sbc corporation berhad: annual audited accounts 2008

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

DIRECTORS’ REPORT

The directors hereby submit their report and the audited financial statements of the Group and of the Company for the financial year ended 31 March 2008.

PRINCIPAL ACTIVITIES The Company is principally engaged in the businesses of investment holding and the provision of management and administrative services to the subsidiaries. The principal activities of the subsidiaries are disclosed in Note 6 to the financial statements. There have been no significant changes in the nature of these activities during the financial year.

RESULTS THE GROUP THE COMPANY RM RM Profit after taxation for the financial year 3,503,533 204,163

Attributable to:- Equity holders of the Company 3,513,519 204,163 Minority interests (9,986) - 3,503,533 204,163

DIVIDENDS Since the end of the previous financial year, the Company paid a first and final dividend of 1% less 27% tax on the ordinary shares amounting to RM601,773 in respect of the previous financial year. For the current financial year, the directors recommend the payment of a first and final dividend of 1.5% less 25% tax on the ordinary shares amounting to RM927,394 to be approved by the shareholders at the forthcoming Annual General Meeting. This dividend will be accounted for as an appropriation of retained profits in the period when it is approved by shareholders.

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


DIRECTORS’ REPORT

ISSUES OF SHARES AND DEBENTURES

During the financial year,

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

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

OPTIONS GRANTED OVER UNISSUED SHARES During the financial year, no options were granted by the Company to any person to take up any unissued shares in the Company.

BAD AND DOUBTFUL DEBTS Before the financial statements of the Group and of the Company were made out, the directors took reasonable steps 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 that all known bad debts had been written off and that adequate allowance had been made for doubtful debts. At the date of this report, the directors are not aware of any circumstances that would further require the writing off of bad debts, or the additional allowance for doubtful debts in the financial statements of the Group and of the Company.

CURRENT ASSETS Before the financial statements of the Group and of the Company were made out, the directors took reasonable steps to ascertain that any current assets other than debts, which were unlikely to be realised in the ordinary course of business, including their values as shown in the accounting records of the Group and of the Company, have been written down to an amount which they might be expected so to realise. At the date of this report, the directors are not aware of any circumstances which would render the values attributed to the current assets in the financial statements of the Group and of the Company misleading.


DIRECTORS’ REPORT

VALUATION METHODS At the date of this report, the directors are not aware of any circumstances which have arisen which render adherence to the existing methods of valuation of assets or liabilities of the Group and of the Company misleading or inappropriate.

CONTINGENT AND OTHER LIABILITIES The contingent liability of the Company is disclosed in Note 47 to the financial statements. At the date of this report, there does not exist:- (a) any charge on the assets of the Group and of the Company that has arisen since the end of

the financial year which secures the liabilities of any other person; or (b) any contingent liability of the Group and of the Company which has arisen since the end of

the financial year. No contingent or other liability of the Group and of the Company 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 and of the Company to meet their obligations when they fall due.

CHANGE OF CIRCUMSTANCES 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 of the Group and of the Company which would render any amount stated in the financial statements misleading.

ITEMS OF AN UNUSUAL NATURE The results of the operations of the Group and of the Company during the financial year were not, in the opinion of the directors, substantially affected by any item, transaction or event of a material and unusual nature. There has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors, to affect substantially the results of the operations of the Group and of the Company for the financial year.


DIRECTORS’ REPORT

DIRECTORS

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

SIA KWEE MOW @ SIA HOK CHAI SIA TEONG HENG MUN CHONG SHING @ MUN CHONG TIAN DATO’ LIM PHAIK GAN DATO’ DR. NORRAESAH BT HAJI MOHAMAD DATO’ ZAINOL ABIDIN BIN HAJI A. HAMID AHMAD FIZAL BIN OTHMAN

DIRECTORS’ INTERESTS According to the register of directors’ shareholdings, the interests of directors holding office at the end of the financial year in shares in the Company and its related corporations during the financial year are as follows:- NUMBER OF ORDINARY SHARES OF RM1 EACH AT

1.4.2007

BOUGHT

SOLD AT

31.3.2008 DIRECT INTERESTS SIA KWEE MOW @ SIA HOK CHAI 1,480,800 - - 1,480,800 SIA TEONG HENG 4,677,992 - - 4,677,992 MUN CHONG SHING @ MUN CHONG TIAN 21,782 - - 21,782 INDIRECT INTERESTS SIA KWEE MOW @ SIA HOK CHAI 19,498,523 - - 19,498,523 SIA TEONG HENG 19,498,523 - - 19,498,523

By virtue of their interests in the Company, Sia Kwee Mow @ Sia Hok Chai and Sia Teong Heng are deemed to have interests in the shares in the subsidiaries to the extent of the Company’s interest, in accordance with Section 6A of the Companies Act, 1965. None of the other directors holding office at the end of the financial year had any interest in shares of the Company or its related corporations during the financial year.


DIRECTORS’ REPORT

DIRECTORS’ BENEFITS Since the end of the previous financial year, no director has received or become entitled to receive any benefit (other than a benefit included in the aggregate amount of emoluments received or due and receivable by directors as shown in the financial statements, or the fixed salary of a full-time employee of the Company) by reason of a contract made by the Company or a related corporation with the director or with a firm of which the director is a member, or with a company in which the director has a substantial financial interest except for any benefits which may be deemed to arise from transactions entered into in the ordinary course of business with companies in which certain directors have substantial financial interests as disclosed in Note 45 to the financial statements. Neither during nor at the end of the financial year was the Company or its subsidiaries a party to any arrangements whose object is to enable the directors to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate.

SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR The significant events during the financial year are disclosed in Note 51 to the financial statements.


DIRECTORS’ REPORT

AUDITORS The auditors, Messrs. Horwath, have expressed their willingness to continue in office.

SIGNED IN ACCORDANCE WITH A RESOLUTION OF THE DIRECTORS DATED 28 JULY 2008

Sia Kwee Mow @ Sia Hok Chai

Mun Chong Shing @ Mun Chong Tian


STATEMENT BY DIRECTORS We, Sia Kwee Mow @ Sia Hok Chai and Mun Chong Shing @ Mun Chong Tian, being two of the directors of SBC Corporation Berhad, state that, in the opinion of the directors, the financial statements set out on pages 11 to 80 are drawn up in accordance with applicable approved Financial Reporting Standards in Malaysia and the provisions of the Companies Act, 1965 so as to give a true and fair view of the state of affairs of the Group and of the Company at 31 March 2008 and of their results and cash flows for the financial year ended on that date.

SIGNED IN ACCORDANCE WITH A RESOLUTION OF THE DIRECTORS DATED 28 JULY 2008

Sia Kwee Mow @ Sia Hok Chai Mun Chong Shing @ Mun Chong Tian

STATUTORY DECLARATION

I, Lee Yan Yaw, I/C No. 710315-10-5509, being the officer primarily responsible for the financial management of SBC Corporation Berhad, do solemnly and sincerely declare that the financial statements set out on pages 11 to 80 are, to the best of my knowledge and belief, correct, and I make this solemn declaration conscientiously believing the same to be true and by virtue of the provisions of the Statutory Declarations Act, 1960. Subscribed and solemnly declared by Lee Yan Yaw, I/C No. 710315-10-5509, at Kuala Lumpur in the Federal Territory on this 28 July 2008.

Lee Yan Yaw Before me Mohd Radzi Bin Yasin (W327) Commissioner for Oaths

INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF

SBC CORPORATION BERHAD (Incorporated In Malaysia) Company No : 199310 - P

Report on the Financial Statements

We have audited the financial statements of SBC Corporation Berhad, which comprise the balance sheets as at 31 March 2008 of the Group and of the Company, and the income statements, statements of changes in equity and cash flow statements of the Group and of the Company for the year then ended, and a summary of significant accounting policies and other explanatory notes, as set out on pages 11 to 80. Directors’ Responsibility for the Financial Statements The directors of the Company are responsible for the preparation and fair presentation of these financial statements in accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia. This responsibility includes designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error, selecting and applying appropriate accounting policies, and making accounting estimates that are reasonable in the circumstances. Auditors’ Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on our judgment, including the assessment of risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.


SBC CORPORATION BERHAD (CONT’D) (Incorporated in Malaysia) Company No : 199310 - P

Opinion

In our opinion, the financial statements have been properly drawn up in accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia so as to give a true and fair view of the financial position of the Group and of the Company as of 31 March 2008 and of their financial performance and cash flows for the year then ended.

Report on Other Legal and Regulatory Requirements In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following:-

(a) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company and its subsidiaries of which we have acted as auditors have been properly kept in accordance with the provisions of the Act;

(b) We have considered the accounts and the auditors’ reports of all the subsidiaries of which we have not acted as auditors, which are indicated in Note 6 to the financial statements;

(c) We are satisfied that the accounts of the subsidiaries that have been consolidated with the Company’s financial statements are in form and content appropriate and proper for the purposes of the preparation of the financial statements of the Group and we have received satisfactory information and explanations required by us for those purposes; and

(d) The audit reports on the accounts of the subsidiaries did not contain any qualification or any adverse comment made under Section 174(3) of the Act.


SBC CORPORATION BERHAD (CONT’D) (Incorporated in Malaysia) Company No : 199310 - P

Other Matters This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act, 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report.

Horwath James Chan Kuan Chee Firm No: AF 1018 Approval No: 2271/10/09 (J) Chartered Accountants Partner Kuala Lumpur 28 July 2008


BALANCE SHEETS AT 31 MARCH 2008

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

THE GROUP THE COMPANY 2008 2007 2008 2007 NOTE RM RM RM RM ASSETS NON-CURRENT ASSETS Investment in subsidiaries 6 - - 210,990,785 210,990,785 Interest in associates 7 113,032,417 112,085,613 3,993,865 2,400,000 Investment in joint venture 8 - - 1,801,128 1,801,128 Property, plant and equipment 9 7,405,096 8,549,543 387,635 2,657 Investment properties 10 - 3,122,452 - - Land held for property development 11 77,385,675 87,700,188 - - Other assets 12 220,300 220,300 - - Goodwill on consolidation 13 27,499,451 27,499,451 - - 225,542,939 239,177,547 217,173,413 215,194,570

CURRENT ASSETS Inventories 14 659,001 726,148 - - Property development costs 15 55,151,791 59,707,257 - - Receivables 16 38,191,784 59,332,215 893,608 479,393 Amount owing by contract customers 17 2,354,585 2,616,779 - - Amount owing by subsidiaries 18 - - 57,297,883 58,919,707 Amount owing by associates 19 6,571,977 5,390,600 237,184 11,434 Amount owing by joint venture 20 72,520 280,727 72,520 552,520 Tax recoverable 21 1,286,456 1,367,292 3,639,260 3,451,474 Short-term deposits with licensed banks 22 985,000 3,334,226 - 1,239,225 Cash and bank balances 23 10,015,198 13,918,913 2,510,961 12,077,309 115,288,312 146,674,157 64,651,416 76,731,062 TOTAL ASSETS 340,831,251 385,851,704 281,824,829 291,925,632


BALANCE SHEETS AT 31 MARCH 2008 (CONT’D)


THE GROUP THE COMPANY 2008 2007 2008 2007 NOTE RM RM RM RM EQUITY AND LIABILITIES EQUITY Share capital 24 82,435,000 82,435,000 82,435,000 82,435,000 Reserves 25 133,602,532 130,690,786 133,338,283 133,735,893 SHAREHOLDERS’ EQUITY 216,037,532 213,125,786 215,773,283 216,170,893 MINORITY INTEREST 39,014 - - - TOTAL EQUITY 216,076,546 213,125,786 215,773,283 216,170,893 LIABILITIES NON-CURRENT LIABILITIES Long-term borrowings 26 32,879,564 33,939,069 24,314,819 - Deferred taxation 29 966,746 966,746 - - 33,846,310 34,905,815 24,314,819 - CURRENT LIABILITIES

