ConvertiblePreference Shares (Note (vii))

Principal amount 550,000 - - -Redemption premium payable 61,988 - - -

611,988 - - -2% Redeemable Secured Bonds

1996/2001 (Note 28 (a)) - 280,000 - 280,000

Long term borrowings 241,637 80,915 20,000 -

853,625 360,915 20,000 280,000

Hire purchase and lease creditors 164 1,010 247 69

Total short term borrowings 1,479,891 964,873 36,237 280,069

Long term

Secured:Term loans 755,755 472,255 280,000 -

Unsecured:7% Redeemable Cumulative

Convertible Preference Shares (Note(vii)) 611,988 49,988 - -Term loans 110,423 121,932 - -Advances from minority shareholders of subsidiaries

- interest bearing 4,966 4,185 - -- non-interest bearing 131,632 131,632 - -

859,009 307,737 - -


A n n u a l R e p o r t 2 0 0 2

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000

Less: Repayments due within 12 months (853,625) (80,915) (20,000) -

761,139 699,077 260,000 -Hire purchase and lease creditors 245 115 1,784 247

Total long term borrowings 761,384 699,192 261,784 247

Total

Secured:Revolving credits 135,500 105,000 - -Term loans 755,755 472,255 280,000 -2% Redeemable Secured Bonds

1996/2001 - 280,000 - 280,000

Unsecured:7% Redeemable Cumulative

Convertible Preference Shares (Note(vii)) 611,988 49,988 - -Bank overdrafts 22,958 27,072 - -Trade bills 8,044 31,280 1,190 -Revolving credits 459,600 439,596 14,800 -Term loans 110,423 121,932 - -Advances from minority

shareholders of subsidiaries 136,598 135,817 - -Hire purchase and lease creditors 409 1,125 2,031 316

Total borrowings 2,241,275 1,664,065 298,021 280,316

Hire purchase and lease creditors:

Payable within one year 188 1,057 285 100Payable between one and five years 295 140 2,123 285

483 1,197 2,408 385Less: Finance charges (74) (72) (377) (69)

409 1,125 2,031 316

Present value of hire purchase and lease liabilities:

Payable within one year 164 1,010 247 69Payable between one and five years 245 115 1,784 247

409 1,125 2,031 316

Interest rates per annum on the borrowings of the Group and Company range as follows:

Group Company2002 2001 2002 2001

% % % %

Bank overdrafts 7.4 – 8.2 5.3 – 8.6 - -Term loans 2.5 – 8.8 4.1 – 9.0 5.1 – 8.5 -Revolving credits 3.8 – 8.8 3.0 – 7.8 4.1 – 8.8 -Advances from minority

shareholders of subsidiaries 3.5 – 6.5 6.0 – 6.5 - -Hire purchase and lease creditors 2.0 – 7.7 2.0 – 7.7 4.5 – 6.0 6.0Trade bills 3.0 – 7.9 2.9 – 6.7 7.4 -


A n n u a l R e p o r t 2 0 0 2

The maturity dates of the borrowings (excluding hire purchase and lease creditors) of the Group and Company at 31 December 2002 are as follows:

Within Between 1 Between 2 After 51 year to 2 years to 5 years years Total

RM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 000Group

Fixed interest rate 621,588 9,600 174,900 - 806,088Floating interest rate 858,139 88,484 310,224 41,333 1,298,180

1,479,727 98,084 485,124 41,333 2,104,268Minority shareholders’

advances- non-interest bearing - - - 131,632 131,632- interest bearing - - - 4,966 4,966

1,479,727 98,084 485,124 177,931 2,240,866

Company

Fixed interest rate - - 165,000 - 165,000Floating interest rate 35,990 20,000 75,000 - 130,990

35,990 20,000 240,000 - 295,990


RM’ 000 RM’ 000The currency exposure profile of the borrowings is as follows:

Ringgit Malaysia 2,203,320 298,021United States Dollar 30,995 -Pound Sterling 6,960 -

2,241,275 298,021

(i) The Group’ s and the Company’ s floating rate borrowings are pegged to the lending institutions’ base lending rates or cost of funds and are subject torepricing when there are changes to these rates.

(ii) Hire purchase and lease obligations of the Company are with a subsidiary.

(iii) The secured revolving credits of the Group are secured by way of legal charges over certain assets of the Group.

(iv) The secured term loans of the Group are secured by way of legal charges over certain assets and properties of the Group.

(v) The revolving credit facilities of the Group although repayable within one year, are renewable annually.

(vi) The unsecured advances from minority shareholders of subsidiaries have no fixed terms of repayment.

(vii) The 7% Redeemable Cumulative Convertible Preference Shares (“RCCPS”) represent 550,000,000 preference shares of RM1 each issued by Arena TargetSdn. Bhd. (“ATSB”), a 70% subsidiary of the Company, at par for cash which was fully subscribed on 26 November 1998 by a third party.

The RCCPS entitle the holders to a preferential annual dividend of 7%, due on 25 November. The RCCPS can be redeemed in full within 5 years from 26November 1998 (“the issue date”) at nominal value plus a redemption premium at a compound rate of 5% from the date of issue. RCCPS not redeemedat the end of the redemption period can be converted to ordinary shares at the rate of one ordinary share of RM1 each for every RCCPS held within tenyears of the issue date.

The RCCPS subscriber agreed to reduce the redemption premium from 5% to 3% per annum effective from 27 May 1999. The 3% redemption premiumis subject to ATSB’ s ability to continue servicing the annual dividend of 7% and Malayan Banking Berhad’ s (“Maybank”) base lending rate (“BLR”) beingbelow 9% per annum.The redemption premium will revert to 5% should the Maybank BLR reach 9% per annum or above.The redemption premium wasfurther reduced to 2% on 18 July 2000 with the same conditions applied as in the earlier reduction. As at 31 December 2002, Maybank’ s BLR remainedbelow 9% per annum.

The Company and its subsidiary, PERNAS OUE Sdn.Bhd., have undertaken to make good any shortfall of dividend and redemption sum on the RCCPS (Note33(e)).

During the current financial year, the RCCPS were reclassified from minority interests to borrowings, to conform with the requirements of MASB Standard24: Financial Instruments: Disclosure and Presentation. The comparatives have not been reclassified to conform with the current year’ s presentation asallowed by the transitional provisions of MASB Standard 24.


A n n u a l R e p o r t 2 0 0 2

As disclosed in Note 2 to the financial statements, the Group is in the process of obtaining approval from the holder of the RCCPS for the restructuring ofthe Group’ s hotel operations including the RCCPS. Pending this approval, the payment of dividend on the RCCPS of RM27,720,000, which is net of tax ofRM10,780,000, due on 25 November 2002 has been deferred.

(viii) The carrying value of the floating rate borrowings approximated its fair value. The fair value of the Group and Company’ s long term fixed rate borrowingsas at 31 December 2002 is RM202,074,000 and RM186,324,000 respectively.

28 BONDSGroup and Company

2002 2001RM’ 000 RM’ 000

2% Redeemable Secured Bonds 1996/2001 (Note a) - 280,0008.5% Redeemable Secured Bonds 2000/2005 (Note b) 200,000 200,0009% Redeemable Secured Bonds 2000/2008 (Note c) 100,000 100,000

300,000 580,000Less: Repayment due within 12 months (Note 27) - (280,000)

300,000 300,000

(a) 2% Redeemable Secured Bonds 1996/2001

The Company, under a Trust Deed dated 22 October 1996, issued RM280,000,000 nominal amount of 2% Redeemable Secured Bonds 1996/2001 togetherwith 89,001,867 Detachable Warrants. The bonds are required to be redeemed by the Company at their nominal amount within 5 years after the dateof issue. The bonds are not listed on any stock exchange and are secured by way of a first legal charge on a subsidiary’ s property known as Menara TunRazak, quoted shares of a subsidiary, an associate and other investments with a security coverage of not less than 1.8 times the value of the outstandingbonds throughout the tenure of the bonds.

The RM280 million Bonds were fully redeemed on 24 April 2002, as disclosed in Note 34(b) to the financial statements.

(b) 8.5% Redeemable Secured Bonds 2000/2005

The Company, under a Trust Deed dated 11 April 2000, issued RM200,000,000 nominal amount of 8.5% Redeemable Secured Bonds 2000/2005. Thebonds are required to be redeemed by the Company at their nominal amount within 5 years after the date of issue. The bonds are not listed on any stockexchange and are secured against the Company’ s property known as Mutiara Kuala Lumpur with a security coverage of not less than 1.43 times the valueof the outstanding bonds throughout the tenure of the bonds.

The interest on the bonds is payable semi-annually. The bonds have covenants that require the Group and Company debt equity ratio to be not morethan 4.0 times and 2.0 times respectively.

The fair value of the bonds at 31 December 2002 is RM195,329,000.

(c) 9% Redeemable Secured Bonds 2000/2008

The Company, under a Trust Deed dated 11 April 2000, issued RM100,000,000 nominal amount of 9% Redeemable Secured Bonds 2000/2008. The bondsare required to be redeemed by the Company at their nominal amount within 8 years after the date of issue. The bonds are not listed on any stockexchange and are secured against the Company’ s property known as Kompleks Antarabangsa with a security coverage of not less than 1.43 times thevalue of the outstanding bonds throughout the tenure of the bonds.

The interest on the bonds is payable semi-annually. The bonds have covenants that require the Group and Company debt equity ratio to be not morethan 4.0 times and 2.0 times respectively.

The fair value of the bonds at 31 December 2002 is RM91,639,000.

29 SHARE CAPITALGroup/Company

Number of ordinaryshares of RM1 each Amount

2002 2001 2002 2001‘000 ‘000 RM’ 000 RM’ 000

Authorised:At 1 January/31 December 1,200,000 1,200,000 1,200,000 1,200,000

Issued and fully paid:At 1 January/31 December 623,032 623,032 623,032 623,032


A n n u a l R e p o r t 2 0 0 2

30 MINORITY INTERESTS

As mentioned in Note 27(vii) to the financial statements, the 7% Redeemable Cumulative Convertible Preference Shares of RM550,000,000 were reclassifiedduring the current financial year from minority interests to borrowings in accordance with the requirements of MASB Standard 24.

The comparatives have not been reclassified to conform with the current year’ s presentation as allowed by the transitional provisions of MASB Standard 24.

Included in minority interests is an amount of RM88,685,000 (2001: RM58,270,000) pertaining to a subsidiary’ s losses whereby the minority shareholder has abinding obligation to make good those losses.

31 WARRANTS

As at 31 December 2002, the following warrants issued by the Company are outstanding:

Number of warrants2002 2001

Warrants 1995/2005 40,778,965 186,187,471Warrants 1996/2006 26,271,613 89,000,911Warrants 2002/2004 208,137,804 -

275,188,382 275,188,382

The exercise price and expiry date of the warrants are as follows:

RM Expiry date

Warrants 1995/2005 2.10 10 January 2005Warrants 1996/2006 3.35 25 October 2006Warrants 2002/2004 1.10 30 September 2004

The warrants 2002/2004 arose from a warrant replacement exercise, which was completed on 10 January 2002, as disclosed in Note 34(a) to the financialstatements.

Each warrant entitles the holder to subscribe for one new ordinary share of RM1.00 each at the above exercise prices per share. The exercise prices are subjectto adjustments from time to time in accordance with the Deed Polls created for the respective warrants.

The new shares arising from the exercise of the existing warrants shall rank pari passu in all aspects with the then existing shares.

No warrant has been exercised since the end of the financial year up to the date of this report.

32 CAPITAL COMMITMENTS

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000Capital expenditure:

Authorised and contracted for 85,915 73,993 46,442 27,123Authorised but not contracted for 20,040 69,792 1,281 56,424

105,955 143,785 47,723 83,547

Analysed as follows:

Property, plant and equipment- Hotel properties 44,817 86,504 44,817 77,964- Others 59,763 51,698 1,531 -Investment properties 1,375 5,583 1,375 5,583

105,955 143,785 47,723 83,547


A n n u a l R e p o r t 2 0 0 2

33 CONTINGENT LIABILITIES (UNSECURED)

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000Corporate guarantees for:

Bank facilities of- Subsidiaries - - 358,351 286,878- Joint ventures 11,818 11,818 - -

Other facilities of- Subsidiary 592 592 - -

In addition to the above:

(a) The Group has a contingent liability of RM5,022,000 (2001: RM5,022,000) arising from its share in an associate of claims arising from a letter ofguarantee issued.

(b) The Group has litigation claims arising in a subsidiary for work performed by a subcontractor amounting to RM1,954,000 (2001: RM1,800,000).

