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Financial
Calendar

2012 2013
29 MAY 2012 28 FEBRUARY 2013
TUESDAY THURSDAY
First Quarter Results Fourth Quarter Results
ended 31 March 2012 ended 31 December 2012

29 AUGUST 2012 29 APRIL 2013


WEDNESDAY MONDAY
Second Quarter Results Audited Financial Statements
ended 30 June 2012 for the financial year
ended 31 December 2012

27 NOVEMBER 2012
TUESDAY 4 JUNE 2013
TUESDAY
Third Quarter Results
ended 30 September 2012 Published
Annual Report 2012

26 JUNE 2013
WEDNESDAY
Sixteenth
Annual General Meeting

Puncak Niaga Holdings Berhad Annual Report 2012


Nothing builds teamwork
as effectively as
challenges
84 2012 MARKED ANOTHER SUCCESSFUL YEAR FOR PUNCAK NIAGA (M) SDN BHD
(PNSB) IN THE OPERATION OF ITS WATER TREATMENT PLANTS (WTPS) AND
DAMS. DESPITE THE MANY CHALLENGES FACING THE COMPANY WHICH HAD A
CONSIDERABLE IMPACT ON PNSB, PNSBS FACILITIES PERFORMED ABOVE THEIR
DESIGN SPECIFICATIONS TO PRODUCE HIGH VOLUMES OF TREATED WATER OF
Operations EXCELLENT QUALITY, AND PNSB SUCCESSFULLY CARRIED OUT A NUMBER OF
Review PLANT IMPROVEMENT WORKS, AS WELL AS INITIATING SOME IMPROVEMENTS
Puncak Niaga WORKS IN 2012. THE IMPROVEMENTS MADE TO OUR PLANTS DURING THE LAST

(M) Sdn Bhd YEAR FURTHER ENHANCED OPERATIONAL RELIABILITY AND EFFICIENCY AND
ENABLED PNSB TO MEET AND INDEED EXCEEDED ITS KEY PERFORMANCE
INDICATORS (KPIS) FOR WATER QUALITY AND PRODUCTION, BUT PNSBS
BOTTOM LINE INEVITABLY WAS AFFECTED BY THE BUDGETARY IMPASSE.

On a more positive note, environmental sustainability is a fundamental objective of PNSB, and


in the year under review PNSB made further progress towards environmental sustainability.
For more information on environment sustainability, please refer to the Preserving Our
Environment section on pages 150 to 163 of this Annual Report.

WATER TREATMENT PLANT OPERATIONS

PNSB operates, manages and maintains 29 WTPs with a combined capacity of 1,930 million
litres per day. PNSB delivered 711.00 million cubic metres of treated water in 2012, 1.07%
more than the 703.48 million cubic metres produced in 2011. Higher demand for treated
water from Syarikat Bekalan Air Selangor Sdn Bhd (SYABAS) accounted for the increased
production level.

In 2012, our WTPs submitted water samples to both our Central Laboratory and the
Independent Laboratory to carry out 21,945 tests, and the results showed an impressive
99.8% compliance with the stipulated treated water quality standards.

A reliable supply of treated water is no less critical than its quality, and PNSB strives to
limit the number of unscheduled WTP shutdowns to ensure that consumers can depend
on a constant supply of treated water. During the year, however, rainfall caused landslips
which resulted in increased water turbidity. Although the design capacity of the WTPs is
adequate to cope with this eventuality, several crucial processes needed adjustment, for
which SYABAS Capital Expenditure (CAPEX) Programme funding was not available. As a
consequence, on various occasions a number of WTPs were compelled to shut down due
to raw water violations. In total, in 2012, our WTPs experienced 337.57 hours of shutdown
for reasons beyond our control (as shown in Table A). Despite this, throughout the year,
all our WTPs consistently met production demands and PNSB was successful in providing
dependable supplies of treated water.

Cause of WTP shutdown Hours of shutdown

Raw water violation 125.67


TNB power supply interruption 110.90
PNHBs/ PNSBs
Pipe leak/burst 101.00
Headquarters in Wisma
Rozali, Shah Alam
Total Hours 337.57

Table A: Causes and number of hours of WTPs shutdown

Annual Report 2012 Puncak Niaga Holdings Berhad


The performances of our WTPs in 2012 were as follows:
85
The Sungai (Sg) Selangor Phase 2 (SSP2) WTP produced 347.40 million cubic metres
of treated water, a slight decrease of 0.72% from the 349.92 million cubic metres recorded
in 2011. The average daily production dipped to 951.79 million litres from 958.68 million
litres in 2011, but the plants performance still exceeded its daily design capacity of Operations
950.00 million litres. Review
Puncak Niaga
The Wangsa Maju WTP produced 15.71 million cubic metres of treated water in 2012, (M) Sdn Bhd
6.21% less than the 16.75 million cubic metres it generated in the previous year. The
average daily production was 43.04 million litres as against 45.89 million litres in 2011.
The plants daily design capacity is 45 million litres, and its daily designated quantity in
accordance with the Concession Agreement is 31.50 million litres.

The Sg Sireh WTP produced a total of 7.56 million cubic metres of treated water last
year, recording an 8.46% increase on the 6.97 million cubic metres produced in 2011.
The average daily production rose to 20.70 million litres from 19.10 million litres in 2011.
The plants daily design capacity is 27.28 million litres.

The Sg Lolo (new) WTP recorded 999,974 cubic metres of treated water production last In 2012, the
year, representing a slight drop of 1.77% from the 1,017,998 cubic metres produced in 29 WTPs performed
2011. The average daily production was 2.74 million litres compared to 2.79 million litres
in the previous year. The plants design capacity is 2.50 million litres daily.
admirably, both in
terms of quantity
26 WTPs fall under the Privatisation Cum Concession Agreement dated 22 September 1994 and quality,
(PCCA) and collectively, they produced 339.34 million cubic metres of treated water meeting SYABAS
last year, a 3.20% increase from the 328.82 million cubic metres recorded in 2011.
The average monthly treated water production for 2012 was 28.28 million litres against
requirements for
27.40 million litres in 2011. The WTPs exceeded their monthly designated quantity of treated water and
26.28 million litres as stipulated in the PCCA. the Drinking Water
Quality Standards
In 2012, the 29 WTPs performed admirably, both in terms of quantity and quality, meeting
SYABAS requirements for treated water and the Drinking Water Quality Standards as
as determined
determined by the Ministry of Health (MOH). by the Ministry
of Health
PLANT IMPROVEMENT WORKS

Reflecting its steadfast commitment to providing a stable and efficiently produced water
supply, PNSB successfully carried out a number of plant improvement works in 2012.

Sg Langat WTP: Electrication of Two Raw Water Pumps and Replacement of


Bandscreen No. 2

The prime mowers of the 8 MDG raw water pumps were converted from diesel engines to
electric motors. The electric motors are a more economical means of driving the pumps and
have the added benefit of generating less noise pollution and creating a cleaner environment.

A new chain link system, complete with nylon rollers, carbon steel pins and bushes was PNSB operates and
installed to replace the worn-out Bandscreen No. 2. The refurbished Bandscreen has manages Sg Langat Dam
enhanced screening at the intake, preventing unwanted floating debris from entering the
WTP and damaging plant equipment.

Puncak Niaga Holdings Berhad Annual Report 2012


86 Cheras Mile 11 WTP: Replacement of Electrical Motor for Raw Water Pump

One of the two 4.5 MGD raw water pumps received a new electric motor. The old motor was
then refurbished to its original condition and is now kept as a spare unit at the WTP.

Operations Batang Kali WTP: Installation of New Air Blower


Review
Puncak Niaga The plants filter back-washing system had been using air compressors until the 2012
(M) Sdn Bhd upgrade to a new, enhanced air blower. The upgrade has improved the filters performance
and reduced the mud balls at the filter bed.

SSP2 WTP: Installation of New Post-Chlorine System

The new post-chlorine system replaced the older, inefficient chlorine system which had been
running since the WTPs inception in 1998 to achieve the operational requirement for treated
water quality. Most of the original systems internal and external components had corroded,
and its performance was diminished.

In 2012, PNSB initiated the following plant improvement works:-

Replacement of filter media and associated works for the Gombak WTP, Sg Batu WTP,
North Hummock WTP and Rantau Panjang WTP
Installation of auto-chlorine emergency shut-off system at seven WTPs namely,
Sg Pangsoon WTP, Salak Tinggi WTP, Sg Rumput WTP, Kepong WTP, Batang Kali WTP,
Sg Buaya WTP and North Hummock WTP
Installation of new overhead cable at the Cheras Mile 11 WTP
Rehabilitation and upgrading of 110VDC supply system at the SSP2 WTP
Rehabilitation and upgrading of condition monitoring system at the SSP2 WTP
Rehabilitation and upgrading of pre-chlorination system at the SSP2 WTP
Upgrading of Siemens S5 PLC to Siemens S7 PLC system at the SSP2 WTP
Rehabilitation and upgrading of automation system for filtration plant at the Wangsa Maju
WTP
Rehabilitation of automation system for filtration plant at the SSP2 WTP
Installation of automatic carbon dioxide fire suppression system at the Sg Langat WTP

WATER FILTER PERFORMANCE

We continuously and constantly monitor the water filter performance by tracking each
filters running hours as filtration is the final step in the water treatment process, removing
fine suspended solids remaining after the clarification process, and further cleansing and
polishing the treated water.

Details of the Filter Performance Monitoring are set out under the Preserving Our Environment
section on pages 150 to 163 of this Annual Report.

Water Quality Testing


at WTP

Annual Report 2012 Puncak Niaga Holdings Berhad


Raw Water Drawn for Treatment
87
The following table summarises the amount of raw water drawn from the various rivers and
dams for treatment at PNSBs WTPs in 2012.

No. Source Volume withdrawn (m3) Operations


Review
1 Sg Selangor 393,963,473 Puncak Niaga
2 Sg Bernam 11,526,977 (M) Sdn Bhd
3 Sg Dusun 488,755
4 Sg Tengi 635,379
5 Sg Batang Kali 5,044,594
6 Sg Darah 206,627
7 Sg Gerachi 2,420,317
8 Sg Inki 2,308,354
9 Sg Ampang 6,807,759
10 Sg Gombak 12,417,835
11 Sg Rumput 416,262
12 Sg Rangkap 3,256,339
13 Sg Kepong 858,433
14 Sg Langat 193,552,339
15 Sg Labu 1,808,958
16 Sg Pangsoon 1,358,180
17 Sg Lolo 1,754,583
18 Sg Serai 435,435
19 Sg Sireh 9,375,357
20 Klang Gates Dam 63,216,187 Sedimentation tank at
21 Tasik Subang Dam 5,072,407 Sg Batu WTP
22 Batu Dam 45,317,890

Total 762,242,440

DAM OPERATIONS

PNSB operates and maintains the Sg Langat, Klang Gates and Tasik Subang Dams in
accordance with the Guidelines for Operation, Maintenance and Surveillance of Dams issued
by the Malaysian Inter-Departmental Committee on Dam Safety, October 1989. Performance
in 2012 was good, and there was no critical storage drawdown at any of the Dams.

During the year, total annual rainfall at two of the three Dam catchment areas was lower
than the mean average rainfall based on data from 1998 to 2011, but higher at the third Dam
catchment area, as shown in Table B:-
Mean Variance
Annual rainfall average rainfall against
Dam 2012 (mm) 19982011 (mm) average (%)

Sg Langat Dam 2,291.70 2,399.41 -4.49


Klang Gates Dam 2,805.90 2,824.35 -0.65
Actiflo plant inspection
Tasik Subang Dam 2,804.00 2,457.41 14.10
at SSP2 WTP

Total 7,901.60 7,681.17

Table B: Annual Rainfall 2012

Puncak Niaga Holdings Berhad Annual Report 2012


88 To ensure the safety and stability of the Dams, PNSB completed an annual Dam Visual Safety
Inspection in 2012, including a field inspection and an instrumentation analysis for all major
Dam structures and M&E equipment. No major deficiencies were identified except for the
gate and control valves at the Sg Langat Dam drawn off tower, which need to be replaced
on an urgent basis. The replacement work is presently undertaken by the Selangor State
Operations Government through their appointed consultant and contractor.
Review
Puncak Niaga The Dam operations staff utilise the Reservoir Operations Rules Curves (RORC) methodology
(M) Sdn Bhd to decide a release rate from the dams based on current dams storage and expected rainfall
throughout the year. This helps the operators to meet the demand from the WTPs while
conserving as much reservoir water as possible.

At Sg Langat Dam, the reservoir levels were maintained above RORC No. 1 throughout 2012,
while at the Klang Gates Dam, the reservoir level was drawn down below RORC Nos. 2
and 3 from early September 2012 until the end of October 2012. The Tasik Subang Dams
reservoir level was drawn down below RORC No. 1 from mid August 2012 until the end of
October 2012. All three Dams, however, met the water demand of the respective WTPs.

With prudent, proper and effective planning for the management of the dams, PNSB ensures
With prudent, the sustainability of the water supply in Selangor and the Federal Territories of Kuala Lumpur
proper and and Putrajaya.
effective planning One component of PNSBs commitment to corporate social responsibility (CSR) is a standing
for the management invitation to the various stakeholders to visit the dams with the objective of educating guests
of the dams, on the dams functions and operations. In 2012, PNSB welcomed visitors from schools,
PNSB ensures the universities, government agencies, NGOs and the general public. Prominent organisations
that visited the dams included Jabatan Pengairan Dan Saliran, Pejabat Pegawai Keselamatan
sustainability of Kerajaan Malaysia and Lembaga Urus Air Selangor.
the water supply in
Selangor and the CERTIFICATIONS
Federal Territories
ISO 9001:2008 (Quality Management System)
of Kuala Lumpur
and Putrajaya In 2012, additional nine WTPs had been certified with ISO 9001:2008 Quality Management
System (QMS). As at August 2012, all Regional Offices and 26 WTPs have obtained the
internationally recognised standard ISO 9001:2008 QMS certification. The ISO 9001:2008
certification reflects PNSBs commitment towards Quality Management in managing the
WTPs.

ISO 14001 (Environmental Management System)

SSP2 WTP had successfully maintained the certification until todate.

OHSAS 18001:2007 (Safety Management System)

27 of our WTPs and three Regional Offices have successfully maintained the certification
todate.

INFORMATION AND COMMUNICATIONS TECHNOLOGY (ICT)

In 2012, PNSBs Information Technology Department (ITD) continued to introduce


technologies that provide strategic tools for business success, implementing systems that
reduce manual processes, improve work-flow and standardise procedures.

Annual Report 2012 Puncak Niaga Holdings Berhad


Business Applications
89
ITD continued to enable process improvements and Standard Operating Procedures (SOP),
and to centralise information via a work-flow application, working closely with each division
to migrate all manual processes to the online system. ITD also implemented improved Human
Resources Administration and Accounting systems that monitor manpower, manage capital Operations
resources and analyse costing strategies. Review
Puncak Niaga
IT Infrastructure Platform (M) Sdn Bhd
ITD developed and deployed a computer data centre infrastructure, equipped with virtualised
systems and high-availability system management. The data is designed to operate without
downtime.

PREVENTIVE MAINTENANCE

Predictive & Preventive Plant Maintenance

Throughout the year we undertook systematic monitoring and maintenance of plant and
equipment to ensure the smooth and continuous operation of all our 29 WTPs. Predictive and
preventive plant maintenance follows an annual maintenance plan, and performance was
closely monitored by two maintenance software systems, Maximo and Maintpro.

In 2012, our WTP staff conducted 25,128 preventive maintenance works. WATER FACTS

Preventive IT Maintenance A person


can live for weeks
Preventive IT Maintenance is important to ensure that all systems are running smoothly. As without food.
in previous years, PNSBs ITD continuously supported and maintained all the 29 WTPs via Without water, a person
its programme of scheduled preventive IT Maintenance. For servers and critical equipment, can only live a few days
preventive IT Maintenance is conducted every six months. For 2012, ITD conducted a PC
replacement programme to further improve its productivity as well as to reduce maintenance
cost. This programme shall be a continuous effort by ITD on a yearly basis for IT assets that
are more than five years old.

INNOVATIVE AND COST-CUTTING MEASURES

PNSB on a yearly basis conducts Innovative & Creative Circle (ICC) Programme to
encourage staff to generate innovative inventions or measures.

Details of the activities and achievements of the Companys ICC Programme are set out
under the Quality Policy & Report section on pages 214 to 215 of this Annual Report.

ACHIEVEMENTS

On 11 October 2012, PNSB achieved the Bronze Award for the 12th Malaysia HR Awards
2012 Employer of Choice.

In 2012, the Sg Selisek, Kalumpang, Sg Batu, Bukit Tampoi, Wangsa Maju and SSP2 Water quality inspection
WTPs won Gold (Class I) Awards from the Malaysian Society for Occupational Safety & at Central Laboratory
Health (MSOSH), while the Sg Dusun and Ampang Intake WTPs received Gold (Class II)
Awards from MSOSH. The National Council of Occupational Safety & Health (NCOSH)
honoured the Sg Langat WTP with a Gold Trophy Award under the water utility sector on
30 October 2012.

PNSBs Central Laboratorys/SSP2 WTP Laboratorys high standards for training, health and
safety earned them the Institut Kimia Malaysia (IKM) Laboratory Excellence Award 2012
on 30 November 2012.
Puncak Niaga Holdings Berhad Annual Report 2012
90 THOUGH 2012 WAS ANOTHER CHALLENGING YEAR FOR SYARIKAT BEKALAN AIR
SELANGOR SDN BHD (SYABAS), THE SOLE WATER DISTRIBUTOR FOR SELANGOR
AND THE FEDERAL TERRITORIES OF KUALA LUMPUR AND PUTRAJAYA, THE
COMPANY SUCCEEDED IN ACHIEVING ALL OF ITS KEY TARGETS FOR 2012. THE
MANAGEMENT AND STAFF OF SYABAS REMAINED COMMITTED, DEDICATED AND
Operations HARDWORKING TO CONTINUE TO DELIVER TO THE BEST OF THEIR ABILITIES
Review IN 2012.
Syarikat CHALLENGES
Bekalan Air
Selangor Water demand in 2012 in Selangor and the Federal Territories of Kuala Lumpur and Putrajaya
grew with an average production for 2012 of 4.30% as compared to 2011, while the metered
Sdn Bhd consumption grew with an average production for 2012 of 3.70% as compared to 2011.

Against this backdrop, in 2012, there was very tight treated water supply-demand situation in
Selangor and the Federal Territories of Kuala Lumpur and Putrajaya which resulted in water
supply interruptions from time to time in various areas namely, Sg Way in Petaling District,
Hicom in Klang District, Bukit Gasing in Petaling District, Meru in Klang District, Wisma Putra,
KL Sentral and Cheras in Kuala Lumpur District.

The reserve margin for the supply of treated water is standing at less than 3% of the average
demand for Selangor and the Federal Territories of Kuala Lumpur and Putrajaya. The reserve
margin will still remain below 3% of the average demand even with the completion in due
course of the ongoing KeTTHA Mitigation 1 and Mitigation 2 Programme as approved by
the Federal Government for increased treated water distributable capacity, as the supply
capacity from these programmes can hardly meet the increasing water demand. Unless more
programmes to increase the supply of treated water are implemented by the Government, the
critical water supply situation will persist and continue into 2013 with the continued increase
in demand for treated water but with limited additional distributable capacity.

The thin reserve margin of treated water supply with no certainty of any new additional water
supply has compelled SYABAS not able to provide support of any new development projects
due to consideration of the potential legal implication. In 2012, SYABAS deferred its support
for 450 projects relating to additional water demand. This matter has been communicated
to the regulator, the National Water Services Commission [Suruhanjaya Perkhidmatan Air
Negara] (SPAN) for their direction.

The impending issue of the Selangor State Governments Proposed Restructuring since 2008
and the refusal of the Selangor State Government from 1 January 2009 to either gazette
the water tariff adjustment or to pay compensation in lieu thereof under the Concession
Agreement dated 15 December 2004 signed between SYABAS, the Federal Government and
the Selangor State Government (SYABAS Concession Agreement) continued, further add
on to SYABAS constraints on its financial capacity.

This also continued to prevent SYABAS from drawing down its arranged loan facilities or
taking on any new commercial loans which resulted in insufficient cash flow to fully pay
Media briefing on water crisis the water treatment operators. The accumulated outstanding debt to water treatment
operators has sparked legal suits of claims by all the three water treatment operators, namely
Konsortium ABASS Sdn Bhd (Konsortium ABASS), Syarikat Pengeluar Air Sungai Selangor
Sdn Bhd (SPLASH) and Puncak Niaga (M) Sdn Bhd (PNSB). The cash flow problem
has also further hampered the SYABAS Capital Expenditure (CAPEX) programme, which
has remained frozen since 2008 except for very critical projects, particularly to reduce the
Non-Revenue Water (NRW) and rehabilitating the old distribution assets.

Annual Report 2012 Puncak Niaga Holdings Berhad


The frozen SYABAS CAPEX programme resulted in numerous and frequent pipe bursts and
91
water supply interruptions, to the inevitable detriment of service levels. In 2012, it was once
again impossible to rehabilitate or upgrade many old assets, while some were required to
operate in overload mode, thereby causing further failures. These occurrences whilst not only
increased operation and maintenance costs, also thwarted any reduction in NRW, resulting in
a higher purchase cost of treated water. Operations
Review
Despite the above challenges, SYABAS was able to meet the high expectations and high Syarikat
demand of the consumers in Selangor and the Federal Territories of Kuala Lumpur and
Putrajaya in 2012 including solving the water crisis in Hulu Langat in 2012 and Wangsa Maju
Bekalan Air
in the beginning of 2013. This was made possible mainly as a result of the dedication and Selangor
commitment of the Management and staff of SYABAS to the consumers. Sdn Bhd

ACHIEVEMENTS

In 2012, despite the many challenges, SYABAS to the best of its ability, continued to maintain
the high service levels as required by the SYABAS Concession Agreement and the Ministry of
Healths (MOH) National Standard for Drinking Water Quality (2004) (NSDWQ). As a result,
SYABAS successfully exceeded the 2012 performance targets it had set for itself, which were
higher than the requirements of the SYABAS Concession Agreement.
In 2012,
In a bid to continue to supply consumers with good quality treated water in 2012 with limited despite the many
funding for CAPEX investment, SYABAS continued to focus on enhancing its operating
standards and efficiency by upgrading and improving the existing Standard Operating
challenges, SYABAS
Procedures (SOP), introducing new SOPs, researching into more efficient methodologies to the best of its
and making internal innovations with cost optimisation. ability, continued
to maintain the
SYABAS also implemented a very critical CAPEX programme with the limited approval of
work programmes by SPAN in Selangor and the Federal Territories of Kuala Lumpur and high service
Putrajaya and the programmes carried out were mainly for the rehabilitation and upgrading levels as required
of pumphouses and leaking water tanks, improvement of distribution network to resolve low by the SYABAS
pressures zones, and preventing the NRW from creeping up.
Concession
In 2012, SYABAS responded to 93.90% of all water quality complaints within half an hour Agreement and the
and also boosted its Billing and Collection Efficiency, the details of which are as set out in Ministry of Healths
the headings Immediate Response to Consumer Complaints and Billing & Collection,
respectively in this Operations Review.
National Standard
for Drinking Water
Despite the SYABAS CAPEX freeze, the average 2012 NRW level for Selangor and the Quality (2004)
Federal Territories of Kuala Lumpur and Putrajaya was computed as 33.06%, and lower
than the targeted 2012 NRW target of 33.49%. However, the NRW level increased by 0.75%
compared with 2011 average of 32.31%. Details of NRW are set out under the heading Non
Revenue Water of this Operations Review.

As part of SYABAS continuous effort to further enhance customer service, with effect from
1 January 2013, PUSPEL was upgraded to double its capacity to handle customer calls.
Various upgrading of facilities were carried out too to provide better service to consumers
including more conducive working environment for SYABAS staff.

In 2012, SYABAS received the Anugerah Industri Sukan Negara 2012 Promosi Gaya Hidup
Sihat Melalui Sukan. SYABAS also earned the Malaysian Society for Occupational Safety &
Health (MSOSH) Awards for all of its ten districts in 2012. Seven Districts, namely Kuala
Lumpur, Hulu Langat, Petaling, Gombak, Sabak Bernam, Hulu Selangor and Kuala Selangor
obtained Gold (Class I) Awards. Three districts, namely Kuala Langat, Sepang and Klang,
earned the Gold (Class II) Awards.

Three SYABAS districts were accredited with OHSAS 18001:2007 (Health and Safety). In
addition, SYABAS Human Resources & Administration Department was awarded with ISO
9001:2008 certification in 2012.

Puncak Niaga Holdings Berhad Annual Report 2012


92 WATER DISTRIBUTION SERVICES

In 2012, SYABAS distributed a daily average of 4,322 MLD of treated water to about
7.50 million residential and commercial consumers in Selangor and the Federal Territories of
Kuala Lumpur and Putrajaya. This amounted to 179 MLD (4.30%) of treated water more than
Operations in 2011.
Review
Syarikat SYABAS maintains 26,425 km of water pipes, 1,527 service reservoirs, elevated water tanks
Bekalan Air and suction tanks; and 589 booster pumping stations. The number of these assets increased
Selangor by 1.1%, 3.9% and 5.7% over the previous years count, respectively. Water supply coverage
Sdn Bhd is 100% in urban areas and 99% in rural areas.

NON REVENUE WATER (NRW)

Progress to Date

In the eight years since the signing of SYABAS Concession Agreement, SYABAS has achieved
a reduction in NRW from 42.78% as at 1 January 2005 to 33.06% as at 31 December 2012,
as shown in Table A:
Metered
Water Input Consumption NRW
Period MLD MLD MLD %

2005 3,766 2,155 1,611 42.78


2012 4,322 2,893 1,429 33.06
Difference in figures
for 2005 and 2012 +556 +738 -182 -9.72

Note:
(1) Unbilled Authorised Consumption averaging 0.5% has been included and counted as NRW

Table A: NRW Reduction Achievement

The average 2012 NRW recorded at 33.06% was compared favourably with the Companys
targeted 2012 NRW of 33.49%.

Since 2008, the CAPEX freeze has prevented SYABAS from carrying out any but very critical
works to reduce NRW, and the saving from critical works is only sufficient to offset the
increase in leakage due to the Natural Rate of Rise. Nevertheless, despite limited CAPEX and
the effect of the ageing distribution network in 2012, SYABAS was able to sustain the NRW at
the level achieved by the end of 2008 recorded at 33.17%. Without the various diligent efforts
by SYABAS, the NRW level would have crept up to a much higher level.

NRW Reduction Works in 2012

The replacement of 210 km of pipes under the KeTTHA Mitigation 1 Programme for 30 critical
areas at an approved budget of RM170.0 million progressed on schedule. The four-year
programme began in 2011 with a target completion date of 2014. Eight pipe replacement
packages comprising 59 km of pipes were completed in 2012 and another 22 packages are
SYABAS operation on scheduled to be implemented in 2013-2014.
illegal water piping
SYABAS was also granted approval by SPAN to carry out a number of critical NRW
programmes using its own internal funding, as follows:-

(a) Between February and November 2012, large area pressure management using the
Advanced Pressure Management (APM) system known as i20 technology was
implemented for four new Pressure Management Zones (PMZ), namely Kuala Langat,
Kuala Selangor and Hulu Selangor (two numbers). The pressure controls achieved a
cumulative saving of 8 MLD as against a target of 4 MLD.
Annual Report 2012 Puncak Niaga Holdings Berhad
(b) Between April and December 2012, i20 APM systems were installed at 20 zones in
93
existing District Metering Zones (DMZ) in the Petaling, Klang, Hulu Langat and Gombak
Districts, saving 4 MLD, as per the target set previously.

(c) The NRW Phase 3 programme also continued. This is a long term performance contract
awarded in 2007 for completion by the end of 2013 with a target to achieve a cumulative Operations
saving of 300 MLD by June 2012. As at June 2012, a total saving of 303 MLD had been Review
achieved. Syarikat
In addition, under the approved programmes for 2012, SYABAS embarked on two meter
Bekalan Air
replacement programmes to further reduce commercial losses. Between May and December Selangor
2012, 180,000 aged meters (nine years and above) were replaced, realising commercial Sdn Bhd
gains of about 18 MLD. Meanwhile, the replacement of AMR EM Flow Meters at 100 large
consumer accounts commenced in January 2013 and is expected to be completed by May
2013 with total predicted gains of 5 MLD.

Other NRW activities by SYABAS in-house teams included reservoir overflow monitoring and
the maintenance and monitoring of 80 KTAK DMZ and 112 PMZ.

Factors such as the CAPEX freeze are outside SYABAS control and materially affect its ability
to reduce NRW. Accordingly, to allow for the impact of these uncontrollable factors, SYABAS
has applied to SPAN and the Selangor State Government to revise the NRW KPI target in
SYABAS Concession Agreement to allow for the impact of the uncontrollable factors. To date
no decision has been reached for the application.

CAPEX WORKS

Under the privatisation of water supply services in Selangor and the Federal Territories of
Kuala Lumpur and Putrajaya, SYABAS, as the concessionaire, has put in place a CAPEX
programme for the rehabilitation and upgrading of the water distribution assets it operates.

The CAPEX programme for 2011 and 2012 was funded mainly from RPS 2009 (RM65.24
million), RPS 2010 (RM131.60 million) and SYABAS internal funding (RM448.18 million). The
cumulative CAPEX expenditure from 1 January 2005 to 31 December 2012 amounted to
RM2,537.1 million.