Amount owing to contract customers 17 4,932,581 2,850,429 - - Payables 30 37,673,403 42,512,894 285,918 371,667 Amount owing to subsidiaries 18 - - 19,397,294 12,375,674 Amount owing to associates 19 78,236 3,378 - - Amount owing to a director 31 1,867,680 1,867,680 1,867,680 1,867,680 Short-term borrowings 32 23,981,994 14,874,442 17,735,306 5,000,000 ABBA Bonds 33 - 48,683,146 - 48,683,146 Bank overdrafts 34 22,374,501 27,028,134 2,450,529 7,456,572 90,908,395 137,820,103 41,736,727 75,754,739 TOTAL LIABILITIES 124,754,705 172,725,918 66,051,546 75,754,739 TOTAL EQUITY AND LIABILITIES 340,831,251 385,851,704 281,824,829 291,925,632

NET ASSETS PER ORDINARY SHARE (RM)

35

2.62

2.59


INCOME STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 MARCH 2008


THE GROUP THE COMPANY 2008 2007 2008 2007 NOTE RM RM RM RM REVENUE 36 107,054,789 77,102,946 10,296,801 8,338,611 COST OF SALES 37 (87,834,953) (60,499,310) - - GROSS PROFIT 19,219,836 16,603,636 10,296,801 8,338,611 OTHER INCOME 2,202,590 1,324,144 29,999 203,976 ADMINISTRATIVE EXPENSES (8,964,127) (8,315,933) (4,336,804) (1,282,327) OTHER EXPENSES (1,008,602) (5,382,766) (233,310) (407,665) FINANCE COSTS (6,316,002) (6,705,397) (5,054,663) (5,868,501) SHARE OF (LOSS)/PROFIT OF ASSOCIATES (647,061) 269,211 - - PROFIT/(LOSS) BEFORE TAXATION 38 4,486,634 (2,207,105) 702,023 984,094 INCOME TAX EXPENSE 39 (983,101) (802,167) (497,860) (307,203) PROFIT/(LOSS) AFTER TAXATION 3,503,533 (3,009,272) 204,163 676,891

ATTRIBUTABLE TO:- Equity holders of the Company 3,513,519 (3,009,272) 204,163 676,891 Minority interests (9,986) - - - 3,503,533 (3,009,272) 204,163 676,891 Earnings/(Loss) per share

- basic 40 4.3 sen (3.7) sen - diluted 40 N/A N/A

Dividend per ordinary share - final 41 1 sen 1 sen


STATEMENTS OF CHANGES IN EQUITY FOR THE FINANCIAL YEAR ENDED 31 MARCH 2008


ATTRIBUTABLE TO EQUITY HOLDERS OF THE COMPANY

SHARE SHARE RETAINED CAPITAL MINORITY TOTAL

NOTE CAPITAL PREMIUM PROFITS RESERVE TOTAL INTERESTS EQUITY RM RM RM RM RM RM RM THE GROUP Balance at 1.4.2006 82,435,000 111,412,895 21,680,691 1,199,999 216,728,585 - 216,728,585 Loss after taxation for the financial year - - (3,009,272) - (3,009,272) - (3,009,272) Dividend 41 - - (593,527) - (593,527) - (593,527) Balance at 31.3.2007/1.4.2007 82,435,000 111,412,895 18,077,892 1,199,999 213,125,786 - 213,125,786 Profit after taxation for the financial year - - 3,513,519 - 3,513,519 (9,986) 3,503,533

Subscription for shares in a subsidiary - - - - - 49,000 49,000

Dividend 41 - - (601,773) - (601,773) - (601,773) Balance at 31.3.2008 82,435,000 111,412,895 20,989,638 1,199,999 216,037,532 39,014 216,076,546


STATEMENTS OF CHANGES IN EQUITY FOR THE FINANCIAL YEAR ENDED 31 MARCH 2008 (CONT’D)


SHARE REVALUATION RETAINED CAPITAL RESERVE PROFITS TOTAL THE COMPANY NOTE RM RM RM RM Balance at 1.4.2006 82,435,000 111,412,895 22,239,634 216,087,529 Profit after taxation for the financial year

-

- 676,891

676,891

Dividend 41 - - (593,527) (593,527)

Balance at 31.3.2007/1.4.2007 82,435,000 111,412,895 22,322,998 216,170,893 Profit after taxation for the financial year

-

- 204,163 204,163

Dividend 41 - - (601,773) (601,773)

Balance at 31.3.2008 82,435,000 111,412,895 21,925,388 215,773.283


CASH FLOW STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 MARCH 2008


THE GROUP THE COMPANY 2008 2007 2008 2007 NOTE RM RM RM RM CASH FLOWS (FOR)/ FROM OPERATING ACTIVITIES Profit/(Loss) before taxation 4,486,634 (2,207,105) 702,023 984,094

Adjustments for:- Allowance for doubtful debts 214,034 - - - Amortisation of bond expenses 144,265 277,770 144,265 277,770 Bad debts written off 74,922 697,574 4,626 - Depreciation of property, plant and equipment 717,935 580,160 98,804 4,895 Interest expense/ finance charges 6,201,668 6,564,396 5,009,169 5,817,195 Impairment loss on investment properties - 2,074,556 - - Impairment loss on land held for property development - 1,858,834 - - Investment in subsidiaries written off - - - 125,000 Property, plant and equipment written off 8,303 - - - Waiver of debts (211,269) - (203,976) Dividend income - - (6,500,000) (5,000,000) (Gain)/Loss on disposal of investment properties (48,248) 413,987 - - Gain on disposal of land held for future development (383,552) - - - Gain on disposal of property, plant and equipment (71,949) (155,791) (29,999) - Interest income (823,441) (513,693) (206,714) (768,966) Share of loss/(profit) in associates 647,061 (269,211) - - Operating profit/(loss) before working capital changes 11,167,632 9,110,208 (777,826) 1,236,012 Decrease in inventories 67,147 557,274 - - Decrease/(Increase) in property development costs 11,762,574 (4,273,713) - - Increase in receivables (8,217,525) (17,243,790) (418,841) (252,966) (Decrease)/Increase in payables (4,914,691) 10,272,117 (160,949) 126,902 Net decrease in amount owing by contract customers 2,344,346 1,808,200 - - CASH FROM/(FOR) OPERATIONS 12,209,483 230,296 (1,357,616) 1,109,948 Interest paid (4,208,853) (2,077,587) (3,016,354) (1,330,386) Net tax (paid)/refunded (902,265) (618,234) (70,526) 797,450 NET CASH FROM/(FOR) OPERATING ACTIVITIES CARRIED FORWARD 7,098,365 (2,465,525) (4,444,496) 577,012


CASH FLOW STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 MARCH 2008 (CONT’D)


THE GROUP THE COMPANY 2008 2007 2008 2007 NOTE RM RM RM RM NET CASH FROM/(FOR) OPERATING ACTIVITIES BROUGHT FORWARD 7,098,365 (2,465,525) (4,444,496) 577,012 CASH FLOWS (FOR)/FROM

INVESTIING ACTIVITIES Acquisition of associates (1,593,865) - (1,593,865) - Acquisition of joint venture - - - (1,088,628) Additional investment in subsidiaries 49,000 (181,811) - (51,000) Repayment from subsidiaries - - 1,621,824 7,254,414 Interest received 823,441 513,693 206,714 369,482 Dividends received from subsidiaries - - 4,810,000 3,650,000 Repayment from/ (Advances to) joint venture 208,207 (280,727) 480,000 (561,454) Incidental cost for investment properties - (117,070) - - Payment for land held for development (2,941,967) (2,468,347) - - Purchase of property, plant and equipment 42 (287,778) (1,204,262) (107,783) - Proceeds from disposal of land held for future development 7,514,910 - - - Proceeds from disposal of property, plant and equipment 71,950 170,264 30,000 - Proceeds from disposal of investment properties 3,170,700 1,374,000 - - Investment in club membership - (134,000) - - Withdrawal/(Placement) of cash in sinking fund account 11,129,109 (3,877,963) 12,001,075 (3,877,963) (Advances to)/Repayment from associates (1,181,377) 8,934 (225,750) 8,934 NET CASH FROM/(FOR) INVESTING ACTIVITIES 16,962,330 (6,197,289) 17,222,215 5,703,785

BALANCE CARRIED FORWARD 24,060,695 (8,662,814) 12,777,719 6,280,797


CASH FLOW STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 MARCH 2008 (CONT’D)


THE GROUP THE COMPANY 2008 2007 2008 2007 Note RM RM RM RM BALANCE BROUGHT FORWARD 24,060,695 (8,662,814) 12,777,719 6,280,797 CASH FLOWS FOR FINANCING ACTIVITIES

Payment of bond expenses (12,001) (59,932) (12,001) (59,932) Repayment of bonds 33 (50,808,225) (2,478,450) (50,808,225) (2,478,450) Advances from/ (Repayment to) associates 74,858 (13,333) - - Advances from/ (Repayment to) subsidiaries - - 8,096,500 (5,503,106) Dividend paid to shareholders of the Company (601,773) (593,527) (601,773) (593,527) Repayment of revolving credit (2,994,400) (1,050,000) - - Drawdown of term loans 44,636,915 6,400,068 40,000,000 - Repayment of term loans (4,698,460) (3,007,129) (3,219,340) - Repayment of hire purchase obligations (127,808) (101,107) (31,335) - NET CASH FOR FINANCING ACTIVITIES (14,530,894) (903,410) (6,576,174) (8,635,015) NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS 9,529,801 (9,566,224) 6,201,545 (2,354,218) CASH AND CASH EQUIVALENTS AT BEGINNING OF THE FINANCIAL YEAR (21,776,070) (12,209,846) (6,141,113) (3,786,895) CASH AND CASH EQUIVALENTS AT END OF THE FINANCIAL YEAR 43 (12,246,269) (21,776,070) 60,432 (6,141,113)


NOTES TO FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 MARCH 2008

1. GENERAL INFORMATION The Company is a public company limited by shares and is incorporated under the

Malaysian Companies Act, 1965. The domicile of the Company is Malaysia. The registered office, which is also the principal place of business, is at Wisma Siah Brothers, 74A, Jalan Pahang, 53000 Kuala Lumpur.

The financial statements were authorised for issue by the Board of Directors in

accordance with a resolution of the directors dated 28 July 2008.

2. PRINCIPAL ACTIVITIES

The Company is principally engaged in the businesses of investment holding and the provision of management and administrative services to the subsidiaries. The principal activities of the subsidiaries are disclosed in Note 6 to the financial statements. There have been no significant changes in the nature of these activities during the financial year.

3. FINANCIAL RISK MANAGEMENT POLICIES The Group's financial risk management policy seeks to ensure that adequate financial resources are available for the development of the Group's business whilst managing its market, credit, liquidity and cash flow risks. The policies in respect of the major areas of treasury activity are as follows:- (a) Market Risk

(i) Foreign Currency Risk

The Group is exposed to foreign exchange risk on investments and bank balances that are denominated in foreign currencies. The Group’s foreign currency transactions and balances are substantially denominated in Thai Baht. The Group does not seek to hedge this exposure as the Group is of the opinion that the fluctuations of the Thai Baht do not have any significant impact on the financial statements.



3. FINANCIAL RISK MANAGEMENT POLICIES (CONT’D)

(a) Market Risk (Cont’d)

(ii) Interest Rate Risk

The Group obtains financing through bank borrowings and hire purchase facilities. Its policy is to obtain the most favourable interest rates available. Surplus funds are placed with licensed financial institutions at the most favourable interest rates.

(iii) Price Risk

The Group’s principal exposure to market risks arises mainly from changes in quoted equity prices. The Group does not use derivative instruments to manage equity risk.

(b) Credit Risk

The Group's exposure to credit risks, or the risk of counterparties defaulting, arises mainly from receivables. The maximum exposure to credit risks is represented by the total carrying amount of these financial assets in the balance sheet reduced by the effects of any netting arrangements with counterparties.

The Group does not have any major concentration of credit risk related to any individual customer or counterparty.

The Group manages its exposure to credit risk by the application of credit approvals, credit limits and monitoring procedures on an ongoing basis.

(c) Liquidity and Cash Flow Risk

The Group's exposure to liquidity and cash flow risks arises mainly from general funding and business activities.

It practises prudent liquidity risk management by maintaining sufficient cash balances and the availability of funding through certain committed credit facilities.