(c) A subsidiary has planted oil palm trees on provisional leasehold land allotted by the Land and Survey Department of Sarawak. However, there weresubsequent alterations to the boundaries by the Land and Survey Department. As a result, certain areas planted are on third party land. The third partyhas filed a claim in the High Court of Sarawak for summary judgement on the basis that the subsidiary had wrongly entered and took possession of thesaid land. Meanwhile, the subsidiary has also filed its defence and counter claim against the third party at the High Court of Sarawak. The Court hearinghas been fixed on 23 May 2003. The quantum of the suit cannot be determined with any reasonable certainty at this juncture.

(d) A subsidiary is undertaking a suit against the Director General of Inland Revenue (“DGIR”) to appeal against an additional assessment of RM1,032,000,of which RM515,000 has been paid. The balance has yet to be paid pending the outcome of an appeal by the subsidiary to the Court of Appeal.

(e) As disclosed in Note 27(vii), the Company and a subsidiary have a contingent liability to make good any shortfalls on dividends and the redemptionpremium of the 7% Redeemable Cumulative Convertible Preference Share issued by a subsidiary.

(f ) A subsidiary has given a full, unconditional and irrevocable joint guarantee for a syndicated term loan amounting to USD24.461 million or approximatelyRM93 million to a joint venture company.

34 SIGNIFICANT EVENTS

(a) On 10 January 2002, the Company completed an exercise for its replacement warrants. A total of 208,137,804 new 2 ¾ years warrants (“ReplacementWarrants”) were issued to replace the existing warrants following the surrender by the existing warrant holders of Warrant 1995/2005 and Warrant1996/2006. The new 2 ¾ years warrants expire on 30 September 2004. The exercise price for the Replacement Warrants is RM1.10, which would besubject to adjustments in accordance with the terms of the Deed Polls dated 7 December 2001. The Replacement Warrants are prescribed under theCentral Depository System of the Malaysian Central Depository Sdn. Bhd. The Replacement Warrants were admitted to the Official List of the KualaLumpur Stock Exchange and the listing of and quotation for the Replacement Warrants on the Main Board took place on 31 January 2002.

The new shares issued following the exercise of the Replacement Warrant rank pari passu in all respects with the then existing shares.

(b) On 24 April 2002, the Company fully redeemed its RM280 million 2% Redeemable Secured Bonds 1996/2001 (Note 28(a)).

(c) On 26 November 2002, the Group finalised the following transfers within the Group:

(i) The Company transferred 100% equity interest in its wholly-owned subsidiary, PERNAS Hotel School Sdn. Bhd. (“PHS”) to PERNAS Hotel ChainHoldings Sdn. Bhd. (“PHCH”), a wholly-owned subsidiary of PERNAS Mining Sdn. Bhd. (“PMSB”), which in turn is a wholly-owned subsidiary ofthe Company, for a total consideration of RM1.00.

(ii) PERNAS Securities Sdn. Berhad (“PSSB”), a wholly-owned subsidiary of the Company, transferred its 100% equity interest in its wholly-ownedsubsidiary, PERNAS Hotel Management Sdn. Bhd. (“PHM”), to PHCH a wholly-owned subsidiary of the Company, for a total consideration ofRM1,543,528.

The transfers did not affect the Group’ s effective shareholding interest of 100% equity in both PHS and PHM. The transfers also did not have a materialimpact on the earnings per share and net tangible assets per share of the Group for the financial year ended 31 December 2002.

(d) On 12 December 2002, Shirako Limited, a subsidiary company of the Company, was resolved to be liquidated by way of a member’ s voluntary liquidation.

(e) On 26 December 2001, Quek Shin & Sons Pte Ltd (“QSS”) entered into the following agreements:

(i) Subscription Agreement with CapitaMall Trust Management Ltd (“CMT”) (formerly known as SingMall Property Management Limited) for thesubscription of 30 million units (“Quek Shin units”) in the CapitaMall Trust (“CT”) (formerly known as SingMall Property Trust) at a price of S$1.00per unit totaling S$30.0 million (RM61.6 million); and

(ii) Agreement with CapitalLand Investments Pte Ltd (“CIPL”) and CMT relating to the call option for the Quek Shin units and the undertaking byQSS to redeem all Quek Shin units in CT and subscribe for new units in the initial public offer by CT in future.


A n n u a l R e p o r t 2 0 0 2

Pursuant thereto and the proposed listing of the CT units on the Singapore Exchange Securities Trading Ltd, CMT had on 18 June 2002 offered to redeemQuek Shin units at S$0.90 per unit. The offer was declined by QSS.

On 19 June 2002, CIPL served the Call Option exercise notice to purchase Quek Shin units at the par value of S$1.00 each. The exercise was completed on21 June 2002 and QSS received S$30,760,713 (RM65.7 million), inclusive of the distribution entitlement amount for the period from 1 January to 21 June2002.

35 EVENTS SUBSEQUENT TO BALANCE SHEET DATE

(a) On 5 February 2003, the Company entered into an Agreement for Sale and Purchase of Shares (“Share Sale Agreement”) with KLCC (Holdings) Bhd(“KLCCH”) to dispose its entire shareholding of 43,715,000 ordinary shares of RM1 each in Arena Johan Sdn Bhd (“AJSB”), representing 51% interest inAJSB (“the proposed disposal”). The consideration of the proposed disposal is based on the adjusted net tangible assets (“NTA”) of AJSB incorporatinginter alia the agreed value of Menara Exxon-Mobil at RM282,000,000 (“the Disposal Consideration”) and the audited balance sheet of AJSB as at thecalendar month preceding the date on the last of the conditions precedent being satisfied. The estimated gross proceeds from the proposed disposal isRM130,500,000.

(b) On 28 April 2003, Pernas Securities Sdn Berhad (“PSSB”) entered into a sale of shares agreement with Tradewinds (M) Berhad, for the disposal of:

(i) 100% equity in Teon Choon Realty Company Sendirian Berhad for RM56.40 million; and

(ii) 70% equity in Ladang Serasa Sdn Berhad for RM30.58 million.

The consideration for the above transaction will be satisfied via set-off against inter-company loans owing by PSSB to Tradewinds (M) Berhadand the balance, if any, by cash.

The above transaction is subject to approval from the relevant authorities and shareholders.

36 PRIOR YEAR ADJUSTMENTS

The prior year adjustments arising from the changes in certain accounting policies and methods of computation as set out below, have been accounted forretrospectively in the financial statements with the following effects:

Group Company2002 2001 2002 2001

RM’ 000 RM’ 000 RM’ 000 RM’ 000Retained earnings/(accumulated losses)

brought forward:

Adjustments made in 2001

Plantations development expenditure,including deferred taxation effects (Note a) - (37,859) - -

Depreciation of short term leaseholdhotel properties (Note b) - (3,150) - -

Amortisation of reserve on consolidation(Note c) - (3,793) - -

Revenue recognition (Note d) - (3,838) - -

Adjustments made in 2002

Deferred taxation on dividend income(Note e) (6,708) (6,560) - -

Redemption premium on 7% RedeemableCumulative Convertible PreferenceShares (Note f ) (34,992) (26,756) - -

Proposed dividend (Note g) - 24,421 - 24,421

(41,700) (57,535) - 24,421

Revaluation reserve brought forward (Note h) - - - (10,821)

(a) As disclosed in Note 3(b)(ii), during the previous financial year ended 31 December 2001, the Directors changed the accounting policy for plantationsdevelopment expenditure by capitalising and amortising such expenditure on a straight line basis over 25 years.

(b) As disclosed in Note 3(b)(i), during the previous financial year ended 31 December 2001, the Directors changed the accounting policy for short termleasehold hotel properties to depreciate such hotel properties on a straight line basis over the remaining period of the respective leases.


A n n u a l R e p o r t 2 0 0 2

(c) Effects of amortisation of reserve on consolidation (Note 18(b)) in relation to changes in accounting policies as disclosed in Notes 36(a) and (b) above.

(d) Following the adoption of MASB Standard 9: Revenue, during the previous financial year ended 31 December 2001, an associate changed its accountingpolicy on revenue recognition in respect of sales under instalment scheme. The sales consideration is now recorded at their fair value, which isdetermined by discounting all future receipts using an imputed rate of interest. The difference between the fair value and the nominal value of the salesconsideration is recognised as interest income and taken to the income statement on a time proportion basis over the term of the instalment period.

(e) During the current financial year, a subsidiary has accounted as a prior year adjustment, the deferred tax arising from timing differences betweenaccounting income and taxable income in respect of dividend income accrued of that subsidiary.

(f ) During the current financial year, the Directors have accounted for as a prior year adjustment, the provision for redemption premium of RM61,988,000payable on the 7% Redeemable Cumulative Convertible Preference Shares calculated in accordance with the terms set out in Note 27(vii) to the financialstatements.

(g) As disclosed in Note 3(q), following the adoption of MASB Standard 19: Events After the the Balance Sheet Date, dividends proposed or declared after thebalance sheet date are not recognised as a liability at the balance sheet date. The prior year adjustment is in respect of the proposed final dividend forthe financial year ended 31 December 2000.

(h) As disclosed in Note 3(d)(i), during the previous financial year ended 31 December 2001, the Directors changed the accounting policy for investments insubsidiaries to carry all such investments at cost, and reversed the corresponding revaluation reserve.

(i) As disclosed in Note 3(d)(i), during the current financial year, the Directors changed the accounting policy for its investment in TPC Nghi Tam Village Ltd,to account for the investment as a jointly controlled entity. This change has no effect on the reserves of the Group.

37 SIGNIFICANT RELATED PARTY TRANSACTIONS

In addition to the related party transactions mentioned elsewhere in the financial statements, set out below are the other significant related party transactions.

The Directors are of the opinion that all the related party transactions have been entered into in the normal course of business and have been established onterms and conditions that are not materially different from that obtainable in transactions with unrelated parties.

Group2002 2001

RM’ 000 RM’ 000Transactions entered into with companies in which Directors have interest:

Purchase of packing materials from Tego Sdn. Bhd. (i) 1,248 2,046Sales of export goods to:

- Kerry Foodstuffs Co. Ltd. (iii) 22,990 16,321- New Quest Trading Limited(iii) 33,059 22,424

Sales of crude palm oil and palm kernel to:- Lahad Datu Edible Oils Sdn. Bhd.(v) 57,111 42,759- Bintulu Edible Oils Sdn. Bhd.(v) 54,102 34,383

Purchase of raw materials from Kerry Foodstuffs Co. Ltd.(iii) 233,322 227,838Procurement of engineering works from Minsec Engineering Services Sdn. Bhd. (iv) 432 5,464Rental income received/receivable from Ankura Trading (M) Sdn. Bhd.(vi) 48 48

Transactions entered into with associates:

Lift maintenance charges by PERNAS Otis Elevator Company Sdn. Bhd. 1,202 1,409

Supply and installation of lifts by PERNAS Otis Elevator Company Sdn. Bhd. 2,501 1,195

Foreign representation fees paid to Meritus Hotels & Resorts Sdn. Bhd. 315 -

Management fees paid to Meritus Hotels & Resorts Sdn. Bhd. 2,296 2,223

Provision of agency services and distributorship of goods from Batu Tiga Supplies Sdn. Bhd. 3,531 2,940

Construction contract revenue received from Seri Alam Properties Sdn. Bhd. - 1,682

Security services provided to:- United Malayan Land Berhad - 38- Seri Alam Properties Sdn. Bhd. 621 632- PERNAS SOGO Sdn. Bhd. 371 686


A n n u a l R e p o r t 2 0 0 2

Group2002 2001

RM’ 000 RM’ 000

Rental income from:- PERNAS SOGO Sdn. Bhd. 384 384- United Malayan Land Berhad 747 809

Brokerage income from:- United Malayan Flour (1996) Sdn. Bhd. 10 7- Bangi Heights Development Sdn. Bhd. 7 7- Avon Cosmetics (Malaysia) Sendirian Berhad 58 36- MCIS Safety Glass Sendirian Berhad 30 31

Transactions entered into with joint venture company

Interest income from TPC Nghi Tam Village Limited 5,926 6,781

(i) Tego Sdn. Bhd. (“Tego”) is a subsidiary company of FFM Berhad (“FFM”) in which Tan Yew Jin, a director of Tradewinds (M) Berhad (“Tradewinds”), asubsidiary of the Company, is also a director.

(ii) PPB Group Berhad (“PPB”) has an indirect interest of 49.2% through its subsidiary company, FFM, in an associate, Grenfell Holdings Sdn. Bhd., whichholds 21.07% of Tradewinds.