In year 2012, a total expenditure of RM77.12 million has been invested to upgrade and
rehabilitate the distribution infrastructure including replacement and/or repairing of leaking
water tanks and slopes, improvement works to low pressure areas, improvement works for
enhancement of water quality, pumphouse upgrading and rehabilitation works, ICT upgrading
works, old pipes replacement works, etc.

As mentioned under the heading Achievements of this Operation Review, SYABAS also
implemented very critical CAPEX programme with the approval by SPAN in Selangor and the
Federal Territories of Kuala Lumpur and Putrajaya. The programmes carried out were mainly
for the rehabilitation and upgrading of pumphouses and leaking water tanks, improvement of
distribution network to resolve low pressure zones, and preventing the NRW from creeping
up. In 2012, SYABAS managed to complete 30 projects and commenced 44 projects.

As mentioned under the heading, Non Revenue Water of this Operation Review, the SYABAS Consumer
replacement of 210 km of pipes under the KeTTHA Mitigation 1 Programme for 30 critical Awareness Programme
areas at an approved budget of RM170.0 million progressed on schedule with a target
completion date of 2014.

Puncak Niaga Holdings Berhad Annual Report 2012


94 Operation Command Centre (OCC) and the Geographical Information System (GIS)

In 2012, OCC has further expanded by the implementation and integration of a few systems
thus further improved its operational capabilities. A new 2 Mbps leaseline, fully operational
in November 2012 cater for additional 2000 remote monitoring sites (originally 250 remote
Operations sites).
Review
Syarikat The status of implementation of the GIS/SCADA/Hydraulic Modelling-related works as at
31 December 2012 were as follows:-
Bekalan Air
Selangor Phase 1A Development of GIS (Infrastructure and Application)
Sdn Bhd
The GIS captures information on pipeline and reservoir for all ten Districts and as of
31 December 2012, registered 26,433 km length of pipeline, 1,527 service reservoirs and
589 booster pumping stations.

Phase 1B Development of GIS (Geo-Coding)

2,566 major consumers (0.1 MLD) have been geo-coded in their respective Districts.

Phase 2 Development of SCADA with GIS and Network Modelling

The data for the 250 remote sites can now be accessed and viewed over GIS system
seamlessly without the need to access SCADA monitoring system directly which has only 20
connection licences to key Departments and users. This has made the SCADA data available
to more staff for faster and better daily operation.

Phase 3 Hydraulic Model

Hydraulic models for all ten Districts were completed and are being deployed for use of
planning and operations.

WATER QUALITY ENHANCEMENT

In 2012, SYABAS complied fully with MOHs NSDWQ and Quality Assurance Programme
(QAP), as well as maintaining the Mandatory Level of Service (MLS) as stipulated in
SYABAS Concession Agreement.

The quality of the water supplied from Water Treatment Plants into SYABAS distribution
system is both systematically monitored by MOH by way of sampling and testing and is
tracked by its QAP. In 2012, MOH had carried out tests or analyses based on monthly average
of 2,696 (as at 31 December 2012) water samples from 1,107 (as at 31 December 2012)
sampling stations located at various treatment plant outlets, balancing reservoir outlets,
service reservoir outlets and at the distribution pipelines in the concession area.

Since 2008, SYABAS has been aggressively implementing a Water Quality Improvement
Master Plan (WQIM Plan), and the results have been excellent. The details of the programmes
under the WQIM Plan namely, the Air Scouring Programme and the Reservoir Cleaning and
Briefing on water status
by YBhg Dato Ir Lee at Inspection Programme are set out in the Delivering Quality section on pages 111 to 123 of
Sg Langat WTP this Annual Report.

Annual Report 2012 Puncak Niaga Holdings Berhad


Immediate Response to Consumer Complaints
95
In 2012, SYABAS achieved a 93.90% compliance rate in responding to consumer complaints
within half an hour. The immediate response to consumer complaints did not achieve a 100%
compliance rate due to the receipt of some complaints at night. The total number of consumer
complaints received during 2012 was 2,278. Operations
Review
Consumer Awareness & Education Programme (CAE Programme) Syarikat
Bekalan Air
The CAE Programmes goal is to instil public confidence in the water quality provided Selangor
by SYABAS and also to educate consumers about their responsibility for inspecting and Sdn Bhd
maintaining their internal plumbing systems and storage tanks regularly. It also addresses
misconceptions about household water filters. In 2012, SYABAS devised Standard Operating
Procedures (SOPs) for the CAE Programme, as well as an enhanced consumer feedback
survey to evaluate the programmes effectiveness.

For further details of the CAE Programme, please turn to the Preserving Our Environment
section on pages 150 to 163 of this Annual Report.

BILLING & COLLECTION

SYABAS revenue and cash flow rely heavily upon the effectiveness of its Billing & Recovery
Department, and efforts are constantly made to enhance the systems and processes for
peak efficiency.

As at 31 December 2012, the total number of active water supply accounts stood at
1,857,349, representing a growth of 3.6% from the 1,793,580 accounts recorded in 2011.
Total billings during the year under review stood at RM1.598 billion, 4.3% up from the billing
recorded in 2011 of RM1.532 billion. Table B shows billing records over the last eight years,
demonstrating a cumulative growth of 49.3%.

Year 2005 2006 2007 2008 2009 2010 2011 2012

Billing
(RM million) 1,070.3 1,136.9 1,333.1 1,394.8 1,435.1 1,487.2 1,531.6 1,597.8

Growth (%) 8% 6% 17% 5% 3% 4% 3% 4%

Table B: Billing For The Last Eight Years

YBhg Dato Ruslan giving


a speech during SYABAS
monthly assembly

Puncak Niaga Holdings Berhad Annual Report 2012


96 Total current trade bill payments collected for the year stood at RM1.590 billion, of which is
4.0% higher than the RM1.529 billion collected in 2011. The overall 2012 collection efficiency
was 99.5%.

Total current trade receivables as at 31 December 2012 amounted to RM158.9 million,


Operations representing a 9.1% increase on the RM145.7 million reported in 2011. The higher amount
Review derived from the rise in total billings during the year and the increase in the amount of free
Syarikat water rebate owed by the Selangor State Government.
Bekalan Air
Selangor The debtors turnover in 2012 (excluding the debt owed by the Selangor State Government)
Sdn Bhd stood at an average of 36 days as compared to 34 days in 2011. Aggressive monitoring and
controls were put in place by the Management for more efficient recovery of debts.

Disconnection actions as enforcement for bills collection increased by 18.2%, from 155,409
disconnections in 2011 to 183,740 disconnections in 2012, while the reconnection ratio
improved from 85.2% in 2011 to 85.7% in 2012, attributed to the improved communication
procedures put in place for the benefit of consumers.

MIGRATION OF BULK METER WATER SUPPLY ACCOUNTS TO INDIVIDUAL METER


WATER SUPPLY ACCOUNTS (MIGRATION)

Migration of bulk meter water supply accounts to individual meter water supply accounts is
still slow since it was available in May 2007.

As at 31 December 2012, a total of 1,295 applications involving 267,307 individual accounts


were received by SYABAS for processing. Out of the total applications received, 568
Majlis Penyampaian applications involving 114,233 individual accounts were approved for Migration while 289
Hadiah Pelanggan Prihatin
applications involving 61,047 individual accounts completed the Migration.

2007 2012
Bulk Meter Individual
Particulars Account Account

No. of applications received 1,295 267,307

No. of applications approved 568 114,233

No. of applications approved and migrated 289 61,047

Table C: Progress of Migration from Bulk Meter Water Supply Accounts


to Individual Meter Water Supply Accounts up to 31 December 2012.

The Migration to individual meter account would enable the individual dwelling unit in
an apartment or condominium to enjoy the domestic tariff rate for landed premises. The
individual meter would be read and billed by SYABAS, and will facilitate SYABAS to enforce
actions for non-payment accounts by disconnecting individual accounts instead of the bulk
meter accounts which will affect all units of apartment or condominium.

As shown in the above statistics, despite various efforts by SYABAS to promote Migration,
Briefing on water crisis
it has been slow due to various factors. One of the alternatives as proposed by SYABAS to
that occured at
four Districts, namely the authority is to make Migration mandatory, which is still pending the gazettement of the
Petaling, Sepang, New Water Supply Rules under WSIA 2006.
Hulu Langat and
Kuala Langat Districts

Annual Report 2012 Puncak Niaga Holdings Berhad


INFORMATION AND COMMUNICATION TECHNOLOGY (ICT)
97
In 2012, ICT reinforced its capability to meet the increasing needs of SYABAS users. The
increasing number of end users has resulted in higher transaction counts and more data.
ICT staff employed effective maintenance practices to ensure high availability with no major
disruptions. The average monthly service availability for all systems was 99.98%. Operations
Review
SYABAS increasingly turns to ICT solutions to be more effective in its business activities, and Syarikat
in 2012, the staff continued implementation of 32 system enhancements and initiated 12 new Bekalan Air
projects. Some of the major projects included: Selangor
Sdn Bhd
A long-term asset replacement programme which kicked off in 2012 to maximise the
utilisation of assets whilst maintaining stable cash flow planning.
A new telephony system for the PUSPEL service centre which increased the number of
lines to 120 to improve customers ability to access to PUSPEL.
BASIS server hardware upgrades and a back-up system for district offices to ensure
continuous availability and accessibility without disruption.
New Spot Billing Machines and portable printers including Spot Meter Reading Software
for the Billing & Recovery Department to replace the meter readers obsolete hand-held
equipment.
The launch of the Development Plan Approval Submission Management System
(eDPLAS) online, a value-added, internally developed initiative which allows users to
apply to SYABAS online for water supply system plan approval.
OIL & GAS
The implementation of a Point of Sale (iPOS) system, a new collection system for all
SAVING TIPS
SYABAS counters to simplify the collection process and to reduce maintenance cost.
Enhancement of the eMesra intranet portal, a one-stop centre for all electronic
Keep your car
communication between SYABAS employees, Departments and Districts, to ensure all
well maintained
information stays relevant and easy to access for SYABAS daily operation applications.

In conclusion, the ICT Department accomplished all of its goals for 2012.

Puncak Niaga Holdings Berhad Annual Report 2012


98 IN 2012, PNHBS WHOLLY-OWNED SUBSIDIARY, PUNCAK OIL & GAS SDN BHD
(POG) COMPLETED ITS FIRST FULL YEAR OF OPERATION IN THE OIL & GAS
INDUSTRY VIA ITS WHOLLY-OWNED SUBSIDIARY, GOM RESOURCES SDN BHD
(GOM RESOURCES) WHICH WAS ACQUIRED BY POG IN 2011. IT WAS A YEAR OF
OUTSTANDING ACHIEVEMENT FOR PNHB GROUP IN THE OIL & GAS INDUSTRY.
Operations REVENUE FOR THE OIL & GAS DIVISION ALMOST TRIPLED TO RM778.0 MILLION
FROM RM289.5 MILLION IN 2011, CONTRIBUTING 20.8% OF THE GROUPS REVENUE
Review FOR THE YEAR 2012.
Puncak BACKGROUND
Oil & Gas
Sdn Bhd, World primary energy consumption is projected to grow by 1.6% p.a. over the period 2010
to 2030, adding 39% to global consumption by 2030, with the annual growth rate standing
GOM at approximately 2.0% over the next decade. Some 96% of the growth is expected to come
from countries outside the Organisation for Economic Co-operation & Development (OECD)
Resources area, with China as the most important consumer market.
Sdn Bhd and
In Malaysia, where oil output has been falling over the past years, fresh attempts are being
KGL Ltd. made to enhance production from existing and marginal fields and to boost the development
of new fields in deeper offshore areas. Under the Economic Transformation Program (ETP),
the Government is working towards building Malaysia into regional oil storage and trading
hub. In addition, Malaysia is set to emerge as a top petroleum investment spot in 2013,
as Petroliam Nasional Berhad (PETRONAS) places renewed emphasis on maximising
domestic oil resources after years of international expansion. Indeed, PETRONAS has
announced a plan to raise capital expenditures to US$59 billion over the next five years with
the aim of increasing domestic production.
Tower operations
running anchors & Malaysias petroleum industry therefore looks set to start the year on an optimistic note.
monitoring tension
(Source: Statistical Review of World Energy, June 2012)

PUNCAK OIL & GAS SDN BHD (POG)

In addition to the six months (primary) contract awarded on 23 December 2011, POG
managed to secure extension contracts from Perunding Ranhill Worley-Muhibbah Consortium
to provide work barge, work boat and support vessels for a regasification facilities project
at Sungai Udang Melaka for Petronas Gas Bhd. The work barge can accommodate up
to 300 workers while the work boat is used for anchor handling and towing. The contract
also includes catering for contractors live-in personnel. The Project was completed on
31 October 2012.

In 2012, POG had a rationalization exercise. First, POGs office was relocated to Tower 1
Etiqa Twins, Jalan Pinang in June 2012. In October 2012, POGs employees were seconded
to GOM Resources to build a committed team to enrich the Oil & Gas Division with diversity
skills and experiences to deliver exceptional results for the client.

GOM RESOURCES SDN BHD (GOM RESOURCES)

GOM Resources is involved in the business of engineering, procurement, installation and


Construction crew working commissioning (EPIC) contracting services, subsea services and marine support services
in the pipe tunnel to the offshore Oil & Gas industry in Malaysia. GOM Resources had a proven track record in
undertaking oil and gas works, both at home and abroad with range of expertise from simple
jobs to highly complex jobs.

KGL LTD. (KGL)

KGL is involved in the business of offshore leasing of vessels on bareboat basis. KGL owns
the Derrick Lay Barge 264 (DLB264).

Annual Report 2012 Puncak Niaga Holdings Berhad


In 2012, GOM Resources completed the works of the Integrated Transportation and
99
Installation of Offshore Facilities contract (2010-2012) for Pipelay Barge Package A for
Petronas Carigali Sdn Bhd as awarded by Petronas (KPOC Project 2010 - 2012) and was
subsequently further awarded the Offshore Installation Contractor (OIC) status, which
entails a 3+1+1 contract (2010 to 2014). For the offshore installation and pipe laying works,
GOM Resources operates the DLB264 which is owned by KGL. Operations
Review
In 2012, apart from the KPOC Project 2010-2012, GOM Resources successfully brought the Puncak
following projects to completion:
Oil & Gas
1. Kebabangan Petroleum Operating Company (KPOC) Sdn Bhd,
- Installation of KBB 24 x 123 km pipeline from Sabah Oil Gas Terminal (SOGT) to GOM
Kebabangan (KBB) Resources
- Installation of KBB 14 x 123 km pipeline from SOGT to KBB Sdn Bhd and
- Installation of KPOC - Malikai 1 km pipeline from KBB toward Malikai KGL Ltd.
2. Petronas Carigali Sdn Bhd (PCSB)
- Installation of Bekok 6 x 7.6 km pipeline from Tiong A to Bekok A
- Pre-commissioning of 24 x 140 km pipeline from SOGT to KNPGB

CHALLENGES

The Groups Oil & Gas Division currently has only the Integrated Transportation and Installation
of Offshore Facilities which has been renewed for one year (2013) with an extension option
WATER FACTS
of one year. The Oil & Gas Division will have to make greater business development efforts to
gain other Oil & Gas projects locally and overseas.
Water helps to maintain
a healthy body weight
One of the key challenges facing PNHBs Oil & Gas Division during the year was the need
to integrate the Oil & Gas personnel into the Groups culture, vision and mission, apart from
having to manage the human resources elements that arose from the impact of a company
takeover.

Monthly management visit to the DLB 264 was arranged to meet the client and the offshore
crew to show that the new management is serious in the new business and in the project
operation works and take great interest and time to meet the client and crew. Many other
activities were organised for the Oil & Gas Divisions staff such as luncheon, teambuilding,
inter company bowling, majlis berbuka puasa and Safety Campaign.

It is pleasing to report that the integration was well managed and achieved not only
harmoniously but successfully and a new and entrepreneurial team spirit was built within the
Oil & Gas Division. The Oil & Gas Division personnel has also participated in the Transformation
and Motivational Programme arranged by the Group to ensure that the Oil & Gas Division is
united with the Group in its vision and mission.

ADVANCES IN INFORMATION TECHNOLOGY

In parallel with the integration, the Information Technology Department of GOM Resources
had diligently addressed the Oil & Gas Divisions ever-changing technology needs to be
in line with PNSBs SAP system whereby the Oil & Gas Division had implemented a full
SAP System which went live on 7 January 2013 to provide better support for the client and Stalk-on riser installation
the staff. at KNPGB Platform

In 2012, apart from the successful implementation of a full SAP System, GOM Resources
implemented a Computer Refresh Project whereby computers inventory was improved to
better serve end-users; a GOM Resources Website (www.gomresources.com) was officially
launched on 19 October 2012 to provide a greater emphasis on the range of products,
services and vision and enable GOM Resources to communicate with the customers and
to launch future online features and functionality; the existing GOM Resources network
infrastructure was upgraded and configured into multiple segments or Virtual LANs.

Puncak Niaga Holdings Berhad Annual Report 2012


100 In 2012, KGLs pipelay barge DLB 264 was equipped with a satellite system (VSAT system)
to provide data and voice communication service while at sea for the benefits of the crew/
staff and clients including contractors onboard the DLB 264.

ACHIEVEMENTS
Operations
Review For KPOC Project 2010-2012, GOM Resources successfully achieved a total Loss Time Injury
Puncak free man-hours of 3,186,655 hours as at 31 December 2012, an outstanding achievement
Oil & Gas in preventing work-place injuries. This was achieved via the enforcement of the HSE related
Sdn Bhd, policies namely, HSE Protection Policy, Drug & Alcohol Abuse Policy, Smoking Policy and
GOM Stop Work For Safety Policy.
Resources
GOM Resources HSE motto is Productivity is Priority, Safety is Mandatory.
Sdn Bhd and
KGL Ltd. Another milestone for GOM Resources in 2012 is the certification from DNV Business
Assurance Malaysia conforming GOM Resources Integrated Management System (IMS)
accreditation, which consist of ISO 9001-2008 (Quality Management System), ISO14001-
2004 (Environment Management System), ISO/TS 29001-2010 (Petroleum, Petrochemical
and Natural Gas Industries Section Specific Quality Management System) and OHSAS
One of the key 18001-2007 (Occupational Health and Safety Management System).
challenges facing
BUSINESS DEVELOPMENT
PNHBs Oil & Gas
Division during the Apart from local ground, the Oil & Gas Division is also focusing on an ambitious programme
year was the need of expanding abroad to ASEAN countries and Turkmenistan.
to integrate the Oil &
In September 2012, GOM Resources set up an Exploration & Production (E&P) department
Gas personnel into for purposes of evaluating and to conduct business development locally and in overseas.
the Groups culture,
vision and mission In 2013, POG incorporated a wholly owned limited company in The Republic of the Union of
Myanmar, namely GOM Resources Limited, to undertake the business of transportation and
installation of pipelines and other services for the onshore and offshore operations of the Oil
& Gas industry. POG is currently in the process of registering a branch in Turkmenistan.

Looking ahead, POG Group will aim to clinch potential Oil & Gas Projects and contracts
locally and overseas and is building a committed team with a wealth of skills and experiences
to deliver exceptional results for the Group and the client. POG Group will continue to grow
its Oil & Gas operations organically and/or by merger and acquisition, and aims to be the
worthwhile contributor to the Groups profitability within the next one to two years.

Mattress installation
on board DLB264

Annual Report 2012 Puncak Niaga Holdings Berhad


Between 2000 and 2050, the global demand for water is projected to increase by 55%. Many
101
countries are increasingly recognising that water scarcity is a serious and growing concern.
The inadequacy of the water supply will be further compounded by issues of water quality,
and resolving the global water crisis will require a level of funding commensurate with the
scale of the problem.

(Source: Economic Intelligence Unit, December 2012 and World Bank, 2010)
Business
Expansion
This situation augurs well for the Group to take on projects in the water, wastewater and
environment related sector as well as the oil and gas sector, not just in Malaysia but in China,
India and the ASEAN countries.

Nevertheless, given the volatile economic environment and political risks involved in overseas
projects, our main focus remains the local market whilst cautiously looking at overseas for
business expansion.

MALAYSIA

Sarawak
The successful
Rural Water Supply Project implementation
The Rural Water Supply Project in Sarawak (Sarawak BALB Project) is a Federal
of the Sarawak
Government initiative designed to upgrade the living standards of the rural population of BALB Project
Sarawak by providing clean piped water to over 91,000 households, thereby increasing the has given the
water coverage from 59% to 90% by the end of 2012. RM1.378 billion has been allocated Group a presence
for this purpose.
in Sarawaks
The RM667.32 million contract for the Sarawak BALB Project clinched by the 40:60 waterworks
unincorporated joint venture between Puncak Niaga Holdings Berhad (PNHB) and Quality industry sector
Concrete Holdings Bhd, namely Konsortium Puncak Niaga Holdings Bhd Quality Concrete
(KPNHB-QC), from the Rural and Regional Development Ministry (KKLW) involves 15 Work
Orders. The scope of works includes pipe laying, reticulation works, and the construction
and commissioning of three water treatment plants (WTP), booster pumping stations and
reservoir covering six divisions from Kuching to Sibu.

As at 31 December 2012, KPNHB-QC completed ten of the Work Orders. The remaining
Work Orders are expected to be completed by mid 2013. The successful implementation of
the Sarawak BALB Project has given the Group a presence in Sarawaks waterworks industry
sector and the Group is on the lookout to secure potential projects in East Malaysia in the
near future.

Selangor

Kelana Jaya (KLJ) Line Extension Project

The KLJ Line Extension Project, PNSBs RM15.3 million contract from Syarikat Prasarana
Negara Bhd (SPNB) involving the relocation works of SYABAS water mains and Indah
Water Konsortium Sdn Bhd (IWK) sewer pipes, is expected to complete in June 2013.

Project Mass Rapid Transit (MRT) Lembah Klang

The Relocation of The Existing Sewerage & Water Main For Cochrane Launching Shaft
Package D2 Project was awarded to PNSB by SPNB. It involved relocating SYABAS main
pipes and carrying out cement/sand grouting for existing sewer main pipes under the existing
road, and was completed on 15 March 2012.

Puncak Niaga Holdings Berhad Annual Report 2012


102 CHINA

In the coming years, GDP growth in China is expected to moderate from the nearly 10%
recorded over the first three decades of its reform period, though the growth rate should
remain above 8% from 2013 to 2017. The projected slowdown is attributable to falling growth
Business in demand for Chinas exports combined with reduced labour force growth and the slackening
Expansion of productivity gains as a result of the shifting of labour from agriculture to industry and the
adoption of various technologies.

(Source: Organisation for Economic Co-operation and Development Southeast Asian


Economic Outlook 2013)

In line with Chinas rapid development, however, the need to tackle the issue of water supply
and quality is especially acute. Indeed, water pollution is so widespread that 21% of available
surface water resources are unfit even for agriculture.

(Source: 2030 Water Resources Group, 2009)

Via its 98.65% owned Singapore subsidiary, Sino Water Pte Ltd (Sino Water), the PNHB
Group has been in the China market since 2008 and, currently, its projects in China include
both water supply and wastewater projects.

Lushan Water Supply Project


Located in Lushan County, Pingdingshan City, Henan Province

Luwei (Pingdingshan) Water Co Ltd, a Sino Water 91.94% owned China subsidiary, supplies
water from a 2.0 million-litre-per day (MLD) underground water well pumping station to
around 6,400 consumer accounts in Lushan County township. Water is abstracted from
underground and supplied directly to consumers by six pumping stations, with the daily
supply ranging from 1.4 MLD to 1.8 MLD.

Phase 1 of the Lushan Water Supply Project, with an investment cost of RMB70.0 million,
66% funded by the World Bank Loan, involves rehabilitating the existing water distribution
pipeline in Lushan County Township; building a new 30 MLD WTP and laying a 14.7 km
raw water pipeline constructed of a combination of concrete and mild steel. This work is
now complete and the WTP, which was successfully commissioned in November 2012, will
become fully operational once the laying of the distribution pipeline crossing railway track is
completed.

With the new 30 MLD WTP, the existing private wells will gradually be closed. Over the next
two years, it is expected that the number of consumer accounts will increase from 6,400 to
24,000, with the daily supply volume increasing to more than 11 MLD. More efficient systems
for registering water usage, billings, collections and customer service will be established for
implementation within the next two years in Lushan County Township to serve the estimated
130,000 population.

Binzhou Wastewater Project


Luwei (Pingdingshan) Located in Yangxin County, Binzhou City, Shandong Province
Water Co Ltds
Administrative Building Sino Waters wholly owned China subsidiary, Xinnuo Water (Binzhou) Co. Ltd (Xinnuo Co
Ltd) is responsible for the construction of a 30 MLD wastewater treatment plant (WWTP)
in two phases of 15 MLD each.

Annual Report 2012 Puncak Niaga Holdings Berhad


The WWTP is designed to treat high strength wastewater mainly from four tanneries located in
103
Chen Lou Industry Park. The 15 MLD WWTP under Phase 1, with a total estimated investment
cost of RMB43.0 million, became fully operational in August 2012 and the current treatment
volume averages 5 MLD. Xinnuo Co Ltd has started billing the tanneries and collection is
done via Laodian Town Government based on incoming wastewater flow, which is recorded
at range of 2,500 3,000 m3/day. Business
Expansion
Due to the changes on the incoming waste parameters, after research was carried out
by design institute and discussion with Yangxin County Government and Laodian Town
Government, it was concluded that an upgrading to the existing treatment facility will be
implemented. The upgrading work is expected to commence in May 2013 and completed by
August 2013.

The operation of Binzhou WWTP has helped to clean up the wastewater discharge by
factories, thus improving the environment in Chenlou Industry Park. By the end of 2013,
Chenlou Industry Park will house seven tanneries and it is expected that the daily wastewater
discharge volume will increase to more than 10 MLD once the factories achieve full production.

With the development of tannery factories at the Chenlou Industry Park, it is expected that
the 2nd phase work shall commence in 2015.

Luancheng Dayu Water Supply Project


Located in Luancheng County, Shijiazhuang City, Hebei Province
OIL & GAS
SAVING TIPS
Sino Waters 83.99% owned China subsidiary, Luancheng Dayu Water Supply Co Ltd, supplies
water to around 3,500 consumers in Luancheng County Township. Water is abstracted from
Purchase a more
underground and supplied directly to consumers by ten pumping stations, with the daily
fuel efficient vehicle
supply ranging from 1.8 MLD to 2.5 MLD.

Yuanshi Industrial Water Supply Project


Located in Yuanshi County, Shijiazhuang City, Hebei Province

Sino Waters 80% owned China subsidiary, Hebei Sino Panlong Industrial Water Supply Co
Ltd, uses gravity flow to supply water abstracted from the Ba-Yi Reservoir via a 15.5 km
pipeline directly to the thermal plant in Yuanshi County. PNHB is currently conducting a
feasibility study on Phase 2 of this project, consisting of a 60 MLD domestic WTP and 55
MLD industrial WTP. There were no major construction works in 2012.

INDIA

Inadequate water supply and sanitation remain major issues in India, and the Group is
exploring ways to capitalise on the governmental budgets allocated to these works so as to
expand its programme of overseas business development.

(Source: National Water Policy, New Delhi, 2002)

For the period 2012-2014, growth in India is anticipated to remain relatively subdued at around
7%, held back by monetary policy tightening, stalled reforms, fiscal deficits, entrenched Luwei WTPs Filter Gallery
inflation, and electricity shortages, all of which in turn hamper investment activity.

(Source: World Bank Global Economic Prospects Volume 5)

Puncak Niaga Holdings Berhad Annual Report 2012


104 Nevertheless, with Indias population of nearly 1.2 billion, the demand for both clean and
continuous drinking water and effective wastewater management is vast, and the government
has allocated substantial budgets for infrastructure improvement works that are likely
to continue for the next decade. This presents the Group with immense opportunities for
expanding its overseas operations.
Business
Expansion (Source: UNICEF India Water Environmental and Sanitation)

PNHBs wholly owned subsidiary in India, Puncak Niaga Infrastructures & Projects Private
Limited (PNIP Pte Ltd) aims to establish itself as an effective Integrated Water, Wastewater
and Environmental Solutions provider in India and to contribute significantly towards the
expansion of PNHB abroad. Accordingly, PNIP Pte Ltd is currently exploring new business
opportunities in the area of integrated water-related projects in India.

ASEAN

Vietnam

In Vietnam, the GDP growth rate over the last ten years has averaged a relatively modest 7.3%,
dampened by low internal and external demand. Externally, growth has been weakened in
particular by the Eurozone crisis, the sluggish US recovery and slowing growth in China. The
prospects for the year ahead are therefore not really positive.

(Source: HSBC Vietnam Economic Outlook 2012-2013)

PNHBs Representative Office in Ho Chi Minh City continues to be on the lookout for potential
water-related projects as well as the possibility of collaborating with local Vietnamese partners
for potential oil and gas projects in Vietnam.

Myanmar

The Companys wholly-owned subsidiary, Puncak Oil & Gas Sdn Bhd (POG) has incorporated
a wholly owned limited company in The Republic of the Union of Myanmar, namely, GOM
Resources Limited, with an authorised capital of USD50,000.00 divided into 50,000 shares
of USD1.00 each with 49,999 shares (99.99%) to be held by POG and 1 share (0.01%) to be
held in trust by the Executive Chairman of PNHB, YBhg Tan Sri Rozali Ismail for the beneficial
owner, POG. The Form of Permit (Temporary) and a Certificate of Incorporation (Temporary)
were dated 9 January 2013.