4. BASIS OF PREPARATION

The financial statements of the Group and of the Company are prepared under the historical cost convention and modified to include other bases of valuation as disclosed in other sections under significant accounting policies, and in compliance with applicable approved Financial Reporting Standards in Malaysia and the provisions of the Companies Act, 1965. During the current financial year, the Group and the Company have adopted the following new and revised Financial Reporting Standards (“FRSs”) issued by the Malaysian Accounting Standards Board (“MASB”):

(a) FRSs issued and effective for financial periods beginning on or after 1 October 2006:

FRS 117 Leases

FRS 124 Related Party Disclosures (b) FRSs issued and effective for financial periods beginning on or after 1 January

2007:

FRS 6 Exploration for and Evaluation of Mineral Resources FRS 1192004 Amendment to FRS 1192004 Employee Benefits - Actuarial Gains

and Losses, Group Plans and Disclosures

The adoption of FRS 124 only impacts the form and content of disclosures presented in the financial statements.

FRS 117, FRS 6 and FRS 1192004 are not relevant to the Group and the Company’s operations.

Framework for the Preparation and Presentation of Financial Statements has been issued and is effective immediately. This Framework sets out the concepts that underlie the preparation and presentation of financial statements for external users. It is not a MASB approved accounting standard and hence, does not define standards for any particular measurement or disclosure issue. The Group and the Company have applied this Framework from the financial year ended 31 March 2008 onwards.



4. BASIS OF PREPARATION (CONT’D)

The Group and the Company have not adopted FRS 139 - Financial Instruments: Recognition and Measurement and the consequential amendments resulting from FRS 139 as the effective date is deferred to a date to be announced by the MASB. FRS 139 establishes the principles for the recognition and measurement of financial assets and financial liabilities including circumstances under which hedge accounting is permitted. By virtue of the exemption provided under paragraph 103AB of FRS 139, the impact of applying FRS 139 on its financial statements upon initial application of the standard as required by paragraph 30(b) of FRS 108 is not disclosed.

The following FRSs have been issued and are effective for financial periods beginning on or after 1 July 2007 and will be effective for the Group and the Company’s financial statements for the financial year ending 31 March 2009: FRS 107 Cash Flow Statements FRS 111 Construction Contracts FRS 112 Income Taxes FRS 118 Revenue FRS 120 Accounting for Government Grants and Disclosure of Government

Assistance FRS 134 Interim Financial Reporting FRS 137 Provisions, Contingent Liabilities and Contingent Assets The above FRSs align the MASB’s FRSs with the equivalent International Accounting Standards (”IASs”), both in terms of form and content. The adoption of these standards will only impact the form and content of disclosures presented in the financial statements. FRS 120 is not relevant to the Group and the Company’s operations. The Group and the Company will apply these FRSs from the financial year ending 31 March 2009 onwards. Amendment to FRS 121 - The Effects of Changes in Foreign Exchange Rates Net Investment in a Foreign Operation has been issued and is effective for financial periods beginning on or after 1 July 2007. This amendment results in exchange differences arising from a monetary item that forms part of the Group’s net investment in a foreign operation to be recognised in equity irrespective of the currency in which the monetary item is denominated and whether the monetary item results from a transaction with the Company or any of its subsidiaries/associates/joint ventures. Previously, exchange differences arising from such transactions between the Company and its subsidiaries/associates/joint ventures would be accounted for in the income statement or in equity depending on the currency of the monetary item. The Group and the Company will apply this amendment from the financial year ending 31 March 2009 onwards.



4. BASIS OF PREPARATION (CONT’D) The following IC Interpretations have been issued and are effective for financial periods beginning on or after 1 July 2007 but are not relevant for the Group and the Company’s operations: IC Interpretation 1 Changes in Existing Decommissioning, Restoration and Similar

Liabilities IC Interpretation 2 Members’ Shares in Co-operative Entities and Similar Instruments IC Interpretation 5 Rights to Interests arising from Decommissioning, Restoration and

Environmental Rehabilitation Funds IC Interpretation 6 Liabilities arising from Participating in a Specific Market - Waste

Electrical and Electronic Equipment IC Interpretation 7 Applying the Restatement Approach under FRS 1292004 Financial

Reporting in Hyperinflationary Economies IC Interpretation 8 Scope of FRS 2

5. SIGNIFICANT ACCOUNTING POLICIES

(a) Critical Accounting Estimates And Judgements

Estimates and judgements are continually evaluated by the directors and management and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The estimates and judgements that affect the application of the Group’s accounting policies and disclosures, and have a significant risk of causing a material adjustment to the carrying amounts of assets, liabilities, income and expenses are discussed below:- (i) Depreciation of Property, Plant and Equipment

The estimates for the residual values, useful lives and related depreciation

charges for the property, plant and equipment are based on commercial factors which could change significantly as a result of technical innovations and competitors’ actions in response to the market conditions.

The Group anticipates that the residual values of its property, plant and equipment will be insignificant. As a result, residual values are not being taken into consideration for the computation of the depreciable amount. Changes in the expected level of usage and technological development could impact the economic useful lives and the residual values of these assets, therefore future depreciation charges could be revised.



5. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)

(a) Critical Accounting Estimates And Judgements (Cont’d)

(ii) Income Taxes

There are certain transactions and computations for which the ultimate tax determination may be different from the initial estimate. The Group recognises tax liabilities based on its understanding of the prevailing tax laws and estimates of whether such taxes will be due in the ordinary course of business. Where the final outcome of these matters is different from the amounts that were initially recognised, such difference will impact the income tax and deferred tax provisions in the period in which such determination is made.

(iii) Impairment of Assets

When the recoverable amount of an asset is determined based on the estimate of the value-in-use of the cash-generating unit to which the asset is allocated, the Group is required to make an estimate of the expected future cash flows from the cash-generating unit and also to apply a suitable discount rate in order to determine the present value of those cash flows.

(iv) Property Development

The Group recognises property development revenue and expenses in the income statement by using the stage of completion method. The stage of completion is determined by the proportion that the property development costs incurred for work performed to date bear to the estimated total property development costs. Significant judgement is required in determining the stage of completion, the extent of the property development costs incurred, the estimated total property development revenue and costs, as well as the recoverability of the development projects. In making the judgement, the Group evaluates based on past experience and by relying on the work of specialists.




(a) Critical Accounting Estimates And Judgements (Cont’d)

(v) Construction Contracts

Construction contracts accounting requires reliable estimation of the costs to complete the contract and reliable estimation of the stage of completion.

(i) Contract Revenue

Construction contracts accounting requires that variation claims and incentive payments only be recognised as contract revenue to the extent that it is probable that they will be accepted by the customers. As the approval process often takes some time, a judgement is required to be made of its probability and revenue recognised accordingly.

(ii) Contract Costs

Using experience gained on each particular contract and taking into account the expectations of the time and materials required to complete the contract, management estimates the profitability of the contract on an individual basis at any particular time.

(vi) Allowance for Doubtful Debts of Receivables

The Group makes allowance for doubtful debts based on an assessment of the recoverability of receivables. Allowances are applied to receivables where events or changes in circumstances indicate that the carrying amounts may not be recoverable. Management analyses historical bad debt, customer concentrations, customer creditworthiness, current economic trends and changes in customer payment terms when making a judgement to evaluate the adequacy of the allowance for doubtful debts of receivables. Where the expectation is different from the original estimate, such difference will impact the carrying value of receivables.

(vii) Allowance for Inventories Reviews are made periodically by management on damaged, obsolete and slow-moving inventories. These reviews require judgement and estimates. Possible changes in these estimates could result in revisions to the valuation of inventories.




(b) Financial Instruments

Financial instruments are recognised in the balance sheet when the Group and the Company has become a party to the contractual provisions of the instruments. Financial instruments are classified as liabilities or equity in accordance with the substance of the contractual arrangement. Interest, dividends, gains and losses relating to a financial instrument classified as a liability, are reported as an expense or income. Distributions to holders of financial instruments classified as equity are charged directly to equity.

Financial instruments are offset when the Group and the Company has a legally enforceable right to offset and intends to settle either on a net basis or to realise the asset and settle the liability simultaneously. Financial instruments recognised in the balance sheet are disclosed in the individual policy statement associated with each item.

(c) Functional and Foreign Currency

(i) Functional and Presentation Currency

The functional currency of the Group is measured using the currency of the primary economic environment in which the Group operates. The consolidated financial statements are presented in Ringgit Malaysia (“RM”) which is the parent’s functional and presentation currency.

(ii) Transactions and Balances

Transactions in foreign currency are converted into the respective functional currencies on initial recognition, using the exchange rates approximating those ruling at the transaction dates. Monetary assets and liabilities at the balance sheet date are translated at the rates ruling as of that date. Non-monetary assets and liabilities are translated using exchange rates that existed when the values were determined. All exchange differences are taken to the income statement.




(c) Functional and Foreign Currency (Cont’d) (iii) Foreign Operations

The results and financial position of all the Group entities that have a functional currency different from the presentation currency are translated into the presentation currency as follows:-

(i) assets and liabilities for each balance sheet presented are translated

at the closing rate at the date of the balance sheet; (ii) income and expense for the income statement are translated at the

average exchange rates for the year; and (iii) all resulting exchange differences are recognised as a separate

component of equity, as a foreign currency translation reserve. On disposal, accumulated translation differences are recognised in the consolidated income statements as part of the gain or loss on sale.

(d) Basis of Consolidation

The consolidated financial statements incorporate the financial statements of the Company and all its subsidiaries made up to 31 March 2008. A subsidiary is defined as an enterprise in which the Company has the power, directly or indirectly, to exercise control over the financial and operating policies so as to obtain benefits from its activities. All subsidiaries are consolidated using the purchase method. Under the purchase method, the results of subsidiaries acquired or disposed of are included from the date of acquisition or up to the date of disposal. At the date of acquisition, the fair values of the subsidiaries’ net assets are determined and these values are reflected in the consolidated financial statements. The cost of acquisition is measured at the aggregate of the fair values, at the date of exchange, of assets given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the acquiree, plus any costs directly attributable to the business combination. Intragroup transactions, balances and unrealised gains on transactions are eliminated; unrealised losses are also eliminated unless cost cannot be recovered. Where necessary, adjustments are made to the financial statements of subsidiaries to ensure consistency of accounting policies with those of the Group.




(e) Goodwill On Consolidation

Goodwill on consolidation represents the excess of the fair value of the purchase consideration over the Group's share of the fair values of the identifiable net assets of the subsidiaries at the date of acquisition. Goodwill is measured at cost less accumulated impairment losses, if any. The carrying value of goodwill is reviewed for impairment annually. The impairment value of goodwill is recognised immediately in the consolidated income statement. An impairment loss recognised for goodwill is not reversed in a subsequent period.

If, after reassessments, the Group's interest in the fair values of the identifiable net

assets of the subsidiaries exceeds the cost of the business combinations, the excess is recognised immediately in the consolidated income statement.

(f) Investments

(i) Investments in Subsidiaries, Associates and Joint Ventures

Investments in subsidiaries, associates and joint ventures are stated at cost in the balance sheet of the Company and are reviewed for impairment at the end of the financial year if events or changes in circumstances indicate that their carrying values may not be recoverable. On the disposal of the investments in subsidiaries, associates and joint ventures, the difference between the net disposal proceeds and the carrying amount of the investments is taken to the income statement.

(ii) Investments in Club Membership

The investment in club membership is stated at cost and is reviewed for impairment at the end of the financial year if events or changes in circumstances indicate that its carrying value may not be recovered.




(g) Associates

An associate is an entity in which the Company has a long-term equity interest and where it exercises significant influence over the financial and operating policies. The investments in associates in the consolidated financial statements are accounted for under the equity method, based on the financial statements of the associates made up to 31 March 2008. The Company's share of the post acquisition profits of the associates is included in the consolidated income statement and the Company's interest in associates is stated at cost plus the Company's share of the post-acquisition retained profits and reserves. Unrealised gains on transactions between the Company and the associates are eliminated to the extent of the Company's interest in the associate. Unrealised losses are eliminated unless cost cannot be recovered.

(h) Investment in Joint Venture

A joint venture represents a business arrangement formed under contract with a third party to undertake specific projects.