(iii) Kerry Group Limited and Kerry Holdings Limited, both major shareholders of PPB, hold indirect interest in Kerry Foodstuffs Co. Ltd. and New Quest TradingLimited.

(iv) Minsec Engineering Services Sdn. Bhd. is a subsidiary of PPB.

(v) FFM is a subsidiary of PPB. FFM holds 86% and 45% equity interest in Bintulu Edible Oils Sdn. Bhd. and Lahad Datu Edible Oils Sdn. Bhd. respectivelythrough its subsidiary, PGEO Group Sdn. Bhd.

(vi) Tunku Tan Sri Dato’ Shahriman bin Tunku Sulaiman, a former Director of the Company, has substantial interest in Ankura Trading (M) Sdn. Bhd.

38 SEGMENT REPORTING

The Group is principally involved in four main business segments:

Hotels Provision of hotel services and hotel management trainingProperties Property development and property investmentPlantations Cultivation and processing of palm productsManufacturing and trading Manufacture and sale of packaged food products, garments and sales of goods

Other operations of the Group mainly comprise investment holdings, provision of integrated security services, insurance broking, leasing and hire purchasefinancing, neither of which are of a sufficient size to be reported separately.

Inter-segment sales are made on arms length basis.

(a) Primary reporting format - business segments

Manufacturingand

Hotels Properties Plantations trading Others TotalRM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 000

2002

REVENUE

Total revenue 209,627 49,251 203,851 596,823 27,825 1,087,377Inter-segment revenue (273) (2,559) - (9) (3,500) (6,341)

External revenue 209,354 46,692 203,851 596,814 24,325 1,081,036


A n n u a l R e p o r t 2 0 0 2

Manufacturingand


2002

RESULTS

Segment results (19,910) 27,885 40,434 44,567 (1,123) 91,853Revaluation deficit on

investment properties - (5,834) - - - (5,834)Impairment loss on

property, plant andequipment - hotel properties (56,664) - - - - (56,664)

Write-off of property,plant and equipment - others (3,086) - - - (16) (3,102)

Impairment loss on development properties - (12,889) - - - (12,889)

Unallocated income 17,102Unallocated expenses (29,842)

Profit from operations 624Finance costs (136,150)Share of results:

- joint ventures (48,670) - - - - (48,670)- associates 80 8,056 - 22,276 396 30,808

Loss before taxation (153,388)Taxation (22,638)

Loss after taxation (176,026)Minority interests (7,612)

Net loss for the financial year (183,638)

OTHER INFORMATION

Segment assets 1,522,746 722,711 1,154,599 240,328 124,417 3,794,801Investment in:- joint ventures (33,190) (5,733) - - - (38,923)- associates 573 357,737 - 101,525 776 460,611Unallocated assets 179,130

Total assets 4,395,619

Segment liabilities 72,782 22,115 34,540 29,357 55,065 213,859Unallocated liabilities 2,803,100

Total liabilities 3,016,959

Capital expenditure 37,504 203 94,749 12,036 1,265 145,757Depreciation of property,

plant and equipment 14,410 3,500 38,395 12,824 2,723 71,852

2001

REVENUE

Total revenue 255,185 49,250 116,958 573,435 28,410 1,023,238Inter-segment revenue - (3,013) - (219) (3,507) (6,739)

External revenue 255,185 46,237 116,958 573,216 24,903 1,016,499


A n n u a l R e p o r t 2 0 0 2

Manufacturingand


2001

RESULTS

Segment results 5,666 27,634 (10,305) 32,069 7,147 62,211Gain on disposal of

associates - - - - 32,000 32,000Revaluation deficit on

property, plant and equipment - hotel

properties (28,403) - - - - (28,403)Revaluation deficit on

investment properties - (15,890) - - - (15,890)Write off of property, plant

and equipment - others (22,570) (319) (545) (455) (243) (24,132)Impairment loss on

development properties - (10,303) - - - (10,303)Impairment loss on property,

plant and equipment - others - (3,977) - - - (3,977)Allowance for diminution in

value of investments - - - - (24,824) (24,824)Unallocated income 13,199Unallocated expenses (27,597)

Loss from operations (27,716)

Finance costs (94,254)Share of results:

- joint ventures (30,508) - - - (152) (30,660)- associates 181 100,186 - 27,088 438 127,893

Loss before taxation (24,737)Taxation (45,573)

Loss after taxation (70,310)Minority interests (33,651)

Net loss for the financial year (103,961)

OTHER INFORMATION

Segment assets 1,608,198 735,740 1,082,003 252,804 114,794 3,793,539Investment in:

- joint ventures 15,480 (5,733) - - - 9,747- associates 541 377,185 - 92,782 671 471,179

Unallocated assets 244,715

Total assets 4,519,180

Segment liabilities 48,155 31,731 24,357 34,694 66,442 205,379Unallocated liabilities 2,227,248

Total liabilities 2,432,627

Capital expenditure 19,965 1,425 171,843 13,945 490 207,668Depreciation of property,

plant and equipment 15,251 4,962 33,810 12,816 1,356 68,195


A n n u a l R e p o r t 2 0 0 2

Unallocated income includes interest income, dividend income, gain on sale of investments and reversal of allowance for diminution in value ofinvestments. Unallocated expenses include corporate expenses, amortisation of goodwill/reserve on consolidation and loss on sale ofinvestments.

Segment assets comprise mainly of property, plant and equipment, investment properties, intangibles assets, inventories, receivables and operatingcash, and mainly exclude investments.

Segment liabilities comprise operating liabilities and exclude items such as taxation and certain Group borrowings.

Capital expenditure comprises additions to property, plant and equipment, investment properties and intangibles.

(b) Secondary reporting format - geographical segments

The Group’ s business segments operate in five main geographical areas:

Malaysia - Hotels, properties, plantations, manufacturing and trading and othersIndonesia - PlantationsSingapore - PropertiesIndo-China - Hotels and othersUnited Kingdom - Properties and others

Indo- UnitedMalaysia Indonesia Singapore China Kingdom Others Total

RM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 000 RM’ 0002002

Revenue 880,748 126,449 23,272 - 365 50,202 1,081,036Segment

assets 3,650,560 30,896 23,131 53,083 19,058 18,073 3,794,801Capital

expenditure 144,744 1,008 - 5 - - 145,757

2001

Revenue 850,425 120,931 21,230 - 407 23,506 1,016,499Segment

assets 3,663,052 20,183 21,330 53,435 19,360 16,179 3,793,539Capital

expenditure 204,775 2,205 584 - 104 - 207,668

39 SUBSIDIARIES

Details of the subsidiaries are as follows:

Issued and fully Group’ sName paid share capital effective interest Principal activities

2002 2001% %

PERNAS Hotel Chain Holdings Sdn. Bhd. RM128,807,602 100 100 Investment holding

PERNAS Hotel Chain (Penang) Sdn. Bhd. RM52,050,000 100 100 Investment holding

PERNAS OUE Sdn. Bhd. RM200,000,000 70 70 Investment holding

Kuala Tahan Resort Sdn Bhd RM100,000 70 70 Hoteliers

Arena Target Sdn. Bhd. RM550,000,002 70 70 Investment holding

PERNAS OUE (Langkawi) Sdn. Bhd. RM50,000,000 70 70 Hoteliers

PERNAS OUE (Penang) Sdn. Bhd. RM140,000,002 70 70 Hoteliers

PERNAS OUE (KL) Sdn. Bhd. RM69,200,000 52 52 Hoteliers

Casa Mutiara Development Sdn. Bhd. RM9,975,000 70 70 Property developer

Superior Palm Sdn. Bhd. RM2 70 70 Property developer


A n n u a l R e p o r t 2 0 0 2


2002 2001% %

PERNAS Hotel Chain (Sarawak) Sdn. Bhd. RM140,000,000 70 70 Hoteliers

Prestige Frontier Sdn. Bhd. RM300,000 60 60 Charter of boats

PERNAS Mining Sdn. Berhad RM12,500,002 100 100 Investment holding

PERNAS Properties Sdn. Berhad RM100,000,000 100 100 Investment property and maintenance services on buildings

PERNAS Securities Sdn. Berhad RM101,000,000 100 100 Investment holding and managementservices

Creative Franchise Concepts Sendirian Berhad RM100,000 100 100 Franchise business

PS Trading Sdn. Bhd. RM2,000,000 100 100 Securities trading

+ QS International Pte Ltd. S$3,000,000 100 100 Investment holding

Teon Choon Realty Company Sendirian Berhad RM7,200,000 100 100 Rubber and oil palm cultivation

PERNAS Travel & Tours Sdn. Bhd. RM2,510,000 100 100 Travel agents and freight services

+ Malaysian & Far Eastern Travel Limited £177,550 100 100 Travel agents

Ladang Serasa Sdn. Berhad RM21,135,287 70 70 Oil palm cultivation

TPC Development Ltd. USD12,000,000 60 60 Investment holding

Natcon Development Sdn. Bhd. RM2,000,000 100 100 Builders for construction work andproject management

POIS Sdn. Bhd. RM600,000 100 100 Marketing and servicing of officeequipment

Grand Fable Sdn. Bhd. RM200,000 100 100 Trading in gifts and souvenirs

PERNAS Hotel Management Sdn. Bhd. RM100,000 100 100 Hotel management services

Solar Green Sdn. Bhd. RM16,250,004 60 60 Oil palm cultivation

PERNAS Garment Industries Sdn. Bhd. RM10,000,000 100 100 Manufacture and sale of garments

Linear Range Sdn. Bhd. RM20,000,000 100 100 Hotel and recreation club operations

o + Tradewinds (M) Berhad RM296,470,484 53 55 Investment holding and management services

+ Central Sugars Refinery Sendirian Berhad RM33,000,000 53 55 Sugar refining

+ Ladang Mawar Sdn. Bhd. RM6,000,000 53 55 Oil palm cultivation

+ Ladang Permai Sdn. Bhd. RM9,000,000 53 55 Oil palm cultivation

+ Quek Shin & Sons Pte. Ltd. S$620,000 53 55 Oil palm cultivation

+ Syarikat Ladang Sawit Cherul Sdn. Bhd. RM1,000,000 53 55 Oil palm cultivation

+ Tenaga Lestari (M) Sdn. Bhd. RM500,000 53 55 Investment holding

+ P.T. Sadin Tradewinds Indonesia Rupiah4,860,807,000 30 31 Oil palm cultivation

+ P.T. Bumipermai Suryalestari Rupiah5,066,805,390 30 31 Oil palm cultivation

+ P.T. Bumibangka Lestari Rupiah5,858,000,000 30 31 Oil palm cultivation

+ Delta Delights Sdn. Bhd. RM100,000 53 55 Investment holding

+ Croesus Limited USD5,000,000 32 33 Investment holding

+ HBT Realty Company Limited USD3,005,355 22 23 Property development

+ Tradewinds Realty Co. Ltd. USD20,000 53 55 Property development

+ Amalan Penaga (M) Sdn. Bhd. RM250,000 53 55 Investment holding


A n n u a l R e p o r t 2 0 0 2


2002 2001% %

+ Melur Gemilang Sdn. Bhd. RM1,000 37 38 Oil palm cultivation

+ Retus Plantation Sdn. Bhd. RM18,765,871 32 33 Oil palm cultivation

+ Arah Bersama Sdn. Bhd. RM100,000 37 38 Oil palm cultivation

+ Trans Kenyalang Sdn. Bhd. RM25,000 45 46 Oil palm cultivation

+ Lemasan Sdn. Bhd. RM10,000 37 38 Oil palm cultivation

+ Senandung Masyhur Sdn. Bhd. RM3,717,606 45 46 Oil palm cultivation

+ Pelitanah Sdn. Bhd. RM18,772,456 32 33 Oil palm cultivation

+ Barisan Tekad Sdn. Bhd. RM100,000 37 38 Oil palm cultivation

+ Ladang Chendana Sdn. Bhd. RM300,000 53 55 Oil palm cultivation

+ Ibok Plantation Sdn. Bhd. RM100,000 53 55 Oil palm cultivation

+ Kumpulan Kris Jati Sdn. Bhd. RM100,000 37 38 Oil palm cultivation and producing crude palm oil

+ Binu Plantations Sdn. Bhd. RM16,700,000 53 55 Oil palm cultivation and producing crude palm oil

+ Bahtera Bahagia Sdn. Bhd. RM13,826,667 37 38 Oil palm cultivation

+ Tradewinds Plantation Services Sdn. Bhd. RM500,000 53 55 Plantation management andadvisory services

+ Sovereign Place Sdn. Bhd. RM2 53 55 Car park operation

PIHP (Selangor) Berhad RM67,596,854 99 99 Hoteliers

PIHP (Johor) Sendirian Berhad RM50,000,000 100 100 Hoteliers

Arena Johan Sdn. Bhd. RM85,715,000 51 51 Property owner

PERNAS Trading Sdn. Berhad RM28,568,750 100 100 General trading

PERNAS-Lityan Sdn. Bhd. RM250,000 70 70 Marketing of computers

Sincere Leasing Sdn. Bhd. RM6,000,000 51 51 Leasing, factoring and hire purchase financing

PERNAS International Insurance RM1,000,000 90 90 Insurance brokingBrokers Sdn. Bhd.