GOM Resources Limited will facilitate the PNHB Group to undertake the business of
transportation and installation of pipelines and other services of the onshore and offshore
operations of the oil and gas industry in Myanmar.

The PNHB Group is also exploring potential water and wastewater related projects in
Myanmar.

Binzhou WWTPs
Oxidation ditch

Annual Report 2012 Puncak Niaga Holdings Berhad


SYARIKAT BEKALAN AIR SELANGOR SDN BHD (SYABAS)
105
SYABAS ALWAYS GIVE ITS BEST TO PROVIDE ITS CUSTOMERS WITH SPEEDY,
QUALITY, COURTEOUS AND EXCELLENT SERVICES. SYABAS HAS A HIGHLY
ACCLAIMED AND AWARD WINNING ONE-STOP CONTACT CENTRE NAMELY, PUSAT
PERKHIDMATAN PELANGGAN (PUSPEL)/CONTACT CENTRE, COUNTER SERVICES, Delivering
UNIT KERJASAMA INFORMASI PELANGGAN (YAKIN) AND THE INDUSTRIAL Service
CONSUMER UNIT (ICU) TO SERVE ITS CUSTOMERS AND TO ENSURE BEST QUALITY Excellence
SERVICES AT ALL TIMES EVEN EXCEEDING OUR CLIENT CHARTER.

The five major integrated core functions of the Customer Service Department established
by SYABAS as one of several consumer-oriented efforts and initiatives for the benefit of
the consumers are namely, PUSPEL/Contact Centre, Counter Services, Unit Kerjasama
Informasi Pelanggan (YAKIN), Industrial Consumer Unit (ICU), and Customer Database
Management (CDM).

PUSPEL/Contact Centre

PUSPEL, a highly acclaimed and integrated consumer contact centre is one of several
consumer-oriented efforts and initiatives for the benefit of the consumers and the general
public. PUSPEL has been entrusted to undertake vital roles in ensuring that consumers
and the general public receive the highest level of services as prescribed in the Concession
Agreement.

At PUSPEL, customers receive prompt feedback on all water and water supply related
queries, reports and complaints in Selangor and the Federal Territories of Kuala Lumpur
and Putrajaya. PUSPELs logo with the service motto, Friendly, Committed, and Trusted,
launched on 10 January 2009 is a symbol of our relentless efforts and ongoing commitment
to consumers.

PUSPEL operates 24 hours a day, 365 days a year. Customers may interact with PUSPEL
staff via toll-free number, facsimile, Short Messaging Service (SMS), emails, and letters
and follow PUSPEL via social network tools namely, Twitter and Facebook. In delivering
service excellence, we are ensuring that we have various channels available for consumers
to contact and interact with us easily and without hassle. PUSPELs staff practise SMART
principles in their daily work, namely, S Smile, M Manageable, A Accessible, R Reliable
and T Timely.

PUSPEL maintains a CDM section. As at 31 December 2012, PUSPELs CDM maintains a


total of 1,033,081 customer contacts via a web-based application called Customer Database
Repository System (CDRS) which has been set up both at SYABAS headquarters and at
all ten district offices. PUSPEL targets a total of 1.6 million customer contacts for the CDM
by year end.

To ensure an immediate response to customer complaints, our PUSPEL agents are always
ready to serve the consumers. All cases are recorded in our complaint management system
known as the Pivotal System. The Contact Centre agents are able to update consumers on PUSPELs Call Agents
the current status of their enquiries or complaints promptly. attending to telephone calls

PUSPEL toll free number, 1-800-88-5252, continues to be widely publicised for the benefit
of the consumers in Selangor and the Federal Territories of Kuala Lumpur and Putrajaya. In
order to deliver service excellence, except during crisis situation, it is our general policy that
all calls received must be picked up in less than 6 seconds and the handling time within three
minutes. Consumers are assured that their complaints will be attended to and addressed
immediately.

Puncak Niaga Holdings Berhad Annual Report 2012


106 PUSPEL continues to introduce initiatives and innovations that are geared towards increasing
efficiency and productivity at the workplace, while striving to minimise costs.

2008 2009 2010 2011 2012

Delivering Calls received 600,865 567,970 538,525 640,242 726,837


Service Cases for investigation and
remedial action 196,813 204,430 202,270 223, 551 382,964
Excellence
Remaining Calls * 404,052 363,540 336,255 416,691 343,873

* The remaining calls were either general inquiries and dropped calls (abandoned).

Table A: PUSPEL statistics of calls received

The number of calls received in 2012 increased by 13.5% to 726,837 calls compared to
640,242 calls in 2011. The Petaling District had the highest number of cases with 92,270
cases, followed by the Klang District and the Kuala Lumpur District with 68,524 and 60,807
cases, respectively.

Table B is a summary of pipe leaks and pipe bursts cases reported in 2011 and 2012. The
PUSPEL cases were attended to within the targeted time, as shown in Table C which also show the
average number of hours the repair took to complete:-
continues to
introduce initiatives 2011 2012
and innovations that
Pipe leaks 72,824 88,870
are geared towards Pipe burst 5,093 4,864
increasing efciency
Table B: Summary of cases for pipe leaks and pipe bursts
and productivity
at the workplace, Repair period as SYABAS Internal Average time
provided in Concession target (hours) to complete
while striving to Pipe Size Agreement (Target) for repair time repair (hours)
minimise costs
<200 mm <1 day 4 1.58
201-600 mm <2 days 10 6.58
601-1,200 mm <3 days 16 10.35
>1,200 mm <4 days 20 7.60

Table C: Summary of pipe repair cases

Type of cases 2011 2012

Water supply problems 174,572 311,853


Billing problems 23,890 30,402
Faulty water meters 13,024 24,188
Disconnections and related complaints 11,744 16,201
Others 321 320

Total 223, 551 382,964

Table D: Breakdown of Cases for Investigation and Remedial Action in 2011 and 2012

Based on Table D, cases of water supply problems increased from 174,572 in 2011 to 311,853
in 2012, a rise of 78.6%. During this time, cases of billing problems also rose by 27.3% to
30,402 cases in 2012, up from 23,890 cases in 2011. The cases of faulty water meter issues
also rose from 13,024 cases in 2011 to 24,188 cases in 2012. The increase in cases are due
to various reasons, inter alia, including the treated water shortage problem become more
critical in year 2012, and the increased awareness of consumers in communicating with
PUSPEL.

Annual Report 2012 Puncak Niaga Holdings Berhad


In spite of the increase in cases for investigation and remedial action in 2012, PUSPEL
107
received 107 calls from consumers that commended its efficiency and initiative.

In 2012, PUSPEL acknowledged all calls and correspondence within 30 minutes of receipt
(30 Minutes Target). 100% of calls received and 99.25% of correspondence received
surpassed the 30 Minutes Target. Nevertheless, there are calls that could not be received Delivering
during peak period of water crisis situations. Service
Excellence
PUSPELs Key Performance Indicators (KPIs) were established to ensure that staff handle
each call in the most efficient and effective way. Below are our achievements in 2012:-

Criteria KPI Set KPI Achieved in 2012

% of abandoned calls Not >2% 13%


(hourly average)

Average answering time 6 seconds 2 seconds

Average call handling time 3 minutes 3.01 minutes

% of call feedback 100% 100%

Table E: PUSPELs KPIs

As illustrated in Table E, PUSPEL exceeded all its KPI targets for 2012 except for percentage
of abandoned calls, which is principally attributed to situations during the water crisis.

Visitors are always welcome to visit our PUSPEL/Contact Centre as we encourage knowledge
sharing and exchange of information as well as discussions about areas of common interest
in relation to treated water supply. This helps us to improve our services and to become a
good role model for other companies.

In 2012, SYABAS hosted the following technical visits and briefings for various agencies at
SYABAS Headquarters and at the Contact Centre:-

DATE VISITORS

14 July 2012 Visit by KAIST-KYOTO-NTU-NUS Symposium to SYABAS

25 September 2012 Briefing and Delegation Visit by Majlis Keselamatan Negara


Negeri Kelantan to SYABAS and Puncak Niaga (M) Sdn Bhd
(PNSB)

Counter Service

Counter Service serves as a one stop solution centre at all ten SYABAS District Offices.
Among the services provided at the counter are: new applications, opening of new accounts,
closing of accounts, change of account ownership, bill payment, checking and printing of
bills, payment of arrears, disconnection of service on request, reconnection of service, work
order change meter, meter testing, meter lost/faulty, refund of deposit, buying water via
tanker, renting of static tank and general inquiries. To meet consumers expectations, we Visit by KAIST-KYOTO-NTU-
seek to deliver these services in a manner that is committed, reliable and courteous, with our NUS Symposium to SYABAS
speed of response as the key indicator.

PUSPEL constantly seeks to enhance its relationship with its customers and all counters
adhere to PUSPELs code of ethics, M.E.S.R.A. which carries the meaning, M Minat
(Interest), E Efisien (Efficient), S Sabar (Patience), R Ramah (Friendly) and A Adil
(Just).

Puncak Niaga Holdings Berhad Annual Report 2012


108 Walk-in customers can expect to be served within 15 minutes in accordance with SYABAS
Client Charter and for this, PUSPEL achieved a Quality Management System (QMS) rating
of 98.8%.

In 2012, the ten District Offices served 868,570 customers over the counter. In a bid to further
Delivering improve our service, we conducted Professional Customer Service Training to equip our
Service counter staff to handle customer queries in a courteous, polite and thoughtful manner. Our
Excellence Head of Unit regularly conducts district site visits to check the smooth running of the counter
services and the best of services in line with our service motto, Friendly, Committed and
Trusted are provided.

Additionally, all counter services sections submit consumer survey forms twice a year to
PUSPEL Headquarters, providing consumer feedback on ways to improve our services in
the future.

PUSPELs follow@puspel online interaction channels on the social networks, Twitter and
Facebook allow our customers to connect with SYABAS and to lodge their complaints or
queries easily and effortlessly since their launch on 14 January 2010. As at 31 December 2012,
PUSPEL had a total of 7,127 followers on Twitter and 12,883 friends and fans on Facebook.
SYABAS is continuously seeking to make these online interaction channels more effective
and interesting for our consumers.

Unit Kerjasama Informasi Pelanggan (YAKIN)

SYABAS Customer Service Department has a separate unit namely, YAKIN, which engages
in community activities and programmes such as conducting site visits, briefings on pipe
replacement programmes, dialogue sessions, briefing and presentations, product and
services demonstrations, public relations to promote consumer relationships with Residents
Associations, Ketua Kampong/Ketua Taman and various agencies to give personalised
service, creating awareness on issues relating to water supply and providing educational
programmes for the community in Selangor and the Federal Territories of Kuala Lumpur and
Putrajaya.

Skuad Ronda YAKIN and Sahabat Yakin are two of the main programmes spearheaded
by YAKIN as its vehicles for enhancing consumer relationships and delivering educational
and consumer awareness activities. The Sahabat Yakin programme focuses on briefings,
dialogues and product demonstrations and allow a free flow of communication between
SYABAS and the consumers on matters related to water issues. The Skuad Ronda YAKIN
programme is a customer relationship programme comprising personnel from YAKIN, and
the Operation & Maintenance and Water Quality Departments of SYABAS together with the
community leader, business community and consumers of a particular location to randomly
check the standard and quality of water supplied by SYABAS at that particular area. The aim
is to reassure consumers that SYABAS only supplies high quality water.

In 2012, YAKIN successfully conducted a total of 2,265 consumers education and awareness
programmes/activities involving domestic consumers in Selangor and the Federal Territories
of Kuala Lumpur and Putrajaya. The positive response received from the consumers involved
Programme Sahabat YAKIN indicates that consumer satisfaction is our priority.

Annual Report 2012 Puncak Niaga Holdings Berhad


Below is the breakdown of the total number of programmes held at each month throughout
109
2012 by YAKIN:-
Number of Programmes Held by YAKIN in 2012

262 265
234 247
220
193
Delivering
193
171
154 156 Service
113 Excellence
57

Jan Feb Mar Apr May Jun Jul Aug Sept Oct Nov Dec

YAKINs 2012
YAKINs 2012 achievements
KPIs for consumer for consumer
educational activities educational activities
Area (Average per month) (Average per month)

Gombak 3 activities 3 activities


Hulu Langat 3 activities 3 activities
Hulu Selangor 3 activities 3 activities
Klang 3 activities 3 activities
WATER FACTS
Kuala Langat 2 activities 3 activities
Kuala Lumpur 3 activities 3 activities
Water protects the
Kuala Selangor 2 activities 2 activities
human eye
Petaling Jaya 3 activities 4 activities
Sabak Bernam 2 activities 3 activities
Sepang 2 activities 3 activities

Total 26 activities 30 activities

Table F: 2012 KPIs for YAKINs consumer educational activities

Table F shows the 2012 KPIs for YAKINs consumer educational activities (Activities) by
area. All areas met or exceeded the KPI requirement for the monthly average number of
Activities that were required to be conducted by YAKIN with Petaling Jaya achieving the
highest average number of Activities.

Aside from interactive programmes with the local communities, YAKIN operates a system
to notify community leaders and Residents Associations of scheduled Water Supply
Disruptions (WSD). YAKIN is sensitive to resident feedback on WSDs, and sends out
notices to Community Heads and Residents Associations seven working days prior to the
scheduled WSD so that residents in the affected areas can prepare for the temporary water
cut. In 2012, YAKIN sent out notices in the form of 9,644 SMSes and 544 emails.

In 2012, there were 44 cases of scheduled WSDs. In the event of a scheduled water disruption,
the public will be notified by SYABAS at least two days in advance via mass media / flyers as Programme Sahabat YAKIN
stipulated in SYABAS Client Charter. However, SYABAS will endeavour to inform the public Wilayah Hulu Langat
seven days in advance of such interruptions.

Puncak Niaga Holdings Berhad Annual Report 2012


110 During a major unscheduled water disruption such as a pipeburst or the failure of a water
treatment plants which would affect a large number of consumers, SYABAS activates an
Emergency Response Plan (ERP) to ensure the most effective response with minimal
disruption to consumers. In 2012, 23 cases of ERP activation were recorded (comprising
20 Code Green ERP, 2 Code Yellow ERP and 1 Code Red ERP).
Delivering
Service Industrial Consumer Unit (ICU)
Excellence
The ICU, PUSPELs customer service arm for industrial customers, provides a single point of
enquiry for all industrial consumers who have problems with their water supply.

The ICU team is responsible for enhancing public relations, building rapport with industrial
customers and creating business visibility through relationships with various industrial bodies.
The ICU team is responsible for promoting good public relations, rapport through visits to
individual consumers and trade associations by sending advance notice on scheduled water
disruption, handle cases reported by trade consumers and participating in trade programmes.
A total of 6,315 SMSes and 5,133 emails were sent by ICU in 2012 for the advance notices.

Among the ICUs other duties are disseminating information on water disruptions, collecting
data and updating the database of industrial customer profiles, conducting awareness
programmes, and taking action on all cases reported by industrial customers.

The ICU also actively alerts the Industrial, Commercial and Trade Associations to water supply
related matters, as well as providing information on other SYABAS services and products.

The ICU constantly updates PUSPEL on all its activities via monthly activity reports.

In 2012, the ICU implemented Consumer Relationship Enhancement Programmes and visited
a total of 2,105 trade consumers and ran 273 Rakan ICU programmes. These programmes
included dialogues/briefings (Sua Mesra), public relations programmes, educational
programmes and consumer awareness programmes.

Below is the total number of programmes conducted by the ICU each month throughout
2012:-
Number of Programmes Held by ICU in 2012

275
254
230 216 228
207 210 210
186
151 140

71

Jan Feb Mar Apr May Jun Jul Aug Sept Oct Nov Dec

Our courteous and cheerful


PUSPEL staff on the job

Annual Report 2012 Puncak Niaga Holdings Berhad


PUNCAK NIAGA (M) SDN BHD (PNSB)
111
Water Safety Plan Management System ISO 22000:2005

The Water Safety Plan (WSP) is the approach of The World Health Organization (WHO),
which in the third edition of its Guidelines for Drinking Water Quality, has promoted the
development and implementation of risk management strategies to ensure the safety of
Delivering
drinking water supply through the control of hazardous constituents in water from source to Quality
consumers taps.

PNSB being part of the chain in delivering drinking water, has commenced implementation
of the WSP in 2010 in its mission to consistently provide high quality water from its Water
Treatment Plants (WTPs). The WSP has been developed and implemented at five of
PNSBs WTPs namely the Sg Langat, Sg Batu, North Hummock, Wangsa Maju and SSP2
WTPs. In order to formalize the implementation of the WSP and to demonstrate PNSBs
ability to control water safety hazards to ensure that water supplied from the WTPs is safe,
PNSB is taking the initiative to apply for ISO22000:2005 Food Safety Management System
certification by the third quarter of 2013 for three WTPs, namely, the SSP2, Wangsa Maju and
Sg Langat WTPs.

Water Quality Surveillance Programme (WQS Programme) for WTPs

PNSB has in place a WQS Programme to ensure that it consistently delivers a high quality
water supply from its WTPs. Raw and treated water at the WTPs is monitored at every
critical process stage through the WQS Programme to ensure that the water quality meets
or surpasses the standards stipulated by the Ministry of Healths (MOH) National Standard
for Drinking Water Quality (2004) (NSDWQ) and MOHs Quality Assurance Programme
(MOHs QAP). The testing and monitoring of raw and treated water is carried out at PNSBs
Central Laboratory (CL) and is verified by an Independent Accredited Laboratory.

We also conduct bacteriological tests every day at all our WTPs which are more stringent
than the weekly tests that are normally required.

Central Laboratory (CL)

PNSBs CL, which is certified for MS ISO/IEC17025, is responsible for conducting water
quality surveillance of raw and treated water at all WTPs operated by PNSB in accordance with
MOHs NSDWQ. On 8 March 2012, CL successfully renewed its certificate of accreditation
with the 24 numbers of accredited parameters that consist of the chemical and microbiology
analysis.

In addition, on 30 November 2012, CL/SSP2 WTP Laboratory was awarded with the IKM
Laboratory Excellence Award by Institute Kimia Malaysia. The award was designed to
recognise laboratories which achieve the International Standard MS ISO/IEC 17025 quality
standard as well as laboratory safety and health standards.

CL has been equipped with an Inductively Coupled Plasma-Mass Spectrometer (ICP-MS)


and a Gas Chromatography-Mass Spectrometer (GC-MS), which increase the laboratorys Water Quality testing at
capability for testing heavy metals, pesticides and herbicides in line with MOHs NSDWQ. Sg Langat WTP

CL also provides laboratory testing services for various activities such as for Puncak
Research & Development Centre, environmental investigations conducted by WTPs, and
process improvement studies by the Operation & Maintenance Department.

Puncak Niaga Holdings Berhad Annual Report 2012


112 Other than water quality testing, CL also offer support to ensure smooth operation of WTPs
as listed below:

Conducting laboratory assessment for all WTPs to ensure that the laboratories at the
WTPs are maintained in good working condition.
Delivering Purchasing laboratory consumables and equipment for all WTPs.
Quality Conducting maintenance, servicing and calibration of laboratory equipment used at all
the WTPs to ensure uninterrupted water quality testing.
Assisting in the water quality monitoring at affected WTPs during plant shutdown due to
raw water pollution.
Assisting in trouble shooting of treatment process shortcomings or non-compliance.
Providing training for WTP staff in relation to water quality testing and the maintenance
of laboratory and testing equipment.
Conducting analyses of WTP process in relation to chemicals supplied to ensure
compliance with specifications so as not to affect plant production and quality.
Conducting sieve analyses of filter media for compliance with specification prior to usage
at the WTPs.

Raw and Treated Water Quality Performances

For 2012, CL achieved 100% sampling requirements for both raw and treated water for all
the WTPs operated by PNSB.

The 2012 water quality analysis breakdown as conducted by CL and the appointed
Independent Laboratory is as shown in Table A:
Analysis conducted
for PNSBs WTPs
By appointed
By Central Independent
Item Laboratory Laboratory

Raw water 6,384 8,034


Treated water 12,551 9,394

Total 18,935 17,428

Table A: Analyses conducted for PNSBs WTPs in 2012

Based on the water quality monitoring carried out by CL and the appointed Independent
Laboratory, treated water compliance achieved was 99.8%. For raw water, although not
part of concessionaire obligation is being monitored as part of operation and noted the
compliance achieved was 92.1%.

Out of the 21,945 analyses conducted for treated water, a total of 35 cases of non-compliance
(0.16%) were detected, which were mainly due to the presence of aluminium, for example as
detected at the Ampang Intake and the Sg Sireh WTPs.

For the Ampang Intake WTP, the violation was due to the deteriorating raw water quality
Pre-treatment of due to turbidity, which was above the recommended raw water quality criterion set by MOH
Wangsa Maju WTP (>1,000 NTU) and which was beyond the plants treatment capability. The violation was
due to occurrence of a landslide within the water catchment area since March 2012. As an
alternative to control the raw water pollution, PNSB has submitted proposals to upgrade
the plant back in 2008 and 2010 but the proposals were put on hold pending the proposed
restructuring of the water services industry in Selangor by the Selangor State Government.

Details of the non-compliance for treated water at the Sg Sireh WTP are set out under the
heading Research and Process Unit of Water Quality and Research Section of this Report.

Annual Report 2012 Puncak Niaga Holdings Berhad


Research and Process Unit of Water Quality and Research Section
113
The Research and Process Unit (RPU) of the Water Quality and Research Section (WQRS)
carried out a range of projects and studies in 2012 as part of PNSBs initiatives to improve
water treatment efficiencies and to ensure quality of water supply. The different categories of
project undertaken by RPU consist of process improvement, water quality monitoring, filter Delivering
performance monitoring and value-added projects. Descriptions of the projects undertaken Quality
by RPU in 2012 are as follows:-

Process Improvement

Process improvement comprise the process of fine-tuning at WTPs with the objective to
improve its treatment process for water quality enhancement and or production cost
optimization. RPU also played the role to provide solutions for continuous water treatment
process optimization.

1. Process Improvement at Sg Sireh WTP

The violation at Sg Sireh WTP was due to a raw water quality problem that normally
occurs during the wet season. During the wet season, raw water at the Sg Sireh WTP is of
high colour, low alkalinity, high turbidity and organic matter is present, especially aquatic
humic substances. This requires treatment with a high alum dosage which subsequently
results in a high aluminium residual in the treated water. Numerous studies have been
carried out by PNSB to improve its treated water quality and some studies are still in
progress.

Various chemicals were tested on laboratory scale at the plant such as ferric chloride,
activated carbon and sodium aluminate. In the laboratory scale study using ferric chloride,
high colour was observed in the settled water due to residual iron. Chemicals such as
powdered activated carbon and sodium aluminate were found to be ineffective as the use
of both chemicals results in higher settled water colour and turbidity compared to when
using alum alone for coagulation. Hence, alum is considered to be the better coagulant
at the Sg Sireh WTP.

In collaboration with Puncaks Research & Development Centre, the use of two types
of equipment has been studied to optimise the treatment process at the Sg Sireh WTP.
A Photometric Dispersion Analyser (PDA) determines the optimum coagulant dosage
and measures the floc strength while UV 254 measures the level of organic matter in the
raw water.

Both types of equipment were installed in May 2012. Based on the preliminary study
of the data gathered, and given that the application of both types of equipment is still
new to PNSB, further optimization studies and fine tuning for optimal performance are
currently being conducted prior to full utilisation for treatment process control at the
plant.

2. Process Improvement at North Hummock WTP


Water quality inspection
In 2012, the North Hummock WTP encountered short filter running hours with filter media
cracking and the presence of mudballs. Assessment and analysis indicated that the
surface of the filter media grain showed the presence of a high level of iron in comparison
with aluminium and manganese.

Puncak Niaga Holdings Berhad Annual Report 2012


114 In view of the encouraging results from the laboratory-scale study conducted in 2011 to
evaluate the effectiveness of different chemicals namely, chloride of lime, caustic soda
and oxalic acid in filter media cleaning, a plant trial using oxalic acid was carried out
at one of the filters in February 2012. The cleaning of filter media with oxalic acid as
observed in plant trials conducted has observed improvement as follows:-
Delivering
Quality i. Reduction in filter media cracking.
ii. Mudball size becomes smaller and accumulated on the sand surface, thus facilitates
the removal of mudballs manually.
iii. In terms of removal of the metal contents coating the sand grains, significant reduction
of aluminium and iron was observed and this was also shown by the cleanliness of
the filter wall and media after being soaked with oxalic acid overnight.

With the improvement observed on the filter media condition and conformity of treated
water quality after the cleaning with oxalic acid, the WTP continues to use oxalic acid to
clean its filter media every two months.

3. Ammonia Removal Studies

WTPs located downstream of Sg Langat such as the Cheras Mile 11, Bukit Tampoi and
Salak Tinggi WTPs are prone to ammonia pollution. At these WTPs, the ammonia level
is monitored on an hourly basis so that prompt action can be taken should the plant be
required to shut down due to high levels of ammonia.

Ammonia removal studies using an alternative chemical, namely aluminosilicate have


been conducted in case there is ever a shortage of supply of treated water due to plant
shutdown as a result of ammonia pollution.

Based on the pilot plant trial conducted at Bukit Tampoi WTP from 22 October 2009
till 1 July 2010, it was observed that the use of aluminosilicate in combination as feed
chemical and filter media could increase the plants capability in removing ammonia.
At low raw water ammonia level of 0.1 0.5 mg/L, ammonia removed through the
application of aluminosilicate as feed chemical at the intake and as filter media was
in the range of 0.01 0.46 mg/L compared to the range of 0 0.36 mg/L with normal
sand media. At higher raw water ammonia level of 0.51 0.96 mg/L, ammonia removed
by aluminosilicate was in the range of 0.23 0.78 mg/L as compared to the range of
0 0.47 mg/L with normal sand media.

Due to the encouraging findings, application of aluminosilicate dosing has been extended
to the Salak Tinggi WTP in April 2012. Aluminosilicate will be applied intermittently
whenever the raw water ammonia level exceeds 1.0 mg/L.

4. Process Improvement at Sg Rumput WTP

The Sg Rumput WTP adopted UF membrane technology to produce treated water in


1997. Since upgrading to full treatment using membrane technology, shutdown due to
high raw water turbidity has been reduced. However, as the plant has been operating for
Water Quality Surveillance four years, in 2012 thorough assessments were carried out to ascertain the membrane
by Central Laboratory performance.

Based on assessments conducted, the membrane condition was observed to have


deteriorated and coated with mud, which originated from the raw water it was treating.
To prevent breach of water quality, replacement of membrane modules was carried out
and concurrently, PNSB is considering to improve the quality of the raw water that flows
into the membrane module via the installation of auto screen filter with the purpose to
prolong the lifespan of the membrane modules.

Annual Report 2012 Puncak Niaga Holdings Berhad


Water Quality Monitoring of Raw Water
115
Activities such as the river water quality index programme, treated reservoir water quality
monitoring and the monitoring of ammonia level are carried out at four critical WTPs along
Sg Langat namely, Sg Langat WTP, Salak Tinggi WTP, Bukit Tampoi WTP and Cheras Mile 11
WTP to ensure the quality of the treated water supplied to consumers. Delivering
Quality
1. Water Quality Index Programme (WQI Programme)

A Water Quality Index (WQI) Programme is conducted on a monthly basis for all WTPs
to determine the cleanliness and suitability of the raw water for drinking water supply.
Details of the WQI Programme and its findings in 2012 are detailed in the Preserving Our
Environment section on pages 150 to 163 of this Annual Report.

2. Balancing Reservoir Water Quality Monitoring

Balancing Reservoir Water Quality Monitoring is conducted on a quarterly basis to


determine whether the reservoir requires cleaning to ensure that the treated water supply
is of high quality at all times. Details of the Balancing Reservoir Water Quality Monitoring
are set out in the Preserving Our Environment section on pages 150 to 163 of this
Annual Report.

3. Ammonia Level Monitoring

For early detection and necessary action should the WTPs shut down due to high
ammonia level, the ammonia level at four critical WTPs along the Sg Langat Basin namely
Sg Langat, Cheras Mile 11, Bukit Tampoi and Salak Tinggi WTPs are closely monitored
on hourly basis.

Details of the Ammonia Level Monitoring are set out in the Preserving Our Environment
section on pages 150 to 163 of this Annual Report.

Filter Performance Monitoring

The filtration process is the final step in the water treatment process, removing fine suspended
solids remaining after the clarification process, and further cleansing and polishing the
treated water. Monitoring of the filter performance, most importantly tracking the running
hours headloss figures, is critical to ensure that the filter remains in good operating condition.
When a given filter has reached its specified number of running hours or its headloss level,
backwashing is initiated.

Details of the Filter Performance Monitoring are set out in the Preserving Our Environment
section on pages 150 to 163 of this Annual Report.

Water sampling

Puncak Niaga Holdings Berhad Annual Report 2012


116 Value Added Projects

Other value-added projects carried out by the RPU in 2012 were as follows:-

(a) Coagulant Performance Evaluation Study at Rantau Panjang and Bukit Tampoi WTPs
Delivering
Quality A feasibility study was conducted on the usage of lower cost coagulant such as Liquid
Alum (LA) and Rock Alum to replace costly Polyaluminium Chloride (PAC) with a view
to minimising the production cost at Rantau Panjang and Bukit Tampoi WTPs.

The study however concluded that PAC was still recommended to be used at both WTPs
in view that the settled water quality produced was found to be better with lowest pH
depression and aluminum residual as compared to settled water quality with LA and
Rock Alum.