The investment in the joint venture is accounted for using the proportionate consolidation method whereby assets, liabilities and the income statement of the joint venture are consolidated in the Group's financial statements in the proportion of the Group's interest in the venture.

(i) Property, Plant and Equipment

Property, plant and equipment, other than freehold land, are stated at cost less accumulated depreciation and impairment loss, if any. Freehold land is stated at cost and is not depreciated.

Depreciation is calculated under the straight-line method to write off the cost of the assets over their estimated useful lives. Depreciation of an asset does not cease when the asset becomes idle or is retired from active use unless the asset is fully depreciated. The principal annual rates used for this purpose are:- Building Remaining useful life of 20 years Plant and machinery, construction machinery and equipment, formwork, scaffoldings and containers 5% - 25% Office renovation, office equipment, computers, furniture and fittings, tools and sales office 5% - 20% Motor vehicles 20%



5. SIGNIFICANT ACCOUNTING POLICIES (CONT’D) (i) Property, Plant and Equipment (Cont’d)

The depreciation method, useful life and residual values are reviewed, and adjusted if appropriate, at each balance sheet date to ensure that the amount, method and period of depreciation are consistent with previous estimates and the expected pattern of consumption of the future economic benefits embodied in the items of the property, plant and equipment. An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected from its use. Any gain or loss arising from derecognition of the asset is included in the income statement in the year the asset is derecognised.

(j) Land Held for Property Development

Land held for property development is carried at cost less any accumulated impairment losses. Where land held for property development had previously been recorded at a revalued amount, the revalued amount is retained as its surrogate cost.

Land held for property development is classified as non-current asset where no development activities are carried out or where development activities are not expected to be completed within the normal operating cycle. Costs associated with the acquisition of land include the purchase price of the land, professional fees, stamp duties, commissions, conversion fees and other relevant levies. Pre-acquisition costs are charged to the income statement as incurred unless such costs are directly identifiable to the consequent property development activity.

Land held for property development is transferred to current asset when development activities have commenced and where it can be demonstrated that the development activities can be completed within the normal operating cycle.




(k) Impairment of Assets The carrying values of assets, other than those to which FRS 136 - Impairment of Assets does not apply, are reviewed at each balance sheet date for impairment when there is an indication that the assets might be impaired. Impairment is measured by comparing the carrying values of the assets with their recoverable amounts. The recoverable amount of the assets is the higher of the assets' net selling price and their value-in-use, which is measured by reference to discounted future cash flow.

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

In respect of assets other than goodwill, and when there is a change in the estimates used to determine the recoverable amount, a subsequent increase in the recoverable amount of an asset is treated as a reversal of the previous impairment loss and is recognised to the extent of the carrying amount of the asset that would have been determined (net of amortisation and depreciation) had no impairment loss been recognised. The reversal is recognised in the income statement immediately, unless the asset is carried at its revalued amount. A reversal of an impairment loss on a revalued asset is credited directly to the revaluation surplus. However, to the extent that an impairment loss on the same revalued asset was previously recognised as an expense in the income statement, a reversal of that impairment loss is recognised as income in the income statement.

(l) Assets under Hire Purchase

Assets acquired under hire purchase are capitalised in the financial statements and are depreciated in accordance with the policy set out in Note 5(i) above. Each hire purchase payment is allocated between the liability and finance charges so as to achieve a constant rate on the finance balance outstanding. Finance charges are allocated to the income statement over the periods of the respective hire purchase agreements.



5. SIGNIFICANT ACCOUNTING POLICIES (CONT’D) (m) Investment Properties

Investment properties are property held either to earn rental income or for capital appreciation or for both. Investment properties are stated at cost less accumulated depreciation and impairment losses, if any, consistent with the accounting policy for property, plant and equipment as stated in the financial statements. Investment properties are derecognised when they have either been disposed of or when the investment property is permanently withdrawn from use and no future benefit is expected from its disposal. On the derecognition of an investment property, the difference between the net disposal proceeds and the carrying amount is charged to the income statement.

(n) Inventories

Inventories are stated at the lower of cost and net realisable value. The unsold completed properties are stated at the lower of cost and net realisable value. For finished goods and work-in-progress, cost includes direct labour and appropriate production overheads. The cost of unsold completed properties comprises the relevant cost of land, development expenditure and related interest cost incurred during the development period. Where necessary, due allowance is made for all damaged, obsolete and slow-moving items.



5. SIGNIFICANT ACCOUNTING POLICIES (CONT’D) (o) Property Development Costs

Property development costs comprise costs associated with the acquisition of land and all costs that are directly attributable to development activities or that can be allocated on a reasonable basis to such activities.

Property development costs that are not recognised as an expense are recognised as an asset and carried at the lower of cost and net realisable value. When the financial outcome of a development activity can be reliably estimated, the amount of property revenues and expenses recognised in the income statement are determined by reference to the stage of completion of development activity at the balance sheet date. When the financial outcome of a development activity cannot be reliably estimated, the property development revenue is recognised only to the extent of property development costs incurred that will be recoverable. The property development costs on the development units sold are recognised as an expense in the period in which they are incurred.

Where it is probable that property development costs will exceed property development revenue, any expected loss is recognised as an expense in the income statement immediately, including costs to be incurred over the defects liability period.

(p) Progress Billings/Accrued Billings

In respect of progress billings:- (i) where revenue recognised in the income statement exceeds the billings to

purchasers, the balance is shown as accrued billings under current assets; and

(ii) where billings to purchasers exceed the revenue recognised to the income

statement, the balance is shown as progress billings under current liabilities.

(q) Amount Owing By/To Contract Customers

The amount owing by/to contract customers is stated at cost plus profits attributable to contracts in progress less progress billings and allowance for foreseeable losses, if any. Cost includes direct materials, labour and applicable overheads.



5. SIGNIFICANT ACCOUNTING POLICIES (CONT’D) (r) Receivables

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

(s) Cash and Cash Equivalents

Cash and cash equivalents comprise cash in hand, bank balances, demand deposits, deposits pledged with financial institutions, bank overdrafts and short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

(t) Payables

Payables are stated at cost which is the fair value of the consideration to be paid in the future for goods and services received.

(u) Interest-bearing Borrowings

Interest-bearing bank loans and overdrafts are recorded at the amount of proceeds received, net of transaction costs. Borrowing costs directly attributable to the acquisition and construction of development properties and property, plant and equipment are capitalised as part of the cost of those assets, until such time as the assets are ready for their intended use or sale. Capitalisation of borrowing costs is suspended during extended periods in which active development is interrupted. All other borrowing costs are charged to the income statement as expenses in the period in which they are incurred.

(v) Bonds

Bonds issued by the Company and the Group are initially recognised based on proceeds received, net of issuance expenses incurred and are adjusted in subsequent years for amortisation of premium and/or accretion of discount to maturity, using the effective yield method. The premium amortised and/or discount accreted is recognised in the income statement over the period of the bonds.




(w) Income Taxes

Income taxes on the profit or loss for the financial year comprises current and deferred tax. Current tax is the expected amount of income taxes payable in respect of the taxable profit for the year and is measured using the tax rates that have been enacted or substantially enacted at the balance sheet date. Deferred taxation is provided in full, using the liability method, on all material temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax liabilities are recognised for all taxable temporary differences other than those that arise from goodwill or excess of the acquirer's interest in the net fair value of the acquiree's identifiable assets, liabilities and contingent liabilities over the business combination costs or from the initial recognition of an asset or liability in a transaction which is not a business combination and at the time of the transaction, affects neither accounting profit nor taxable profit. Deferred tax assets are recognised for all deductible temporary differences, unused tax losses and unused tax credits to the extent that it is probable that future taxable profit will be available against which the deductible temporary differences, unused tax losses and unused tax credits can be utilised.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period when the asset is realised or the liability is settled, based on the tax rates that have been enacted or substantially enacted at the balance sheet date. Deferred tax is recognised in the income statement, except when it arises from a transaction which is recognised directly in equity, in which case the deferred tax is also charged or credited directly to equity, or when it arises from a business combination that is an acquisition, in which case the deferred tax is included in the resulting goodwill or excess of the acquirer's interest in the net fair value of the acquiree's identifiable assets, liabilities and contingent liabilities over the business combination costs. The carrying amounts of deferred tax assets are reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient future taxable profits will be available to allow all or part of the deferred tax assets to be utilised.




(x) Equity Instruments

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from proceeds. Dividends on ordinary shares are recognised as liabilities when approved for appropriation.

(y) Employee Benefits

(i) Short-term Benefits

Wages, salaries, paid annual leave, bonuses and social security contributions are recognised as an expense in the year in which the associated services are rendered by employees of the Group. Short-term accumulating compensated absences such as paid annual leave are recognised when services are rendered by employees that increase their entitlement to future compensated absences, and short-term non-accumulating compensated absences such as sick leave are recognised when the absences occur.

(ii) Defined Contribution Plans

The Group’s contributions to a defined contribution plan are charged to the income statement in the period to which they relate. Once the contributions have been paid, the Group has no further liability in respect of the defined contribution plan. A foreign subsidiary of the Group makes contributions to its respective country’s pension schemes. Such contributions are recognised as an expense in the income statement as incurred.



5. SIGNIFICANT ACCOUNTING POLICIES (CONT’D) (z) Related Parties

For the purposes of these financial statements, a party is considered to be related if:- (i) directly, or indirectly through one or more intermediaries, the party:-

• controls, is controlled by, or is under common control with, the entity (this includes parents, subsidiaries and fellow subsidiaries);

• has an interest in the entity that gives it significant influence over the

entity; or

• has joint control over the entity; (ii) the party is an associate of the entity; (iii) the party is a joint venture in which the entity is a venturer; (iv) the party is a member of the key management personnel of the entity or its

parent; (v) the party is a close member of the family of any individual referred to in (i)

or (iv); (vi) the party is an entity that is controlled, jointly controlled or significantly

influenced by, or for which significant voting power in such entity resides with, directly or indirectly, any individual referred to in (iv) or (v); or

(vii) the party is a post-employment benefit plan for the benefit of employees of

the entity, or of any entity that is a related party of the entity. Close members of the family of an individual are those family members who may be expected to influence, or be influenced by, that individual in their dealings with the entity.



5. SIGNIFICANT ACCOUNTING POLICIES (CONT’D) (aa) Contingent Liabilities and Contingent Assets

A contingent liability is a possible obligation that arises from past events and whose existence will only be confirmed by the occurrence of one or more uncertain future events not wholly within the control of the Group. It can also be a present obligation arising from past events that is not recognised because it is not probable that an outflow of economic resources will be required or the amount of obligation cannot be measured reliably.

A contingent liability is not recognised but is disclosed in the notes to the financial statements. When a change in the probability of an outflow occurs so that the outflow is probable, it will then be recognised as a provision. A contingent asset is a probable asset that arises from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain events not wholly within the control of the Company.

(ab) Revenue Recognition (i) Construction Contracts

Revenue on contracts is recognised on the percentage of completion method unless the outcome of the contract cannot be reliably determined, in which case revenue on contracts is only recognised to the extent of contract costs incurred that are recoverable. Foreseeable losses, if any, are provided for in full as and when it can be reasonably ascertained that the contract will result in a loss. The stage of completion is determined based on surveys of work performed.

(ii) Property Development

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

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

Revenue on uncompleted properties contracted for sale is recognised based on the stage of completion method unless the outcome of the development cannot be reliably determined in which case the revenue on the development is only recognised to the extent of development costs incurred that are recoverable.



5. SIGNIFICANT ACCOUNTING POLICIES (CONT’D) (ab) Revenue Recognition (Cont’d) (ii) Property Development (Cont’d)

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

(iii) Revenue from Sale of Goods

Revenue is recognised upon delivery of goods and customers’ acceptance, and where applicable, net of returns and trade discounts.

(iv) Revenue from Services

Revenue is recognised upon rendering of services and when the outcome of the transaction can be estimated reliably. In the event the outcome of the transaction could not be estimated reliably, revenue is recognised to the extent of the expenses incurred that are recoverable.

(v) Management Fee and Administrative Charges

Management fee and administrative charges are recognised on an accrual basis.

(vi) Rental Income Rental income is recognised on an accrual basis.

(vii) Dividend Income

Dividend income from investments is recognised when the right to receive payment is established.