PERNAS Wakil Sdn. Berhad RM100,000 100 100 Investment holding

PERNAS Reinsurance Services Sdn. Bhd. RM300,000 96 96 Running off reinsurance broking

PERNAS International Security RM3,000,000 100 100 Security management servicesManagement Sdn. Bhd.

PRISM Protection Services Sdn. Bhd. RM401,834 70 70 Investigation and security services

PERNAS Hotel School Sdn. Bhd. RM2,500,000 100 100 Hotel management training school

Issued and fully Group’ spaid share capital effective interest

2002 2001% %

INACTIVE COMPANIES

Jean Simon Wigs Sdn. Berhad RM200,002 85 85

+ L.S. Garments (Marketing) Pte Ltd S$2 100 100

L.S. Garments (Sales) Sdn. Bhd. RM320,000 77 77


A n n u a l R e p o r t 2 0 0 2

Issued and fully Group’ spaid share capital effective interest

2002 2001% %

INACTIVE COMPANIES

Meridian Evergreen Sdn. Bhd. RM2 100 100

Malaysian Timber Exports Sdn. Bhd. RM500,000 100 100

PERNAS Tabung Haji Khidmat Komputer Sdn. Bhd. RM580,000 100 100

+ Tradewinds Cambodia Co. Ltd. USD20,000 53 55

Plaza Tabuan Sdn. Berhad RM15,422,155 100 100

Mikeng Development Sdn. Bhd. RM1,500,000 100 100

PERNAS-Cogemar Sdn. Bhd. RM200,000 70 70

PERNAS Technical Services Sdn. Bhd. RM1,000,000 100 100

PERNAS Hall Thermotank Engineering RM500,000 100 100Sendirian Berhad

PERNAS Realty Development Sdn. Bhd. RM5,300,002 100 100

PERNAS OUE Cruises Sdn. Bhd. RM4,305,907 70 70

PERNAS Hotel Chain (Sabah) Sdn. Bhd. RM11,110,228 100 100

+ Shirako Limited HK$1,200,000 - 55

Teon Choon Quarry Sdn. Bhd. RM1,500,000 100 100

+ Delta Delights (Cambodia) Company Ltd. USD20,000 53 55

+ Permai Palm Fibre Sdn. Bhd. RM3 53 55

Permai Selalu Sdn. Bhd. RM2 70 70

Awal Rimbun Sdn. Bhd. RM2 100 100

+ Discerning Holidays Limited £2 100 100

Progressive Ideal Sdn. Bhd. RM1,750,000 90 90

+ Tradewinds Oil Palm Berhad RM2 53 55

+ Subsidiaries not audited by PricewaterhouseCoopers

o Shares listed on the Kuala Lumpur Stock Exchange

(a) The auditors report on the consolidated financial statements of one of the Company’ s subsidiaries,Tradewinds (M) Berhad, has been modified as follows:

“The names of the subsidiary companies of which we have not acted as auditors are indicated in Note 5 to the financial statements. We have consideredthe financial statements of these subsidiary companies and the auditors’ reports thereon, other than those mentioned in Note 5(a)”.

Note 5(a) of Tradewinds (M) Berhad’ s financial statements includes the following comments for three of its subsidiaries, namely P.T. Sadin TradewindsIndonesia, P.T. Bumipermai Suryalestari and P.T. Bumibangka Lestari:

“The consolidation of these subsidiaries companies for the current financial year are based on financial statements for which audits have beenperformed, but no audit reports have been issued at the date of this report”.

The Directors of the Company have considered the above matter and are of the opinion that there is no significant impact on the Group’ s financialstatements in view of the immateriality of the three Indonesian subsidiaries to the Group.

(b) The auditors’ reports on the following subsidiaries have been modified to draw emphasis to the fact that their respective financial statements have beenprepared on a going concern basis, which is dependent on the successful implementation of the plans by the Directors of the ultimate holding companyto restructure the Group’ s hotel operations and borrowings:

(i) Arena Target Sdn Bhd(ii) PERNAS OUE (Penang) Sdn Bhd(iii) PERNAS OUE (KL) Sdn Bhd


A n n u a l R e p o r t 2 0 0 2

(c) The above subsidiaries are all incorporated in Malaysia, except for the following:

- Quek Shin & Sons Pte Ltd, QS International Pte Ltd. and L. S. Garments (Marketing) Pte Ltd are incorporated in Singapore;

- Shirako Limited, TPC Development Ltd and Croesus Limited are incorporated in Hong Kong;

- P.T. Sadin Tradewinds Indonesia, P.T. Bumipermai Suryalestari and P.T. Bumibangka Lestari are incorporated in Indonesia;

- Delta Delights (Cambodia) Co. Ltd., Tradewinds Realty Co Ltd. and Tradewinds Cambodia Co Ltd. are incorporated in Cambodia;

- HBT Realty Company Limited is incorporated in Vietnam; and

- Malaysian & Far Eastern Travel Limited and Discerning Holidays Limited are incorporated in the United Kingdom.

(d) Shirako Limited was placed under a member’ s voluntary liquidation during the current financial year.

40 ASSOCIATES

Details of the associates are as follows:

Group’ sAccounting year Principal effective interest

Name equity accounted activities 2002 2001% %

Avon Cosmetics (Malaysia) Sendirian Berhad 31 December 2002 Trading of cosmetic products 30 30

Maximin Corporation Sdn. Bhd. 31 December 2002 Renting of property and provision of 30 30property management services

Batu Tiga Supplies Sdn. Bhd. 31 December 2002 Commission agent 40 40

Escoy Holdings Berhad 31 December 2002 Investment holding 33 33

United Malayan Flour (1996) Sdn. Bhd. 31 December 2002 Flour milling 45 45

Leong Hong Oil Mill Bhd 31 December 2002 Trader in yellow maize, pollard and bran, 45 45property development and contractor

Federal Oats Mill Sdn. Bhd. 31 December 2002 Manufacturer of oats and yellow dhall 33 33

Cereal Products (M) Sdn. Bhd. 31 December 2002 Manufacturer of oats and cereal products 33 33

Khong Guan Vegetable Oil 31 December 2002 Refining and marketing of edible oil 33 33Refinery Sdn. Bhd

Richfund Sdn. Bhd. 31 December 2002 General trader, provider of transport 33 33and handling services, money lending andinvestment holding

Sin Joo Cheong Tin Factory Sdn. Bhd. 31 December 2002 Manufacturing and trading in metallic tins 16 16

MCIS Safety Glass Sendirian Berhad 31 December 2002 Manufacturing and trading of safety glasses 37 37

PERNAS Otis Elevator Company Sdn. Bhd. 30 November 2002 Sales and maintenance of lifts and 35 35escalators

PERNAS SOGO Sdn. Bhd. 31 December 2002 Property investment 30 30

Meritus Hotels & Resorts Sdn. Bhd. 31 December 2002 Engaged in all aspects of hotel 21 21business

o United Malayan Land Berhad 31 December 2002 Investment holding and management 32 32services

Seri Alam Properties Sdn. Bhd. 31 December 2002 Property development 32 32

UM Leisure Sdn. Bhd. 31 December 2002 General trading 32 32

UM Land Assets Sdn. Bhd. 31 December 2002 Property investment 32 32

UM Land Bena Sdn. Bhd. 31 December 2002 Property development 32 32

Country Equity Sdn. Bhd. 31 December 2002 Investment holding 32 32

PMS Services Sdn. Bhd. 31 December 2002 Project management 32 32


A n n u a l R e p o r t 2 0 0 2

Group’ sAccounting year Principal effective interest

Name equity accounted activities 2002 2001% %

UM Development Sdn. Bhd. 31 December 2002 General trading 32 32

UM Residences Sdn. Bhd. 31 December 2002 Developing of service apartments 32 32

Seri Alam Hotel Resort Sdn. Bhd. 31 December 2002 General trading 32 32

Seri Alam Leisure Sdn. Bhd. 31 December 2002 Investment holding 32 32

Seri Alam Golf & Equestrian Club Sdn. Bhd. 31 December 2002 Operation of a recreational club 32 32

Bangi Heights Development Sdn. Bhd. 31 December 2002 Property investment and development 22 22

TMall Limited 31 December 2002 Property investment and development 11 11

Group’ seffective interests2002 2001

% %

INACTIVE COMPANIES

Escoy Properties Sdn. Bhd. 33 33

Escoy Smelting Sdn. Bhd. 33 33

Escoy Exchanger Industries Sdn. Bhd. 33 33

Eastern Smelting Berhad 33 33

Carstegan Holdings Sendirian Berhad 33 33

o Shares listed on the Kuala Lumpur Stock Exchange.

The associates are all incorporated in Malaysia except for TMall Limited, which is incorporated in Singapore.

41 COMPARATIVE FIGURES

Certain comparative figures have been adjusted arising from the changes in accounting policy described in Note 36 to the financial statements or reclassified toconform with the current financial year’ s presentation.

GroupAs

As previouslyrestated statedRM’ 000 RM’ 000

Balance sheet

Property, plant and equipment - hotel properties 1,442,301 1,410,191Property, plant and equipment - others 1,480,442 1,749,514Development properties 86,056 -Investment properties 528,763 493,500Investments 588,404 572,924Due from subsidiaries/associates/joint ventures 60,003 -Receivables 157,280 160,168Cash and bank balances 91,548 91,551Payables 252,905 287,274Short term borrowings 964,873 529,277Deferred taxation 43,125 30,454Provision for employees’ benefits 4,287 -Long term borrowings 699,192 1,177,752Minority interests 1,061,915 1,088,947


A n n u a l R e p o r t 2 0 0 2

GroupAs

As previouslyrestated statedRM’ 000 RM’ 000

Income statement

Other operating income 29,984 23,203Staff costs 164,311 164,474Depreciation of property, plant and equipment 68,195 69,231Other operating expenses 221,895 218,983Finance costs 94,254 89,044Share of results of joint ventures 30,660 152Taxation 45,573 45,293Minority interests 33,651 30,572

42 FINANCIAL INSTRUMENTS

Warrants

The Company issued out two tranches of warrants, warrant 1995/2005 and warrant 1996/2006, with the primary objective of sourcing funds for the repaymentof the bonds upon its maturity. However, due to the Asian financial crisis in 1997, the Company’ s shares have fallen below the exercise price of the warrants. Inorder to maintain the source of future cash flows to the Group, in the previous financial year ended 31 December 2001, the Company, following the shareholdersand warrant holders approval, reduced the exercise price of the warrant 1995/2005 and warrant 1996/2006 from RM2.10 and RM3.35 respectively to RM1.10 viareplacement warrant exercise. However, the exercise period for the replacement warrant was shortened to mature in September 2004.

The Group has accounted for the warrants when issued with the Bonds at zero value as allowed under MASB 24: Financial Instruments: Disclosure andPresentation. Upon exercise of the warrants, the difference between the par value of the share and the exercise price of the warrant will be credited to the sharepremium account.

Comparatives

Pursuant to the transitional provisions of MASB Standard 24, the comparative information on fair values of financial instruments as at 31 December 2001 is notpresented.


STATEMENT BY DIRECTORS PURSUANT TO SECTION 169(15) OF THE COMPANIES ACT, 1965

STATUTORY DECLARATION PURSUANT TO SECTION 169(16) OF THE COMPANIES ACT, 1965

We, Dato’ Seri Megat Najmuddin bin Datuk Seri Dr Hj Megat Khas and Mohamed Jamal bin Dato’ Mohd Ramli, being two of the Directors of Pernas International HoldingsBerhad, do hereby state that, in the opinion of the Directors, the financial statements set out on pages 49 to 98, give a true and fair view of the state of affairs of theGroup and Company as at 31 December 2002 and of the results and the cash flows of the Group and Company for the financial year then ended in accordance with theapplicable approved accounting standards in Malaysia and the provision of the Companies Act, 1965.