(b) Training on Process and Water Quality

For purpose of enhancing knowledge on process and water quality, WQRS has coordinated
three (3) sessions of 3-days training programme with the Training Department in May,
July and October 2012 involving a total of 56 Process Technician from various WTPs.
Since 2007,
SYABAS has Raw Water Quality Violation
been aggressively In 2012, 15 incidences of pollution occurred where WTPs were shutdown. There are also
implementing incidences where the production capacity and quality of treated water from the plants are
the Water Quality affected by these pollution.
Improvement
SYARIKAT BEKALAN AIR SELANGOR SDN BHD (SYABAS)
Master Plan and
the results have Water Quality Improvement Master Plan (WQIMP)
been excellent
Drinking water quality of the customers taps has always been SYABAS top priority. Water
quality results reported as at 31 December 2012 indicated that SYABAS has continued to
meet the high standards set out in MOHs NSDWQ and MOHs QAP. It also complies with
the requirement of the Mandatory Level of Service (MLS) specified under the Concession
Agreement dated 15 December 2004 signed between SYABAS, the Federal Government and
the Selangor State Government (SYABAS Concession Agreement).

Since 2007, SYABAS has been aggressively implementing the Water Quality Improvement
Master Plan (WQIMP), and the results have been excellent. The continuous water quality
improvement programmes and monitoring at 1,107 sampling stations had shown greatly
reduced water quality violations.

Based on the water quality analyses carried out by SYABAS and MOH in 2012, 99.52%
complied with MOHs NSDWQ with zero violations in the microbiological parameters. The
minor instances of non-compliance cases were within the acceptable limit of the MOHs QAP
and had no adverse impact on health. It should be noted that 6.05% of the non-compliance
cases relates to the fluoride parameter, which originates from the dosing of the chemical at
the water treatment stage. Any non-compliance is taken seriously, and SYABAS investigates
each issue thoroughly and, where necessary, does everything possible to correct the faults.

Annual Report 2012 Puncak Niaga Holdings Berhad


Cleaning of Water Reticulation Pipeline
117
(1) Air Scouring Programme (ASP)

The ASP is designed to systematically clean all the reticulation pipes using compressed
air on a twelve-month cycle, employing 29 Air Scouring (AS) machines designated Delivering
for this purpose. In 2012, a total of 8,099 km of 100 mm 200 mm diameter pipes Quality
were cleaned in the districts workable ASP zone. However, 34% of the reticulation main
pipe could not be cleaned via ASP due to the unavailability of fixtures which include air
insertion, isolation and scour valves in the system. Such fixtures have been installed
in stages but commencing 2008, such effort was affected by the freeze on approval of
Capital Expenditure (CAPEX) programmes. As at 31 December 2012, the amount spent
on installation of the valves and fittings was RM8.40 million. A total budget of RM3.0
million was approved in 2012 for the installations of valves and fittings of which were still
in tender process.

Overall, the ASP cleaning of the reticulation system has measurably improved the water
quality and consequently reduced the number of complaints received from consumers
on water quality.

Month *Extent Of Air Scouring Works


2009 (Km) 2010 (Km) 2011 (Km) 2012 (Km)

January 0 904.79 879.67 721.02


February 0 750.01 725.2 737.57
March 1,094.18 978.39 1,022.96 745.84
April 1,095.28 926.08 978.32 684.39
May 1,053.78 922.87 887.8 776.57
June 1,055.96 903.81 876.52 767.12
July 1,235.05 857.83 827.63 496.44
August 1,096.37 676.6 658.92 359.33
September 719.63 587.98 591.37 687.92
October 1,001.33 790.18 707.52 738.75
November 689.05 699.49 640.31 665.46
December 202.02 516.68 353.78 621.73

Grand Total 9,242.65 9,514.71 9,150.00 8,002.14

* Notes:
i. Except for 2009, which Air Scouring work frequency was a nine month cycle, 2010 to 2012 had Air
Scouring work frequency of 12 month cycle.
ii. Total Air Scouring data (workable/non-workable) for 2010 onwards was based on actual/latest update
from time to time from the mapping department.

Table B: Air Scouring Works From Year 2009 Until 2012

Preventive Maintenance
activity

Puncak Niaga Holdings Berhad Annual Report 2012


118 (2) Scheduled Manual Flushing Programme (SMFP)

In order to ensure that all reticulation pipeline sizes of 100 mm 200 mm diameter are
cleaned, non-workable ASP zones are also cleaned using the conventional method via
SMFP which was implemented since 2005 and continued in 2012.
Delivering
Quality Reservoir Cleaning & Inspection Programme (RCP)

Under the RCP, all service reservoirs are cleaned manually or using robotic methods and
thereafter inspected every six months to test the water quality using depth-samplers.
Subsequent cleaning of the reservoirs is conducted if threshold water quality violations are
detected.

SYABAS distribution system has more than 1,100 service reservoirs, and as at 31 December 2012,
1,044 of them were active. All these reservoirs have been cleaned since 2005 except those
newly brought into service.

Under the RCP, the water quality in these active reservoirs was inspected twice in 2012.
Those found to have turbidity violations were slated for cleaning. Two reservoirs were cleaned
manually and nine using robotic methods, whilst 120 were cleaned via an open scour flushing
method to remove the sediment at the bottom of the reservoirs. Wherever possible, SYABAS
minimises water supply interruptions during the cleaning programme by utilising the by-pass
valves and piping systems at the reservoirs.

Water Quality Surveillance Programme (WQS PROGRAMME)

(1) Quality Assurance Programme (QAP) by MOH

SYABAS Concession Agreement stipulates that the quality of water supplied to consumers
must comply with the limits provided by MOHs NSDWQ. Water quality supplied from
WTPs into SYABAS distribution system is systematically and randomly monitored by
MOH by way of sampling and testing under QAP. Based on violations recorded by MOH
for residual chlorine, total Coliform, E. Coli and aluminium, the percentage of violation for
each parameter was well within the QAP limits.

In 2012, a monthly average of 2,696 water samples was taken and 100,522 tests or
analyses were carried out by MOH. The samples were taken from designated water
sampling stations located at the various WTP outlets, balancing reservoir outlets,
service reservoir outlets and the distribution system. Based on the tests or analyses,
99.22% complied with MOHs NSDWQ with zero violations recorded for microbiological
parameters. The chemical violations were mostly for parameters fluoride and aluminium
which originated from the WTPs.

MOH Results For 2011-2012


Nos. Nos. 2012 2011
Of Tests Of Violations Compliance (%) Compliance (%)

100,522 780 99.22 99.47


Bottled water to affected
consumers at Balakong
Table C: Summary of 2011 and 2012 MOHs Water Quality Assessment for all parameters

Annual Report 2012 Puncak Niaga Holdings Berhad


(2) In-house Water Quality Assessment
119
SYABAS started an in-house Water Quality Sampling and Testing Programme in 2006
based on the same frequency of sampling and the nature of parameters as listed in MOHs
NSDWQ. In 2012, grab samples were collected from the designated 1,107 sampling
stations by personnel from the districts Water Quality Units to be analysed in-situ and Delivering
sent to a third party accredited laboratory for analysis. Based on the existing number Quality
of sampling stations and the frequency of sampling according to NSDWQ, a monthly
average of 1,841 samples were taken and 77,754 analyses carried out. The results also
showed that the water quality was within the limit set by MOH and the Mandatory Level
of Service (MLS) as in the concession, whereby 99.81% of the total of 77,754 analyses
had complied with MOHs NSDWQ. This result is an improvement from 2011 when
99.46% complied with MOHs NSDWQ.

MOH Compliance Based On QAP Limit For 2011-2012


Nos. Nos. 2012 2011
Of Tests Of Violations Compliance (%) Compliance (%)

77,754 147 99.81 99.46

Table D: Summary of the 2011 and 2012 In-House Water Quality Assessment for all parameters

Immediate Response to Consumer Complaints

The objective is to achieve a quick initial response time for all water quality complaints from
consumers followed by resolution of the complaint. Beginning March 2009, the initial response
time for water quality complaints was set at half an hour and, as at 31 December 2012,
compliance with this half-hour response time was 93.90%.

The scope of work covers initial investigation involving in-situ testing of the physical
parameters and the taking of necessary remedial actions or providing advice to the
consumers. A Water Quality Consumer Complaints Report has to be submitted too. If the
initial results obtained show no water quality violation, the consumers will be advised to
check their internal plumbing system. If violations are detected, appropriate remedial actions
are taken and the distribution system is re-tested to ensure the contaminants have been
removed from the system.

The main reason for not achieving a 100% compliance rate for the immediate response
to consumers was that some complaints were received at night. All complaints received
are recorded and investigated to enable improvements to take place. The most significant
area of consumer complaint is on the occasions when long-term suspended solids or iron
deposits arising from corrosion in water mains caused the water to be discoloured.

The total number of consumer complaints received in 2012 was 2,278 of which 20.98% were
due to internal plumbing problems. Table E shows the number of water quality complaints in
2012 and the half-hour response time achievement.

World Water Day 2012

Puncak Niaga Holdings Berhad Annual Report 2012


120 Item Jan Feb Mar Apr May Jun Jul Aug Sept Oct Nov Dec

No. of 232 147 112 260 183 143 106 123 124 127 133 110
complaints
(excluding
Delivering complaints
Quality due to
Internal
Plumbing)

1/2 Hour 94.89 99.49 98.08 80.55 91.77 92.35 92.31 98.03 94.27 96.45 97.48 98.62
Response
Time (%)

Total 274 195 156 293 231 196 151 152 157 169 159 145
Nos. of
Complaints

Table E: Water Quality Complaints 2012

Graph On Nos. of Complaints From 2007-2012

700

600

500

400

300

200

100

Jan Feb Mar Apr May Jun July Aug Sept Oct Nov Dec

2007 337 292 291 262 321 207 300 327 247 201 284 210
2008 310 212 224 233 430 271 212 210 240 227 199 138
2009 212 355 180 189 305 338 318 407 182 275 320 254
2010 218 358 415 300 203 290 217 348 175 638 179 173
2011 180 208 240 167 163 221 232 171 173 161 157 273
2012 274 195 156 293 231 196 151 152 157 169 159 145

Graph A: Trend of Consumer Complaints from January 2007 December 2012

Consumer Awareness & Education Programme (CAE Programme)


Water quality inspection
The CAE Programme with media coverage is ongoing with an emphasis on consumers
understanding of the quality of water supplied to their premises and related issues, and their
responsibility for maintaining their own internal plumbing system and internal storage tanks.
Consumers have greatly benefited from SYABAS efforts in the CAE Programme.

For further details of the CAE Programme, please turn to the Preserving Our Environment
section on pages 150 to 163 of this Annual Report.

Annual Report 2012 Puncak Niaga Holdings Berhad


Research and Development (R&D) Centre
121
PUNCAK RESEARCH CENTRE (PRC)

In 2012, the PNHB Group continued to improve the quality and reliability of water supply by
the Group and look to collaborate with local and foreign R&D institutions and universities with Delivering
the objectives of advancing and developing the competencies and expertise in the field of Quality
water, wastewater and environment.

Through research and development, the PNHB Group continuously strives to improve the
quality, sustainability and reliability of Malaysias water supply through various projects to
modernize and advance the nations water technology. Our R&D Team continues to actively
brainstorm and develop on ideas to further improve water operational efficiency and cost
control at the WTPs.

DHI-PRC Collaboration

PRC has entered into a Collaboration Agreement with DHI Denmark (DHI), a global leader
in the field of water treatment on 15 March 2007. Under the collaboration with DHI, our
R&D team has completed the study entitled Optimization of Coagulation Process. The
studies revealed that Aluminium Chlorohydrate (ACH) contribute the best performance with
highest color removal and lower aluminium residual. ACH was proven to be able to yield very
minimum aluminium residuals at a rate of 65 times better than current Aluminium Sulphate
(Alum). The findings have eventually led to the ACH plant trials at Sg Sireh WTP, which was
piloted in February 2013.

On 15 March 2013, Puncak Research and DHI have mutually agreed to extend the
Collaboration Agreement for a further period of one (1) year, commencing 15 March 2013
until 14 March 2014.

Other Research Activities/Initiatives

R&D Centre has also embarked on the following research activities:-

(1) Composting the WTP residue into fertilizer. The residue has been transformed loose and
friable dry soil with reduced content of Aluminium Oxide (Al2O3), to a level similiar to normal
soil. R&D is looking to collaborate with the right partner to progress this development
in future.

(2) R&D Centre is working with a cement manufacturer to explore if the residue from our
WTPs can be utilised as filler in the cement industry. Based on the results obtained via
accredited laboratory testing as well as from the cement manufacturers internal testing,
the residues main composition, consist of aluminium oxide, iron oxide and silica oxide
when added together have fulfilled the acceptance criteria for safe disposal through
resource recovery by co-processing in a cement klin. This could be an alternative method
of residue disposal if the schedule waste classification and cost are resolved.

(3) SYABAS have carried out internal research and improved on the various standard Observation on
drawings including meter stand and various valve installation which would improve the precipitation test
ease of operation and maintenance of operation.

Puncak Niaga Holdings Berhad Annual Report 2012


122 (4) Collaboration between Puncak Niaga Holdings Berhad (PNHB) and the Malaysian
Armed Forces (MAF) on the new and highly innovative field water purification system
for drinking known as JERNIH.

JERNIH is one of the most practical and efficient field water purification systems that is
Delivering able to treat very high turbidity water. The current design is able to provide safe drinking
Quality water up to maximum of 3,000 litres/day for consumption of 500 people.

PNHB and MAF signed a Memorandum of Agreement on this collaboration at the recent
Langkawi International Maritime & Aerospace Exhibition (LIMA) 2013 on 28 March 2013.

The collaboration is in the process of discussion on perfecting the JERNIH design,


commercialising JERNIH to potential clients domestically and internationally and running
some high impact corporate social responsibility projects in less developed countries.

Crisis Management at PNSB

In delivering high quality, sustainable and expeditious services to our customers and
stakeholders in particular during crisis periods, we regard our capacity to deal with crisis
periods, as an important aspect of our corporate social responsibility. To this end, we are
prepared to deal and offer our assistance with issues or problems that are related to raw
water and treated water and/or our services, both within or beyond our control. With our
years of experience in the industry, we have expeditiously solved many crises over the years.

PNSB initiated a Crisis Management Plan (CMP) and a WTP Emergency Response Plan
(ERP) in 2001. The CMP and ERP are reviewed on a yearly basis and updated, if required.
Both plans ensure the most effective response to any form of emergency, crisis or disaster
on our premises with minimal disruption to the Groups business operations. Both plans also
protect the Groups corporate image.

We have two intervention teams at plant level and at various regional offices. These teams
are trained to handle chlorine and other chemicals, in addition to being trained in search and
rescue.

The CMP was activated two times in 2012 due to the following incidents:-

Date Incident

7 March 2012 13 March 2012 Ampang Intake WTP shutdown due to flooding.

13 April 2012 4 May 2012 SSP2 WTP operation disruption due to flashover at
Transformer No. 2 at Intake Plant.

SYABAS Emergency Response Plan (ERP)

The ERP is an action plan developed by SYABAS in 2005 as a management action plan
to deal with a crisis of emergency that could affect the water supply to the consumer.
Pipe repair works by Development of an ERP is also in line with the provisions of SYABAS Concession Agreement.
SYABAS contractors The ERP is constantly updated to ensure that it can be applied in accordance with the
conditions/circumstances.

SYABAS has ten districts, which has an ERP Secretariat and Crisis Operations Room (COC-D)
that manage ERP activation in the respective district. In 2012, a total of 23 ERP activations
were made, that consists of 20 Code Green ERP, 2 Code Yellow ERP and 1 Code Red ERP.

Annual Report 2012 Puncak Niaga Holdings Berhad


Total ERP Vs Month
123
Total ERP (Cases)
5

3 Delivering
2 Quality
1

0
Jan Feb Mar Apr May Jun Jul Aug Sept Oct Nov Dec

Red Code Yellow Code Green Code

Note: Code Red ERP signifies high or critical level of emergency


Code Yellow ERP signifies medium level of emergency
Code Green ERP signifies mild or operational level of emergency

Two Code Yellow ERP and one Code Red ERP were activated in 2012 due to the following
incidents:-

Date ERP Code Incident

8 March 2012 13 March 2012 Yellow Code Ampang Intake WTP Shutdown OIL & GAS
due to flash flood. SAVING TIPS

8 March 2012 12 March 2012 Yellow Code Sg Langat WTP Shutdown Anticipate stops and
due to high NTU in raw water source. brake less

13 April 2012 30 April 2012 Red Code SSP2 WTP Operation Shutdown
due to flashover at Transformer
No. 2 at Intake Plant.

To ensure smooth management assistance, SYABAS have intensified efforts to conduct


training to ERP staff, upgrading PUSPEL telephony system, upgrade consumers contact
information and procurement of additional facilities. To ensure a smooth activation of ERP,
the formation of certain committees were also established as a mechanism to facilitate
ERP implementation namely Crisis Executive Committee, Crisis Management Group, Crisis
Operation Centre and Crisis Recovery Group.

Puncak Niaga Holdings Berhad Annual Report 2012


By securing the
good of others,
we also secure our own
126 The Group continues to provide a workplace where its people have the opportunity to
grow, to mature and to nurture their skills. The Group focuses on creating the right culture
and working environment, and providing development and career opportunities with fair
processes to all employees. As part of our continuous commitment in delivering value to
our stakeholders, various internal best practices have been set to build on the strength of
Valuing our workforce. We promote team leadership fostering synergies and sharing commitment to
achieve organisation goal and are proud of the diversity of the workforce across all of the
Our People Groups operations. All employees are given equal treatment and discrimination is never
tolerated. Due to the nature of our business and in a rapidly-changing environment, the health
and safety of our employees and those who are involved in our operations is always a priority.

As part of our effort to promote a healthy culture at the work place, we continue to hold
employee engagement activities to boost the spirit of solidarity, teamwork, a sense of
belonging and a conducive environment.

In 2012, the Group arranged for the employees to undergo Motivational Transformation
Programme with the theme Teaming for Quantum Growth. The Programme focused on
all employees to unite in strength as one team to achieve the Companys vision, mission
and goal and, on fostering teamwork that will enable us to continue to grow and prosper by
In 2012, the Group means of mutual effort and team leadership to sustain a successful business. This is aptly
arranged for embodied by the theme for our Annual Report 2012, Strength In Unity.
the employees
EMPLOYEE PROFILE
to undergo
Motivational Puncak Niaga Holdings Berhad (PNHB) Group
Transformation
Programme with the PNHB Group employed a total of 4,680 personnel as at 31 December 2012, locally and
theme Teaming for overseas. This represented an increase of approximately 3.1% compared to the 4,540
Quantum Growth. personnel employed in 2011. We continue to promote diversity in the workplace. Any forms
The Programmes of discrimination, including discrimination based on age, gender, ethnicity or background,
focused on all are not tolerated.
employees to unite
The breakdown of the Groups employees by ethnic group, excluding employees in the
in strength as one Peoples Republic of China (PRC) is 92.0% Malays, 2.1% Chinese, 4.9% Indians and 1.0%
team to achieve the others.
Companys vision,
mission and goal As shown in Table A, the majority of the Groups workforce (excluding employees in the PRC)
consists of non-executive personnel (70.1%) with executives at 23.4% and management
at 6.5%. Due to the nature of our work, which involves a lot of manual labour, our total
employment by gender ratio is approximately 3:1 (3,394 Men: 1,120 Women).

Category Gender Ethnic Group


Non
Management Executive Executive Male Female Malay Chinese Indian Others Total

PNSB 99 282 724 862 243 1,005 49 30 21 1,105


SYABAS 155 674 2,422 2,428 823 3,011 37 187 16 3,251
GOM
Resources 35 99 20 101 53 133 9 3 9 154
PEKAs event: Visit to
Johor Premium Outlet POG 4 0 0 3 1 4 0 0 0 4
PRC 16 9 141 100 66 0 166 0 0 166
Note:
PNSB denotes Puncak Niaga (M) Sdn Bhd
SYABAS denotes Syarikat Bekalan Air Selangor Sdn Bhd
GOM Resources denotes GOM Resources Sdn Bhd
POG denotes Puncak Oil & Gas Sdn Bhd
PRC denotes The Peoples Republic of China

Table A: Breakdown of the Groups Employees by category, gender and ethnic group

Annual Report 2012 Puncak Niaga Holdings Berhad


Puncak Niaga (M) Sdn Bhd (PNSB)
127
PNSB is a private limited company in PNHB Group of Companies. PNSB handles the
operations, maintenance, management, construction, rehabilitation and refurbishment of
water treatment facilities. PNSB had 1,105 employees as at the end of 2012. Out of the total
number, 862 employees (78%) were male and 243 (22%) were female. Valuing
Our People
The employment by gender ratio (men to women) is 3.5:1 due to the nature of PNSBs
operations, which involve a lot of manual labour.

PNSB Workforce Breakdown by Ethnic Group (refer to Chart 1)

PNSB Workforce Breakdown by Category (refer to Chart 2)

Chart 1
More than half (65.52%) of PNSBs employees were non-executives while 25.52% were
executives and the remaining 8.96% were at the Management level. PNSB Workforce Breakdown
by Ethnic Group
PNSB Workforce Breakdown by Age Group
2.71%
400 4.44% 1.90%
363 353
350
No. of Employees

300
268
250
Total
200 Employees
(E)
150
121 1,105
100

50

0 90.95%
<30 30-39 40-49 >49
Malay (1,005 E)
Age Group Chinese (49 E)
Indian (30 E)
Others (21 E)
Employee Turnover

The turnover rate in 2012 for PNSB was 9.5% as compared with 7.14% in 2011. 72.4% of
Chart 2
PNSBs resigned employees are permanent employees, with the remaining 27.6% resigned
employees being contract employees. The tables below present PNSBs employees turnover PNSB Workforce Breakdown
by Category
for 2012.
8.96%
PNSB Employee Turnover by Category 25.52%

Category Turnover (%)


Management 1.5 Total
Executive 3.8 Employees
(E)
Non-Executive 4.2 1,105

Total 9.5%
65.52%
PNSB Employee Turnover by Gender
Management (99 E)
Gender Turnover (%) Executive (282 E)
Male 3.5 Non-Executive (724 E)
Female 6.0

Total 9.5%

Puncak Niaga Holdings Berhad Annual Report 2012


128 PNSB Employee Turnover by Ethnic Group

Ethnic Group Turnover (%)


Malay 7.69
Chinese 1.45
Valuing Indian 0.09
Our People Others 0.27

Total 9.5%

PNSB Employee Turnover by Age Group

Age Group Turnover (%)


Chart 3 <30 4.34
30-39 3.08
SYABAS Workforce
Breakdown by Ethnic Group 40-49 1.36
>49 0.72
5.75%
1.14% 0.49%
Total 9.5%

Note: Turnover rates are derived from staff terminations, retirements and expiry of contracts.

Total SYARIKAT BEKALAN AIR SELANGOR SDN BHD (SYABAS)


Employees
(E)
3,251 SYABAS is a private limited company in the PNHB Group of Companies, which carries out
the distribution of treated water within Selangor and the Federal Territories of Kuala Lumpur
and Putrajaya. SYABAS had a total of 3,251 employees as at 31 December 2012. Out of the
92.62% total number, 2,428 employees (74.7%) were male and 823 (25.3%) were female.

Malay (3,011 E) The employment by gender ratio (men to women) is 3:1 due to the nature of SYABAS
Chinese (37 E)
Indian (187 E)
operations, which involve a lot of manual labour.
Others (16 E)
SYABAS Workforce Breakdown by Ethnic Group (refer to Chart 3)

SYABAS Workforce Breakdown by Category (refer to Chart 4)


Chart 4

SYABAS Workforce More than half (74.50%) of SYABAS employees were non-executives while 20.73% were
Breakdown by Category executives and the remaining 4.77% were at the Management level.
4.77% 20.73%
SYABAS Workforce Breakdown by Age Group

1,400
1,234 1,274
1,200
No. of Employees

Total
Employees 1,000
(E)
800
3,251
600

400
378 365
74.50% 200

0
Management (155 E)
Executive (674 E) <30 30-39 40-49 >49
Non-Executive (2,422 E)
Age Group

Annual Report 2012 Puncak Niaga Holdings Berhad


Employee Turnover
129
The turnover rate in 2012 for SYABAS was 9.63% as compared with 6.03% in 2011.
97.51% of SYABAS resigned employees are permanent employees, with the remaining
2.49% resigned employees being contract employees. The tables below present SYABAS
employees turnover for 2012. Valuing
Our People
SYABAS Employee Turnover by Category

Category Turnover (%)


Management 0.68
Executive 3.11
Non-Executive 5.84

Total 9.63%

SYABAS Employee Turnover by Gender

Gender Turnover (%)


Male 6.92
Female 2.71

Total 9.63%

SYABAS Employee Turnover by Ethnic Group

Ethnic Group Turnover (%)


Malay 8.67
Chinese 0.22
Indian 0.71
Others 0.03

Total 9.63%

SYABAS Employee Turnover by Age Group

Age Group Turnover (%)


<30 4
30-39 2.86
40-49 0.74
>49 2.03

Total 9.63%

Note: Turnover rates are derived from staff terminations, retirements and expiry of contracts.

PUNCAK OIL & GAS SDN BHD (POG)

POG is a private limited company in the PNHB Group of Companies, which is currently GOM Resources & KPOC
launching the HSE Campaign
involved in the offshore logistics service provider and marine management. POG had a total
on board DLB264
of four employees as at 31 December 2012. Out of the total number, three employees (75%)
were male and one (25%) was female.

The employment by gender ratio (men to women) is 3:1.

As at 31 December 2012, POGs employees (100%) were of Malay ethnic group and were at
the Management level.

Puncak Niaga Holdings Berhad Annual Report 2012


130 POG Workforce Breakdown by Age Group
2
2

No. of Employees
Valuing 1 1
1
Our People

0
30-39 40-49 >49
Age Group

Employee Turnover

The turnover rate in 2012 for POG was 91.67%. The reason for the high turnover was because
44 employees were transferred to GOM Resources in 2012 in view of the high volume of
works being undertaken by GOM Resources, the new Oil & Gas unit of the Group. 87.5% of
POGs resigned employees are permanent employees, with the remaining 12.5% resigned
employees being contract employees. The tables below present POGs employee turnover
for 2012.

POG Employee Turnover by Category

Category Turnover (%)


Management 29.17
Executive 50.00
Non-Executive 12.50

Total 91.67%

POG Employee Turnover by Gender

Gender Turnover (%)


Male 60.42
Female 31.25

Total 91.67%

POG Employee Turnover by Ethnic Group

Ethnic Group Turnover (%)


Malay 79.17
Chinese 8.33
Indian 4.17
Others 0

Total 91.67%

POG Employee Turnover by Age Group


GOM Resources Sdn Bhd
hosted a Gawai Luncheon Age Group Turnover (%)
for its clients >30 22.92
30-39 35.42
40-49 20.83
>49 12.50

Total 91.67%

Note: Turnover rates are derived from staff terminations, retirements and expiry of contracts.

Annual Report 2012 Puncak Niaga Holdings Berhad


GOM RESOURCES SDN BHD (GOM RESOURCES)
131
GOM Resources is a private limited company in the POG Group of Companies, which is
involved as the offshore installation contractor for intergrated transportation & installation of
offshore facilities. GOM Resources had a total of 154 employees as at 31 December 2012.
Out of the total number, 101 employees (65.6%) were male and 53 (34.4%) were female. Valuing
Our People
The employment by gender ratio (men to women) is 2:1.

GOM Resources Workforce Breakdown by Ethnic Group (refer to Chart 5)

GOM Resources Workforce Breakdown by Category (refer to Chart 6)

More than half (64.29%) of GOM Resources employees were executives while 12.99% were
Chart 5
non-executives and the remaining 22.72% were at the Management level.
GOM Resources Workforce
GOM Resources Workforce Breakdown by Age Group Breakdown by Ethnic Group

1.96%
70 5.84% 5.84%
63
No. of Employees

60

50
40
40
30 Total
30 Employees
21
(E)
20
154
10

<30 30-39 40-49 >49 86.36%

Age Group Malay (133 E)


Employee Turnover Chinese (9 E)
Indian (3 E)
The turnover rate in 2012 for GOM Resources was 15.59% as compared with 16.88% in Others (9 E)
2011. 78.5% of GOM Resources resigned employees are permanent employees, with the
remaining 21.43% resigned employees being contract employees. The tables below present
GOM Resources employee turnover for 2012. Chart 6

GOM Resources Workforce


GOM Resources Employee Turnover by Category Breakdown by Category
12.99% 22.72%
Category Turnover (%)
Management 3.90
Executive 9.74
Non-Executive 1.95
Total
Employees
Total 15.59 (E)
154
GOM Resources Employee Turnover by Gender

Gender Turnover (%) 64.29%


Male 9.09
Female 6.50 Management (35 E)
Executive (99 E)
Total 15.59 Non-Executive (20 E)

Puncak Niaga Holdings Berhad Annual Report 2012


132 GOM Resources Employee Turnover by Ethnic Group

Ethnic Group Turnover (%)


Malay 12.99
Chinese 2.60
Indian 0
Valuing
Others 0
Our People
Total 15.59

GOM Resources Employee Turnover by Age Group

Age Group Turnover (%)


<30 4.55
30-39 7.14
40-49 2.60
>49 1.30

Chart 7 Total 15.59


PRC Operations Workforce Note: Turnover rates are derived from staff terminations, retirements and expiry of contracts.
Breakdown by Category
9.64% 5.42% THE PEOPLES REPUBLIC OF CHINA (PRC) OPERATIONS

The Groups operations in the PRC employed 166 employees as at 31 December 2012, all of
whom were hired on a contract basis. Out of the total number, 100 employees (60.2%) were
Total
male and 66 were female (39.8%).
Employees
(E) The employment by gender ratio (men to women) is 1.5:1.
166
As at 31 December 2012, 100% of the PRC workforce are Chinese.