(viii) Interest Income

Interest income is recognised on an accrual basis, based on the effective yield on the investment. Interest income on late payment is recognised on a receipt basis.




(ac) Segmental Information

Segment revenues and expenses are those directly attributable to the segments and include any joint revenue and expenses where a reasonable basis of allocation exists. Segment assets include all assets used by a segment and consist principally of property, plant and equipment (net of accumulated depreciation, where applicable), other investments, inventories, receivables, and cash and bank balances. Most segment assets can be directly attributed to the segments on a reasonable basis. Segment assets and liabilities do not include income tax assets and liabilities respectively. Segment revenues, expenses and results include transfers between segments. The prices charged on intersegment transactions are based on normal commercial terms. These transfers are eliminated on consolidation.

6. INVESTMENT IN SUBSIDIARIES THE COMPANY 2008 2007 RM RM Unquoted shares, at cost 210,990,785 210,990,785

Details of the subsidiaries, which are all incorporated in Malaysia, are as follows:- Name of Company Effective Equity Interest Principal 2008 2007 Activities % % Syarikat Siah Brothers 100 100 General building Trading Sdn. Bhd. contractor and investment holding. Syarikat Siah Brothers 100 100 Building and civil Construction Sdn. Bhd. engineering contractor. Siah Brothers Land 100 100 Investment holding. Sdn. Bhd. Seri Ampangan Realty 100 100 Property development. Sdn. Bhd.



6. INVESTMENT IN SUBSIDIARIES (CONT’D) Name of Company Effective Equity Interest Principal 2008 2007 Activities % % Sinaran Naga Sdn. Bhd. 100 100 Property development. Mixwell (Malaysia) 100 100 Project development and Sdn. Bhd. property development. Siah Brothers Properties 100 100 Investment holding. Sdn. Bhd.* Aureate Construction 100 100 Property investment. Sdn. Bhd.* SBC Leisure Sdn. Bhd.* 100 100 Investment holding. SBC Towers Sdn. Bhd.* 100 100 Investment holding. Siah Brothers Industries 100 100 Investment holding. Sdn. Bhd. * South-East Best 100 100 Project development and Sdn. Bhd. property investment. Gracemart Resources 100 100 Property development. Sdn. Bhd. Masahmura Sdn. Bhd.* 100 100 General building contractor and trading of construction materials. Masahmura Sales & 100 100 Trading in material Service Sdn. Bhd. handling equipment, selling of spare parts and providing general services. Kiara Amalan Sdn. Bhd. 51 51 Dormant. * Not audited by Messrs. Horwath.



7. INTEREST IN ASSOCIATES

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Unquoted shares, at cost:- At 1 April 2007/2006 94,338,315 94,338,315 2,400,000 2,400,000 Addition during the financial year 1,593,865 - 1,593,865 - At 31 March 2008/2007 95,932,180 94,338,315 3,993,865 2,400,000 Share of post acquisition reserves 17,100,237 17,747,298 - - 113,032,417 112,085,613 3,993,865 2,400,000

Details of the associates, which are all incorporated in Malaysia, are as follows:- Effective Equity Principal Name of Company Interest Activities 2008 2007 % % Ligamas Sdn. Bhd.# 50.0 50.0 Property development. Varich Industries 50.0 50.0 Dormant. Sdn. Bhd.* Paling Industries Sdn. Bhd.# 40.0 40.0 Manufacturing of plastic building materials. Pasti Bumi Sdn. Bhd.* ## 19.6 19.6 Sale of plastic building materials. Liga Canggih Sdn. Bhd.*## 40.0 40.0 Dormant.



7. INTEREST IN ASSOCIATES (CONT’D) Details of the associates, which are all incorporated in Malaysia, are as follows:- Effective Equity Principal Name of Company Interest Activities 2008 2007 % % Sri Berjaya Development 33.3 33.3 Investment and Sdn. Bhd.* development of landed properties. Sri Rawang Properties 22.2 22.2 Investment in properties Sdn. Bhd.* and rubber estates. Built SBC Co., Ltd* 30.0 - Investment and selling

of properties. Kanyara Co., Ltd* 30.0 - Investment and selling

of properties. * The results of these associates have not been equity accounted as the amounts

involved are insignificant. # The share of the results of these associates is based on the latest available

unaudited management financial statements made up to 31 March 2008. ## Held by Paling Industries Sdn. Bhd. The summarised financial information of the associates are as follows:-

THE GROUP 2008 2007 RM RM Assets and liabilities Total assets 153,334,292 149,845,853 Total liabilities 21,338,289 16,653,116

Results Revenue 45,384,460 54,261,998 (Loss)/Profit for the year (1,690,799) 299,072



8. INVESTMENT IN JOINT VENTURE

THE COMPANY 2008 2007 RM RM

Unquoted shares, at cost 1,801,128 1,801,128

Details of the joint venture, which is incorporated in Thailand, are as follows:- Name of Company Effective Equity Interest Principal 2008 2007 Activities % % Tri-Development Co., Ltd 50.0 50.0 Property development. The share of the results of the joint venture is based on the unaudited financial

statements made up to 31 March 2008. The Group’s aggregate share of the non-current assets, current assets, non-current

liabilities, current liabilities, income and expenses of the joint venture is as follows:-

2008 2007 RM RM Assets and liabilities Non-current assets 571,737 591,715 Current assets 8,370,086 9,220,742 Total assets 8,941,823 9,812,457

Current liabilities (2,754,628) (4,256,916)

Results Revenue 27,283,291 17,761,423 Profit for the financial year 631,654 3,831,196



9. PROPERTY, PLANT AND EQUIPMENT TRANSFER TO AT DEVELOPMENT DEPRECIATION AT 1.4.2007 ADDITIONS DISPOSAL WRITE-OFF COST CHARGE 31.3.2008 RM RM RM RM RM RM RM (Note 15) THE GROUP NET BOOK VALUE Freehold land 4,387,621 - - - (1,081,986) - 3,305,635 Building 1,902,963 - - - - (100,156) 1,802,807 Plant and machinery, construction machinery and equipment, formwork, scaffoldings and containers 527,266 94,193 - - - (107,923) 513,536 Office renovation, office equipment, computers, furniture and fittings, tools and sales office 1,253,167 85,802 - (8,303) - (265,315) 1,065,351 Motor vehicles 478,526 483,783 (1) - - (244,541) 717,767 Total 8,549,543 663,778 (1) (8,303) (1,081,986) (717,935) 7,405,096



9. PROPERTY, PLANT AND EQUIPMENT (CONT’D)

AT ACCUMULATED NET BOOK COST DEPRECIATION VALUE

RM RM RM AT 31.3.2008 Freehold land 3,305,635 - 3,305,635 Building 2,003,119 (200,312) 1,802,807 Plant and machinery, construction machinery and equipment, formwork, scaffoldings and containers 9,296,603 (8,783,067) 513,536 Office renovation, office equipment, computers, furniture and fittings, tools and sales office 5,345,267 (4,279,916) 1,065,351 Motor vehicles 1,619,932 (902,165) 717,767 Total 21,570,556 (14,165,460) 7,405,096

AT 31.3.2007 Freehold land 4,387,621 - 4,387,621 Building 2,003,119 (100,156) 1,902,963 Plant and machinery, construction machinery and equipment, formwork, scaffoldings and containers 9,202,410 (8,675,144) 527,266 Office renovation, office equipment, computers, furniture and fittings, tools and sales office 5,384,005 (4,130,838) 1,253,167 Motor vehicles 2,106,298 (1,627,772) 478,526 Total 23,083,453 (14,533,910) 8,549,543

AT DEPRECIATION AT

1.4.2007 ADDITION DISPOSAL CHARGE 31.3.2008

RM RM RM RM RM THE COMPANY NET BOOK VALUE Office equipment, computers, furniture and fittings

2,656

-

-

(2,048)

608

Motor vehicles 1 483,783 (1) (96,756) 387,027 2,657 483,783 (1) (98,804) 387,635



9. PROPERTY, PLANT AND EQUIPMENT (CONT’D)

AT ACCUMULATED NET BOOK COST DEPRECIATION VALUE RM RM RM AT 31.3.2008

Office equipment, computers, furniture and fittings 370,553 (369,945) 608 Motor vehicles 486,558 (99,531) 387,027 857,111 (469,476) 387,635

AT 31.3.2007

Office equipment, computers, furniture and fittings 370,553 (367,897) 2,656 Motor vehicles 376,950 (376,949) 1 747,503 (744,846) 2,657

The net book value of the motor vehicles of the Group and the Company acquired under

hire purchase terms amounted to RM654,420 (2007 - RM341,449) and RM387,026 (2007 - Nil) respectively, at the balance sheet date.

10. INVESTMENT PROPERTIES THE GROUP 2008 2007 RM RM

At carrying amount:

- Freehold land 106,688 106,688 - Building 5,090,320 6,761,237

5,197,008 6,867,925

Impairment loss (2,074,556) (2,074,556) 3,122,452 4,793,369 Addition during the financial year - 117,070 Disposal during the financial year (3,122,452) (1,787,987) - 3,122,452



11. LAND HELD FOR PROPERTY DEVELOPMENT

THE GROUP 2008 2007 RM RM

At 1 April 2007/2006 87,700,188 87,090,675 Additions during the financial year 2,941,967 2,468,347 Disposal during the financial year (7,131,358) - Impairment loss - (1,858,834) Transfer to property development costs (Note 15) (6,125,122) - At 31 March 2008/2007 77,385,675 87,700,188

Land held for property development comprises:- Freehold land, at cost 23,293,165 30,406,098 Leasehold land, at cost 42,793,104 47,565,800 Development expenditure

11,299,406 9,728,290

77,385,675 87,700,188

Included in land held for property development are leasehold land amounting to Nil (2007 -

RM8,620,889) and RM40,079,084 (2007 - RM39,442,632) charged to a financial institution for the issuance of the ABBA Bonds granted to the Company and for the banking facilities granted to the Group, respectively.

12. OTHER ASSETS

THE GROUP 2008 2007 RM RM At cost Quoted shares in Malaysia 12,300 12,300 Investment in club membership 208,000 208,000 220,300 220,300

Market value of quoted shares 5,760 10,890



12. OTHER ASSETS (CONT’D)

Investments in quoted shares are carried at cost and are written down to market value only when the directors are of the opinion that the diminution in value is permanent.

13. GOODWILL ON CONSOLIDATION Goodwill arose from the investment in subsidiaries made in prior years.

During the financial year, the Group assessed the recoverable amount of purchased goodwill, and determined that goodwill is not impaired. The recoverable amount used is based on fair value less costs to sell and value in use. The fair value less costs to sell has been determined after taking into account the intrinsic value of the land held for development. The land held for development is determined using a valuation carried out by an independent valuer. The recoverable amount of a cash-generating unit is determined based on value-in-use calculations using cash flow projections based on financial budgets approved by management covering a period of two years. The key assumptions used for value-in-use calculations are as follows:-

Gross margin 21% - 23% Growth rate 6% Discount rate 15%

(a) Budgeted gross margin

The basis used to determine the value assigned to the budgeted gross margin is the average gross margins achieved in the year immediately before the budgeted year increased for expected efficiency improvements and cost saving measures.

(b) Growth rate

The growth rates used are based on past years achievement and the expected projects/contracts to be secured.

(c) Discount rate

The discount rate used is pre-tax and reflect specific risks relating to the relevant segments.



14. INVENTORIES THE GROUP 2008 2007 RM RM Unsold completed properties, at cost 659,001 726,148

None of the inventories is carried at net realisable value.