Signed on behalf of the Board of the Directors in accordance with their resolution dated 29 April 2003.

DATO’ SERI MEGAT NAJMUDDIN BIN MOHAMED JAMAL BIN DATO’ MOHD RAMLIDATUK SERI DR HJ MEGAT KHAS

CHAIRMAN DIRECTOR

I, Mohd Redza Shah bin Abdul Wahid, the officer primarily responsible for the financial management of Pernas International Holdings Berhad, do solemnly and sincerelydeclare that the financial statements set out on pages 49 to 98 are, in my opinion, correct and I make this solemn declaration conscientiously believing the same to betrue, and by virtue of the provisions of the Statutory Declarations Act, 1960.

MOHD REDZA SHAH BIN ABDUL WAHID

Subscribed and solemnly declared by the abovenamed Mohd Redza Shah bin Abdul Wahid

at Kuala Lumpur

on 29 April 2003

Before me

ABAS BIN HASANCommissioner for Oaths

A n n u a l R e p o r t 2 0 0 2

P E R N A S I n t e r n a t i o n a l H o l d i n g s B e r h a d 6 3 9 3 - A1 0 0

A n n u a l R e p o r t 2 0 0 2

REPORT OF THE AUDITORS TO THE MEMBERS OF PERNAS INTERNATIONAL HOLDINGS BERHAD

We have audited the financial statements set out on pages 49 to 98. These financial statements are the responsibility of the Company’ s Directors. Our responsibility isto express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with approved auditing standards in Malaysia. Those standards require that we plan and perform the audit to obtain reasonableassurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts anddisclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Directors, as well asevaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion:

(a) the financial statements have been prepared in accordance with the provisions of the Companies Act, 1965 and applicable approved accounting standards inMalaysia so as to give a true and fair view of:

(i) the matters required by Section 169 of the Companies Act, 1965 to be dealt with in the financial statements; and

(ii) the state of affairs of the Group and Company as at 31 December 2002 and of the results and cash flows of the Group and Company for the financial yearended on that date;

and

(b) the accounting and other records and the registers required by the Act to be kept by the Company and by the subsidiaries of which we have acted as auditorshave been properly kept in accordance with the provisions of the Act.

Without qualifying our audit opinion, we draw attention to Note 2 to the financial statements, which explains the circumstances and considerations the Directors havetaken into account in preparing the financial statements of the Group and Company on a going concern basis.

The appropriateness of preparing the financial statements of the Group and Company on a going concern basis is dependent on the successful implementation of theproposal and plans as stated in Note 2 to the financial statements. If the Group and Company are unable to continue as going concerns, adjustments would have to bemade to reduce the value of assets to their recoverable amounts, to provide for any further liabilities which might arise, and to reclassify the non-current assets and non-current liabilities as current assets and current liabilities respectively.

The names of the subsidiaries of which we have not acted as auditors are indicated in Note 39 to the financial statements. We have considered the financial statementsand the auditors’ reports thereon, other than those disclosed in Note 39(a) to the financial statements.

We are satisfied that the financial statements of the subsidiaries that have been consolidated with the Company’ s financial statements are in form and contentappropriate and proper for the purposes of the preparation of the consolidated financial statements and we have received satisfactory information and explanationsrequired by us for those purposes.

The auditors’ reports on the financial statements of the subsidiaries were not subject to any qualification and did not include any comment made under subsection (3)of Section 174 of the Act, other than as disclosed in Note 39(b) to the financial statements.

PRICEWATERHOUSECOOPERS(No. AF: 1146)Chartered Accountants

DATO’ AHMAD JOHAN BIN MOHAMMAD RASLAN(No. 1867/09/04 (J))Partner of the firm

Kuala Lumpur29 April 2003

P E R N A S I n t e r n a t i o n a l H o l d i n g s B e r h a d 6 3 9 3 - A 1 0 1

A n n u a l R e p o r t 2 0 0 2

PROPERTIES HELD BY THE GROUP

Date of Net BookLand Area Acquisition / Value as at

(sq. metre, sq. ft, Revaluation, 31 December 2002Company Address Description hectare,acre) Existing Use Tenure (years) if any (RM’000)

Landed properties held by PERNAS Group are as follows :-

MALAYSIAFEDERAL TERRITORY

Pernas Mutiara Kuala 35 storey hotel 17,827 sq. metres Hotel Freehold 2001 244,687International Lumpur with 577 rooms (Built-up area:Holdings Berhad Jalan Sultan known as 480,000 sq.

Ismail, Mutiara Kuala metres) 50250 Kuala Lumpur Lumpur (Age: 28 years

old)

Kompleks 21 storey office 10,112 sq. metres Office Freehold 2001 148,700 Antarabangsa, comprising 5 (Built-up area: building Jalan Sultan storey podium 60,153 sq. metres) Ismail, block with 5 split 50250 Kuala level car park Lumpur and 16 storey

tower blockknown as KompleksAntarabangsa (Age: 23 years old)

Pernas OUE (KL) Hotel Istana, 25 storey, Land area: Hotel Freehold 2001 246,700 Sdn. Bhd. 73 Jalan Raja 516 rooms 13,079 sq. meters

Chulan, international (Building area:50200 Kuala class hotel known 90,117 sq. metres)Lumpur as Hotel Istana

(Age: 11 years old)

Sovereign Place Lot 1507,1508, Vacant land Land area: Car Park Freehold 1996 96,853 Sdn Bhd 1512 and P.T. 20,693 sq. metres

No. 56, Section 46, District and Town of Federal Territory, Jalan Raja Laut, Kuala Lumpur

Arena Johan Menara A 30 storey 3,994.247 Office complex Freehold 2001 202,900 Sdn. Bhd. ExxonMobil, Class A sq. metres

KLCC, intelligent office (Built up area:50088 Kuala building known 560,000 sq. ft) Lumpur as Menara

ExxonMobil(Age: 6 years old)

Pernas Menara Tun Menara Tun Land area 9,600 Office complex Freehold 2001 141,900 Properties Razak, Razak 35 storey sq. metresSdn. Bhd Jalan Raja Laut, office tower (Built up area:

50350 Kuala block (including 657,866 sq. ft )Lumpur one basement

level car park)and a 4-storey office annexe block with 2 basement levels of car parks (Age: 22 years old)

One Ampang Block A 13 - 5 Built up area: Office space Leasehold for 1996 2,045Business Avenue, units office 851.4 sq. metres 99 years expires Jalan Ampang space on 23 May 2089 Utama 2/2, (Age: 8 years old)68000 Ampang,Selangor Darul Ehsan


A n n u a l R e p o r t 2 0 0 2



SELANGORPIHP (Selangor) Hilton Petaling 564 rooms hotel 12,166 sq. metres Hotel Leasehold for a 2001 239,700Berhad Jaya, known as Hilton ( Built-up area: period of 99

2 Jalan Barat, Petaling Jaya 52,643 sq. metres) years expires on 46700 Petaling with an annexed 5 November 2067Jaya, Selangor 22 storey towerDarul Ehsan block ( Age: 24

years old)

Pernas Properties 4 1/2 miles, 4 1/2 storey Land area: 1,650 Office space Leasehold for 1996 1,099Sdn. Bhd. Jalan Ampang, shop / office sq. ft (Building 99 years expires

68000 Ampang, space (Age: area: 7,425 sq. ft) on 22 February Selangor 10 years old) 2088Darul Ehsan

Pernas Trading 288,Jalan 4 storey shoplot 1,760 sq. ft Office space Freehold 1996 121Sdn. Bhd. Bandar II (Age: 14 years (Built up area:

(Metro 2),Taman old) 7,040 sq. ft)Melawati, Off Jalan Ulu Kelang53100 Selangor Darul Ehsan

Central Sugars Batu Tiga, Land and 7,753 sq. metres Staff quarters, Leasehold for 1996 884 Refinery 40000 Shah buildings (Age: (2.139 acres) store and 81 years expires Sdn. Bhd. Alam,Selangor 20 years old) workshops on 3 January

Darul Ehsan 2064

Batu Tiga, Land and 7,777 sq. metres Staff quarters, Leasehold for 1996 875 40000 Shah buildings (Age: (1.922 acres) store and 99 years expiresAlam, Selangor 20 years old) workshops on 5 April Darul Ehsan 2065

Central Sugars Land and 23,221 sq. metres Sugar factory, Freehold 1996 6,546 Refinery buildings (Age: (5.738 acres) office and Sdn Bhd 20 years old) stores Batu Tiga,40000 Shah Alam, Selangor Darul Ehsan

Batu Tiga Land and 18,084 sq. metres Sugar stores Freehold 1996 9,362 40000 Shah buildings (Age: (4.469 acres)Alam, Selangor 20 years old)Darul Ehsan

Batu Tiga Land and 9,485 sq. metres Sugar stores Freehold 1996 1,671 40000 Shah buildings (Age: (2.344 acres) and packingAlam, Selangor 20 years old) stationDarul Ehsan

T-K, Jalan Industrial land 115,048 sq. metres Vacant Leasehold for 1996 22,451Sungai Pinang (28.43 acres) 99 years expires5/1, Section 5, on 24 FebruaryPulau Indah 2097 Industrial Park,42920 Port Klang,Selangor Darul Ehsan


A n n u a l R e p o r t 2 0 0 2



Central Sugars Land and 19,424 sq. metres Raw sugar Leasehold for 1996 10,548Refinery buildings (Age: (4.8 acres) store 29 years expires Sdn Bhd 6 years old) on 31 August Raw Sugar Godown 2024Dry Bulk Terminal West Port,Pulau Indah,Selangor Darul Ehsan

26-5-6, Apartment 72 sq metres Staff quarters Freehold 2000 64 Pangsapuri Ilham, (Age: 3 years Jalan Sastera / U2, old) Section U2,40150 Shah Alam,Selangor Darul Ehsan

26-8-6, Apartment 72 sq metres Staff quarters Freehold 2000 64 Pangsapuri Ilham, (Age: 3 years Jalan Sastera / U2, old)Section U2,40150 Shah Alam,Selangor Darul Ehsan

PERAKPernas Trading Lot 39070, Explosive 3 acres Store for Leasehold for 1996 5Sdn. Bhd. Gunung Rapat magazine store explosives 30 years expires

Ipoh, Perak on 3 DecemberDarul Ridzuan 2021

PENANGPernas OUE Mutiara Penang Mutiara Penang 9.58 acres Resort Hotel Freehold 2001 242,500(Penang) 1 Jalan a five star 440 (Built up area:Sdn. Bhd. Teluk Bahang, rooms beach 75,344 sq. metres)

11050 Pulau resort and The Pinang Catch Seafood

Restaurant, Marina Clubhouse,Tennis Courts & Children’s Pool (Age: 18 years old)

Lot 542, 534, 543, Concept only for 63.515 acres Vacant Freehold 1996 24,575 504, 428, 427, proposed mixed426, 48, 232, development373, 374, 497, 500,507, 511, 540, 541 and 670, Mukim 2,District of South West, Penang

Casa Mutiara Lot 11 and 18, Proposed 320 13.699 acres Property Freehold 1996 4,495 Development Mukim 1, District units Medium DevelopmentSdn. Bhd. of South West, Cost Apartments

Penang and FacilitiesLot 532, Mukim 2,District of South West,Penang


A n n u a l R e p o r t 2 0 0 2



KEDAHPernas OUE Pelangi Beach Pelangi Beach 21.858 acres Hotel beach P.T. 416 with 2001 106,052 (Langkawi) Resort, Pantai Resort a 350 resort lease for 99Sdn. Bhd. Chenang, 07000 rooms years expires on

Pulau Langkawi, international 1 February 2088Kedah class beach and Lot 968Darul Aman resort hotel with lease for

(Age: 16 years 99 years expiresold) on 28 January

2089 while Lot No.P.T. 1226 is freehold

Lot 2583 and Two contiguous 9.696 acres Mini golf and Freehold 2001 7,273 Lot 2585, Mukim plots of planned for (Malay Reserveof Kedawang, development lands other project Land) District of occupying on developmentsLangkawi, Lot 2583 andKedah Lot 2585 Darul Aman

Lot 1695 and Two plots of 15,677.4 sq. Staff quarters Freehold 2001 3,460 2071, Mukim of Malay Reserve metres (Malay Reserve Kedawang, land held under Land)District of agricultureLangkawi, titles (Age:Kedah Darul 13 years old) Aman