84.94% PRC Operations Workforce Breakdown by Category (refer to Chart 7)

Management (16 E) More than half (84.94%) of PRC Operations employees were non-executives while 5.42%
Executive (9 E) were executives and the remaining 9.64% were at the Management level.
Non-Executive (141 E)
PRC Operations Workforce Breakdown by Age Group

70
62
No. of Employees

60

50 49
40 39
30

20 16
10

<30 30-39 40-49 >49

Age Group

Annual Report 2012 Puncak Niaga Holdings Berhad


Employee Turnover
133
The turnover rate in 2012 for PRC Operations was 8.2% as compared with 1.4% in 2011.

The tables below present PRC Operations employees turnover for 2012.
Valuing
PRC Operations Employee Turnover by Category Our People
Category Turnover (%)
Management 0
Executive 0.59
Non-Executive 7.63

Total 8.2

PRC Operations Employee Turnover by Gender

Gender Turnover (%)


Male 5.2
Female 3.0

Total 8.2

PRC Operations Employee Turnover by Ethnic Group

Ethnic Group Turnover (%)


Malay 0
Chinese 8.2
Indian 0
SYABAS Bubur Lambuk event
Others 0

Total 8.2

PRC Operations Employee Turnover by Age Group

Age Group Turnover (%)


<30 1.7
30-39 0
40-49 0
>49 6.5

Total 8.2

Note: Turnover rates are derived from staff terminations, retirements and expiry of contracts.

BEST PRACTICES AT THE WORKPLACE

PNHB Group Employee Benets (excluding PRC Operations)

The Group offers a comprehensive employee benefits package which includes competitive
salary packages with insurance coverage for the staff and the immediate families, housing PEKAs Bubur Lambuk event
and car loan interest subsidies, interest free education assistance loan scheme as well with media and celebrities
as Tabung Kebajikan, computers, personal loans, medical benefits that cover outpatient
treatment, hospitalisation and surgical, dental and maternity benefit for up to five children.
We also contribute more than the statutory rate of employers contribution to the Employees
Provident Fund (EPF) for employees who have served more than two years.

Puncak Niaga Holdings Berhad Annual Report 2012


134 The Groups competitive remuneration packages enable us to recruit and retain talented
and productive employees. Through the Malaysian Employers Federation (MEF) and other
external sources, we review the Groups employees benefits packages from time to time
to ensure that the Group is at least at par with the prevailing market in terms of proposed
remuneration for our employees. The Group ensures that our employees are adequately
Valuing remunerated at all times and in accordance with the prevailing market conditions and the
Our People cost of living.

As part of our responsibility as a water treatment and distribution Group, and to ensure
that we meet the relevant requirements and criteria as imposed by the relevant authorities,
we require our employees, especially employees on the ground, to put in long working
hours round the clock under very challenging conditions. We ensure that our employees are
provided with the appropriate benefit packages, facilities and assistance to ensure that their
well-being and safety are taken care of at all times and that they are continuously appreciated
and rewarded for their hard work.

Effective 1 January 2013, the whole Group are on a Five Day Work Week for non-operation
staff as part of its ongoing efforts to enhance employees engagement through a healthy
work-life balance, to improve employee-employer relationships, and to enhance staff benefits
PNHB Group to enable the Group to be recognised as an organisation of priority choice.
recognises that
PRC Operations
our employees
are core assets To ensure that our PRC employees are compensated adequately for their work, we abide
of the Group and by the minimum wage as set by the PRC local authorities. Although all PRC employees are
strongly believes hired on a contractual basis, they also receive benefits such as overtime pay, leave in lieu, a
welfare allowance, pension fund contributions, unemployment fund contributions, medical
in rewarding our insurance, work injury insurance and maternity insurance, as required by PRC Labour Laws
employees for and the Social Contribution Act. All local PRC employees have their medical costs covered
their commitment, by a PRC Medical Insurance Contribution plan.
dedication and
Expatriate staff are covered by a hospitalisation, medical and personal insurance plan. A
hard work subsistence allowance is also provided to our PRC employees for any outstation duties.

Although PRC Labour Laws allow the forming of a union, there were no unions formed by
our PRC employees. We do not hire those below the age of 18, which is the minimum age
to commence working under PRC Labour Laws. None of our operations was identified as
having a significant risk of incidents of forced labour.

RECOGNISING EMPLOYEES SUPPORT

PNHB Group recognises that our employees are core assets of the Group and strongly
believes in rewarding our employees for their commitment, dedication and hard work.

To recognise good work and to motivate productivity, employees with good and excellent
performances are awarded bonuses, salary increments, position upgrades and promotions.

In appreciation of the employees contributions, in 2012 SYABAS held a Majlis Penyerahan


Pampasan Kepada Kakitangan Serta Waris Keluarga Kakitangan SYABAS for existing
employees.

At PNSB, Majlis Penyerahan Insuran Pampasan Kepada Ahli Keluarga Bekas Kakitangan
Yang Telah Meninggal Dunia were held to show PNSBs appreciation to the demised staff.
In addition, PNSB provides financial assistance to the family of the demised staff for a year
for those in dire need of financial assistance in view of non-working spouses.

Annual Report 2012 Puncak Niaga Holdings Berhad


Career Development
135
The Group has a human capital retention policy to retain the best employees, to provide
avenues for employee development and advancement, and to equip the employees with the
necessary skills as they grow with the Group.
Valuing
With a structured performance evaluation framework in place and an emphasis on self Our People
development and career development and advancement, we believe that we have managed
to groom and retain the best employees as well as providing them with career opportunities/
career path in the Group.

Performance Appraisal Exercises

With the exception of PRC Operations, the Group conduct performance appraisal exercises
for all confirmed employees twice a year.

At PNSB, the Independent Employees Performance Review Committee (IEPRC) is


responsible for reviewing, evaluating and harmonising the assessment and scoring as
rated by the Heads of Departments/Divisions. The final recommendations of the review are
submitted to the Executive Committee for approval and decision on the appropriate rewards,
based on the individual performance of the employees and the Companys performance,
or the appropriate actions to be taken against those employees whose performances are
not up to the Companys performance requirements. Non-performing employees undergo
Performance Improvement Programme (PIP) with counselling by the Head of Division and
the Counselling Committee to improve their performances. Review of their performance is
conducted for six months on a monthly basis.
Senamrobik at
At SYABAS, this involves a discussion session on performance which is called the Challenge SYABAS Petaling Jaya
Session. Through the Challenge Session, the Company and the Senior Management are District office
able to constantly monitor the employees performance and address the challenges faced by
the employees in excelling at their work.

Our PRC Operations conduct performance appraisal exercises once a year.

Training

PNHB Group is committed to equip our employees with the best available resources and
training to enable them to carry out their responsibilities and prepare them for the challenges
of a knowledge-based and demanding industry, as well as to enhance the productivity and
competitiveness of the Group. In addition to in-house training, the Group sends its employees
for external training, locally and overseas.

Details of the number of training sessions (in-house and external) conducted for PNSB,
SYABAS, POG and GOM Resources in 2011 and 2012 are set out in Table B.

POG & GOM


PNSB SYABAS Resources Total
Category 2011 2012 2011 2012 2011 2012 2011 2012

Management
(including Directors) 102 100 157 164 N/A 30 259 294 SYABAS Jom Senamrobik
November 2012
Executive 265 283 617 622 N/A 102 882 1,007

Non-Executive 650 533 2,318 2,305 N/A 0 2,968 2,838

Total Personnel 1,017 916 3,092 3,091 N/A 132 4,109 4,139
Trained (92.2%) (82.9%) (97.6%) (95.0%) (83.0%) (96.4%) (91.7%)

Note: The majority of training was provided to non-executive employees.

Table B: Conduct of 2012 Training Sessions (in-house and external)

Puncak Niaga Holdings Berhad Annual Report 2012


136 PNSBs and SYABAS number of training sessions decreased in 2012 as compared to 2011.
PNSB trained 82.9% of its employees in 2012 while SYABAS trained 95% of its employees
in 2012. 4,139 employees of the Group attended training in 2012 as shown in Table B on
page 135 of this Annual Report.

Valuing Our training was conducted in five broad categories namely, personal and leadership
Our People development, functional/knowledge, positive mindset, supplementary knowledge, and
external courses/public programme (local/overseas) (Five Broad Categories). Trainings
enabled the employees to develop interpersonal, leadership and language skills, plus job
functional skills/knowledge and health and safety knowledge. Our training department also
organised motivational talks for the organisation.

New employees are required to attend a comprehensive Induction Programme (IP). At


PNSB, the IP was for a duration of two days whereas at SYABAS, the IP was for a duration of
three days and at GOM Resources, the IP was for a duration of one day only.

The breakdown of PNSBs, SYABAS, POGs and GOM Resources training in the Five Broad
Categories for 2012 is as set out in Table C.
PNSB SYABAS POG & GOM Resources
No. of No. of No. of No. of No. of No. of
Category Programmes Participants Programmes Participants Programmes Participants

Personal &
Leadership
Development 48 765 3 148 0 0
Functional
Knowledge 220 1,693 100 4,685 1 9
Teaming for Quantum Growth Positive Mindset 13 684 0 0
Teambuilding Programme Supplementary
Knowledge 25 418 468 12,185 2 29
External Courses /
Public Programme
(Local/ Overseas) 109 204 75 153 3 94

Total 402 3,080 659 17,855 6 132

Note: Employees may attend more than one training session.

Table C: Breakdown of PNSBs, SYABAS, POGs and GOM Resources trainings held in
Five Broad Categories for 2012

PNSB spent RM686,457.31 in 2012 on training, 14.1% reduction from the 2011 training cost.
SYABAS spent RM886,326.60 in 2012 on training, 38.3% up from the 2011 training cost. POG
and GOM Resources spent RM1,123,092.54 in 2012 on training. These are shown in Table D.

Our PRC Operations spent RM6,169.00 on training in 2012.

POG & GOM


PNSB (RM) SYABAS (RM) Resources (RM)
Category 2011 2012 2011 2012 2011 2012
PEKA Walk Hunt 2012

Internal 250,604.32 474,835.30 271,278.31 561,739.25 N/A 0


External 436,086.66 211,622.01 369,580.33 324,587.35 N/A 1,123,092.54

Total 798,952.98 686,457.31 640,858.64 886,326.60 N/A 1,123,092.54

Note: N/A - Not Applicable

Table D: Cost of Training for PNSB, SYABAS, POG and GOM Resources for 2011 and 2012

Annual Report 2012 Puncak Niaga Holdings Berhad


Listening to Our Employees
137
We constantly engage and interact with all our employees through our Monthly Staff
Assemblies and staff meetings at Divisional and Departmental levels. Our Senior Management
adopts a hands-on approach and engages with our employees regularly.
Valuing
We believe that listening to and working in tandem with our employees is vital for the growth Our People
of our business and our organisation in building a shared vision of the organisation within
the competitive environment. We encourage two-way communication for all levels at the
workplace vis--vis sharing information and knowledge.

In 2012, the Group sent all levels of employees of the Group for Motivational Transformation
Programme with the theme Teaming for Quantum Growth to promote team leadership and
to groom the employees to inculcate a shared vision, mission and goal.

Collective Bargaining Agreement

In 2012, there were two negotiation sessions held between SYABAS and the Kesatuan
Pekerja-pekerja PUAS Berhad on the third collective agreement. The agreement was finalised
in April 2012 and signed in September 2012.

Employees at our PRC operations are allowed to form a union, in accordance with PRC
Labour Laws. However, as at 31 December 2012, there were no unions formed by our PRCs
employees.

Ensuring Quality and Work Ethics

In line with good corporate governance, the Group has several Codes of Conduct and
Policies which express and support the strategies that steer the Group to achieve its Key
Performance Indicators. These Codes and Policies are:

PNHB/PNSB
Standard Operating Procedures
Corporate Disclosure Policy
Information Technology Policies (Software Licence Policy, IT Security Policy and Copying
Software Statement)
Investor Relations Policy
Health, Safety & Environmental Policy
Quality Policy
Risk Management Policy
Sexual Harassment Policy
Water Quality Policy
Gender Diversity Policy
Whistle Blowing Policy
Corporate Social Responsibility Policy
Code of Conduct Board of Directors
Code of Conduct - Employees
No Smoking Policy Operasi Cegah in Gombak
Board Charter

Puncak Niaga Holdings Berhad Annual Report 2012


138 SYABAS
Standard Operating Procedures
Quality Telephone Ethics
Standard People Practices Handbooks
Sexual Harassment Policy
Valuing Corporate Responsibility Policy
Our People Code of Business Ethics
Service Counter Ethical Code
Health, Safety & Environment Policy

POG
Standard Operating Procedures
Quality Policy
Health, Safety and Environment Protection Policy
Drug & Alcohol Abuse Policy
Smoking Policy
Stop Work for Safety Policy

GOM Resources
The Group Standard Operating Procedures
recognises the Quality Policy
Health, Safety and Environment Protection Policy
importance of Drug & Alcohol Abuse Policy
providing staff with Smoking Policy
an adequate Stop Work for Safety Policy
work-life balance
PRC Operations

We have an Anti-Corruption Policy in place in our PRC operations. If any of our employees
are found to have violated this policy, their employment with us will be terminated. There
were no reported incidences of corruption in 2012.

Caring for Staff

The Group recognises the importance of providing staff with an adequate work-life balance.
The Association of Water Supply Workers for Selangor, Kuala Lumpur and Putrajaya
(Persatuan Kakitangan Bekalan Air Selangor, Wilayah Persekutuan Kuala Lumpur dan
Putrajaya) (PEKA) set up on 15 September 2006 is a staff association established to provide
welfare assistance and to foster social and cultural bonds between the Groups employees
and the community.

In 2012, PEKA organised various events that included recreational activities, sporting events
and cultural and religious programmes. They were:

1. Recreational Activities
Photo Jamboree on 3 March 2012
Fishing Competition on 27 May 2012
PEKAs Fishing Walk Hunt and Mini Carnival on 10 November 2012
Competition 2012 Visit to Johor Premium Outlets on 1 December 2012

2. Sporting Events
Kuantan Century Ride on 25 March 2012
Bowling Competition President Cup 2012 on 14 April 2012
Seminar/talk on Indian Traditional Exercise (Yoga) & Ayurvedic Treatment on
26 May 2012
Ping Pong Competition on 16 June 2012
Futsal Competition on 30 June 2012
Annual Report 2012 Puncak Niaga Holdings Berhad
Bowling Competition 3 Penjuru on 14 July 2012
139
Ipoh Century Ride on 15 July 2012
Pertandingan Bola Sepak 9 Sebelah on 20 October 2012
Sepak Takraw Championship on 17 November 2012
Netball Championship on 8 December 2012
Volleyball Championship on 29 December 2012 Valuing
Our People
3. Cultural & Religious Programmes
Solat Sunat Hajat & Tazkirah every Thursday of the 2nd and 4th week of the month
Maulidur Rasul celebration on 5 February 2012
Program Bubur Lambuk with Media and Celebrities on 3 August 2012
Fiesta Aidilfitri Puncak Niaga at Sg Batu WTP on 8 September 2012, SSP2 WTP on
13 September 2012 and Sg Langat WTP on 15 September 2012
Majlis Ibadah Qurban on 27 October 2012
Majlis Berkhatan on 24 November 2012
Seminars on Religion/Tazkirah at PNSBs/SYABAS office and WTPs

4. Other Events
Seminar on Alerting parents on child behaviour towards crime and Self-grooming
Class Be Beauty on 10 March 2012
PEKAs 6th Annual General Meeting on 31 March 2012
Visit to Rumah Jagaan & Rawatan Orang Tua Al-Ikhlas, Puchong, Selangor on
14 April 2012
Program Kursus Pengurusan Jenazah with Jabatan Agama Islam Selangor (JAIS)
on 28 April 2012
PEKA members children visit to NSTP & Karangkraf at Shah Alam on 5 June 2012
Majlis Berbuka Puasa bersama Anak Yatim on 3 August 2012
Program Gotong Royong at an orphanage home at Bandar Tasek Puteri, Rawang, Netball Championship 2012
Selangor on 13 August 2012
Visit to demised employees family and employees who suffered from sickness etc.
Program Gotong-Royong to clean up WTP and staff quarters

Our Executive Directors and Senior Management actively participated in these programmes
to give support and encouragement to the employees.

ENSURING HEALTH AND SAFETY

Everyone has the right to work in a healthy and safe environment. As a responsible and
caring employer, we always ensure that our employees are treated well and fairly in a healthy,
safe environment. We also ensure a safe environment in our premise to our visitors and
contractors. The Group takes responsibility for preventing any work-related injuries or
illnesses. The Group had in 2012 demonstrated to the best of its ability, its commitment to
improving health and safety at our workplace.

PNSB

Health, Safety and Environment


Volleyball Championship on
In September 2011, PNSB was awarded the Occupational Health And Safety Assessment 29 December 2012
Series (OHSAS) 18001:2007 certifications by the Bureau Det Norske Veritaas (DNV) for
27 Water Treatment Plants (WTP) and three Regional Offices. This OHSAS 18001:2007
Award attests to PNSBs compliance with International Occupational Health & Safety (OHS)
management system specifications and to the Companys exemplary standards in delivering
a high quality potable water supply as well as to its excellent health and safety practices at
the workplace.

Puncak Niaga Holdings Berhad Annual Report 2012


140 PNSB established an OHS management system prior to the prestigious accreditation, with
the aim of eliminating or minimising risk to employees, visitors, contractors and other parties
who are exposed to OHS risks within its operations. Amidst its rapid expansion over the years,
PNSB has been investing in establishing, maintaining and improving OHS at its operations.

Valuing This coveted industry certification is evidence of our commitment to OHS and is clear proof of
Our People the Companys high standards of safety awareness, which can be traced back to the first day
of its operations. The certification has also motivated us to further strengthen our initiatives
towards efficiently meeting our health and safety obligations and is a rewarding recognition
of our dedicated efforts to achieve results that are favourable to all our stakeholders,
shareholders, employees and customers.

PNSBs Occupational Health and Safety Management Performance

PNSB provides the necessary health and safety protections for employees who may be
exposed to hazards while performing their duties. Apart from complying with statutory
requirements, PNSB has its own internal controls to achieve optimum results for OHS at the
workplace. Since 2004, PNSB has a Corporate Health & Safety Committee, to ensure full
compliances with OHS requirements in the workplace.

For proper implementation of OHS procedures, PNSBs employees and permanent


contractors must be adequately trained in three categories namely, Statutory Requirements,
Competency Training and Awareness Training. All WTPs and dams staff are required to
undergo a minimum of two man-days of training annually while permanent contractors must
undergo at least one man-day of training a year.

In 2012, Health, Safety and Environment (HSE) induction training, and mock drills as well
as Emergency Response Plan (ERP) training were carried out at all the 28 WTPs and the
three dams to ensure staff are responsive and ready in the event of emergencies or crises.
ERP drills were conducted to familiarise and to measure the level of readiness among our
employees in responding to unforeseeable crisis situations. In addition, our Safety and Health
Officers conducted 31 Site Safety Inspections at the WTPs and dams.

The objective of these programmes is to ensure that all our WTPs and dams comply with
safety regulations and adhere to the safety management system established within PNSB.
In the process, matters such as adequate signage as well as proper storage of chemicals
and usage of personal protective equipment at the workplace are also reviewed annually.

In 2012, PNSB implemented the following OHS programmes:-

1. Fire Safety Training for ERP Team

Four sessions of Fire Safety Training were held from March to December 2012 at the
Akademi Bomba & Penyelamat Kuala Kubu Baru. The training was attended by 120
employees from various WTPs, dams and the Headquarters.

The objective of the training was to expose the staff to fire safety equipment, to enhance
Hand & Finger Campaign their knowledge of fire safety, and to educate them on how to handle fire during an
emergency. The knowledge of fire safety is useful not only at the workplace but at home
and other premises too.

Annual Report 2012 Puncak Niaga Holdings Berhad


2. Hazard Identication and Risk Assessment
141
The objectives are:-

To identify hazards associated with the workplace facilities and the activities of
all personnel (including subcontractors and visitors), as well as to evaluate and Valuing
categorise any identified risks. Our People
To define, via a Risk Management System, the objectives and targets of the
management programme, with the aim of preventing and controlling risks.
To check, monitor and review the system at the managerial level to ensure the
effectiveness of the management system.

3. Emergency Preparedness and Response Plan

PNSBs Emergency Preparedness and Response Plan has been continuously enforced
and improved and in 2012, the following took place:-

Modification of the siren signal system to better distinguish the type of alarm.
Reorganisation and retraining of the fire fighting and rescue team and plant support
team for increased efficiency.
One major and three minor mock drills at each of the WTPs and dams.
Regular drills conducted both internally and with the collaboration of external parties
such as chemical suppliers.

4. Health and Safety Management Improvement for Contractors

PNSB has implemented a clear health and safety management policy for its contractors
by conducting contractors HSE briefings at Headquarters level. The system was put
in place to enhance the health and safety performance of contractors working at or for
PNSB.

5. Surveillance Audit / Inspections

A corporate audit of the health and safety management system was performed in 2012
by the OHSAS 18001 Internal Auditors for various Regions and Headquarters to ensure
compliance with OHS requirements and to enhance the health management system.

6. Management Review

Top management is responsible for reviewing OHSAS annually at plant to ensure the
continuing, suitability, adequacy and effectiveness of the system. The review includes
assessing Opportunity for Improvements (OFI), and the needs of the OHS management
system, the status of the OHS policy and objectives, OHS resources and other elements
of the OHS management system. Records regarding management review decisions
and actions prior to possible changes are retained and made available for future
communication and consultation.

We are pleased to announce that PNSB is in full compliance with the statutory requirements Health and Safety training
regulated by the Department of Occupational Safety and Health (DOSH).

In 2012, PNSB held 18 health and safety trainings, briefings and talks such as Chlorine
Handling Training, Training and Briefing for LEV/GEV & Chemical Exposure Monitoring, ERP
Training, Malaysian Society of Occupational Safety & Health (MSOSH) Audit HSE Briefing,
Safety Talk, Fire Prevention Training, HSE SOP Briefing Workshop and Forklift Defensive
Driving Training.

Puncak Niaga Holdings Berhad Annual Report 2012


142 Lost Time Injury (LTI)

No LTIs occurred in 2012, except for two cases of Medical Treatment Injury (MTI) which
occurred at the Central and Northern Region.

Valuing We are proud to announce that since its commission in July 1998, the SSP2 WTP has no
Our People industrial accidents and the WTP has demonstrated a high level of commitment to health and
safety standards at the workplace and its practices and procedures have constantly followed
the Integrated Management System covering ISO 9001 (Quality), ISO 14001 (Environment)
and OHSAS 18001 (Safety) Management Systems. It is worth noting that, since September
2002, LTIs have included the man hours of contractors and suppliers after they have
undergone extensive health and safety training and familiarisation at SSP2 WTP.

The LTIs recorded in 2012 were as follows:-

Accidents/Incidents Occurred in 2012


Wangsa
SSP2 Maju Sg Sireh Central Southern Northern PNSB
Type of Incident WTP WTP WTP Region Region Region HQ

LTI 0 0 0 0 0 0 0
Medical Treatment 0 0 0 1 0 1 0
First Aid 0 0 0 0 0 0 0
Near Miss 0 0 0 0 0 0 0
Property Damage 0 0 0 0 0 0 0
Spillage 0 0 0 0 0 0 0
Fire 0 0 0 0 0 0 0
Dangerous Occurrence 0 0 0 0 0 0 0
Majlis Berkhatan PEKA 2012
Chemical Release 0 0 0 0 0 0 0
Explosion 0 0 0 0 0 0 0

Total 0 0 0 1 0 1 0

Table E: Breakdown of LTIs in 2012

The total man hours with Zero LTIs were as follows :

WTP Million Man Hours with Zero LTI

SSP2 WTP 4,475,172.27


(SSP2 WTP has had zero LTI since its
commissioning on 17 July 1998)
Wangsa Maju WTP 1,142,165.22
(Wangsa Maju WTP has had zero LTI since
its commissioning on 18 July 1998)
Sg Sireh WTP 374,932.67
Central Region 3,453,194.62
Southern Region 2,686,258.99
Northern Region 3,694,666.52
Majlis Berbuka Puasa
with Anak Yatim 2012 PNSB HQ 4,423,615.00

Annual Report 2012 Puncak Niaga Holdings Berhad


ACHIEVEMENTS
143
1. Awards

(a) Malaysian Society of Occupational Safety & Health (MSOSH) Award:


Valuing
At the MSOSH Excellence Award 2012 held on 6 July 2012, eight of PNSBs WTPs Our People
won the following awards:-

WTP Award
SSP2 WTP Gold Class I
Wangsa Maju WTP Gold Class I
Bukit Tampoi WTP Gold Class I
Sg Batu WTP Gold Class I
Kalumpang WTP Gold Class I
Sg Selisek WTP Gold Class I
Sg Dusun WTP Gold Class II
Ampang Intake WTP Gold Class II

(b) National Council of Occupational Safety & Health (NCOSH) Award: All Regional Ofces
and 26 WTPs
NCOSH honoured the Sg Langat WTP with a Gold Trophy Award under the water
utility sector on 30 October 2012. have obtained
the internationally
(c) Laboratory Excellence Award By Institute Kimia Malaysia (IKM) recognised standard
ISO 9001:2008
PNSBs Central Laboratorys/SSP2 WTP Laboratorys high standards for training,
health and safety earned them the Institut Kimia Malaysia (IKM) Laboratory Quality Management
Excellence Award 2012 on 30 November 2012. System certication

CERTIFICATIONS

ISO 9001:2008 CERTIFICATION FOR ALL WTPS

In 2012, additional nine WTPs had been certified with ISO 9001:2008 Quality Management
System (QMS). As at August 2012, all Regional Offices and 26 WTPs have obtained the
internationally recognised standard ISO 9001:2008 QMS certification. The ISO 9001:2008
certification reflects PNSBs commitment towards Quality Management in managing the
WTPs.

SYABAS

Health, Safety And Environment

SYABAS operates a Health, Safety & Environment (HSE) Policy backed by Top Management
to provide a safe and healthy workplace at all times, and to ensure that its business is
conducted to the highest standards.
Puncaks Cyclist Team at
Kuantan Century Ride

Puncak Niaga Holdings Berhad Annual Report 2012


144 SYABAS endeavours to:

Recognise HSE objectives as an integral part of its business performance.


Continually improved its HSE management system.
Establish and periodically review its safety and environmental objectives and targets.
Valuing Comply with all the applicable HSE legal and other requirements to which SYABAS
Our People subscribes.
Provide sufficient information, instruction, training and supervision to enhance employees
HSE consciousness so that work is performed safely.
Minimise waste and continually prevent pollution in all activities.
Investigate any incidents whose findings can be used to develop and improve HSE
conditions and performance.

SYABAS Occupational Safety and Health (OSH) programmes are coordinated to ensure
that we are able to harmonise and make OSH part of the workplace culture.

ACHIEVEMENTS

1. MSOSH OSH Award


Through its
Human Resource The objective of participation is to evaluate and assess the effectiveness of the safety
management system implemented by SYABAS and to ensure that its workplaces are
& Administration safe and healthy. At the MSOSH OSH Award held on 6 July 2012, seven districts namely
Department, Kuala Lumpur, Hulu Langat, Petaling, Gombak, Sabak Bernam, Hulu Selangor and
SYABAS achieved Kuala Selangor obtained Gold (Class I) Awards and three districts, namely Kuala Langat,
ISO 9001:2008 Sepang and Klang obtained Gold (Class II) Awards.
certication on CERTIFICATION
4 May 2012
1. OHSAS 18001:2007 (Health and Safety) Certication Programme

The objective of this programme is to gain recognition of the safety management system
implemented by SYABAS. Three districts namely, Petaling, Hulu Langat and Kuala
Lumpur achieved OHSAS 18001:2007 (Health and Safety) certification on 28 March
2012. The scope of the certification programme is Distribution and storage of treated
water at Petaling, Hulu Langat and Kuala Lumpur districts including their operations and
the administrative operations of the HSE Section at Headquarters.

In 2012, SYABAS implemented the following OSH Programme:-

1. ISO 9001:2008 Certication Programme

Through its Human Resource & Administration Department (HRAD), SYABAS achieved
ISO 9001:2008 certification on 4 May 2012. The objective of this programme is to ensure
that a working system is effectively implemented and monitored by the HRAD.

Bowling Competition 2. SYABAS NIOSH Safety Card (SNSC) Programme


President Cup 2012
An SNSC Programme was conducted to enhance the compliance standards under the
provisions of Section 15(2)(c) of the Occupational Safety & Health Act (OSHA) 1994
which requires employers to provide information, instruction, training and supervision to
ensure the safety and health of contractors who work at their clients premises.

As at 31 December 2012, 120 training sessions involving 1,916 participants had been
conducted for SYABAS contractors.