15. PROPERTY DEVELOPMENT COSTS THE GROUP 2008 2007 RM RM At 1 April 2007/2006 - land 37,883,804 37,976,712 - development costs 151,433,073 120,913,208 189,316,877 158,889,920 Costs incurred during the year: - transferred from land held for property development (Note 11) 6,125,122 - - transferred from property, plant and equipment (Note 9) 1,081,986 302,696 - land 1,985,652 200,046 - development costs 39,885,162 38,669,473 Balance carried forward 238,394,799 198,062,135



15. PROPERTY DEVELOPMENT COSTS (CONT’D) THE GROUP 2008 2007 RM RM

Balance brought forward 238,394,799 198,062,135 Development costs of completed

projects during the year:

- land - (595,650) - development costs - (8,149,608)

- (8,745,258) Sub-total 238,394,799 189,316,877

Cost recognised as an expense in the income statement: - previous year (129,609,620) (103,759,072) - current year (53,633,388) (34,536,432) - cost recognised for completed project - 8,685,884 (183,243,008) (129,609,620) At 31 March 2008/2007 55,151,791 59,707,257 Cumulative revenue recognised in income statement 129,060,077 158,034,674 Cumulative billings to purchasers (129,488,530) (168,857,826) Progress billings (Note 30) (428,453) (10,823,152) 54,723,338 48,884,105

Included in development expenditure is interest expense capitalised during the financial

year amounting to RM1,204,188 (2007 - RM1,161,691). Leasehold land of a subsidiary costing RM21,805,269 (2007 - RM8,147,752) is charged to

a licensed bank for a term loan facility granted to the subsidiary.



16. RECEIVABLES THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Trade receivables 43,046,515 62,106,277 - - Retention receivable 2,598,473 2,313,919 - - Total trade receivables 45,644,988 64,420,196 - - Allowance for doubtful debts At 1 April 2007/2006 (13,193,455) (13,466,689) - - Addition (214,034) - - Written off - 273,234 - - At 31 March 2008/2007 (13,407,489) (13,193,455) - - Net trade receivables 32,237,499 51,226,741 - - Other receivables, deposits and prepayments 9,454,407 11,605,596 3,246,345 2,832,130 Allowance for doubtful debts (3,500,122) (3,500,122) (2,352,737) (2,352,737) Net other receivables, deposits and prepayments 5,954,285 8,105,474 893,608 479,393 Total receivables 38,191,784 59,332,215 893,608 479,393

The foreign currency exposure profile of the receivables is as follows:-


Thai Baht 5,210,613 6,486,019

Included in the trade receivables at the balance sheet date are the following amounts:-

2008 2007 RM RM Related party, Ligamas Sdn. Bhd. 6,354,059 4,675,505

Sabah State Government - 29,209,378



16. RECEIVABLES (CONT’D)

The amount owing by the Sabah State Government in the previous financial year was in respect of the construction of an office building for the Land and Survey Department (Jabatan Tanah dan Ukur) for a total value of RM29,069,000. The office building has been completed during the financial year and the entire amount due from the Sabah State Government has been set off against an equivalent amount owing to the Sabah State Government, the details of which are disclosed in Note 26 to the financial statements.

Included in other receivables in the previous financial year was an amount of RM1,070,828

due from sub-contractors for the purchase of building materials. The amount owing was unsecured, interest-free, and has been repaid through deductions against claims for work performed by the sub-contractors during the financial year.

Credit terms of trade receivables range from 14 to 90 days.

17. AMOUNTS OWING BY/(TO) CONTRACT CUSTOMERS


Amount owing by contract customers Contract costs incurred to date 92,410,659 92,297,781 Attributable profits 11,629,218 10,857,531 104,039,877 103,155,312 Progress billings (101,685,292) (100,538,533) Amount owing by contract customers 2,354,585 2,616,779

Amount owing to contract customers Contract costs incurred to date 100,580,488 106,690,901 Attributable profits 17,114,669 12,699,528 117,695,157 119,390,429 Progress billings (122,627,738) (122,240,858) Amount owing to contract customers (4,932,581) (2,850,429)



18. AMOUNTS OWING BY/(TO) SUBSIDIARIES The amounts owing are non-trade in nature, unsecured, interest-free and repayable on

demand. The amounts owing are to be settled in cash.

19. AMOUNTS OWING BY/(TO) ASSOCIATES

The amounts owing are unsecured, interest-free and repayable on demand. The amounts owing are to be settled in cash.

20. AMOUNT OWING BY JOINT VENTURE

The amount owing is non-trade in nature, unsecured, interest-free and repayable on demand. The amounts owing are to be settled in cash.

21. TAX RECOVERABLE Subject to agreement with the tax authorities, the Company has tax recoverable of

RM1,514,357 and RM2,124,903 at the balance sheet date in respect of the financial years ended 31 March 1997 to 31 March 2000 and 31 March 2007 to 31 March 2008 respectively. At the date of this report, the amount is still pending agreement with the tax authorities.

22. SHORT-TERM DEPOSITS WITH LICENSED BANKS The weighted average effective interest rates of deposits at the balance sheet date were as

follows:-

THE GROUP THE COMPANY 2008 2007 2008 2007 % % % % Licensed banks 3.00 4.24 - 2.30

Deposits of the Group and the Company have maturity periods of 30 days (2007 - 30 to

183 days). In the previous financial year, the foreign currency exposure profile of the short-term

deposits was as follows:- THE GROUP 2008 2007 RM RM Thai Baht - 2,000,000



23. CASH AND BANK BALANCES

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Cash and bank balances 9,143,232 1,917,838 2,510,961 76,234 Sinking fund account (Note 43) 871,966 12,001,075 - 12,001,075 10,015,198 13,918,913 2,510,961 12,077,309

The foreign currency exposure profile of the cash and bank balances is as follows:-

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Thai Baht 3,166,725 805,933 7,252 71,210

Included in the cash and bank balances of the Group is RM176,529 (2007 - RM208,298) maintained under the Housing Development Accounts pursuant to Section 7A of the Housing Development (Control and Licensing) Act, 1966. Included in cash and bank balances is an amount of RM993,983 (2007 - RM397,094) held under the Housing Development Account pursuant to Section 8A of the Housing Developer (Control and Licensing) Enactment, 1978 and is restricted from use in other operations.

The sinking fund account is maintained with a licensed bank, and forms part of the security for the repayment of the bank borrowings of a subsidiary.



24. SHARE CAPITAL THE COMPANY 2008 2007 2008 2007 NUMBER OF SHARES RM RM AUTHORISED Ordinary shares of RM1 each 193,167,000 193,167,000 193,167,000 193,167,000 5.5% ICCPS of RM1 each 6,833,000 6,833,000 6,833,000 6,833,000 Total authorised share capital

200,000,000

200,000,000

200,000,000

200,000,000

ISSUED AND FULLY PAID-UP Ordinary shares of RM1 each 82,435,000 82,435,000 82,435,000 82,435,000

25. RESERVES

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM

Share premium (Note a) 111,412,895 111,412,895 111,412,895 111,412,895 Capital reserve (Note b) 1,199,999 1,199,999 - - Retained profits (Note c) 20,989,638 18,077,892 21,925,388 22,322,998 133,602,532 130,690,786 133,338,283 133,735,893

(a) The share premium is not available for distribution by way of cash dividends. (b) The capital reserve arose from a bonus issue of ordinary shares on 21 August 1992

by a former subsidiary, and is not available for distribution by way of dividends.



25. RESERVES (CONT’D)

(c) Subject to agreement with the tax authorities, at the balance sheet date, the Company has:-

(i) tax-exempt income of approximately RM823,000 (2007 - RM823,000) available for the purpose of paying tax-exempt dividends; and

(ii) tax credits under Section 108 of the Income Tax Act, 1967 to frank the

payment of dividends of approximately RM15,244,000 (2007 - RM15,456,000) out of its retained profits without incurring any additional tax liabilities.

The balance of the retained profits, if distributed as dividends, will be taxed at the statutory tax rate.

Effective from 1 January 2008, the Company is allowed an irrevocable option to elect for the single tier tax system or continue with the use of the tax credit balance for the purpose of dividend distribution. When the tax credit balance is fully utilised, or by 31 December 2013 at the latest, the Company will automatically move to the single tier tax system.

26. LONG-TERM BORROWINGS

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Term loans (Note 27) 32,446,779 4,610,276 24,045,354 - Hire purchase payables (Note 28) 432,785 259,793 269,465 - Amount owing to the

Sabah State Government (Note a) - 29,069,000 - - 32,879,564 33,939,069 24,314,819 -



26. LONG-TERM BORROWINGS (CONT’D) (a) Amount owing to the Sabah State Government

The amount represents the purchase consideration for the development land located on Signal Hill, Tanjung Lipat, Kota Kinabalu, Sabah, which was being developed by one of the Company’s subsidiaries, i.e. South-East Best Sdn. Bhd. (“SEB”). Under the terms of the agreement between SEB and the Sabah State Government dated 5 September 1994, the amount owing to the Sabah State Government shall be paid in the form of 130 completed units of the property under development to be completed within a period of five years from the commencement of their construction as consideration in kind. On 16 July 2002, the Sabah State Government agreed to execute a change of their entitlement to the outstanding amount of RM29,069,000. The change of entitlement was in the form of the construction by SEB of an office building for the Land and Survey Department (Jabatan Tanah dan Ukur) and part of a building for the Ministry of Finance at a value equivalent to the amount outstanding of RM29,069,000. On 21 October 2002, SEB was requested to prepare the Contract Document and Estimation for the above project. On 17 December 2004, SEB entered into a supplemental agreement with the Sabah State Government and agreed to execute a change of their entitlement. The change of entitlement is in the form of the construction by SEB of an office building for the Land and Survey Department (Jabatan Tanah dan Ukur) at a value equivalent to the amount outstanding of RM29,069,000. The Company completed the construction of the office building in May 2007 and handed over the office building in June 2007. The contract value was increased to RM30.3 million as a result of variation order works. The amount owing to Sabah State Government has been set off against the amount owing by the Sabah State Government which was included in trade receivables in the previous financial year, as detailed in Note 16 to the financial statements.



27. TERM LOANS

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Current portion: - repayable within one year (Note 32)

14,681,994

2,580,042

12,735,306

-

Non-current portion: - repayable between one to two years

16,535,327

1,983,119

15,305,518

-

- repayable between two to five years

15,911,452

2,627,157

8,739,836

-

Total non-current

portion (Note 26) 32,446,779

4,610,276

24,045,354

- 47,128,773 7,190,318 36,780,660 -



27. TERM LOANS (CONT’D) Details of the term loans outstanding at the balance sheet date are as follows:- THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Term loan

I 36,780,660 - 36,780,660 - II

-

800,000

-

-

III

4,365,296

4,900,068

-

-

IV

811,130

1,490,250

-

-

V

4,938,518

-

-

-

VI

233,169

-

-

- 47,128,773 7,190,318 36,780,660 -

Number of Monthly Interest Rate Date of

Term loan Monthly Instalment Per Annum Commencement Instalments Amount % of Repayment RM

I * * 7.75% September 2007 II 9 400,000 8.50% October 2006 III 48 120,312 8.00% November 2007 IV ** ** 7.80% March 2007 V 24 625,000 8.00% January 2010 VI 60 6,024 6.85% Upon full drawdown

* Term loan I has a tenure of five years and is repayable in 11 half-yearly instalments

ranging from RM76,680 to RM8,250,000. ** Term loan IV is the Islamic financing facility of Al-Bai Bithaman Ajil (“ABBA”) Scheme

which is repayable in 3 monthly instalments of RM9,750 commencing March 2007 and 21 monthly instalments of RM76,646 commencing June 2007. It carries a financing charge of 7.80% per annum.



27. TERM LOANS (CONT’D) (a) Term loan I is secured:-

(i) by way of a third party legal charge over two pieces of freehold land and one

piece of leasehold land of the subsidiaries;

(ii) by way of a first party legal charge over 100% equity share in Mixwell (M) Sdn. Bhd.;

(iii) by way of a first party legal charge over a security deposit;

(iv) by way of corporate guarantees from Seri Ampangan Realty Sdn. Bhd.

(“SAR”) and South-East Best Sdn. Bhd. (“SEB”) ; and

(v) by way of a negative pledge from SAR and SEB respectively. (b) Term loan II is secured:-

(i) by way of a specific debenture on the project land of a subsidiary; (ii) by way of a second legal charge on the three parcels of adjoining land of a

subsidiary; and

(iii) by way of corporate guarantees of the Company and SEB. (c) Term loan III is secured:-

(i) by way of a Facility Agreement of RM28,000,000 to cover all the facilities as the principal instrument;

(ii) by way of a first party legal charge over four pieces of development land of

the subsidiaries; and (iii) by way of a corporate guarantee of the Company.