Linear Range Mutiara Pedu Mutiara Pedu 116.3 hectares Resort and Leasehold for 2001 51,445 Sdn. Bhd. Lake Lake 170 chalets, (Built up area : golf course 99 years expires

K.B. No. 1, single storey 317,861 sq. ft) on 18 May06300 Kuala main building of 2092Nerang, Kedahan Kedah architecture withDarul Aman a basement, a

single storey administrative complex, a single storey restaurant complex, a sports complex with twotennis courts and two squash courts (Age: 7 years old)

Mutiara Pedu Staff quarters N/A Staff quarters Leasehold for 1996 32Lake (Age: 7 years old) 99 years expires K.B. No. 1, on 18 May06300 Kuala 2092Nerang,Kedah Darul Aman


A n n u a l R e p o r t 2 0 0 2



KELANTANLadang Serasa Ladang Serasa Estate land 5,132 hectares Plantation Leasehold for 1996 52,419Sdn. Bhd Sg. Bayu known as Ladang 99 years expires

Gua Musang Serasa registered in 2086 18000 Kuala Krai, under the name Kelantan of PerbadananDarul Naim Kemajuan Iktisad

Negeri Kelantan

TERENGGANULadang Mawar Ladang Mawar Oil palm 858 hectares Plantation Leasehold for 1996 6,865Sdn. Bhd. Lot No. PT 344 plantation 60 years

(P) and 363 PT 344 (P)Mukim of Hulu expires onChukai, District 7 March 2040of Kemaman, and PT 363Terengganu expires on Darul Iman 30 November

2040

Ladang Sri Angkasa 7,247 Lot No. PT 276 Oil palm 405 hectares Plantation Leasehold for 1996Mukim of Hulu plantation a term of 60Chukai, District years expiresof Kemaman, on 30 January Terengganu Darul Iman 2038

Lot No. PT 298 Oil palm 109 hectares Plantation Leasehold for 1996 Mukim of Hulu plantation a term of 60Chukai, District years expiresof Kemaman, on 22 April Terengganu Darul Iman 2039

Lot No. PT 725 Oil palm 295 hectares Plantation Leasehold for 1996Mukim of Hulu plantation a term of 60Chukai, District years expiresof Kemaman, on 22 AprilTerengganu Darul Iman 2039

Lot No. PT 745 Oil palm 405 hectares Plantation Leasehold for 1996Mukim of Hulu plantation a term of 60Chukai, District years expiresof Kemaman, on 8 October Terengganu Darul Iman 2044

Syarikat Ladang Ladang Sawit Oil palm 836 hectares Plantation Leasehold for 1996 8,240Sawit Cherul Cherul plantation 60 years expires Sdn. Bhd. Lot No. PT 310, on 10 July

364 (P) and 365 2039 for P.T. 310,(P) Mukim Hulu P.T. 364 (P)Chukai, District and P.T.365(P)of Kemaman, expire onTerengganu 10 December Darul Iman 2046

Ladang Chendana Ladang Chendana 6,734 Sdn. Bhd. Lot No. PT1353, Oil palm 206 hectares Plantation Leasehold for 1997

PT 1354, PT1357, plantation 60 years expiresPT1359 and on 10 OctoberPT1360 Mukim 2052of Tebak District of Kemaman,Terengganu Darul Iman


A n n u a l R e p o r t 2 0 0 2



Lot No. PT909 (P) Oil palm 101 hectares Plantation Leasehold for 1997Mukim of Tebak plantation 60 years expiresDistrict of on 19 MarchKemaman, 2045Terengganu Darul Iman

Lot No. PT1259 (P) Oil palm 83 hectares Plantation Leasehold for 1997Mukim of Tebak plantation 60 years expiresDistrict of on 6 JanuaryKemaman, 2053Terengganu Darul Iman

Ibok Plantation Ladang Ibok Oil palm 164 hectares Plantation Leasehold for 1996 2,757 Sdn. Bhd. Lot No. PT 1576 plantation 60 years expires

Mukim of Pasir on 30 September Semut, District 2048of Kemaman,Terengganu Darul Iman

Barisan Tekad Ladang Perkasa 5,379 Sdn. Bhd. Lot No. PT1642 Oil palm 137 hectares Plantation Leasehold for 1996

Mukim of Pasir plantation 57 years expires Semut, District on 6 Marchof Kemaman, 2051Terengganu Darul Iman

Lot No. PT1734 Oil palm 508 hectares Plantation Leasehold forMukim of Hulu plantation 57 years expiresChukai, District on 6 Marchof Kemaman, 2051Terengganu Darul Iman

PAHANGKuala Tahan Mutiara Taman Land with resort Provisional land Resort hotel Leasehold 20 1996 10,142Resort Negara and buildings area 14,163.98 years expires Sdn. Bhd. Kuala Tahan, used as staff sq. metres in December

27000 Jerantut, quarters of 2014 Pahang Mutiara Taman Darul Makmur Negara (Age:

12 years old)

MALACCAQuek Shin & No. 29, Jalan 2 storey (pre war) 74.322 sq. metres Dwelling Freehold 1996 12 Sons Pte. Ltd Hang Kasturi, shophouse (Age:

Malacca 56 years old)

Lot No. 201, Undeveloped 3.4 hectares Vacant Freehold 1996 201 885 and 986, vacant landMukim of Bukit Baru, Malacca

JOHORPIHP (Johor) Mutiara Johor 330 rooms hotel 14,759 sq. metres Hotel Freehold 2001 88,000Sdn. Bhd. Bahru (formerly known as Mutiara (Built-up area:

known as Johor Bahru 5,295.3 sq. metres)Crowne Plaza (formerly known Johor Bahru) as Crowne PlazaJalan Dato’ Johore Bahru)Sulaiman, (Age: 19 years) Taman Century,K.B. No. 779,80990 Johor Bahru, Johor Darul Takzim


A n n u a l R e p o r t 2 0 0 2



No. 6, 8,10 & 12, 4 continuous 796 sq. metres Workshop Freehold 2001 1,250Jalan Seri units of double (Built-up area :Purnama 2/3, storey terrace 1,469.17 Kangkar Tebrau, workshops sq. metres)81100 Johor (Age: 11 years)Bahru, Johor Darul Takzim

Pernas Hotel PTD 112874, For hotel and 8.89 acres Vacant Freehold 1996 8,788 Chain (Sabah) Mukim of commercial Sdn. Bhd. Plentong, development

District of Johor Bahru, Johor Darul Takzim

Pernas 47 Jalan Seri 2 storey 1,540 sq. ft Office Leasehold for 1996 21Trading Saudai, shophouse (Built up area: 99 years expires Sdn. Bhd. 81200 Johor (Age: 18 years 3,080 sq. ft) on 4 December

Bahru, Johor old) 2082Darul Takzim

Pernas Garment PTD 128315 Industrial land 177,272 Vacant Freehold 1996 4,641Industries and 128316, (Age: 6 years sq. metres Sdn. Bhd. Mukim of Plentong, old)

District of Johor Bahru, Johor Darul Takzim

13 Jalan Balau, Bungalow 4,203 sq. ft Hostel Freehold 2001 133 Taman Kebun Teh, (Age: 32 years 80250 Johor old)Bahru, Johor Darul Takzim

7A, Jalan Tahana Land and 4 acres Factory Leasehold for 2001 6,321 Kawasan building 39 years expires Perindustrian Tampoi (Age: 1 year on 28 January80350 Johor Bahru old) 2040Johor Darul Takzim

Quek Shin & Ladang New Oil palm 424 hectares Plantation Freehold 1996 8,046 Sons Pte. Ltd. Paloh plantation

Lot No. 135 to 137 and 147 to 152 Mukim of Paloh District of Kluang,Johor Darul Takzim

Ladang Pakloh Oil palm 1,574 hectares Plantation Freehold 1996 29,870 Lot No. 2590, plantation Mukim and District of Kluang,Johor Darul Takzim

No. 22 - 24, 3 storey 393 sq. metres Shop and Freehold 1996 488Jalan Mersing, shophouse dwelling86000 Kluang, (Age: 19 yearsJohor Darul Takzim old)


A n n u a l R e p o r t 2 0 0 2



No. 207, 208 Wooden 1,106 sq. metres Youth Society Leasehold for 1996 18 and 209 Jalan Longhouse (Age: Office 99 years for Rumah Panjang, 45 years old) Lot PTD 12379 Sri Lalang, expires on 2Kluang, Johor February 2081Darul Takzim and PTD 12380

and Lot 3721expire on 17March 2081

No. 689 and 691, 5 storey 286 sq.metres Offices Freehold 1996 194Jalan Mersing, office building 86000 Kluang, (Age: 12 yearsJohor old)Darul Takzim

Teon Choon Ladang Air Manis Oil palm 2,940 acres Plantation Freehold 1996 12,415Realty Co KM 51, JB - Air plantationSdn. Bhd. Hitam Road,

81100 Kulai, Johor Darul Takzim

SARAWAKPernas Hotel Hilton Batang Ai Hilton Batang Ai 141.728 hectares Resort hotel Land subleased 1996 24,165 Chain (Sarawak) Longhouse Longhouse (Built up area: from SarawakSdn. Bhd. Resort, Resort an 12,467 sq. metres) Electricity

Batang Ai international Supply Hydro-electric class resort CorporationDam, Sri Aman comprising a for 30 yearsDivision, 95900 single storey expires on Sarawak reception 31 December

building,11 blocks 2022 with an comprising 100 option to guest rooms, renew for 10 laundry block years + 10and a staff years quarter (Age:8 1/2 years old)

Hilton Kuching, Hilton Kuching 1.35 hectares Hotel Leasehold for 2001 140,766 Jalan Tunku a five star 999 years Abdul Rahman, international expires on 93748 Kuching, class 16 storey 11 August Sarawak hotel with 315 2771

rooms and a site area comprising of a 5 storey podium with 4 levels of covered car park annexed (Age: 14 1/2 years old)

Binu Plantations Ladang Binu and Oil palm 5,232 hectares Plantation Leasehold for 1996 77,471Sdn. Bhd. Ladang Jelai plantation 60 years expires

Lot 199 Bakong on 4 April Land District and 2087Lot 111 Block 4 Bukit Kisi Land District, Miri,Sarawak


A n n u a l R e p o r t 2 0 0 2



Bahtera Bahagia Ladang Sungai Klad Sdn. Bhd. and Sungai Sibuti 46,626

Lot 1 Block 11, Oil palm 3,097 hectares Plantation Leasehold for 1996Bukit Kisi Land plantation 60 years expiresDistrict, Miri, on 9 June Sarawak 2047

Lot 2, Block 11, Oil palm 1,172 hectares Plantation Leasehold for 1996Bukit Kisi Land plantation 60 years expiresDistrict, Miri, on 25 April Sarawak 2055

Solar Green Ladang Judan Oil palm 5,002 hectares Plantation Leasehold for 1996 79,043 Sdn. Bhd. Lot 11 Oya plantation 60 years expires

- Dalat Land on 19 DecemberDistrict, Sibu, 2055 Sarawak

Kumpulan Ladang SibuyauKris Jati Sdn. Bhd. Lot 166 and 167 Oil palm 3,033 hectares Plantation Leasehold for 2000 6,918

Menuku Land plantation 60 years expiresDistrict, on 3 FebruarySamarahan, 2060 Sarawak

Ladang Simunjan 49,340Lot 737 Oil palm 187 hectares Plantation Leasehold for 2000Sebangan plantation 60 years expires-Kepayang Land on 3 February District, Samarahan, 2060Sarawak

Lot 738 and 739 Oil palm 2,744 hectares Plantation Leasehold for 2000Sebangan- plantation 60 years expiresKepayang, Land on 23 July District Samarahan, 2060Sarawak

Lot 1223, Sedilu- Oil palm 2,187 hectares Plantation Leasehold for 2000Gedong, Land plantation 60 years expiresDistrict Samarahan, on 23 July Sarawak 2060

Ladang Trusan and Ladang Lintang 107,764Lot 490 and 492 Oil palm 6,140 hectares Plantation Leasehold for 1996Trusan Land plantation 60 years expires District, Limbang on 7 August Division, Sarawak 2056

Lot 493 Trusan Oil palm 446 hectares Plantation Leasehold for 1997Land District plantation 60 years expires Limbang Division, on 30 March Sarawak 2057

Ladang Merapok 26,200Lot 435 Merapok Oil palm 1,290 hectares Plantation Leasehold for 1996 Land District plantation 60 years expires Limbang Division, on 7 August Sarawak 2056