Annual Report 2012 Puncak Niaga Holdings Berhad


3. HSE Internal Audit
145
The objectives of the HSE Internal Audit:-
To evaluate the level of implementation of HSE requirements at District offices.
To propose corrective action and improvement in all cases of non-conformance.
Valuing
Two HSE Internal Audits were conducted at every District Office. SYABAS appointed 62 Our People
Internal Auditors to assist in the HSE Internal Audit exercise for 2012.

All Non-Conformance Requests were rectified and closed within the agreed timeframe
given by the Internal Auditors.

4. National Council of Occupational Safety and Health (NCOSH) Award 2012

SYABAS participated the NCOSH Award 2012 to gauge the level of implementation on
safety and health at workplace.

5. Conned Space Emergency Drill Programme

The objective of the Confined Space Emergency Drill programme is to enhance the skills
and the knowledge of workmen who work in confined spaces. The programme includes
steps to be taken in an emergency situation while working in a confined space, and
exposure on how to operate rescue equipment.

In 2012, SYABAS conducted the Confined Space Emergency Drill programme involving
nine more districts and for future planning, SYABAS planned to increase the number
of competent staff in confined space by organising competencies programme such as GOM Resources
Authorised Entrants and Standby Person And Authorised Gas Testers by collaboration HSE Rescue Boat Training
with NCOSH.

6. Defensive Riding

HSE, SYABAS has initiated a programme in collaboration with MSOSH and the Social
Security Organisation (SOCSO) to raise awareness to the motorcyclist on the importance
of road safety, safe riding methods and emergency preparedness. The programme
provided information about types of motorcycles and the safety aspects of motorcycle
riding, accident statistics and actions to be taken by motorcyclists in accident situations.

In 2012, the programme was conducted in ten series at three different locations namely,
Sg Besi, Kuala Selangor and Gombak. At the end of each session, all participants were
given a test to evaluate their understanding of the course.

7. HSE Training

In 2012, SYABAS conducted 73 HSE training sessions involving 1,515 staff, to provide
awareness of HSE matters and to equip them with adequate information and knowledge
about safety, covering mandatory issues, competency and general training.
Fire Drill Programme
Authorised Entrant and Standby Person (AESP) in Confined Space training was
conducted at NIOSH for staff who work in confined spaces. The training informs staff
of their responsibilities as AESPs, safety measures that need to be taken while working
in a confined space and equipment to be used in confined spaces. Authorised Gas
Tester Refresher training was also conducted for SYABAS seven Authorised Gas Testers
(AGT).

Puncak Niaga Holdings Berhad Annual Report 2012


146 8. Fire Drill Programme

The Fire Drill Programme was successfully conducted at all District Offices with
co-operation from the Fire Rescue Department to comply with Section 13 of the
Factories & Machinery Act 1970 (Safety, Health Welfare) and with the requirement listed
Valuing in OHSAS 18001:2007 Standards.
Our People
9. Lost Time Injury (LTI)

SYABAS aspires to complete accident and incident reports within three days to ensure
cases are resolved quickly.

As at the end of 2012, SYABAS had recorded 6,809,216 manhours without LTIs. This
statistic includes the ten District Offices covered by SYABAS.

The LTIs recorded in 2012 were as follows:

2012
Type of Injuries Employees Contractors

FATALITIES 0 0
LTI 0 0
Restricted Work Cases 0 0
Medical Treatment Cases 0 0
First Aid 0 0
Equipment Damage 0 4
Near Miss 0 2
Fire 0 0
Spill 0 0
Hydrocarbon Release 0 0
Vehicle Accident 0 0
Others 0 0
Hazards Report 0 109
Manhours 80,524 171,228

In 2012, SYABAS arranged for HSE Trainings for the employees namely, First Aider Training,
health talk and safe handling of forklift truck, HSE Knowledge Enhancement Programme
for Technician. SYABAS also conducted briefings such as Law Requirements, Working at
Heights, Permit to Work, Ergonomics HIRADC and Personal Protective Equipments.

PUNCAK OIL & GAS SDN BHD (POG)

Health, Safety And Environment

A Corporate HSE Committee was formed with two meetings held on 18 April 2012 and
9 August 2012 and had participated in monthly Petronas HSE Focal Person meeting.

In 2012, POG implemented the following OHS programmes:


Blood donation campaign
2012 in Hulu Langat Endorsement of four HSE related policies including the HSE Protection Policy; Drug and
Alcohol Abuse Policy; the Smoking Policy; and the Stop Work for Safety Policy
Conduct of communication sessions to address office safety, basic life support and
office move safety
An Emergency Evacuation Drill was held in July 2012 at POGs Office

Annual Report 2012 Puncak Niaga Holdings Berhad


GOM RESOURCES
147
Health, Safety And Environment

GOM Resources Corporate HSE Committee was set up in May 2010.


Valuing
In 2012, GOM Resources implemented the following OHS programmes: Our People
A Driving Safely, Buckle Up campaign was held with Kebabangan Petroleum Operating
Company Sdn Bhd (KPOC) in Etiqa building
Monthly management visits were made to project site
HSE induction was conducted for all new staff
A monthly safety campaign on hand and finger injury protection; housekeeping; slip trip
and fall protection; and lifting safety was held at project sites
Monthly drills were conducted including muster drill, fire drill, helicopter crash drill, CPR,
first aid and stowaway drills
Project pre-mobilization Induction was conducted at Batam, Labuan, Kota Kinabalu and
Kemaman
Health Campaign at the worksite includes high blood pressure check, blood cholesterol
& glucose
Construction Risk Assessment were conducted for all installation and project campaigns
Monthly Safety Award presentation were made to the Safest Man of the Month, the Best
Safety Observation Report (SOR), the Highest SOR and the best Stop Work for Safety
Initiative
A Petronas Carigali Sdn Bhd (PCSB) Project was conducted including Time off For
Safety and Touch the Heart sessions
Staff participated in a marine forum and a quarterly contractor conference
Urine testing for drugs and alcohol was conducted for all project crew and spread
Monthly site safety committee meetings were held
A Hazard Hunt and weekly safety walkabouts were held at the work site
Monthly Spread Vessel Visit and Inspection

The LTIs recorded in 2012 were as follows:-


2012
Type of Injuries Employees Contractors

FATALITIES 0 0
LTI 0 0
Restricted Work Cases 0 0
Medical Treatment Cases 1 2
First Aid 0 0
Equipment Damage 4
Near Miss 5
Fire 0
Spill 0
Hydrocarbon Release 0
Vehicle Accident 0
Others 0
SOR 2,436
Manhours 1,661,136
GOM Resources launching
of HSE campaign
ACHIEVEMENTS

Injury Free Recognitions

On 25 May 2012, the management and crew of the Derrick Lay Barge 264 (DLB 264)
were recognised by GOM Resources for their outstanding achievement in preventing
work-place injuries and for achieving 250,000 man-hours LTI-free. The management and crew
of DLB 264 were also recognised for achieving 500,000 man-hours LTI-free on 18 July 2012.

Puncak Niaga Holdings Berhad Annual Report 2012


148 The KPOC project received an award for achieving 1,000,000 man hours LTI-free on
15 October 2012.

GOM Resources (DLB264) was awarded for its 2,000,000 man hours LTI-free on
30 October 2012.
Valuing
Our People CERTIFICATION

1. GOM was awarded the following Integrated Management System certificates by


Det Norske Veritas (DNV):-

ISO 9001-2008, Quality Management System


ISO 14001-2004, Environment Management System
OHSAS 18001-2007, Occupational Health and Safety Management System
ISO/TS 29001-2010, Petroleum, Petrochemical and Natural Gas Industries Sector
Specific Quality Management System

The objectives and benefits of implementing an Integrated Management System and of


ISO certifications are:-

Meeting clients requirement for all companies servicing the Oil & Gas sector to have
ISO 9001 certification.
Increasing operational efficiency by maintaining standard processes.
Uplifting the Companys image with a high standard of Quality Management System
which support GOM Resources operations.
Increasing the Companys marketing value by winning recognition from an international
certification body.
Reducing auditing time by integrating the four systems into one.
Staff Monthly Assembly

Security Services

On 9 June 2006, PNHB formed its Auxiliary Police with the objectives of enhancing PNHB
security services, creating and maintaining a safe working environment for staff, and
customers, and protect the Companys asset. The PNHB Auxiliary Police project a good
image by overseeing security and performing the task of developing the trust of PNHB,
the Government and the public.

Armed with knowledge gained during Auxiliary Basic Training and the authority granted
by the Royal Malaysian Police (PDRM) to enforce rules and regulations, in 2012, PNHB
Auxiliary Police Agency continued its strong commitment and outstanding services to PNHB
and the Government. Besides playing a major role in PNHB, it also continuously provided
close rapport with the PDRM and local authorities in order to deal with any security issues.

With a staff strength of 305, the Auxiliary Police have been placed at PNHBs Management
Office, Store, Residency, Billing Counters, WTPs, Pump Houses, Balancing Reservoirs and all
sites belonging to PNHB. Besides carrying out standard security duties, the PNHB Auxiliary
Police performs the following tasks:-

Acting as Cash-In-Transit (CIT) for cash handling activities


Training Drill by Escorting vehicles of VIPs or any others as required by the Company
PNHBs Auxiliary Police
Ensuring proper protocol for official ceremonies organised by PNHB
Assisting the PDRM in carrying out joint patrols and being omnipresent in specified
locations
Performing surveillance tasks as directed by the Management
Participating in PDRMs official activities by invitation
Carrying out police vetting of newly recruited staff to ensure that they do not have criminal
record.

Annual Report 2012 Puncak Niaga Holdings Berhad


In order to enhance the knowledge and efficiency of all the PNHB Auxiliary Police staff,
149
external training is conducted on an ongoing basis. Shooting training is conducted every
year to ensure that the PNHB Auxiliary Police staff have good shooting skills and are able to
handle firearms efficiently. In ensuring that all PNHB Auxiliary Police staff have a high level of
fitness, they are sent for continuous fitness training and are tested twice a year.
Valuing
MANAGING OUR SUPPLIERS AND CONTRACTORS Our People
PNSB

As at 31 December 2012, PNSB had enlisted 203 contractors as panel contractors, suppliers
or consultants. Apart from the normal criteria assessment for contractors, suppliers or
consultants, such as financial and operating strength, past and current performance record,
licence or certification from government and regulatory bodies, history of satisfactory
performance with other companies and registration with relevant government agencies or
bodies, we ensure the quality of the contractors or consultants services, by incorporating
clauses in our contracts specifying that work done must be of the highest quality and conform
to our standard desired practice, failing which, PNSB has the right to reject the goods or
services provided by them.

We do not condone contractors who are unable to provide proper services, thereby putting
us and the consumers at risk by causing water supply disruptions and other inconveniences
or dangers. We do not hesitate to penalise or terminate contractors who do not practise
WATER FACTS
safety at the work site or who fall short of our requirements.
Water increases
SYABAS
energy levels
As at 31 December 2012, there were 543 contractors, suppliers and service providers
registered with SYABAS. In addition to that, SYABAS has registered 214 panel contractors for
pipes and meters to carry out emergency works for ten SYABAS District Offices. Like PNSB,
SYABAS has a procurement policy with which contractors, suppliers and service providers
are appointed. Their appointment and selection also includes non-commercial terms, such
as sound and proven track records of their technical capability.

To ensure the quality of works and services, contractors, suppliers and service providers
have to abide by SYABAS following guidelines:-

Garis Panduan Kontraktor, Pembekal dan Penyedia Perkhidmatan.


Garis Panduan Bagi Kerja-Kerja Penyenggaraan Paip SYABAS.

We do not condone contractors who are unable to provide proper services, thereby putting
us and the consumers at risk by causing water supply disruptions and other inconveniences
or dangers. We do not hesitate to penalise or terminate contractors who do not practise
safety at the work site or who fall short of our requirements.

Auxiliary Police
Shooting Training

Puncak Niaga Holdings Berhad Annual Report 2012


150 At Puncak Niaga Holdings Berhad (PNHB), we recognise the need to preserve and to
protect the environment and we also recognise the impact that results from our operations.
As we operate, the environmental aspects are involved in every area of our business and
we continue, to the best of our ability, to minimise the negative effect. Our commitment to
preserve the environment is inculcated into all relevant aspects including raw and treated
Preserving water quality, water safety and public health and we continually review our operations and
processes to identify the relevant elements.
Our
Environment The Group continues to operate in an ethical and environmentally responsible manner
that contributes to sustainable development. Operating in this industry, we recognise our
corporate social responsibility for the environment and we endeavour to optimise the use of
natural resources. Our environmental initiatives include energy performance, and waste and
effluents management.

Our environmental commitment is also nurtured within our workplace. This is reflected in
the various environmental initiatives practised at our offices and Water Treatment Plants
(WTPs) including reducing paper consumption, and applying 3R (Reduce, Reuse, Recycle)
activities and energy conservation practices. We carefully monitor our carbon footprint so as
to better manage the emissions derived from the activities of the Company, its employees,
The Group suppliers and contractors.
continues to
Syarikat Bekalan Air Selangor Sdn Bhd (SYABAS) takes its corporate environmental
operate in an responsibility for the protection, conservation and enhancement of the natural environment
ethical and very seriously. One of SYABAS most tangible commitments to the sustainability of water
environmentally resources in Selangor is its Environmental Surveillance Section (ESS), a division fully
responsible manner responsible for monitoring issues relating to the environment within the six water catchment
areas in Selangor. Through the ESS, SYABAS has developed Water Resources Surveillance
that contributes Programmes via its Sanitary Surveys, its Water Quality Index (WQI) Programme,
to sustainable Environmental Impact Studies and investigations of raw water quality violations. These
development programmes focus on preservation of and/or improvement in raw water quality, identifying
and monitoring potential pollution sources and activities, and liaising with and making
appropriate recommendations to stakeholder groups including water operators, government
departments/authorities, government agencies and civil society to mitigate incidences of
pollution, and to ensure environmental care.

PUNCAK NIAGA (M) SDN BHD (PNSB)

Raw Water Quality and Violation

Raw water pollution is one of the leading causes of WTP shutdowns and operational
interruptions.

To determine pollutant levels in raw water sources, we monitor raw water quality violations
at 27 water intakes located within six water catchment areas operated by Puncak Niaga (M)
Sdn Bhd (PNSB). The water quality data is compiled based on the monthly Water Quality
Reports.

Annual Report 2012 Puncak Niaga Holdings Berhad


The raw water quality is monitored according to the parameters set out under the
151
Recommended Raw Water Quality Limit of the Ministry of Healths (MOHs) National
Standard for Drinking Water Quality (2004) (NSDWQ) as categorised in Table A:-

Total Raw Water Quality


Violations Recorded
Parameter group 2011 2012
Preserving
Our
Microbiological 496 465 Environment
Group I - Physical 409 464
Group II Inorganic matter 176 184
Group III Heavy metals 1 1
Group IV Pesticides 0 0
Group V - Radioactivity 3 0

Total 1,085 1,114

Table A: Breakdown of PNSBs Violated Parameters in 2011 and 2012

Chart A illustrates the annual raw water quality violations and plant shutdown cases from
1995 until 2012.

1,600 1,485 7000


No. of Raw Water Quality Violation &

1,400 1,319 6000


1,268
Frequency of Plant Shutdown

Production Loss (Hours)


1,200 1,085 1,114
1,044 5000
957 1,008
1,000 909
810 830 4000
804 802 796
800
658
3000
600 511 522
2000
400
273 277
225 247
171 166 164 1000
200 123
87 76 75 99 102
0 85 21 7 9 18
0
1995

1996

1997

1998

1999

2000

2001

2002

2003

2004

2005

2006

2007

2008

2009

2010

2011

2012

Year
Total Raw Water Quality Violations Plant Shutdown Due to Raw Water Violation
Production Loss (No. of Hours)

Chart A: Annual Raw Water Quality Violations and Plant Shutdowns (1995-2012)

PNSBs raw water quality data shows that the number of violations increased by 2.7%,
from 1,085 in 2011 to 1,114 in 2012 (Table A).

Based on PNSBs raw water quality monitoring, it showed that most violations occurred in
Sg Langat, Sg Selangor, Sg Bernam and the Sg Tengi basins, as recorded in Table B.

Total Raw Water Quality


Total Violations Recorded
Catchment Area WTP(s) 2011 2012

Inspection visit at
Sg Langat 8 416 437 Sg Langat WTP
Sg Selangor 7 286 272
Sg Bernam 4 188 198
Sg Klang 6 27 42
Sg Buluh 2 20 24
Sg Tengi 2 148 141

Total 29 1,085 1,114

Table B: Breakdown of PNSBs Violations by Catchment Area in 2011 and 2012


Puncak Niaga Holdings Berhad Annual Report 2012
152 As mentioned earlier, raw water pollution is one of the leading causes of WTP shutdowns and
water supply interruptions. When such incidences occur, an environmental investigation is
conducted to identify the source of the raw water pollution.

As soon as the source is identified, authorities such as the National Water Services Commission
Preserving (Suruhanjaya Perkhidmatan Air Negara) (SPAN), Jabatan Alam Sekitar (JAS) Selangor
Our and Selangor Water Management Authority (Lembaga Urus Air Selangor) (LUAS) will be
Environment informed for further action. Following this, full investigation reports are forwarded to these
authorities and other government agencies such as the Ministry of Energy, Green Technology
and Water (Kementerian Tenaga, Teknologi Hijau dan Air) (KeTTHA), the Selangor State
Government and the respective municipal councils.

Cooperation from these authorities is necessary for action to be taken against the perpetrators
of the pollution. Recommendations and solutions are also put forward to ensure that such
incidences of pollution do not occur again.

In 2012, 15 incidences of raw water pollution occurred that resulted in WTPs shutdown.
The details of these incidences are as follows:-

Shutdown Type of Probable source


No Date WTP hours pollution of pollution

1 24.2.2012 Sg Selisek 6.5 hrs High raw Suspected due to


water discharges from
ammonia chicken farm
level

2 25.2.2012 Sg Selisek 5 hrs High raw Suspected due to


water discharges from
ammonia and chicken farm
manganese
level

3 29.2.2012 Sg Selisek 5 hrs High raw Suspected due to


water discharges from
ammonia chicken farm
level

4 7.3.2012 Cheras 9.75 hrs Diesel Suspected from


Mile 11 spillage a quarry site

5 7.3.2012 Ampang 3.75 days Landslide and Heavy rainfall resulting


Intake flood mud and runoffs from
nearby forest reserve area
enter into treatment plant
facilities, flocculation
tank, sedimentation
Water quality sampling tank and filter tanks
and testing
6 26.4.2012 SSP2 15 hrs Abnormal Suspected due to
odor leachate contamination
(leachate at Sg Air Hitam
smell)

Annual Report 2012 Puncak Niaga Holdings Berhad


153
Shutdown Type of Probable source
No Date WTP hours pollution of pollution

7 20.5.2012 Sg Selisek 4.75 hrs High raw Suspected due to


water discharges from
ammonia chicken farm Preserving
level Our
Environment
8 1.6.2012 Sg Selisek 2.75 hrs High raw Suspected due to
water discharges from
ammonia chicken farm
level

9 5.7.2012 Sg Selisek 5.5 hrs High raw Suspected due to


water discharges from
ammonia chicken farm
level

10 8.7.2012 Sg Selisek 9.5 hrs High raw Suspected due to


water discharges from
ammonia chicken farm
level

11 17.7.2012 Sg Selisek 4.5 hrs High raw Suspected due to


water discharges from
ammonia chicken farm
level

12 6.11.2012 Ampang 4 hrs High raw High loading of silt from


Intake water disturbed catchment
turbidity due to heavy rainfall

13 21.11.2012 Ampang 2.67 hrs High raw High loading of silt from
Intake water disturbed catchment
turbidity due to heavy rainfall

14 22.11.2012 Ampang 3 hrs High raw High loading of silt


Intake water due to heavy rainfall
turbidity

15 22.11.2012 Kuala Kubu 2 hrs High raw High loading of silt


Bahru water due to heavy rainfall
turbidity

Note: SYABAS also carried out ESS on the above WTP shutdown incidences investigated in 2012.

Table C: Record of Plant Shutdown Cases Due to Raw Water Pollution


in 2012 as recorded by PNSB

BPS Eco-Challenge
Programme on 27 June 2012

Puncak Niaga Holdings Berhad Annual Report 2012


154 In 2012, the production capacity and quality of treated water of some of the WTPs are also
affected by raw water pollution as follows:-

Type of Probable Source Interruption of


No Date WTP Pollution of Pollution WTP Operation
Preserving
Our 1 Monthly Sg Langat High raw Discharge from Reduced production
Environment event water sand mining from 10 50%
turbidity area near during pollution
Sg Sub, tributary
of Sg Langat

2 During low Salak High raw Suspected Could cause


river water Tinggi water Industrial and treated water
level ammonia domestic effluent quality violations
level

3 25 27 Cheras Abnormal Suspected Could cause


January Mile 11 high fluoride industrial effluent treated water
2012 level quality violations

4 November Sg Sireh Low pH Surface runoff Could cause


December from peat swamp treated water
2012 during heavy rain quality violations

Table D: Incidences of Raw Water Pollution in 2012 affecting operation of the plants

Treated Water Quality

The Water Quality Surveillance (WQS) Programme for all the 29 WTPs managed by PNSB
is conducted by the Central Laboratory (CL) and verified by an independent accredited
laboratory appointed by PNSB. The WQS Programme is carried out as per the requirements
of MOHs NSDWQ and MOHs Quality Assurance Programme (QAP).

Based on the WQS Programme carried out by CL and the independent accredited laboratory
in 2012, treated water compliance achieved was 99.8% as shown in Table E:

Nos of Nos of %
Year analyses compliance Compliance

2012 21,945 21,910 99.8

Note: The above is based on analysis by Central Laboratory and the Independent Laboratory

Table E: Treated Water Compliance Achieved in 2012

Table F shows that the treated water produced by PNSB complied with MOHs QAP.

Parameter MOHs QAP (% violation) 2012 (% violation)

E. Coli < 0.4 0


Visit by students to
Free residual chlorine (FRC) < 2.3 0.005
SSP2 WTP
E. Coli & FRC < 0.2 0
Turbidity < 2.0 0.015
Aluminium < 10.2 0.351

Note: The above is based on analysis by Central Laboratory, the Independent Laboratory and the WTPs

Table F: Treated Water Quality compliance to QAP

Annual Report 2012 Puncak Niaga Holdings Berhad


Water Quality Monitoring
155
1. Water Quality Monitoring Index Programme (WQI Programme)

A Water Quality Index (WQI) Programme is conducted on a monthly basis for all WTPs
to determine the cleanliness and suitability of the raw water for the drinking water supply. Preserving
The WQI assessment that is carried out for the 27 water intakes in Selangor and the Our
Klang Valley serves as a basis for environmental assessment. The WQI is calculated Environment
based on six parameters, namely Dissolved Oxygen, BOD5, COD, Ammoniacal Nitrogen,
Total Suspended Solids (TSS) and pH.

Based on the WQI value, the rivers can be classified under Class I, II, III, IV or V quality,
whereby Class I value indicates best river water quality.

WQI Class Range Water Usage Description

I > 92.7 Water supply I Practically no treatment necessary


(except disinfection or boiling) only
II 76.5 92.7 Water supply II Conventional treatment required
III 51.9 76.5 Water supply III Extensive treatment required
IV 31.0 51.9 Irrigation only
V < 31.0 Water unsuitable for any of the above uses

(Source: Department of Environment Malaysia)

Note: Class I value indicates best river water quality.

Table G: Water Quality Index Classication According to


Department of Environment Malaysia

WQI Class Nos of WTPs WTP

I 8 Kuala Kubu Bharu, Kalumpang, Sungai Pangsoon,


Sungai Lolo, Sungai Serai, Sungai Gombak, Sungai
Kepong, Sungai Rumput WTPs.

II 12 Rantau Panjang, Bernam River Headworks, North


Hummock, Batang Kali, Sungai Selisek, Sungai
Dusun, Sungai Tengi, Sungai Buaya, Sungai Langat,
Sungai Batu, Ampang Intake, Sungai Rangkap
WTPs.

III 7 Sungai Selangor Phase 2 (SSP2), Sungai Sireh,


Bukit Tampoi, Cheras Mile 11, Salak Tinggi, Bukit
Nanas, Wangsa Maju WTPs.

IV 0 None.

V 0 None.

Total 27 World Water Day 2012

Note : Sg Keroh WTP and Sg Pusu WTP have been shutdown.

Table H: Water Quality Index (WQI) Record at the WTPs for 2012

The average monthly WQI readings in 2012 for the 27 WTPs showed eight stations fall in
Class I, 12 stations in Class II and the remaining seven stations in Class III.

Puncak Niaga Holdings Berhad Annual Report 2012


156 2. Balancing Reservoir Water Quality Monitoring

The treated water from WTPs is stored in reservoirs prior to distribution by SYABAS to
consumers.

Preserving Balancing Reservoir Water Quality Monitoring at different depth is conducted on a


Our quarterly basis to determine whether the reservoir requires cleaning to ensure that the
Environment treated water supply is of high quality at all times.

The status of water quality in the reservoir is monitored through the analysis of water
quality parameters such as pH, turbidity, colour, aluminium, iron and manganese. The
monitoring results are used to determine whether the reservoir requires flushing or
cleaning.

Based on the monitoring conducted in 2012, four reservoirs were cleaned either manually
or by robotic method at Kuala Kubu Bahru, Ampang Intake, Sg Langat and Matang Pagar.

3. Ammonia Level Monitoring

For early detection and necessary action should the WTPs shut down due to high
ammonia level, the ammonia level at four critical WTPs along the Sg Langat basin namely
Sg Langat, Cheras Mile 11, Bukit Tampoi and Salak Tinggi WTPs are closely monitored
on hourly basis.

Based on the Ammonia Level Monitoring conducted in 2012, the Summary of Daily
Ammonia Level in the raw and treated water at the four WTPs along the Sg Langat basin
in 2012 were as summarised below:-
Ammonia level (mg/L)
Raw Water Treated water
WTP Min Max (Average) Min Max (Average)

Sungai Langat 0.00 0.49 (0.09) 0.00 0.10 (0.01)


Cheras Mile 11 0.03 3.50 (0.53) 0.00 1.22 (0.01)
Salak Tinggi 0.01 3.00 (0.78) 0.00 0.39 (0.05)
Bukit Tampoi 0.14 4.50 (0.86) Old : 0.00 1.18 (0.09)
New : 0.00 1.16 (0.09)

Note: MOHs standard reading for ammonia level is 1.50 mg/L for both raw and treated water.

Table I: 2012 Summary of Daily Ammonia Level at four WTPs Along the Sg Langat Basin

PNSB has highlighted the high raw water ammonia level issue to LUAS who will take
the necessary action to reduce the pollution and to prevent further raw water quality
deterioration.

Filter Performance Monitoring

Filtration is the final step in the water treatment process, removing fine suspended solids
Visit by BPS Club & PEKA
remaining after the clarification process. Monitoring filter performance, most importantly
to Sg Langat WTP and
Sg Langat Dam tracking the running hours and headloss is critical to ensure that the filter remains in good
operating condition. When a given filter has reached its specified number of running hours or
its headloss level whichever is earlier, backwashing is initiated.

Annual Report 2012 Puncak Niaga Holdings Berhad


The Research & Process Unit (R&P) constantly monitors filter performance by tracking each
157
filters running hours. Based on the monthly statistics for 174 filters operating at the 29 WTPs,
the breakdown of the filter running hours is as tabulated below:-

As at As at
December 2011 December 2012 Preserving
Filter Run Time Nos Nos Our
Per Month (hours) of lter % of lter %
Environment
60 - 72 79 46.7 54 32.4
40 - 59 72 42.6 54 32.3
30 - 39 18 10.7 12 7.2
< 30 0 0 43 28.1

Total 169 100 163 100

Note: Some of filters were not in operation as they were either under repair or on standby

Table J: Breakdown of lter running hours in 2012

In 2012, the overall filter performance deteriorated with an increased number of filters
having less than 30 running hours compared to 2011. This could be due to deteriorating raw
water quality and also problems with the aging of the filter system which may require either
refurbishment or replacement of the filter media.

In order to improve filter operation, refurbishment and upgrading of the filter system are
being actively carried out at most WTPs. Among the filter refurbishment works carried out in
2012 were those at the SSP2, North Hummock, Sg Rangkap, Sg Batu, Gombak, Sg Langat,
Batang Kali and Rantau Panjang WTPs.

R&P will continue to monitor and perform studies to further improve the running hours with
the objective of achieving a backwashing cycle of 72 hours, or whenever filter headloss
reaches 1.8 metres, whichever occurs first.

SYARIKAT BEKALAN AIR SELANGOR SDN BHD (SYABAS)

Water Quality Monitoring

1. Water Quality Monitoring Index (WQI) Assessment Programme

The details are set out under the section of PNSBs Water Quality Monitoring on
page 155 of this Annual Report. The monitoring carried out by SYABAS included
additional four water intakes i.e. Sg Semenyih, SSP1- Badong, SSP3-Badong and
SSP3-Rasa intakes.