(d) Term loan IV is secured:-

(i) by way of a Lien Holders’ Caveat on a property of the subsidiary;

(ii) by way of a legal charge over a sinking fund; and

(iii) by way of a corporate guarantee of the Company.



27. TERM LOANS (CONT’D) (e) Term loan V is secured:-

(i) by way of a third party charge over two parcels of land and a building of the subsidiaries; and

(ii) by way of a corporate guarantee of the Company.

(f) Term loan VI is secured:-

(i) by way of a first party legal charge over a property of the subsidiary; and (ii) by way of a corporate guarantee of the Company.

28. HIRE PURCHASE PAYABLES

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Future minimum hire purchase payments: - repayable not later than one year 191,328 107,664 83,664 -

- repayable later than one year and not

than five years 482,027 289,917 299,776 -

673,355 397,581

383,440

-

Future finance charges (68,900)

(41,318)

(38,775)

- Present value of hire purchase payables 604,455 356,263 344,665 -



28. HIRE PURCHASE PAYABLES (CONT’D)

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Present value of hire purchase payables is as follows:- Not later than one year (Note 30)

171,670

96,470

75,200

-

Later than one year and not later than five

years (Note 26) 432,785 259,793 269,465 - 604,455 356,263 344,665 -

The hire purchase payables at the balance sheet date were subject to interest at rates ranging from 4.33% to 5.28% (2007 - 4.33% to 4.55%) per annum.

29. DEFERRED TAXATION

The deferred tax relates to the revaluation of land held for property development.

30. PAYABLES THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Trade payables 25,173,627 19,160,408 - - Retention payable 7,050,816 6,957,999 - - Total trade payables 32,224,443 26,118,407 - - Other payables and accruals 4,848,837 5,474,865 210,718 371,667 Progress billings (Note 15) 428,453 10,823,152 - - Hire purchase payables (Note 28) 171,670 96,470 75,200 - 37,673,403 42,512,894 285,918 371,667



30. PAYABLES (CONT’D) The foreign currency exposure profile of the payables is as follows:-

THE GROUP 2008 2007 RM RM Thai Baht 2,754,628 3,813,987

Credit terms of trade payables range from 30 to 60 days. Included in other payables is an amount owing to a related party of RM169,237 (2007 -

RM169,367). The details of the transaction and the balance are disclosed in Note 45 to the financial statements.

31. AMOUNT OWING TO A DIRECTOR The amount owing is unsecured, bore interest at 5.5% (2007 - 5.5%) per annum and

repayable on demand. The amount is to be settled in cash.

32. SHORT-TERM BORROWINGS

THE GROUP 2008 2007 SECURED UNSECURED TOTAL SECURED UNSECURED TOTAL RM RM RM RM RM RM Term loans (Note 27) 14,681,994 - 14,681,994 2,580,042 - 2,580,042 Revolving credits 3,300,000 6,000,000 9,300,000 5,294,400 7,000,000 12,294,400 17,981,994 6,000,000 23,981,994 7,874,442 7,000,000 14,874,442

THE COMPANY 2008 2007 SECURED UNSECURED TOTAL SECURED UNSECURED TOTAL RM RM RM RM RM RM Term loans (Note 27) 12,735,306 - 12,735,306 - - - Revolving credits - 5,000,000 5,000,000 - 5,000,000 5,000,000 12,735,306 5,000,000 17,735,306 - 5,000,000 5,000,000



32. SHORT-TERM BORROWINGS (CONT’D) The weighted average effective interest rates at the balance sheet date for borrowings

which bore interest at floating rates, were as follows:-

THE GROUP THE COMPANY 2008 2007 2008 2007 % % % % Term loans 7.80 8.01 7.75 - Revolving credits 6.80 6.57 7.60 7.65

The revolving credits are secured by way of:-

(i) corporate guarantees of the Company; (ii) negative pledges against the plant and equipment of a subsidiary ranking pari

passu amongst the bankers;

(iii) a Lien Holders Caveat on a property of a subsidiary;

(iv) a legal charge over a sinking fund;

(v) a third party legal charge over a piece of land of a subsidiary; and

(vi) a first party legal charge over two pieces of land of a subsidiary.



33. ABBA BONDS THE GROUP/THE COMPANY 2008 2007 RM RM Al-Bai Bithaman Ajil Bonds (nominal value) 61,961,250 61,961,250 Less: ABBA Bonds issuance expenses (1,403,087) (1,343,155) Finance charges on bonds issue (21,961,250) (21,961,250) Net proceeds 38,596,913 38,656,845 Additional ABBA Bonds issuance expenses (12,001) (59,932) 38,584,912 38,596,913 Cumulation of amortisation of ABBA Bonds issuance expenses 1,415,088 1,270,823 Cumulation of amortisation of finance charges on ABBA Bonds issue 21,961,250 19,968,435 61,961,250 59,836,171

Cumulative repayments:-

At 1 April 2007/2006 (11,153,025) (8,674,575) Repayment made during the year (50,808,225) (2,478,450) At 31 March 2008/2007 (61,961,250) (11,153,025) - 48,683,146

On 13 September 2002, the Company issued RM61,961,250 nominal value Al-Bai Bithaman Ajil Bonds (“ABBA Bonds”) comprising RM49,569,000 nominal value Primary Bonds and 10 equal tranches of Secondary Bonds with RM12,392,250 nominal value. The Primary Bonds are redeemable at maturity. Each Primary Bond is supported by 10 Secondary Bonds which are redeemable in semi-annual instalments commencing 6 months from the date of the first issue of the Secondary Bonds. The ABBA Bonds were placed out to a licensed financial institution via a private placement. The tenure of the ABBA Bonds is 5 years from the date of issue. The profit margin on the ABBA Bonds was fixed at 5% per annum, payable in arrears on a semi-annual basis represented by the Secondary Bonds. The ABBA Bonds were issued based on a 10% per annum yield to maturity. The ABBA Bonds were fully redeemed during the financial year.



34. BANK OVERDRAFTS The weighted average effective interest rates at the balance sheet date for bank overdrafts

were as follows:-

THE GROUP THE COMPANY 2008 2007 2008 2007 % % % %

Bank overdrafts 8.67 8.73 8.90 8.97

The bank overdrafts are secured by way of:- (i) a letter of negative pledge of the Company; (ii) corporate guarantees from the Company; (iii) negative pledges against the plant and equipment of a subsidiary ranking pari

passu amongst the bankers;

(iv) a third party charge over two parcels of land and a building of the subsidiaries; (v) a Lien Holders Caveat on a property of a subsidiary;

(vi) a legal charge over a sinking fund; and

(vii) a guarantee by a director of the Company.

35. NET ASSETS PER ORDINARY SHARE The net assets per ordinary share is calculated based on the net assets value of

RM216,037,532 (2007 - RM213,125,786) attributable to ordinary shares divided by the number of ordinary shares in issue at the balance sheet date of 82,435,000 (2007 - 82,435,000) shares.



36. REVENUE

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Revenue from construction contracts

10,729,823

18,493,025

-

-

Proportionate sales value of development

properties 91,961,391 57,660,017 - - Dividend income - - 6,500,000 5,000,000 Interest income 206,714 369,482 206,714 768,966 Management and administrative charges 40,644 580,422 3,590,087 2,569,645 Sale of goods

4,116,217

-

-

-

107,054,789 77,102,946 10,296,801 8,338,611

37. COST OF SALES

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Construction costs 4,959,405 16,123,032 - - Land and development expenditure 79,623,723 43,480,502 - - Direct costs 3,251,825 809,939 - - Management and administrative charges - 85,837 - - 87,834,953 60,499,310 - -



38. PROFIT/(LOSS) BEFORE TAXATION

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Profit/(Loss) before taxation is arrived at after charging/(crediting):-

Allowance for doubtful debts 214,034 - - - Amortisation of bond expenses 144,265 277,770 144,265 277,770 Auditors’ remuneration - for the financial year 84,495 73,575 16,500 15,000 - underprovision in the previous financial year 1,450 4,525 1,500 2,000 Bad debts written off 74,922 697,574 4,626 - Depreciation of property, plant and equipment 717,935 580,160 98,804 4,895 Directors’ benefits-in- kind 16,925 16,925 16,925 16,925 Directors’ fees 123,000 100,500 123,000 100,500 Directors’ remuneration 1,412,775 1,166,900 1,412,775 683,060 Finance charges on bonds 1,992,814 4,486,809 1,992,814 4,486,809 Interest expense: - bank borrowings 2,119,308 1,796,915 1,052,766 1,227,664 - hire purchase 14,718 12,442 3,525 - - loans 2,074,827 268,230 1,960,063 102,722 Impairment loss on investment properties - 2,074,556 - - Investment in subsidiaries written off - - - 125,000 Impairment loss on land held for property development - 1,858,834 - - Property, plant and equipment written off 8,303 - - - Rental expense - premises 720 - 12,000 12,000 - machinery and equipment 112,051 9,975 - - Staff costs 4,635,207 3,530,728 2,129,312 47,240



38. PROFIT/(LOSS) BEFORE TAXATION (CONT’D)

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM

Waiver of debts - (211,269) - (203,976) Gain on disposal of land held for future development (383,552) - - - Gain on disposal of property, plant and equipment (71,949) (155,791) (29,999) - Gross dividend income from subsidiaries - - (6,500,000) (5,000,000) (Gain)/Loss on disposal of investment properties (48,248) 413,987 - - (Gain)/Loss on foreign exchange - realised (14,386) 2,617 (14,386) - Interest income: - licensed financial institutions (774,912) (389,710) (206,714) (369,482) - subsidiaries - - - (399,484) - others (48,529) (123,983) - - Rental income (92,667) (85,884) - -

39. INCOME TAX EXPENSE THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Current:- - for the financial year 1,126,475 1,022,984 696,554 576,211 - (over)/underprovision in previous financial years (100,964) (319,947) (198,694) (269,008) 1,025,511 703,037 497,860 307,203 Real property gains tax:- - for the financial year 541 99,130 - - - overprovision in the previous financial year (42,951) - - - (42,410) 99,130 - - 983,101 802,167 497,860 307,203



39. INCOME TAX EXPENSE (CONT’D) During the financial year, the statutory tax rate was reduced from 27% to 26%, as announced in the Malaysian Budget 2007. Subject to agreement with the tax authorities, the Group has unutilised tax losses and unabsorbed capital allowances of approximately RM4,235,000 (2007 - RM5,789,000) and RM536,000 (2007 - RM540,800) respectively available at the balance sheet date to be carried forward for offset against future taxable business income. No deferred tax asset is recognised on these items.

A reconciliation of the income tax expense applicable to the profit/(loss) before taxation at

the statutory tax rate to the income tax expense at the effective tax rate of the Group and of the Company is as follows:-

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Profit/(Loss) before taxation 4,486,634 (2,207,105) 702,023 984,094

Tax at statutory tax rate of 26% (2007 - 27%)

1,166,525

(595,918)

182,526

265,706

Tax effects of: Non-deductible expenses 983,780 1,905,717 464,208 222,058 Non-taxable gains (511,611) (895,784) - Difference in tax rate in other country 70,527 88,447 70,527 88,447 Deferred tax assets not recognised during the financial year 107,105 1,319,329 - - Utilisation of deferred tax assets previously not recognised (576,176) (25,445) - - Utilisation of tax losses brought forward - (566,350) - (Over)/Underprovision in previous financial years (100,964) (319,947) (198,694) (269,008) Differential in tax rates (53,500) (133,305) - - Real property gains tax (42,410) - - - Others (60,175) 25,423 (20,707) - 983,101 802,167 497,860 307,203



40. EARNINGS/(LOSS) PER SHARE

Basic earnings/(loss) per share is arrived at by dividing the profit/(loss) after taxation attributable to shareholders to the number of ordinary shares in issue at the balance sheet date of 82,435,000 (2007 - 82,435,000).

41. DIVIDEND

THE COMPANY 2008 2007 RM RM Paid:- Final dividend of 1% per ordinary share less 27% tax (2007 - 1% per ordinary share less 28% tax) 601,773 593,527

At the forthcoming Annual General Meeting, a final dividend in respect of the financial year ended 31 March 2008 of 1.5 sen per ordinary share of RM1 each less 25% tax (2007 - 1 sen per ordinary share of RM1 each less 27% tax) amounting to RM927,394 (2007 - RM601,773) will be tabled for shareholders’ approval. These financial statements do not reflect the final dividend which will be accrued as a liability only upon approval by shareholders.