A n n u a l R e p o r t 2 0 0 2



Lot 761 and 762 Oil palm 546 hectares Plantation Leasehold for 1997Merapok Land plantation 60 years expiresDistrict on 30 March Limbang Division, 2057Sarawak

Melur Gemilang Ladang Gemilang Oil palm 8,273 hectares Plantation Leasehold for 2000 65,054Sdn. Bhd. Lot 1224, Sedilu plantation 60 years expires

Gedong Land on 8 March District and 2060Lot 2978, Melikin Land District,Samarahan,Sarawak

Lot 2982 & 2983 Oil palm 7,320 hectares Plantation Leasehold for 2000Melikin plantation 60 years expires Land District, on 22 April Samarahan, 2060Lot 1225 Sedilu-GedongLand District,and Lot 33 & 34,Punda-Sabal LandDistrict, Sarawak

Trans Kenyalang Ladang Lingga Oil palm 5,000 hectares Plantation Leasehold 1999 35,963 Sdn. Bhd. No. 6, Betong plantation

Bazar,1st Floor, Jalan Lee Kai Ting,Betong 95700,Sarawak

Arah Bersama Ladang Kuala Oil palm 5,000 hectares Plantations Leasehold for 2000 41,621Sdn. Bhd. Suai plantation 60 years expires

Lot 158, Suai on 2 January Land District 2060 Miri, Sarawak

Pernas Satok Parade, Building for 381.80 sq. metres Vacant Freehold 1997 3,148 Securities Lot 350, 351 & commercial & Sdn. Bhd. 352, Section 5, residential use

Kuching Town (Age: 6 years old)Land District,Kuching, Sarawak

Pusat Dagangan 4 Storey shop 97.7 sq. metres Rental In perpetuity 1998 1,021 Medan Melor office (Age:Jalan Kulas, 4 years old) 93400 Kuching,Sarawak

Retus Ladang Retus Oil palm 4,020 hectares Plantation Leasehold for 1999 71,326 Plantation Lot No. 3544 plantation 60 years expiresSdn. Bhd. Block O Pasai - on 24 February

Siong Land 2059District, Sibu,Sarawak

Ladang Siong 56,734Lot 3543 Block O Oil palm 2,130 hectares Plantation Leasehold for 1999 Pasai Siong Land plantation 60 years expiresDistrict Sibu, on 24 FebruarySarawak 2059


A n n u a l R e p o r t 2 0 0 2



Lot 3456 Block O Oil palm 1,900 hectares Plantation Leasehold for 1999Pasai Siong plantation 60 years expiresLand District on 28 December Sibu, Sarawak 2059

Ladang Pasai Oil palm 1,640 hectares Plantation Leasehold for 1999 32,940Lot No. 3545 plantation 60 years expires Block O, Pasai- on 24 FebruarySiong Land 2059District Sibu,Sarawak

Lemasan Ladang Tanjung Alan Oil palm 4,030 hectares Plantation Leasehold for 1999 28,043Sdn. Bhd. Lot 1493 Block O, plantation 60 years

Jemoreng Land expires onDistrict Sarikei, 27 SeptemberSarawak 2059

Pelitanah Lot 16 Block O, Oil palm 13,980 hectares Plantation Leasehold for 2001 37,007 Sdn Bhd Oya-Dalat plantation 60 years expires

Land District on 5 February 2061Sibu, Sarawak

Senandung Lot 1495 Oil palm 5,000 hectares Plantation Leasehold for 2001 19,021Masyhur Jemoreng Land plantation 60 years expiresSdn Bhd District Sarikei, on 10 October

Sarawak 2059

SABAHPernas Hotel Title No. For hotel 6.782 acres Vacant Leasehold for 1996 14,248Chain (Sabah) 017528942, and commercial 999 years Sdn. Bhd. District of development expires on

Kota Kinabalu, 21 January Sabah 2901

Ladang Permai Ladang Permai & Sdn. Bhd. Ladang Tengah

Nipah 47,630Lot No. 16291920 Oil palm 5,100 hectares Plantation Leasehold for 1996Locality of plantation 99 years Silabukan, expires on District of Lahad 31 DecemberDatu, Sabah 2080

Country Lease Oil palm 548 hectares Plantation Leasehold for 1999 No. 115347852 plantation 99 years and 115345867 expires on District of Lahad 31 December Datu, Sabah 2080

Country Lease Oil palm 222.608 hectares Plantation Leasehold for 1999 No. 115349383, plantation 99 years115349392, expire on115349409, 31 December 115349418, 2078 115349427,115349436,115349445,115349454,115349463,115349472,115349481,115349490 and 115349507 Districtof Lahad Datu,

Sabah


A n n u a l R e p o r t 2 0 0 2



Country Lease Oil palm 179.8 hectares Plantation Leasehold for 1999No. 115406329 plantation 99 years District of Lahad expires on Datu, Sabah 31 December

2094

Ladang Batu Putih and Ladang Tinabau 72,583 Lot No. Oil palm 4,562 hectares Plantation Leasehold for 1996075104335 plantation 999 years and 075109385 expires inLocality of 2887Sepagaya, District of Sandakan,Sabah

Lot No. Oil palm 369 hectares Plantation Leasehold for 1996075359385 and plantation 99 years expire075362382 on 31 December Locality of 2078Sepagaya, District of Sandakan,Sabah

Lot No. Oil palm 123 hectares Plantation Leasehold for 1996075409068, plantation 99 years expire 075409077, on 31 December 075409086, 2080075409139,075409040,075409120,075409059 and 075409111 Locality of Sepagaya,District of Sandakan, SabahLot No. Oil palm 198 hectares Plantation Leasehold for 1996075353374 and plantation 99 years expire 075353383 on 31 December Locality of 2069Sepagaya District of Sandakan, Sabah

SINGAPOREQS International Sommerville Apartment Floor area: Rental Freehold 1996 1,285 Pte. Ltd. Park, (Age:15 years 2,325 sq. ft

95 Farrer Drive, old)#01 - 04,Singapore 1025

Sommerville Apartment Floor area: Rental Freehold 1996 1,166 Park, (Age:15 years 1,862 sq. ft 95 Farrer Drive, old) #03 - 02,Singapore 1025





Sommerville Apartment Floor area: Rental Freehold 1996 1,166 Park, (Age:15 years 1,884 sq. ft99 Farrer Drive, old) #03 - 03,

Singapore 1025


Richwood Apartment Floor area: Rental Freehold 1996 5,242 Condominium, (Age: 7- 8 years 3,800 sq. ft 15 Mount Sinai old) Rise,#03 - 04 Kalakua Rise,Singapore 278307

Aspen Heights, Apartment Floor area: Rental 999 years 1996 5,145 261 River Valley (Age: 4 years 1,572 sq. ft leasehold Road, old) expires on #03 - 23 Aspen 30 June 2840

Heights,Singapore 238307

Melrose Apartment Floor area: Rental 999 years 1996 4,306Apartment, (Age: 3 years 1,500 sq. ft leasehold 93 Kellock Road, old) expires on 10 - 02 Melrose 20 June 2876Park,Singapore 1500

INDONESIAP.T. Sadin Perkebunan Oil palm 12,000 hectares Plantation Leasehold 1996 470Tradewinds Airgegas plantation Indonesia Kecamatan

Payung and Kecamatan Pembantu Airgegas Kabupaten Daerah Tingkat 11 Bangka South Sumatera,Indonesia

P.T. Bumipermai Perkebunan Oil palm 840 hectares Plantation Leasehold for 1996 6,546Suryalestari Sungai Selan plantation 30 years

Kecamatan expires onSungai Selan, 1 November Kecamatan Mendo 2031Barat and Kecamatan Pembantu Simpang Katis Kabupaten Daerah Tingkat 11 Bangka South Sumatera,Indonesia

A n n u a l R e p o r t 2 0 0 2


A n n u a l R e p o r t 2 0 0 2



P.T. Bumibangka Perkebunan Oil palm 3,227 hectares Plantation Leasehold for 2000 13,885Lestari Sungai Selan plantation 30 years

Kecamatan expires onSungai Selan, 1 November Kecamatan Mendo 2031Barat and Kecamatan Pembantu Simpang Katis Kabupaten Daerah Tingkat 11 Bangka South Sumatera,Indonesia

CAMBODIATradewinds Real Estate Cambodia Co. Title No. A30021 Land and 5.431 hectares Factory Leasehold for 1996 9,788Ltd. Phnom Penh, buildings (Built up area: and office 70 years

Cambodia (Age: 6 years 3,586 sq. metres expires onold) 9 July 2065

Tradewinds Angkor Keo Vacant land 353 hectares Vacant In perpetuity 1996 29,781Realty Co. Ltd. Village, Ang

Snoul District Kandal Province,Cambodia

Delta Delights Real Estate Vacant land 15.4 hectares Vacant Leasehold for 1996 3,956 (Cambodia) Title No. A3 0023, 70 years expireCo. Ltd. A3 1166, A3 1147, on 9 July 2065

A3 1148 and 091 for A3 0023,VII Phnom Penh, on 10 July Cambodia 2065 for A3

1166, on 17 December 2065 for A3 1147, A3 1148 and 091 VII

VIETNAMHBT Realty 55, Le Dai Hanh To develop and 1,859 sq. metres Vacant Land use right 1996 9,136Co. Ltd. Street operate an for 40 years

Hai Ba Trung international expires onDistrict, Hanoi, standard office 4 August 2035Vietnam cum residential

complex

ENGLANDQS International 5 & 6, Conduit Mixed retail and 7,392 sq. ft Rental Leasehold for 1997 17,147Pte. Ltd. Street, Mayfair, office building 2000 years

London W1 (Age: 17 - 42 expire on years old) 24 March 3922

PERNAS SECURITIES SDN BERHAD13TH FLOOR, MENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL : 03-2693 4311 FAX : 03-2693 4492

TRADEWINDS (M) BERHAD13TH FLOOR, MENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL : 03-2693 4945 FAX : 03-2692 2546

TRADEWINDS PLANTATION SERVICES SDN BHD4TH FLOOR, MENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL : 03-2693 4945 FAX : 03-2732 3012e-mail: [email protected]

PERNAS INTERNATIONAL SECURITY MANAGEMENT SDN BHD (PRISM)3RD FLOOR, ANNEXE BLOCKMENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL : 03-2698 8888 FAX : 03-2698 3970http://www.prismsecurity.come-mail: [email protected]

CENTRAL SUGARS REFINERY SDN BHDP.O BOX 7213BATU TIGA40000 SHAH ALAMSELANGORTEL : 03-5519 1414 FAX : 03-5519 8792e-mail : [email protected]

PERNAS PROPERTIES SDN BERHAD1ST FLOOR, ANNEXE BLOCKMENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL : 03-2698 4077 FAX : 03-2693 5205e-mail : [email protected]

LINEAR RANGE SDN BHD16TH FLOOR, MENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL : 03-2693 5177 FAX : 03-2691 4486

PERNAS SOGO SDN BHDKOMPLEKS PERNAS SOGO190, JALAN TUANKU ABDUL RAHMAN50100 KUALA LUMPURTEL : 03-2698 2111 FAX : 03-2694 0602

PERNAS TRADING SDN BERHADNO. 288 JALAN BANDAR 11 (METRO II)TAMAN MELAWATI53100 KUALA LUMPURTEL : 03-4108 0101 FAX : 03-4108 3750

PERNAS INTERNATIONAL HOLDINGS BERHAD14TH - 16TH FLOORS, MENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL : 03-2693 5177 FAX : 03-2691 4486http://www.pernas.come-mail : [email protected]

PIHP (SELANGOR) BERHAD21ST FLOOR, MENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL: 03-2691 2914 FAX : 03-2691 2471

PIHP (JOHOR) SENDIRIAN BERHADCROWNE PLAZA JOHOR BAHRUJALAN DATO' SULAIMANTAMAN CENTURYK.B. NO. 77980990 JOHOR BAHRU, JOHORTEL : 07-332 3800 FAX : 07-331 8884

PERNAS HOTEL CHAIN HOLDINGS SDN BHD21ST FLOOR, MENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL: 03-2691 2914 FAX : 03-2691 2471e-mail : [email protected]

PERNAS HOTEL MANAGEMENT SDN BHDA14/1/1 BUSINESS AVENUEONE AMPANG AVENUEJALAN AMPANG UTAMA 2/2OFF JALAN AMPANG68000 AMPANGSELANGORTEL : 03-4252 6133 FAX : 4257 4369e-mail : [email protected]