Year 2011 Year 2012


WQI No. No.
Class of WTP WTP of WTP WTP
BPS Nature Hunt 2012 in
I 5 Sungai Pangsoon, Sungai 8 Kuala Kubu Bharu, Hulu Langat
Lolo, Ampang Intake, Kalumpang, Sungai
Sungai Rangkap, Sungai Pangsoon, Sungai Lolo,
Rumput Sungai Serai, Gombak,
Sungai Rumput, Kepong

Puncak Niaga Holdings Berhad Annual Report 2012


158
Year 2011 Year 2012
WQI No. No.
Class of WTP WTP of WTP WTP

II 21 Bernam River Headworks, 16 Bernam River


Preserving North Hummock, Batang Headworks, North
Our Kali, Kuala Kubu Bharu, Hummock, Batang Kali,
Environment Kalumpang, Sungai Selisek, Sungai Selisek, Sungai
Sungai Dusun, Sungai Dusun, Sungai Tengi,
Tengi, Sungai Buaya, SSP2, Sungai Buaya, Sungai
Sungai Langat, Sungai Langat, Sungai Batu,
Serai, Bukit Nanas, Sungai Ampang Intake, SSP1,
Batu, Gombak, Kepong, SSP3- Badong,
Wangsa Maju, SSP1, SSP3- Rasa, Semenyih,
SSP3- Badong, Sungai Rangkap,
SSP3- Rasa, Semenyih Rantau Panjang

III 5 Rantau Panjang, Sungai 7 SSP2, Sungai Sireh,


Sireh, Bukit Tampoi, Cheras Bukit Tampoi, Cheras
Mile 11, Salak Tinggi Mile 11, Salak Tinggi,
Bukit Nanas,
Wangsa Maju

IV 0 None 0 None

V 0 None 0 None

Total 31 31
BPS Nature Hunt 2012 Notes:
The WQI was derived from the water quality data obtained from the Monthly Report submitted by
PNSB (27 intakes) and the monthly raw water sampling carried out by SYABAS (SSP1 Badong,
SSP3- Badong, SSP3-Rasa and Semenyih intakes) in 2011 and 2012.
Name of WTPs in bold the WTP fell into a lower class compared to the previous year.
Name of WTPs in bold italic the WTP improved to a higher class compared to the previous year.

Table K: Water Quality Index (WQI) Record at 31 Intakes for 2011 and 2012

Raw water quality at five water intakes was found to have improved from Class II to Class
I namely Kuala Kubu Bharu WTP, Kalumpang WTP, Sungai Serai WTP, Gombak WTP
and Kepong WTP, whilst Rantau Panjang WTP has climbed from Class III to Class II in
Year 2012. Ampang Intake WTP and Sg Rangkap WTP intakes deteriorated from Class I
to Class II while three water intakes fell from Class II to Class III, namely SSP2 WTP,
Wangsa Maju WTP and Bukit Nanas WTP.

2. Sanitary Surveys

The sanitary survey is a programme conducted to assess the general impact that human
activities have on raw water resources and their consequent quality. It also assesses the
efficiency of the WTPs treatment process in respect of the raw water components as
well as the treated water quality in the distribution lines.

In 2012, eight sanitary surveys were jointly conducted by SYABAS team with MOH and
World Water Day 2012 WTP operators at the following study areas and the surveys covered the water catchment
area, the WTP processes and the distribution area:-

i. Kepong WTP
ii. Sungai Sireh WTP
iii. Sungai Selisik WTP
iv. Bernam River Headworks WTP
v. Sungai Semenyih WTP
vi. Sungai Semenyih WTPs Distribution System (Petaling)
vii. Sungai Semenyih WTPs Distribution System (Hulu Langat)
viii. Sungai Semenyih WTPs Distribution System (Klang)
Annual Report 2012 Puncak Niaga Holdings Berhad
Based on these surveys, several activities that might have raw water pollution impacts
159
were identified such as industry, land clearing, illegal sand mining, stone quarries, open
landfills and illegal waste dumping sites. These surveys facilitate early detection and
provide a general idea about the potential sources of contamination for reference and
plant shutdown during the occurrence of pollution events.
Preserving
The survey findings and recommendations are highlighted to the relevant agencies and Our
authorities to mitigate pollution incidents and manage environmental risk before the Environment
water supply or the operation of any WTP is jeopardised.

3. Environmental Impact Study (EIS)

In 2012, land use assessment for an EIS was carried out for the Sg Selangor, Sg Langat,
Sg Bernam, Sg Klang, Sg Tengi and Sg Buloh catchment areas. Land use within the
water catchment areas refers to various natural or human activities that may result in
contamination of raw water and cause deterioration in its quality. Pollution may affect
the raw water quality to the point where water treatment processes are unable to cope,
leading to a disruption in the drinking water supply.

In addition to land use assessment, raw water quality monitoring and WQI assessment
were also carried out for the water intakes in 2012 on a monthly basis in order to determine The Consumer
the current raw water quality. Awareness
The EIS programme provides information on the current condition of the raw water
and Education
quality and any pollution issues and risks faced within the water catchment areas. The Programme is an
findings and recommendations are highlighted to the relevant agencies and authorities education campaign
to mitigate the environmental risk before the water supply or the operation of any WTP is that was initiated
jeopardized.
by SYABAS in
Public Awareness Programme on Environmental Protection and Conservation 2007 to create
immediate consumer
The Group successfully organised and/or participated in various environmental awareness
campaigns and activities in 2012 in a bid to highlight the impact of environmental pollution, awareness of water
and the need to preserve and conserve our water resources (Activities). The details of the quality issues
Activities are set out in the Engagement with Our Community section on pages 164 to 169
of this Annual Report.

Consumer Awareness and Education Programme (CAE Programme)

The Consumer Awareness and Education (CAE) Programme is an education campaign


that was initiated by SYABAS in 2007 to create immediate consumer awareness of water
quality issues. It disseminates knowledge and instils consumer confidence that the water
provided by SYABAS is clean and safe for consumption because of the stringent water
quality monitoring activities carried out by SYABAS and MOH.

To educate consumers, the CAE Programme which involves media coverage includes
educational events, as well as print and electronic advertisements and infomercials on
SYABAS. The programme also emphasises the role of consumers in enhancing water quality,
such as by inspecting and maintaining internal piping systems and internal storage tanks
and by engaging licensed plumbers to ensure that inspections and cleaning are carried
out professionally. It also counters misconceptions about household water filters, which
can sometimes contribute to the deterioration of water quality at the consumers premises.
In addition, the CAE Programme educates consumers to actively fulfil their roles and
responsibilities in preserving the quality of water supplied to their premises by maintaining
the internal plumbing system.

Puncak Niaga Holdings Berhad Annual Report 2012


160 Since 2010, the CAE Programme has been carried out on a larger scale than in previous
years at both the headquarters and district levels. The knowledge to be imparted is also
delivered in a more interactive atmosphere in the form of educational talks, dialogues,
exhibitions and demonstrations, which are not only limited to water quality issues. Thus, the
CAE Programme touches on other water supply issues such as low water pressure, pipe
Preserving bursts/leaks, billing problems, etc. Demonstrations of the quality of water supplied are also
Our carried out at consumers premises.
Environment
To ensure continuous improvement to the CAE Programme, Standard Operating Procedures
(SOP) for the programme were developed in 2012, together with a consumer feedback
survey to evaluate the impact and effectiveness of the programme. The SOP was updated
in 2012. Comments and suggestions received from consumers have enabled SYABAS to
further enhance its efforts in ensuring that the supply of treated water is always clean and
safe for consumption.
Year 2007 2008 2009 2010 2011 2012

CAE Programme events 5 16 3 15 20 28


organised by Headquarters
CAE Programme events NA 532 957 185 179 285
organised by Districts
Note: NA Not available. CAE Programme at districts level was only introduced in 2008.

Table L: Summary of CAE Programme events organised by Headquarters


and Districts from 2007 to 2012

PNSB AND SYABAS

Waste Management

Waste generated by our activities is generally residue (from our water treatment facilities),
paper waste, and construction waste (from our projects and maintenance programme). Our
biggest waste issues arise from the generation of residue from our WTPs.

In 2012,
1. SSP2 WTP produced 167,010 metric tonnes (MT) of treatment residue.
2. Wangsa Maju WTP produced 220.12 MT of treatment residue.

WTP Residue Treatment

SSP2 and Wangsa Maju WTPs are equipped with sludge treatment facilities (STF) to treat
the residue.

The Department of Environment Malaysia had approved our application for special
management of scheduled waste for the Bukit Badong Depository Area to be developed for
the residues from the SSP2 and Wangsa Maju WTPs. The construction of the new depository
area was completed in 2012 and the residue from the SSP2 and Wangsa Maju WTPs is now
sent to this depository area.

Reducing Paper Usage

Launching of BPS Club In 2012, PNSBs paper usage decreased by 20.4% as compared to 2011. This decrease was
Programme at SMK Ungku Aziz mainly attributed to the Companys effort in adopting a paperless office.
2010 2011 2012

Paper Consumption (ton) 12.64 14.16 11.27


Carbon Emission (ton of CO2)* 3.41 3.82 3.04
* Note: Office paper produces 0.27 metric ton of carbon equivalent (MTCE) per ton of paper (Source: The US
EPA report, Solid Waste Management and Greenhouse Gases A :Life-Cycle Assessment of Emission
and Sinks 3rd Edition, 2006)

Table M: PNSB Paper Consumption (A4) from 2010 to 2012


Annual Report 2012 Puncak Niaga Holdings Berhad
At SYABAS, we utilise paper for our daily operations. Based on internal records, our paper
161
consumption dropped in 2012 compared to the previous year. In 2011, the A4 paper
consumption stood at 59.97 ton which is equivalent to 16.19 ton of carbon dioxide (CO2).
In 2012, the paper consumption comprising A4 and A3 papers reduced by 1.85 ton (3.1%) as
compared to the consumption in 2011.
2010 2011 2012 Preserving
(A4 Size) (A4 Size) (A4 & A3 Size) Our
Paper Consumption (ton) 54.96 59.97 58.12 Environment
Carbon Emission (ton of CO2)* 14.84 16.19 15.69

* Note : Office paper produces 0.27 MTCE per ton of paper (Source: The US EPA report, Solid Waste
Management and Greenhouse Gases A :Life-Cycle Assessment of Emission and Sinks 3rd Edition,
2006)

Table N: SYABAS Paper Consumption (A4 and A3) from 2010 to 2012

PNSB and SYABAS will continue to intensify its efforts to reduce paper consumption by
adopting green practices. As a start, we have encouraged the dissemination of information
electronically.

Reducing Construction Waste

SYABAS requires all its contractors to clean up waste generated from maintenance activities.
These contractors are monitored frequently to ensure full compliance. Further information is
provided in the section entitled Managing Our Suppliers And Contractors under the Valuing
Our People section on pages on 126 to 149 of this Annual Report.

Briefing on BPS
Use of Resources

Raw Water Drawn for Treatment

The table summarises the amount of raw water drawn from the various rivers and dams for
treatment at PNSBs WTPs in 2012 as provided in PNSBs Operations Review on pages 84
to 89 of this Annual Report.

The current climate changes make weather patterns harder to predict, making it more
important than ever to continue to plan and monitor the flow and volume of water in the
rivers from which we obtain raw water so as to ensure optimisation of raw water abstraction
from the rivers.

Water Utilisation

Water is used for cleaning and maintenance works such as WTP filter backwashing, reservoir
and storage tank cleaning, cleaning of pipelines, and flushing.

We constantly endeavour to find new ways to further reduce water usage. Already, we have
cut plant water losses by adopting wash water recovery and by increasing the filter backwash
cycle to 72 hours. In addition, to clean the pipelines, since 2007, SYABAS has used air Program SYABAS Prihatin at
scouring technology instead of conventional flushing, which has resulted in less water usage Laman Budaya, Shah Alam
in cleaning the pipelines.

In 2012, water usage at PNSB decreased by 9.49% (15,033 m3) compared to the usage
amount of 16,609 m3 in 2011.

Puncak Niaga Holdings Berhad Annual Report 2012


162 Reducing water losses makes for more effective utilisation of precious water resources.
Between 2005, when it started operations, and 31 December 2012, SYABAS has managed
to reduce water losses from 42.78% in 2005 to 33.06% in 2012, a reduction of about 9.72%.

PNSB and SYABAS also provides technical advice to the authorities on rainwater harvesting
Preserving and presented various technical papers on environmental issues and protection.
Our
Environment Electricity Consumption

The water industry is electricity-intensive. At PNSB, the WTPs pumping systems account
for the highest electricity consumption, while SYABAS requires electricity to drive its 589
pumping stations.

PNSBs and SYABAS electricity consumption in 2012 was as set out below:-

At Wisma Rozali (headquarters), electricity consumption decreased by 0.55% from


1,852,385kWh in 2011 to 1,842,228kWh in 2012. The electricity cost however increased
by 2.74% due to tariff rise in June 2011 from RM0.397/kWh to RM0.43/kWh.
At the WTPs, electricity consumption decreased by 2.5% from 2011 to 2012. The
decrease was due to the success implementation of energy saving initiatives at several
WTPs.
At SYABAS, total electricity consumption increased by 6.33% from 2011 to 2012. The
increase resulted from the increase in the quantity of water pumped during the year.
SYABAS measures to replace old and inefficient pumping equipment to reduce electricity
usage at booster pumping stations and office buildings were hampered by CAPEX freeze.

Although our electricity optimisation programme is ongoing at the WTPs, only relatively small
reductions in electricity consumption are possible as the WTPs are operating at optimal
efficiency in terms of electricity consumption.

Energy Efciency Initiatives

In order to make savings wherever possible, in 2012, PNSB conducted the following energy
efficiency initiatives:-

1. Refurbishment of three treated water pump for the Matang Pagar reservoir.
2. Optimization of recirculation pumps at the Actiflo Plant at SSP2 WTP.
3. Replacement of existing lights to energy saving type for street lighting at SPP2 WTP.
4. Programme to reduce carbon footprint through bicycle utilisation at SPP2 WTP.

Use of Raw Materials

We are also pleased to report that PNSB utilised 41,935.35 MT of chemicals in the water
treatment process in 2012.

As at 31 December 2012, total production of treated water at all 29 WTPs was 711,003,863 m3
and about 0.059 kg of chemicals were required to treat 1 m3 of water. The amount of chemical
usage per m3 of water for 2012 is the same as that of last year.

BPS event at Hulu Langat Carbon Emissions

The first time we reported our carbon emissions based on the Green House Gas (GHG)
Protocol was in 2009.

Being concerned with global environmental issues, especially climate change, Malaysia has
adopted a voluntary target of a reduction of up to 40% in the ratio of its carbon emissions to
gross domestic product (GDP) to be achieved between 2005 and 2020. The commitment
was announced by our Prime Minister, YAB Datuk Seri Mohd Najib Tun Haji Abdul Razak
during the United Nations Climate Change Conference held in Copenhagen in December 2009.

Annual Report 2012 Puncak Niaga Holdings Berhad


Emission quantification was based on the 2006 Intergovernmental Panel on Climate Change
163
(IPCC) Guidelines for National Greenhouse Gas Inventories, the UNEP Tool and Guidelines
for Calculating Greenhouse Gas Emissions for Businesses & Non-Commercial Organisations
and the Department for Environment, Food and Rural Affairs UK (DEFRA).

To play its role in reducing environmental stress, SYABAS is also planning to position the Preserving
company on a low-carbon path, which is in line with our vision to ensure the preservation of Our
the environment. In May 2010, SYABAS initiated the Carbon Footprint Initiative Programme Environment
(CFIP) setting a baseline for carbon emissions arising from SYABAS operations starting in
2010.

SYABAS carbon footprint excludes carbon emission from WTP which are not operated by
SYABAS. Table O illustrates SYABAS CO2 emission profile by source since 2010. Based on
the information gathered, electricity consumption (Scope 2) contributed 97.77% to SYABAS
carbon footprint, fuel consumption by companys vehicles (Scope 1) contributed 2.21% and
the remainder 0.02% was contributed from paper consumption (Scope 1).

2010 2011 2012


CO2 Source (Tonnes CO2) (Tonnes CO2) (Tonnes CO2)

Electricity (Scope 2) 103,539 103,653 109,811


Transport (Scope 1) 3,475 3,557 2,486
Paper Consumption (Scope 1) 14.84 16.19 15.69
OIL & GAS
Total 107,028.84 107,226.19 112,312.69 SAVING TIPS

Notes: Use overdrive gears


1) SYABAS carbon footprint has been updated with the new CO2 emission factor published by GreenTech to save gas
Malaysia for electricity in Malaysia (0.683 ton CO2/MWh). The previous emission factor used was 0.672
ton CO2/MWh.
2) Scope 1 - Paper consumption data for 2010 and 2011 was for A4 size only, whilst data for year 2012 is
inclusive of A3 size paper.
3) Scope 2 - Direct emissions resulting from company vehicles.
4) Scope 3 - Indirect emissions from electricity purchased and used.

Table O: SYABAS CO2 Emission Prole by Source from 2010 to 2012

The main task of SYABAS integrated working group for CFIP are to ensure that all relevant
stakeholders are consulted and involved in the programme, to conduct studies on proposed
carbon reduction measures and to develop a SYABAS Climate Change Policy.

SYABAS CFIP includes short term programmes that promote green habits/culture among
staff, suppliers and contractors, medium term programmes which emphasise increasing
energy efficiency, and long term programmes that include studies on the potential to generate
renewable energy.

In summary, SYABAS CFIP is a voluntary programme that embodies SYABAS environmental


aspirations which will encourage economic development and contribute positively to the
mitigation of climate change.
BPS Nature Hunt 2012
2011 2012
Locations (MT CO2 -eq) (MT CO2 -eq)

Wisma Rozali 1,227.61 1,220.88


WTPs 159,708.37 155,779.50
SYABAS 107,210.00 112,312.69

Total 268,145.98 269,313.07

Puncak Niaga Holdings Berhad Annual Report 2012


164 Puncak Niaga Holdings Berhad (PNHB) recognises the principles of Corporate Social
Responsibility (CSR) as sustainable and ethical ways of doing business to safeguard the
interests of the environment, communities, employees, shareholders and other affected
parties. As an integral part of the Groups strategy for long-term, sustainable value creation,
PNHB recognises the need to continue to foster and nurture meaningful relationships with
Engagement its stakeholders.

With Our We have a policy that specifically addresses various areas, including:
Community The environment

To promote and carry out activities to minimise the risk of pollution and degradation of
our environment.

Employees

To respect the rights and diversity of our employees by providing conducive working
conditions and equal opportunities.

Ethics

To promote high standards of integrity and professionalism.

Relationship with consumers, suppliers and partners

To satisfy consumers, suppliers and partners needs and provide a high quality of
customer service and business practice.
BPS Nature Hunt 2012
Community involvement

To support philanthropic and charitable giving and encourage our employees to help
local communities.

Engagement with stakeholders

To listen to and engage with local communities in a responsible and caring manner.

Conserving, protecting and nurturing the diversity of life on earth while helping to protect our
sources of clean drinking water is fundamental to our CSR. For this purpose, Syarikat Bekalan
Air Selangor Sdn Bhd (SYABAS) has developed the tagline Nurturing Relationships
to represent its commitment to environmental preservation as a core element in its CSR
efforts. We continually strive to maintain our reputation as a caring organization towards our
community.

COMMUNITY INVESTMENT

As a caring organisation, PNHB Group contributes to community initiatives each year. In


Tabung Budi event in Gombak 2012, Puncak Niaga (M) Sdn Bhd (PNSB), SYABAS and GOM Resources Sdn Bhd
(GOM Resources) contributed a total amount of RM5,471,016.00 to various causes, via
sponsorship and community care. Some of these included the Turun Ke Padang Programme,
donations to charitable organisations, sponsorship of community events, and of educational
programmes and events organised for the Groups employees.

Annual Report 2012 Puncak Niaga Holdings Berhad


RIVER RESCUE BRIGADE (BRIGED PENYELAMAT SUNGAI) (BPS)
165
In 2012, our River Rescue Brigade (BPS) held various events involving educational and
entertainment activities, such as dramatic and choral performances, poetry readings,
colouring contests, IQ tests, BPS presentations, jungle trekking, cycling, gotong-royong to
clean the river, and water related talks and exhibitions to educate the public and students Engagement
from primary, secondary and tertiary levels on water in general and on the importance of With Our
conserving and protecting our water resources, in particular. Community
As at 31 December 2012, there were 5,595 BPS club members, comprising students from
281 primary, secondary and tertiary schools in Selangor and the Federal Territories of Kuala
Lumpur and Putrajaya, an increase of 965 students on the 2011 figure.

Events held in 2012 include:

1. World Water Day 2012 Celebrations on 22 March 2012, ofciated by YBhg. Tan Sri
Rozali Ismail, our Executive Chairman at SYABAS Headquarters.
14 schools in Selangor and the Federal Territories of Kuala Lumpur and Putrajaya
participated in the event.
In 2012,
2. Ofciating Ceremony of Kelab BPS with Sekolah Menengah Kebangsaan Ungku our River Rescue
Aziz Sabak Bernam on 24 March 2012.
Brigade held various
3. ECO Challenge BPS in conjunction with World Environmental Day on 27 June 2012 events involving
at Nur Laman Bistari, Ulu Yam. educational and
Four schools around Gombak and the Hulu Selangor area participated in the event. entertainment
4. Majlis Berbuka Puasa Jalinan Mesra BPS 2012 on 8 August 2012.
activities
The above event which was held during the month of Ramadhan was participated by
representatives from the Ministry of Education (MOE), District Education Offices,
NGOs and teachers from Selangor area, aims to strengthen the relationship between the
Company and MOE and the Education Departments, and to show our appreciation for
their support of our BPS programmes.

5. BPS Nature Hunt 2012 on 18 October 2012 which was ofciated by YB Dato Hajjah
Noriah Kasnon, Deputy Minister of Tenaga, Teknologi Hijau dan Air (KeTTHA) at
Nur Lembah Pangsun, Hulu Langat.
One school and two universities in the Cheras and Sabak Bernam areas participated
in the event.

6. 2012 BPS Membership Recruitment Drive.


Briefing introduction of BPS Club to 80 primary and secondary schools in Selangor
and the Federal Territories of Kuala Lumpur and Putrajaya on 7 November 2012 for
the purposes of increasing students knowledge of conservation and protection of the
environment in particular the river water, the source of drinking water.

7. Educational Outreach Programme (Program Pelestarian Pendidikan) (3P).


We organised monthly 3P programmes, conducted in collaboration with the BPS Club, Misi Bantuan Kemanusiaan
to help educate children in primary, secondary and tertiary schools about the importance Bekalan Air in Terengganu
of preserving rivers and the environment. A membership drive for the BPS Club was also
conducted during the 3P programmes. Many schools within the area of our operations
have benefited from this programme.

Six schools participated in the 3P programmes in 2012.

Puncak Niaga Holdings Berhad Annual Report 2012


166 8. Public Awareness Programme
In 2012, BPS conducted public awareness programme during Migration programmes
and Pelanggan Prihatin programmes, some of which also facilitated activities such as
drawing and colouring competitions, exhibitions and membership drive at public venues.

Engagement TABUNG BUDI


With Our
Community Tabung Budi was founded on 24 August 2010 by staff of SYABAS and PNSB. The Program
Bantuan Bekalan Air Tabung Budi was launched by PEKA at SYABAS Headquarters on
22 October 2010. This programme, inspired by YBhg Tan Sri Rozali Ismail, our Executive
Chairman, focuses on helping the poor, the homeless, single parents, the disabled and those
in need. To date, 2,770 individuals including PEKA members, employees of SYABAS and
PNSB as well as the public are supporting the Program Bantuan Bekalan Air Tabung Budi.

The Tabung Budi team has introduced Aktiviti Turun Padang Tabung Budi whereby a
presentation ceremony is held at the recipients residences.

In 2012, Tabung Budi held 40 events covering ten districts namely, Klang, Petaling, Kuala
Lumpur, Hulu Selangor, Kuala Selangor, Sepang, Gombak, Kuala Langat, Hulu Langat and
Sabak Bernam.

A total of 377 families have benefited from the Tabung Budi programme since its
implementation in 2010. In 2012, 190 families irrespective of their social and ethnic background
were selected to benefit from the Tabung Budi programme. The total donation received to
date amount to RM309,984.25. Since the introduction of Tabung Budi, RM304,588.13 of
the money raised was utilised for payment of water bill arrears, water connection charges,
repair of water pipes and meter stands; installation of water supply for new water account,
installation and reconnection charges on water supply to recipients residences and payment
of monthly bills.

Other Corporate Responsibility Events

1. Sponsorship and Donations 2012

We receive hundreds of requests for contributions and initiatives every year. While
we review and respond to all external requests for sponsorship, the emphasis of
our sponsorship is on creating or pursuing activities that provide the most effective
contribution to, and are best aligned with our business objectives. We follow a set of
guidelines to help us determine where to best place our resources:

Events that enhance relations between us and the Government


Events that strengthen our brand and reputation
Events that promote a greater awareness, understanding and appreciation of our
services
Events that augment educational standards, especially to the benefit of the
underprivileged
Events or activities that provide assistance to individuals to start up small businesses
Staffs visit to that are aligned with the companys business strategy
Old Folks Home Al-Ikhlas Events or activities that enable us to connect to consumer groups
Events or activities that leverage opportunities associated with the sponsorship
Events or activities by individuals or organisations that are able to demonstrate
effective community support and involvement
Events or activities that offer value propositions across all segments of society
Events or activities that are able to account effectively for how the investment is to
be spent and the outcome of the event/activities

Annual Report 2012 Puncak Niaga Holdings Berhad


Some of the communities that benefited from our 2012 sponsorship and donation drive
167
included:-
Perdana Leadership Foundation
University Malaya
Sekolah Jenis Kebangsaan Tamil Bestari Jaya
Sekolah Menengah Kebangsaan TTDI Jaya Engagement
Persatuan Pentadbir Universiti Teknologi Mara With Our
Federation of Public Listed Companies Bhd Community
Suruhanjaya Koperasi Malaysia
Mangsa Banjir Hulu Langat
Sekolah Kebangsaan Bangsar
Mangsa Banjir Hulu Selangor
Sekolah Pendidikan Khas
Malaysia Water Resources Management
Persatuan Down Sindrom Malaysia
UiTM
Tabung Rejimen 514 Askar Wataniah
The Malaysia Oil & Gas Services Council

2. Key Social Responsibilities in 2012

1. On 6 January 2012, we participated in the Sumbangan Air Mineral in conjunction


with the Prime Minister, YAB Datuk Seri Mohd Najib Tun Haji Abdul Razaks visit to
the PROTON Shah Alam plant.

2. The launch of World Water Day 2012 on 22 March 2012 at SYABAS Headquarters by
YBhg Tan Sri Rozali Ismail, our Executive Chairman. Majlis Berbuka Puasa with
the orphanage
3. In 2012, we hosted and participated in various Gotong-Royong events with the
residents:-

On 18 March 2012, at Kg. Hulu Rening Batang Kali.


On 13 April 2012, at Masjid As Sabirin Kg. Bukit Changgang.
On 20 April 2012, at Masjid Jamek Jamaiyah Morib.
On 29 April 2012, at Kg. Wawasan Fasa 5, Bandar Utama Batang Kali.
On 14 May 2012, at Kg. Baru Batu 9, Cheras.
On 25 May 2012, at Kg Tg Sepat, Kuala Langat.
On 16 June 2012, at Jalan Tanjung, Bukit Beruntung.
On 14 July 2012, at Kg. Sg Manggis, Kuala Langat.

4. On 11 February 2012, we participated in Gotong-Royong with Pejabat Belia Dan


Sukan Daerah (PBSD), Kuala Selangor at PBSDs office.

5. In 2012, we participated in various Misi Bantuan Kemanusiaan Bekalan Air Bersih


events with the following parties:-

On 10 March 2012, in helping the flood victims at Kg. Melayu Ampang.


On 9 May 2012, in helping the flood victims at Kg. Sentosa, Batang Kali. Program Migrasi & BPS in
On 7 April 2012, with Rejimen Pakar Air Jurutera Di Raja (RAJD) in helping the Pangsapuri Subang Impian
flood victims at Gerik, Perak.
On 27 December 2012, with Rejimen Pakar Air Jurutera Di Raja (RAJD) in helping
the flood victims in Terengganu.

6. On 28 January 2012, we organised a Program Khidmat Masyarakat Bersama


Penduduk Masjid Lama Kg. Ampang at Kuala Kubu Bharu.

Puncak Niaga Holdings Berhad Annual Report 2012


168 7. In 2012, 190 families benefited from the Program Bantuan Bekalan Air Tabung Budi
2012.

8. In 2012, we hosted the Program Penyerahan Sumbangan Air Bersih at various


locations as follows:
Engagement
With Our On 5 to 7 February 2012, for the National Blood Centre in conjunction with
Community Kempen Derma Darah Daerah Gombak.
On 6 to 7 February 2012, for the Hindu Sevai Sangam temple at Batu Caves in
conjunction with Thaipusam celebration.

9. We brought smiles to the unfortunate children and community through various


philantrhopic activities. These include:

On 26 May 2012, we held the Program Motivasi Anak-Anak Yatim PAYSA


Bersama SYABAS at Rumah Anak Yatim PAYSA, Wilayah Kuala Selangor.
On 15 October 2012, we invited some Down syndrome children for a trip to the
Kuala Lumpur Bird Park, Kuala Lumpur.
On 28 November 2012, we treated the orphans from Rumah Amal Al Rahmaniah,
to a trip to the Aquaria KLCC, Kuala Lumpur.
On 24 December 2012, we held a Christmas Cherish with the paediatric
patients at Selayang Hospital.
On 27 December 2012, we treated the Anak - Anak Yatim Shifa and Rumah
Perlindungan Agathians to a theatre musical show, Beauty & The Beast.