42. PURCHASE OF PROPERTY, PLANT AND EQUIPMENT

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Cost of property, plant and equipment purchased 663,778 1,204,262 483,783 - Amount financed through hire purchase (376,000) - (376,000) - Cash disbursed for the purchase of property, plant and equipment 287,778 1,204,262 107,783 -



43. CASH AND CASH EQUIVALENTS For the purpose of the cash flow statements, cash and cash equivalents comprise the

following:- THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Short-term deposits (Note 22) 985,000 3,334,226 - 1,239,225 Cash and bank balances (Note 23) 10,015,198 13,918,913 2,510,961 12,077,309 Bank overdrafts (Note 34) (22,374,501) (27,028,134) (2,450,529) (7,456,572) (11,374,303) (9,774,995) 60,432 5,859,962 Less: Cash placed in sinking fund account (Note 23) (871,966) (12,001,075) - (12,001,075) (12,246,269) (21,776,070) 60,432 (6,141,113)

44. DIRECTORS’ REMUNERATION

The aggregate amount of emoluments received and receivable by the directors of the Company during the financial year are as follows:-

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM DIRECTORS’ FEES:- 1. Mun Chong Shing @ Mun Chong Tian 24,000 19,500 24,000 19,500 2. Dato’ Zainol Abidin bin Haji A. Hamid 25,000 20,500 25,000 20,500 3. Dato’ Lim Phaik Gan 25,000 20,500 25,000 20,500 4. Dato’ Dr. Norraesah bt Haji Mohamad 25,000 20,500 25,000 20,500 5. Ahmad Fizal bin Othman 24,000 19,500 24,000 19,500 123,000 100,500 123,000 100,500



44. DIRECTORS’ REMUNERATION (CONT’D)

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM DIRECTORS’ NON-FEE EMOLUMENTS:-

1. Sia Kwee Mow @ Sia Hok Chai 747,030 618,800 747,030 618,800 2. Sia Teong Heng 654,045 537,600 654,045 537,600 3. Mun Chong Shing @ Mun Chong Tian 1,500 1,200 1,500 1,200 4. Dato’ Zainol Abidin

bin Haji A. Hamid 1,500 1,200 1,500 1,200 5. Dato’ Lim Phaik Gan 3,000 2,400 3,000 2,400 6. Dato’ Dr. Norraesah bt Haji Mohamad 3,000 3,000 3,000 3,000 7. Ahmad Fizal bin Othman 2,700 2,700 2,700 2,700 1,412,775 1,166,900 1,412,775 1,166,900

Apart from the amounts disclosed under directors’ remuneration above, the estimated

monetary value of other benefits-in-kind received by the following director during the financial year, otherwise than in cash is as follows:-

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM RM RM Sia Kwee Mow @ Sia Hok Chai 16,925 16,925 16,925 16,925

45. RELATED PARTY DISCLOSURES

(a) For the purpose of the financial statements, the Group and the Company have related party relationships with :-

(i) its subsidiaries, associates, directors and joint venture; (ii) the directors who are the key management personnel; and

(iii) an entity controlled by certain key management personnel.



45. RELATED PARTY DISCLOSURES (CONT’D) (b) In addition to the information disclosed elsewhere in the financial statements, the

Group and the Company carried out the following transactions with its related parties during the financial year:

THE GROUP THE COMPANY 2008 2007 2008 2007 RM RM

RM

RM

(i) Subsidiaries Rental paid - - 12,000 12,000 Dividend income receivable - - 6,500,000 5,000,000 Interest receivable - - - 399,484 Management fee receivable - - 3,600,000 1,500,000

(ii) Associates

Progress billing received/ receivable 6,837,555 15,523,240 - -

(iii) Directors

Interest paid/payable 102,722 102,722 102,722 102,722 (iii) Joint venture

Management fee receivable - - - 1,069,645 (iv) Key management personnel

Short-term employee benefits 2,075,488 1,577,980 1,767,487 1,046,500

In the opinion of the directors, the above transactions have been entered into in the ordinary course of business on terms mutually agreed between the parties.

46. CAPITAL COMMITMENT THE GROUP 2008 2007 RM RM Approved and contracted for:- - Purchase of property, plant and equipment 77,704 -



47. CONTINGENT LIABILITY THE COMPANY 2008 2007 RM RM Corporate guarantee (unsecured) given to banks and other licensed financial institutions for credit facilities granted to subsidiaries 47,429,688 37,556,180

48. SEGMENTAL REPORTING (i) By Business Segment:-

THE GROUP 2008

MANUFACTURING PROPERTY INVESTMENT AND CONSTRUCTION DEVELOPMENT HOLDING TRADING ELIMINATIONS GROUP RM RM RM RM RM RM REVENUE: External revenue 10,729,824 91,961,391 247,357 4,116,217 - 107,054,789 Intersegment revenue 33,739,947 - 10,095,043 52,222 (43,887,212) - Total revenue 44,469,771 91,961,391 10,342,400 4,168,439 (43,887,212) 107,054,789

Results: Segment results 2,976,490 8,685,578 5,728,782 878,059 (6,819,212) 11,449,697 Finance costs (6,316,002) Share of results of associates - 146,293 - (793,354) - (647,061) Profit from ordinary activities before taxation 4,486,634 Income tax expense (983,101) Profit from ordinary activities after taxation 3,503,533 Minority interests 9,986 Net profit attributable to shareholders 3,513,519



48. SEGMENTAL REPORTING (CONT’D) (i) By Business Segment:- (Cont’d)

THE GROUP 2008

MANUFACTURING PROPERTY INVESTMENT AND CONSTRUCTION DEVELOPMENT HOLDING TRADING GROUP RM RM RM RM RM Other information Segment assets 13,848,720 303,576,094 9,979,986 12,139,995 339,544,795 Unallocated assets 1,286,456

340,831,251

Segment liabilities 40,579,429 36,095,484 46,666,318 446,728 123,787,959 Unallocated liabilities 966,746

124,754,705

Capital expenditure - Property, plant and equipment 8,339 171,656 483,783 - 663,778 - Land held for property development - 2,941,967 - - 2,941,967 Depreciation 282,077 337,054 98,804 - 717,935 Amortisation of bonds expenses 144,265

THE GROUP 2007

MANUFACTURING PROPERTY INVESTMENT AND CONSTRUCTION DEVELOPMENT HOLDING TRADING ELIMINATIONS GROUP RM RM RM RM RM RM REVENUE: External revenue 18,493,025 57,660,017 949,904 - - 77,102,946 Intersegment revenue 33,834,846 - 7,506,307 940,058 (42,281,211) - Total revenue 52,327,871 57,660,017 8,456,211 940,058 (42,281,211) 77,102,946

Results: Segment results 4,014,199 (1,073,977) 6,739,974 123,863 (5,574,978) 4,229,081 Finance costs (6,705,397) Share of results of associates - 747,908 - (478,697) - 269,211 Loss from ordinary activities before taxation (2,207,105) Income tax expense (802,167) Loss from ordinary activities after taxation (3,009,272)



48. SEGMENTAL REPORTING (CONT’D) (i) By Business Segment (Cont’d):-

THE GROUP 2007

MANUFACTURING PROPERTY INVESTMENT AND CONSTRUCTION DEVELOPMENT HOLDING TRADING GROUP RM RM RM RM RM Other information Segment assets 15,765,944 338,469,983 19,474,432 10,774,053 384,484,412 Unallocated assets 1,367,292

385,851,704

Segment liabilities 38,983,630 69,379,694 14,709,691 3,011 123,076,026 Unallocated liabilities 49,644,892

172,725,918

Capital expenditure - Property, plant and equipment 90,142 1,114,120 - - 1,204,262 - Land held for property development - 2,468,347 - - 2,468,347 Depreciation 292,058 282,948 5,154 - 580,160 Impairment loss on investment properties - 2,074,556 - - 2,074,556 Impairment loss on land held for property development - 1,858,834 - - 1,858,834 Amortisation of bonds expenses 277,770

(ii) By geographical market:-

SEGMENT REVENUE SEGMENT ASSETS CAPITAL EXPENDITURE 2008 2007 2008 2007 2008 2007 Malaysia 79,771,498 59,341,523 331,889,428 378,734,947 3,500,994 3,046,318 Thailand 27,283,291 17,761,423 8,941,823 9,812,457 104,751 626,291 107,054,789 77,102,946 340,831,251 388,547,404 3,605,745 3,672,609



49. FOREIGN EXCHANGE RATE

The principal closing foreign exchange rate used (expressed on the basis of one unit of foreign currency to Ringgit Malaysia equivalent) for the translation of the foreign currency balances at the balance sheet date is as follows:- 2008 2007 RM RM Thai Baht 0.100 0.100

50. FAIR VALUES OF FINANCIAL INSTRUMENTS Fair value is defined as the amount at which the financial instrument could be exchanged in

a current transaction between knowledgeable willing parties in an arm’s length transaction, other than in a forced sale or liquidation.

The following methods and assumptions are used to estimate the fair value of each class of

financial instruments:-

(i) Bank balances and other liquid funds and short-term receivables/payables

The carrying amounts approximated their fair values due to the relatively short-term maturity of these instruments.

(ii) Quoted and unquoted investments

The fair values of the quoted investments are estimated based on quoted market prices for these investments. For unquoted investments, it is not practicable to determine the fair values because of the lack of quoted market prices and the assumptions used in valuation models to value these investments cannot be reasonably determined.

(iii) Long-term bank loans

The carrying amounts approximated their fair values as these instruments bear interest at variable rates.

(iv) Hire purchase obligations The fair value of hire purchase obligations is determined by discounting the relevant

cash flow using current interest rates for similar instruments at the balance sheet date.



50. FAIR VALUES OF FINANCIAL INSTRUMENTS (CONT’D)

(v) Contingent liability

The nominal amount and the net fair value of financial instruments not recognised in the balance sheets of the Company are as follows:

Note 2008 2007 Net Nominal Net Amount Fair Value Amount Fair Value RM RM RM RM Corporate guarantees

47

47,429,688

*

37,556,180

*

* - The fair value of the contingent liabilities is expected to be minimal as the

subsidiaries are expected to be able to repay the banking facilities.

51. SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR

The significant events during the financial year are as follows:-

(a) On 21 December 2007, Syarikat Siah Brothers Trading Sdn. Bhd. (“SSBT”), a wholly-owned subsidiary of the Company entered into a Share Sale Agreement with a third party to acquire an additional 28,250 ordinary shares of RM1 each representing 6.28% of the issued and paid-up share capital of Sri Rawang Properties Sdn. Bhd. for a total cash consideration of RM310,750. The total number of shares held by SSBT after the acquisition would be 128,250 ordinary shares of RM1 each representing 28.50% of the issued and paid-up capital of Sri Rawang Properties Sdn. Bhd. The acquisition has yet to be completed as at the date of the financial statements;

(b) On 7 March 2008, the Company acquired:-

(i) 90,000 ordinary shares of 100 Bahts each representing 30% of the issued and paid-up share capital of Built SBC Co., Ltd (“BSL”) for a cash consideration of RM956,319; and

(ii) 60,000 ordinary shares of 100 Bahts each representing 30% of the issued

and paid-up share capital of Kanyara Co., Ltd (“KCL”) for a cash consideration of RM637,546.


FINANCIAL REPORT for the financial year ended 31 March 2008

CONTENTS

Page Directors’ Report ................................................................................................... 1 Statement by Directors.......................................................................................... 7 Statutory Declaration............................................................................................. 7 Auditors’ Report .................................................................................................... 8 Balance Sheets .....................................................................................................11 Income Statements ...............................................................................................13 Statements of Changes in Equity..........................................................................14 Cash Flow Statements ..........................................................................................16 Notes to the Financial Statements ........................................................................19

sbc corporation berhad: annual audited accounts 2008

Investor Relations

lee yan yaw

sbc corporation berhad

deductible temporary differences

normal operating cycle

sabah state government

sabah state government

sabah state government

lien holders caveat