PERNAS HOTEL SCHOOL SDN BHDGROUND & 1ST FLOORS,KOMPLEKS ANTARABANGSAJALAN SULTAN ISMAIL50250 KUALA LUMPURTEL : 03-2144 1929 FAX : 03-2144 2992e-mail : [email protected]

ARENA JOHAN SDN BHD16TH FLOOR, MENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL : 03-2693 5177 FAX : 03-2691 4486

PERNAS TRAVEL & TOURS SDN BHDLOT 14, 1ST FLOORKOMPLEKS ANTARABANGSAJALAN SULTAN ISMAIL50250 KUALA LUMPURTEL : 03-2144 6044 FAX : 2144 6681e-mail : [email protected]

CREATIVE FRANCHISE CONCEPTS SENDIRIAN BERHADLOT 15, 1ST FLOORKOMPLEKS ANTARABANGSAJALAN SULTAN ISMAIL50250 KUALA LUMPURTEL : 03-381 3600 FAX : 03-381 3700

COMPANIES

A n n u a l R e p o r t 2 0 0 2

P E R N A S I n t e r n a t i o n a l H o l d i n g s B e r h a d 6 3 9 3 - A

DIRECTORY

1 1 5


A n n u a l R e p o r t 2 0 0 2

GRAND FABLE SDN BHD18TH FLOORMENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL : 03-2691 5403 FAX : 03-2691 5412

POIS SDN BHDA14/3/3, 2ND & 3RD FLOORSBUSINESS AVENUEONE AMPANG AVENUEJALAN AMPANG UTAMA 2/268000 AMPANGSELANGORTEL : 03- 4253 1032 FAX : 03-4253 2440e-mail : [email protected]

PERNAS GARMENT INDUSTRIES SDN BHD7-A, JALAN TAHANAKAWASAN PERINDUSTRIAN TAMPOI80350 JOHOR BAHRUJOHOR DARUL TAKZIMTEL : 07-2325222 FAX : 07-2367033e-mail :[email protected]

UNITED MALAYAN FLOUR (1996) SDN BHD4826, JALAN PERMATANG PAUH13400 BUTTERWORTHPENANGTEL : 04-333 2499 FAX : 04-331 7557e-mail :[email protected]

BATU TIGA SUPPLIES SDN BHD(Selling Agent for Central Sugars Refinery Sdn Bhd)2ND FLOOR, BANGKOK BANK BUILDING105, JALAN TUN H.S. LEE50000 KUALA LUMPURTEL : 03-2072 8064 FAX : 03-2072 8895

AVON COSMETICS (M) SDN BHDLOT 13A, JALAN 219SECTION 51A46100 PETALING JAYASELANGORTEL : 03-7957 3848 FAX : 03-7957 4828http://www.avon.com

PERNAS OUE SDN BHD21ST FLOOR, MENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL: 03-2691 2914 FAX : 03-2691 2471

UNITED MALAYAN LAND BHDSUITE 1.1, 1ST FLOORKOMPLEKS ANTARABANGSAJALAN SULTAN ISMAIL50250 KUALA LUMPURTEL : 03-2142 1611 FAX : 03-2142 1826http://www.umland.com.mye-mail : [email protected]

PERNAS INTERNATIONAL INSURANCE BROKERS SDN BHD10TH FLOOR, MENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL : 03-2612 8686 FAX : 03-2691 2404e-mail : [email protected]

PERNAS OTIS ELEVATOR CO. SDN BHDNO.2, MEDAN SETIA 2PLAZA DAMANSARABUKIT DAMANSARA50490 KUALA LUMPURTEL : 03-2731 3388 FAX : 03-2095 9684http://www.otis.come-mail : [email protected]

MCIS SAFETY GLASS SENDIRIAN BERHADLOT 1, SENAWANG INDUSTRIAL ESTATE70450 SEREMBANNEGERI SEMBILANTEL : 06-677 5367 FAX : 06-677 2076e-mail : [email protected]

SERVICES

PERNAS TRAVEL & TOURS SDN BHDLOT 14, 1ST FLOORKOMPLEKS ANTARABANGSAJALAN SULTAN ISMAIL50250 KUALA LUMPURTEL : 03-2144 6044 FAX : 2144 6681e-mail : [email protected]

MALAYSIAN & FAR EASTERN TRAVEL LTD (MAFETA)18, CHILTERN STREETLONDON W1U 7QAENGLANDTEL : 020- 7487 5888 FAX : 020- 7487 4900http://www.discerningholidays.co.uke-mail : sales @mafeta.co.uk

sales @discerningholidays.co.uk


A n n u a l R e p o r t 2 0 0 2

PERNAS HOTEL MANAGEMENT SDN BHD29TH FLOOR, MUTIARA KUALA LUMPURJALAN SULTAN ISMAIL50250 KUALA LUMPURTEL : 03-2145 9880 FAX : 03-2145 9870e-mail : [email protected]

PERNAS HOTEL SCHOOL SDN BHDGROUND & 1ST FLOORSKOMPLEKS ANTARABANGSAJALAN SULTAN ISMAIL50250 KUALA LUMPURTEL : 03-2144 1929 FAX : 03-2144 2992e-mail : [email protected]

PERNAS INTERNATIONAL INSURANCE BROKERS SDN BHD10TH FLOOR, MENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL : 03-2612 8686 FAX : 03-2691 2404e-mail : [email protected]

PERNAS INTERNATIONAL SECURITY MANAGEMENT SDN BHD (PRISM)3RD FLOOR, ANNEXE BLOCKMENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL : 03-2698 8888 FAX : 03-2698 3970http://www.prismsecurity.come-mail: [email protected]

POIS SDN BHDA14/3/3, 2ND & 3RD FLOORSBUSINESS AVENUEONE AMPANG AVENUEJALAN AMPANG UTAMA 2/268000 AMPANGSELANGORTEL : 03-4253 1032 FAX : 03-4253 2440SALES OFFICE –TEL : 03-4253 1032 FAX : 03-4253 2451e-mail : [email protected]

TRADEWINDS PLANTATION SERVICES SDN BHD4TH FLOOR, MENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL : 03-2693 4945 FAX : 03-2732 3012e-mail: [email protected]

SINCERE LEASING SDN BHD1ST FLOOR40, JALAN SS 2/6347300 PETALING JAYATEL : 03-7874 7416 FAX : 03-7875 5741

PRISM PROTECTION SERVICES SDN BHD3RD FLOOR, ANNEXE BLOCKMENARA TUN RAZAKJALAN RAJA LAUT50350 KUALA LUMPURTEL : 2698 8888 FAX : 03-2698 3970http://www.prismsecurity.come-mail: [email protected]

HOTELS

MUTIARA KUALA LUMPURJALAN SULTAN ISMAILP.O. BOX 1057750718 KUALA LUMPURTEL : 03-2148 2322 FAX : 03-2144 2157SALES OFFICE -TEL : 03- 2149 3300 FAX : 03-2149 3366http://www.mutiarahotels.come-mail : [email protected]

HILTON PETALING JAYA2, JALAN BARATP.O. BOX 503, JALAN SULTAN46760 PETALING JAYATEL : 03-7955 9122 FAX : 03-7955 3909SALES OFFICE -TEL : 03-7957 4018 FAX : 03-7957 7294http://www.hilton.come-mail : [email protected]

HILTON KUCHINGJALAN TUNKU ABDUL RAHMANP.O. BOX 239693748 KUCHINGSARAWAKTEL : 082-248 200 FAX : 082-428 984SALES OFFICE -TEL : 082-248 200 ext. 4130 FAX : 082-238 546http://www.hilton.come-mail : [email protected]

MUTIARA BEACH RESORT1, JALAN TELUK BAHANG11050 PULAU PINANGTEL : 04-886 8888 FAX : 04-885 2829SALES OFFICE –TEL : 03-2141 9822 FAX : 03-2143 0823http://www.mutiarahotels.come-mail : [email protected]

PELANGI BEACH RESORTPANTAI CHENANG07000 PULAU LANGKAWIKEDAHTEL : 04-952 8888 FAX : 04-952 8899SALES OFFICE –TEL : 03-2148 9823 FAX : 03-2141 7832http://www.pelangibeachresort.come-mail : [email protected]

MUTIARA PEDU LAKEK.B. NO.1,06300 KUALA NERANGKEDAHTEL : 04-730 4888 FAX : 04-730 4488SALES OFFICE –TEL : 03-4252 6133 FAX : 03-4256 4133http://www.mutiarahotels.come-mail : [email protected]

[email protected]


A n n u a l R e p o r t 2 0 0 2

HILTON BATANG AI LONGHOUSE RESORTJALAN TUNKU ABDUL RAHMANP.O. BOX 239693748 KUCHINGSARAWAKTEL : 083-584 388 FAX : 083-584 399SALES OFFICE -TEL : 082-248 200 ext.4130 FAX : 082-238 546http://www.hilton.come -mail : [email protected]

HOTEL ISTANA73, JALAN RAJA CHULANP.O. BOX 1291950792 KUALA LUMPURTEL : 03-2141 9988 FAX : 03-2144 0111SALES OFFICE -TEL : 03-2149 5530 FAX : 03-2144 1245http://www.hotelistana.com.mye-mail : [email protected]

MUTIARA JOHOR BAHRUJALAN DATO' SULAIMANTAMAN CENTURYK.B. NO. 77980990 JOHOR BAHRUJOHORTEL : 07-332 3800 FAX : 07-331 8884SALES OFFICE –TEL : 03-4252 6133 FAX : 03-4256 4133http://www.mutiarahotels.come-mail : [email protected]

[email protected]

MUTIARA TAMAN NEGARAKUALA TAHAN27000 JERANTUTPAHANGTEL : 09-266 3500 FAX : 09-266 1500SALES OFFICE -TEL : 03-2145 5585 FAX : 03-2145 5430http://www.tradestar.com/negarae-mail : [email protected]

[email protected]

RESTAURANT

RESTAURANT SUNTORYLOT 20, WEST ARCADE, MAIN LOBBYMUTIARA KUALA LUMPURJALAN SULTAN ISMAIL50250 KUALA LUMPURTEL : 03-2142 6061 FAX : 03-2142 6063e-mail : [email protected]

I/We NRIC No/Co No:(Block Letters)

of(Address)

being a member of PERNAS INTERNATIONAL HOLDINGS BERHAD hereby appoint

NRIC No:(Name)

ofor failing him, the CHAIRMAN OF THE MEETING as my/our proxy to vote for me/us on my/our behalf at the Thirty-Sixth Annual General Meeting of the Company to be

held on Thursday, 26 June 2003 at 10.00 a.m. and at any adjournment thereof, on the following resolutions referred to in the Notice of the Annual General Meeting.

FOR AGAINST

Ordinary Resolution 1












(Please indicate with an “X” in the spaces provided above how you wish your vote to be cast. If you do not do so, the proxy will vote or abstain from voting as he thinks fit)

No. of Ordinary Shares held

Signed this day of 2003.

Signature/Common Seal

NOTES

1. A member must produce his/her original identification card to attend and vote at the meeting.2. A member entitled to attend and vote at the meeting is entitled to appoint not more than two (2) proxies to attend and vote in his/her stead. A proxy need not be a member of the Company,

an advocate, an approved company auditor or a person approved by the Registrar.3. In the case of a corporation, the proxy appointed must be in accordance with its Memorandum and Articles of Association and the instrument appointing a proxy shall be given under the

company’s common seal or under the hand of an officer or attorney duly appointed.4. If the Form of Proxy is returned without any indication as to how the proxy shall vote, the proxy will vote or abstain as he thinks fit.5. If no name is inserted in the space provided for the name of your proxy, the Chairman of the Meeting will act as your proxy.6. The Form of Proxy and the instrument appointing a proxy must be deposited with the Company’s Registrar, Malaysian Share Registration Services Sdn Bhd, 7th Floor, Exchange Square, Bukit

Kewangan, 50200 Kuala Lumpur not less than 48 hours before the time appointed for the holding of the Annual General Meeting or any adjournment thereof.7. Registration counters will open from 8:00 a.m. on the AGM day to facilitate shareholders/proxy registration.


DIRECTORS’

REPORT

A n n u a l R e p o r t 2 0 0 2

FORM OF PROXY

PERNAS INTERNATIONAL HOLDINGS BERHAD(6393-A)

FOLD HERE

PIHB AGM (26 JUNE 2003)

MALAYSIAN SHARE REGISTRATIONSERVICES SDN BHD

7TH FLOOR, EXCHANGE SQUAREBUKIT KEWANGAN

50200 KUALA LUMPUR

FOLD HERE

STAMP

PERNAS Acc2002 - I3investor

Documents