10. On 9 June 2012, we hosted the Explorasi Bukit Gasing bersama Pihak Berkuasa
Tempatan Wilayah Petaling.

11. On 3 to 4 November 2012, we supported the Program Kem Solehah Surau Al Salam
Gugusan Dedap Kota Damansara.

12. PNSB and SYABAS hosted visits by various agencies, both local and overseas,
details as shown below:-

Visitors Venue Date

Compassive SSP2 WTP 8 March 2012


Secondary School,
Singapore

Lembaga Urus Air Klang Gates Dam 4 April 2012


Selangor

JKKK Sabak Bernam SSP2 WTP 28 April 2012

JKKK Sabak Bernam Bernam River Headworks WTP 30 June 2012

Universiti Malaya Klang Gates Dam 5 July 2012


Tabung Budi event in
Hulu Langat District Malaysia University Bukit Nanas WTP 14 July 2012
Science Technology

SEGI College SSP2 WTP 14 July 2012

KAIST-KYOTO- SYABAS Headquarters and 14 July 2012


NTU-NUS Symposium PUSPEL Contact Centre

Annual Report 2012 Puncak Niaga Holdings Berhad


Visitors Venue Date
169
The Office of Waterworks, SSP2 WTP 5 September 2012
Seoul Metropolitan
Government
Engagement
Majlis Keselamatan Sg Langat WTP and SYABAS 25 September 2012 With Our
Negara, Negeri Kelantan
Community
Korean ICC Delegation SSP2 WTP 16 October 2012

Japanese School Wangsa Maju WTP 27 November 2012

Politeknik Sultan SSP2 WTP 6 December 2012


Idris Shah

Universiti Putra Malaysia Sg Langat WTP and Langat Dam 8 December 2012

Universiti Putra Malaysia Wangsa Maju WTP 15 December 2012

PEKA Members Children Wangsa Maju WTP & 20 December 2012


Klang Gates Dam

13. In conjunction with the month of Ramadhan:-


WATER FACTS
(a) On 31 July 2012, we organised Program Bubur Lambuk Amal bersama Media.
Water is the primary mode
(b) On 3 August 2012, PEKA organised Program Bubur Lambuk PEKA bersama of transportation for all
Media & Selebriti. nutrients in our body and
is essential for proper
circulation

Program Migrasi at
Pangsapuri Desa Perangsang

Puncak Niaga Holdings Berhad Annual Report 2012


170 23 FEB PNHBs Groups Executive Chairman,
2012 YBhg Tan Sri Rozali Ismail was awarded the
Special Individual Achievement Category
at the 1st Malaysia Achievement Awards 2012

8 MAR Study visit by students from the Compassive


Corporate 2012 Secondary School, Singapore to SSP2
6 JAN Water Treatment Plant (WTP)
Events
10 MAR Gotong-royong and contribution of
2012 5 litre mineral water to the flood victims
at Ampang Intake

22 MAR Launching Ceremony of PNSBs and


2012 SYABAS celebration of World Water Day 2012

24 MAR Contribution of 5,000 bottles of mineral


2012 water in conjunction with the Prime Minister,
9 JAN YAB Datuk Seri Mohd Najib Tun Haji Abdul
Razaks visit to the Institut Kemahiran Belia
Dusun Tua, Negeri Selangor

4 APR Visit by Lembaga Urus Air Selangor to


2012 Klang Gates Dam

7 APR Launching of the mission of supplying


23 FEB 22 MAR 2012 bottled water to residents in Perak together
with Rejimen Pakar Pengendalian Air Ke-60
RAJD (AW)

14 APR Visit by PEKA to Rumah Jagaan & Rawatan


2012 Orang Tua Al-Ikhlas

6 MAY SYABAS was awarded the Anugerah Industri


2012 Sukan Negara 2012 Promosi Gaya Hidup
Sihat Melalui Sukan

11 MAY Signing Ceremony of the Memorandum of


2012 Understanding (MOU) between Puncak
Niaga Holdings Berhad and the Government
of Malaysia, represented by Politeknik
10 MAR Sultan Idris Shah (PSIS)

6 JAN SYABAS Klang District Public Relations


2012 Programme Contribution of mineral water
in conjunction with the Prime Ministers
visit to PROTON Shah Alam plant

9 JAN PNHBs Groups Executive Chairman,


2012 YBhg Tan Sri Rozali Ismail was awarded the
International Distinguished Entrepreneur
Of The Year for the Asia Pacific International
Brands Summit (Malaysia) 2011 by the 7 APR
Asia Entrepreneur Alliance

17 JAN Briefing on Water Status to the Federation


2012 of Malaysian Manufacturers Selangor

3 FEB SYABAS Klang District Public Relations


2012 Programme Dialogue session with
Nippon Electrical Glass (M) Sdn Bhd 11 MAY 26 JUN

Annual Report 2012 Puncak Niaga Holdings Berhad


22 MAY GOM Resources Sdn Bhd attended the
171
2012 launching of the PAN Malaysia Integrated
Offshore Installation 2012 Campaign held
at the Rennaisance Hotel, Kuala Lumpur

6 JUN GOM Resources Sdn Bhd hosted Gawai


2012 Luncheon for clients
Corporate
Events
19 JUN PNHB received two awards namely,
2012 Federation of Public Listed Companies
Berhad (FPLC) Top 10 Companies 27 NOV
Highest Sponsorship Recognition Award
2010/2011 CSR in Sport Activities and
FPLC Recognition Award Top 10
Companies Most Active in Professional
Development Participation in Seminars
and Conferences by FPLC
19 JUN 27 JUN
26 JUN PNHBs 15th Annual General Meeting held
2012 at Concorde Hotel Shah Alam
14 JUL Visit by participants from KAIST-KYOTO-
27 JUN BPS ECO-Challenge Programme in
2012 NTU-NUS Symposium to SYABAS
2012 conjunction with World Environment
Day 2012 5 SEPT Visit by the Office of Waterworks, Seoul
2012 Metropolitan Government to SSP2 WTP
6 JUL PNSB received eight gold awards and
2012 SYABAS received ten gold awards at 25 SEPT Visit by the delegates from Majlis
MSOSH Award Ceremony 2012 Keselamatan Negara, Kelantan to
Sg Langat WTP

11 OCT PNSB was awarded the Bronze Award


2012 at the 12th Malaysia HR Awards 2012
Employer of Choice

16 OCT Korean Innovative & Creative Circle (ICC)


2012 delegation visit to SSP2 WTP

18 OCT BPS Nature Hunt Programme 2012


11 OCT 2012

19 OCT Official launching of GOM Resources Sdn


2012 Bhds website at www.gomresources.com

26-27 SYABAS exhibition in conjunction with


NOV The Malaysia Water Resources Management
2012 Forum 2012 (MyWRM)

27 NOV PNHB was awarded the Socrates


2012 International Award in London,
United Kingdom

6 DEC Study visit by lecturers from Politeknik


18 OCT 2012 Sultan Idris Shah to SSP2 WTP

7 & 8 DEC GOM Resources Sdn Bhd attended the


2012 Ministry of Energy Partners and Operators
Appreciation Dinner held in Nay Phi Taw,
Myanmar

27 DEC Launching of a mission of supplying clean


2012 water to residents in Terengganu together
with Rejimen Pakar Pengendalian Air Ke-60
5 SEPT 27 DEC RAJD (AW)

Puncak Niaga Holdings Berhad Annual Report 2012


ACCOUNTABILITY
174 Statement On Corporate Governance
196 Statement On Internal Control
198 Audit Committee Report Contents
204 Risk Management Policy & Report
208 Corporate Disclosure Policy
209 Corporate Social Responsibility Policy
210 Health, Safety And Environmental Policy
211 Investor Relations Policy & Report
214 Quality Policy & Report
216 Statement Of Directors Responsibility For Preparation Of Financial Statements
174 COMPLIANCE STATEMENT

The Board is committed to sustain high standards of corporate governance in Puncak Niaga.
This statement demonstrates the Boards firm commitment in promoting and cultivating a
strong culture of good governance for the success and sustainable economic growth of the
Statement Group and for its accountability to the shareholders and stakeholders.

On Corporate Puncak Niaga has in 2012 complied with the principles of the Malaysian Code On
Governance Corporate Governance 2012 (MCCG 2012), save for the recommendations on the tenure
of Independent Director which should not exceed a cumulative term of nine (9) years and
the Board composition which must comprise a majority of Independent Directors where the
Chairman of the Board is not an Independent Director.

The Group believes that the principles of good corporate governance are integral to Puncak
Niagas growth and ability to promote the confidence of its stakeholders and enhancing
long-term shareholders value through improving corporate performance and accountability
of Puncak Niaga whilst taking into account the interest of all stakeholders. The Board is
therefore committed to ensure that where possible, the principles and recommendations
of MCCG 2012 are applied throughout Puncak Niaga Group in the best interests of all
stakeholders.

Since 2003, the Board has adopted a Board Charter, which provides guidance on how
business is to be conducted in line with international best practices and standards of good
corporate governance. In 2004, the Board has also adopted a Corporate Disclosure Policy
and Procedure, which was formulated in line with the Guide On Best Practices In Corporate
Disclosure issued by the Task Force on Corporate Disclosure Best Practices established by
Bursa Malaysia Securities Berhad (Bursa Securities). From time to time, the Group continues
to monitor, refine and revamp its financial objectives, goals, policies and procedures, controls
and risk management framework to meet the evolving corporate environment.

The Companys governance framework enables the Board to provide strategic guidance and
effective oversight of management, clarifies the role and responsibilities of the Board and
Management and ensure a balance of authority.

This report explains how the Group has applied the principles as set out in MCCG 2012
having regard to the recommendations stated under each principle and the Main Market
Listing Requirements of Bursa Securities and the extent to which it has complied with the
principles and recommendations during the year 2012.

BOARD OF DIRECTORS

(a) THE BOARD OF DIRECTORS

The Group is helmed by an effective and experienced Board, comprising individuals


of caliber and credibility with necessary skills and experience from a diverse blend of
professional backgrounds. With the adoption of the Board Charter, the Board members,
whether acting in their individual capacities or as a whole, share the common objective
of ensuring that the Vision and Mission of the Company as set out in this Annual Report,
are achieved and the Group meets its responsibilities to its stakeholders.

Each Board member is fully aware of the fiduciary duties and responsibilities and the
various legislations and regulations affecting his conduct as Director of the Company,
and as such, takes full responsibility for the performance of the Company and of the
Group.

Annual Report 2012 Puncak Niaga Holdings Berhad


One of the recommendations of the MCCG 2012 is that the positions of Chairman and
175
Managing Director should be held by different individuals, and the Chairman must be a
non-executive member of the Board.

The Board Charter of the Company sets out the Boards strategic intent and the
specific roles and responsibilities to be discharged by the Board members collectively Statement
in discharging its fiduciary and leadership functions, the individual roles expected from On Corporate
the Executive Chairman, Managing Director, Executive Directors and Non-Executive Governance
Directors, and the role of the Board Committees. The role of the Executive Chairman is
distinct and separate from that of the Managing Director. This allocation of responsibilities
reflect the dynamic nature of the relationship necessary for the Company to adapt to
changing environment.

The Board reviews its Board Charter, to keep it up to date with changes in regulations.
The Board Charter is posted at the Corporate Governance link at the Companys website,
www.puncakniaga.com.my.

Puncak Niaga presently does not have a Managing Director. However, at each operating
subsidiary level, there is a Managing Director/Chief Executive Officer/President to manage
and focus on the day-to-day business and management of the respective operating
subsidiaries namely, Puncak Niaga (M) Sdn Bhd (PNSB), Syarikat Bekalan Air Selangor
Sdn Bhd (SYABAS) and Puncak Oil & Gas Sdn Bhd (POG)/GOM Resources Sdn Bhd
(GOM Resources).

The MCCG 2012 recommends that the Board must comprise a majority of Independent
Directors where the Chairman of the Board is not an Independent Director. The Board
believes that its current structure is able to discharge the Boards priorities objectively
with balance of power and authority on the Board.

YBhg Tan Sri Dato Seri Dr Ting Chew Peh is the Companys Senior Independent
Non-Executive Director, to whom shareholders concerns may be conveyed. His profile
is set out on page 51 of this Annual Report.

(b) BOARD COMPOSITION

The composition of the Board brings to the Group a diverse wealth of skills, knowledge
as well as a balanced mix of experience and expertise to effectively discharge the Boards
responsibilities for competent stewardship of the Group. Together, the Board spearheads
the Groups growth and future direction.

The profile of the Board Members are set out on pages 44 to 54 of this Annual Report.

None of the Directors has any convictions for any offences within the past ten (10) years
(other than traffic offences, if any) or has any conflict of interests with the Company or
has any family relationship with any Director and/or major shareholder of the Company.

For compliances with Paragraph 15.02 of the Main Market Listing Requirements of Bursa
Securities and the MCCG 2012, the Company, through the Nomination Committee and
the Board of the Company, annually reviewed the required mix of skills, experiences,
competencies and other qualities of the Board and the individual members, the
Independent Non-Executive Directors of the Company in their capacities as Independent
Directors, and the Audit Committee and the individual members. In 2012, the Nomination
Committee and the Board developed criteria specifically to assess the independence of
the Independent Directors as recommended by the MCCG 2012.

Puncak Niaga Holdings Berhad Annual Report 2012


176 The Board of Puncak Niaga comprises nine (9) Members, of whom three (3) are Executive
Directors and six (6) are Non-Executive Directors. The current composition of the Board
of Puncak Niaga is in compliance with Paragraph 15.02 of the Main Market Listing
Requirements of Bursa Securities with one-third of the Board being independent and of
which the Company feels is a balanced Board and appropriate to constitute an effective
Statement Board as explained in paragraph 7 of item (a) above.
On Corporate
Governance The three (3) Independent Non-Executive Directors of the Company fulfil the criteria of
independence as set out in the definition of Independent Director under Paragraph
1.01 (Definitions) of the Main Market Listing Requirements of Bursa Securities.

The Independent Non-Executive Directors are persons of caliber and credibility and
exercise independent and sound judgement and act in the best interests of the Company
and its shareholders, in particular the minority shareholders since they do not engage
in the day-to-day management of the Company and do not participate in any business
dealings and are not involved in any other relationship with the Company to ensure that
they discharge their duties and responsibilities effectively, void of conflict of interests
situations. The Independent Non-Executive Directors provide the relevant checks and
balances and ensuring that high standards of corporate governance are sustained.

The Nomination Committee and the Board have upon their annual assessment, concluded
that the Independent Non-Executive Directors of the Company continue to demonstrate
proper conduct and behavior that are essential indicators of independence, and that
each of them continues to fulfill the definition of independence as set out in the Main
Market Listing Requirements of Bursa Securities.

One of the recommendations of the MCCG 2012 states that the tenure of an Independent
Director should not exceed a cumulative term of nine (9) years.

The Nomination Committee and the Board had deliberated on the said recommendation
and had concluded that YBhg Tan Sri Dato Seri Dr Ting Chew Peh and YBhg Tan Sri
Dato Hari Narayanan Govindasamy, who had served on the Board of Puncak Niaga
for a cumulative term of more than nine (9) years remain objective and independent in
expressing their views and in participating in deliberations and decision making during
the Boards and Board Committees Meetings. The length of their service on the Board
do not in any way interfere with their exercise of independent judgement and ability to act
in the best interests of the Company.

Both YBhg Tan Sri Dato Seri Dr Ting Chew Peh and YBhg Tan Sri Dato Hari Narayanan
Govindasamy had proven to be reliable Independent Directors with their professionalism
aptitude and outlook of business perspective, devoted sufficient time and attention to
their professional obligations for informed and balanced decision making, and they had
expressed their willingness to continue in office as Independent Non-Executive Directors
of the Company.

Based on the annual assessment made, the Nomination Committee and the Board
of the Company had determined to recommend to the shareholders of the Company
for approval to grant the authority to YBhg Tan Sri Dato Seri Dr Ting Chew Peh and
YBhg Tan Sri Dato Hari Narayanan Govindasamy to continue to act as Independent
Non-Executive Directors of the Company and to hold office until the conclusion of the
next Annual General Meeting of the Company. Kindly refer to Agenda 7 of the Notice of
the Sixteenth Annual General Meeting of the Company in this Annual Report.

Annual Report 2012 Puncak Niaga Holdings Berhad


(c) BOARD MEETINGS
177
The Board met five (5) times in 2012, all at the Board Room on 12th Floor, Wisma Rozali,
No. 4, Persiaran Sukan, Seksyen 13, 40100 Shah Alam, Selangor Darul Ehsan, details of
which are as follows:-
Statement
Day Date Time On Corporate
Governance
Tuesday 28 February 2012 12.25 p.m.
Thursday 26 April 2012 12.30 p.m.
Tuesday 29 May 2012 12.03 p.m.
Wednesday 29 August 2012 12.20 p.m.
Tuesday 27 November 2012 12.50 p.m.

The details of the respective Directors attendance at the above Board Meetings are as
follows:-

No. of
Name of Meetings
Director Designation attended %

Tan Sri Rozali Ismail Executive Chairman 4 out of 5 80

Dato Hashim Mahfar Managing Director 5 out of 5 100


(resigned on 31 December 2012)

Dato Ruslan Hassan Non-Independent 5 out of 5 100


Non-Executive Director

Dato Ir Lee Miang Koi Non-Independent 5 out of 5 100


Non-Executive Director

Tan Sri Dato Hari Independent 3 out of 5 60


Narayanan Govindasamy Non-Executive Director

Tan Sri Dato Seri Independent 5 out of 5 100


Dr Ting Chew Peh Non-Executive Director

Dato Syed Danial Syed Ariffin Chief Operating Officer 5 out of 5 100

Tengku Dato Rahimah Non-Independent 5 out of 5 100


Almarhum Sultan Mahmud Non-Executive Director

Tan Sri Dato Ahmad Independent 5 out of 5 100


Fuzi Haji Abdul Razak Non-Executive Director

Ng Wah Tar Executive Director, 5 out of 5 100


Corporate Finance Division

Board meetings are scheduled to be held regularly, at least five times in a financial year
with sufficient notice for all Board Meetings of issues to be discussed. The dates for
Board Meetings for the ensuing financial year are scheduled well in advance and the
Board has formal schedule of matters specifically reserved for the Boards discussion
and/or approval. All issues discussed and all decisions made during the Board Meetings
will be properly recorded by the Company Secretaries and reviewed by the Board for
completeness and accuracy.

Puncak Niaga Holdings Berhad Annual Report 2012


178 Additional Board Meetings may be called as and when significant issues arise and which
require the Boards review or decision.

In between Board Meetings, approvals on matters requiring the sanction of the Board
are sought by way of circular resolutions enclosing all relevant information to enable the
Statement Board to make informed decisions. All circular resolutions approved by the Board will be
On Corporate tabled for notation and confirmation at the next Board Meeting.
Governance
(d) DIRECTORS CODE OF ETHICS

The Directors continue to observe and commit a Code of Ethics & Conduct based on
the code of conduct expected of Directors of companies as set out in the Company
Directors Code of Ethics established by the Companies Commission of Malaysia and
ensure implementation of appropriate internal systems to support, promote and ensure
the compliance of the Directors Code of Ethics & Conduct. The Group has a Code of
Ethics & Conduct that set out sound principles and standards of good practice, which
are observed by the Directors and employees.

These Code of Ethics & Conduct for the Directors and employees together with the
Groups Whistle Blowing Policy are posted at the Corporate Governance link at the
Companys website, www.puncakniaga.com.my.

(e) SUPPLY OF INFORMATION AND ACCESS TO ADVICE

Each Board member is supplied with accurate, complete, adequate, unrestricted and
quality information on a timely basis to enable them to effectively discharge their duties
and responsibilities. Except under exceptional circumstances, Board members are given
at least seven days notice before any Board Meeting is held and the comprehensive
Board papers are circulated to the Board members at least two (2) working days prior
to the date of the Meeting to facilitate the Directors to peruse the Board papers and to
review the issues to be deliberated at the Board Meeting well ahead of the meeting date.
Where necessary, the Companys personnel will be called upon by the Board during the
Board Meetings to present and to clarify any Board papers presented.

All Board members are expected to participate actively in Board deliberations and to
bring the benefit of their particular knowledge, skills and abilities to the Board. Where a
potential conflict with his duties or of interests as Director arises, it is mandatory for the
Director concerned to declare the fact and nature of his interests and extent of the conflict
at a Board Meeting and abstain from the deliberation and decision-making process. In
the event the proposal requires shareholders approval, the interested Board members
will abstain from voting on the resolution at the General Meeting and will ensure that
persons connected to them also abstain from voting on the proposal.

The Company Secretaries organise and attend all Board Meetings and ensure that all
issues discussed with the conclusions are minuted accurately in the minutes of each
meeting and that all records are kept properly at the registered office of the Company.

The Board is regularly updated and kept informed by the Company Secretaries and the
Management of the requirements such as restriction in dealing with the securities of
the Company and updates as issued by the various regulatory authorities including the
latest developments in the legislations and regulatory framework affecting the Group.
The Board has unrestricted and constant access to and interaction with the Senior
Management of the Company. Each Board member also has full access to the advice
and services of the Company Secretaries.

Annual Report 2012 Puncak Niaga Holdings Berhad


Where necessary, the Directors may, whether collectively as a Board or in their individual
179
capacities, seek external and independent professional advice from experts on any
matter in furtherance of their duties as they may deem necessary and appropriate at the
Companys expense.

(f) COMPANY SECRETARIES Statement


On Corporate
The Company Secretaries ensure that Board policies and procedures are both followed Governance
and reviewed regularly and have the responsibilities in law to ensure that each Board
member is made aware of and provided with guidance as to their duties, responsibilities
and powers. They are also responsible for ensuring the Groups compliance with the
relevant statutory and regulatory requirements.

(g) APPOINTMENT OF DIRECTORS

All Board appointments and removals (if any) thereof are approved by the Board upon the
recommendation of the Nomination Committee.

The Board, through the Nomination Committee, has established a formal and transparent
procedure in relation to the assessment and recommendation of candidates for Board
appointments as well as for assessing the effectiveness of the Board as a whole, the Audit
Committee of the Company, the other Committees of the Board and the contributions
of each individual Director, including the Independent Non-Executive Directors (in their
capacities as Independent Directors) and the Managing Director.

The review process by the Nomination Committee and the Board on annual basis
was based on the competencies, commitment, contribution and performance of the
candidates/Board members as well as the required mix of skills, experiences, gender
and other qualities of the Directors to ensure that the Board continues to function
effectively and efficiently. During the financial year under review, the Boards composition
was reduced to nine (9) Directors with the resignation of the Managing Director on
31 December 2012.

Nomination Committee

The Nomination Committee comprises three (3) Directors, all of whom should be
Independent Non-Executive Directors of the Company.

The primary objectives of the Nomination Committee are:-

(i) To annually review the overall composition of the Board in terms of required mix
of the skills and experiences and other qualities, including core competencies and
adequacy of balance between Executive Directors, Non-Executive Directors and
Independent Directors.

(ii) To assess and recommend to the Board, candidates for all directorships to be filled.

(iii) To assess and recommend to the Board, Directors to fill the seats on Board
Committees.

Puncak Niaga Holdings Berhad Annual Report 2012


180 (iv) To annually assess the effectiveness of the Board as a whole, the committees of the
Board and for assessing the contribution of each individual Director.

(v) To examine the size of the Board with a view to determining the impact of the
number upon its effectiveness.
Statement
On Corporate (vi) In the case of persons for the position of Independent Non-Executive Directors,
Governance to evaluate the persons ability to discharge such responsibilities/functions as
expected from Independent Non-Executive Directors.

(vii) To determine annually whether a Director is independent as may be defined in


Bursa Securities Main Market Listing Requirements.

(viii) To ensure that all Directors receive appropriate continuous training programmes in
order to broaden their perspectives and to keep abreast with developments in the
market place and changes in new statutory requirements.

(ix) To recommend to the Board the removal of a Director if he is ineffective, errant or


negligent in discharging his responsibilities.

(x) To assess and recommend to the Board, the terms of reference of Board Committees
and to review the adequacy of committee structure of Board Committees.

With respect to nomination and election process of new Directors, the responsibilities of
the Nomination Committee shall include as follows:-

Gathering the nomination and selection of Directors for members of the Board.
Reviewing the competencies, commitment, contribution and performance of the
candidates/Board members and the required mix of skills, experiences and gender
and other qualities of the Directors.
Making recommendations to the Board on candidates for appointment.
Facilitate the relevant orientation and education programme for the new Board
member.

(h) EVALUATION OF BOARD EFFECTIVENESS

As in the previous years, the Board has, with the assistance of the Company Secretaries,
conducted an annual peer evaluation of the Boards effectiveness in the following
key areas:-

(i) Compliance;
(ii) Board Meetings;
(iii) Board Functions;
(iv) Board Structure;
(v) Board Committees;
(vi) Board Operations;
(vii) Board Chairmans Roles and Responsibilities;
(viii) Financial and Operational Reporting;
(ix) Planning and Objectives;
(x) Risk Assessment;
(xi) New Business Opportunities and Projects;
(xii) Human Resources; and
(xiii) Directors Observations and Additional Comments.

Annual Report 2012 Puncak Niaga Holdings Berhad


The 2012 performance evaluation of the Board has been structured to ensure a balanced
181
and objective review by the Directors for the above key areas.

Following the evaluation, the Board concluded that the Board as a whole and its
committees had performed well, were effective and had all the necessary skills,
experiences and qualities to lead the Company and each of the Director including the Statement
Independent Directors in their capacities as Independent Directors had fulfilled their On Corporate
responsibilities and obligations and have carried out their duties as required and in Governance
accordance with the Board Charter of the Company.

In 2012, the Nomination Committee and the Board of the Company had also assessed
the independence of its Independent Directors based on the relevant criteria on the
assessment of independence as developed by the Nomination Committee.

(i) BOARD COMMITTEES

The Board has delegated specific responsibilities to the Board Committees whose
functions and authorities are spelt out in their respective terms of reference and consistent
with the recommendations of the MCCG 2012. The Board Committees will observe the
same rules of conduct and procedures as the Board, unless otherwise determined by the
Board. A summary of the various Board Committees at PNHB level and their composition
are as follows:-
Compliance,
Internal
Control and
Risk Policy
Audit Remuneration Nomination Committee
Name of Director Committee Committee Committee (CICR)

Tan Sri Rozali Ismail


Executive Chairman

Dato Hashim Mahfar


Managing Director
(resigned on 31/12/2012)

Dato Ruslan Hassan


Non-Independent
Non-Executive Director

Dato Ir
Lee Miang Koi
Non-Independent
Non-Executive Director

Dato Syed
Danial Syed Arifn
Chief Operating Ofcer

Tan Sri Dato Member Member Member


Hari Narayanan
Govindasamy
Independent
Non-Executive Director

Puncak Niaga Holdings Berhad Annual Report 2012


182 Compliance,
Internal
Control and
Risk Policy
Audit Remuneration Nomination Committee
Name of Director Committee Committee Committee (CICR)
Statement
On Corporate Tan Sri Dato Seri Chairman Member Member Chairman
Governance Dr Ting Chew Peh
Independent
Non-Executive Director

Tengku Dato Member


Rahimah Almarhum
Sultan Mahmud
Non-Independent
Non-Executive Director

Tan Sri Dato Member Chairman Chairman


Ahmad Fuzi Haji
Abdul Razak
Independent
Non-Executive Director

Mr Ng Wah Tar Member Member


Executive Director,
Corporate Finance

Note :
(1) The Audit Committee comprises non-executive directors, a majority of whom are Independent
Directors (compliance with Paragraph 15.09 of the Main Market Listing Requirements of Bursa
Securities).
(2) The Remuneration Committee comprises exclusively or a majority of non-executive directors
(as recommended in the MCCG 2012).
(3) The Nomination Committee comprises exclusively of non-executive directors, a majority of whom
must be independent (as recommended in the MCCG 2012).

The Board Committees exercise transparency and full disclosure in their proceedings.
Where applicable, issues are reported to the Board with the appropriate
recommendations by the Board Committees.

In order to expedite the Boards decision-making process at the operating companies


level, an Executive Committee (EXCO) was established at PNSB, SYABAS, POG and
GOM Resources. PNSBs, POGs and GOM Resources EXCO comprise of Executive
Directors and Senior Management whereas SYABAS EXCO comprise only the Executive
Directors. The Board of Directors of Sino Water Pte Ltd (Sino Water), the Companys
98.65% owned Singapore subsidiary company meets at frequent intervals in Malaysia to
deliberate on operational matters.

Each of the operating companies has established Limits of Authority (LOA) which
governs the Groups operational management matters with the relevant level of authority
accorded to the Management. The LOA at each operating company are continuously
reviewed to ensure adequacy, efficiency and integrity in the Groups internal control
systems and management information systems. The Board provides the leadership
necessary to enable the Groups business objectives to be met, whilst ensuring that the
Companys obligations to its stakeholders are met.

Annual Report 2012 Puncak Niaga Holdings Berhad


Audit Committee
183
The Audit Committee is authorised by the Board to investigate any activities within
its Terms of Reference and has unrestricted access to both the internal and external
auditors and members of the senior management of the Group. The activities carried out
by the Audit Committee are summarised in the Audit Committee Report together with its Statement
Summarised Terms of Reference as stated on pages 198 to 203 of this Annual Report. On Corporate
Governance
The Audit Committee ensure that the financial statements comply with applicable
financial reporting standards as this is integral to the reliability of the financial statements.
The Audit Committee also ensure the independence of the External Auditors during the
conduct of the audit engagement.

Nomination Committee

The primary objectives of the Nomination Committee are set out under the heading of
Appointment of Directors on pages 179 to 180 of this Annual Report.

Remuneration Committee

The Remuneration Committee comprises four (4) Directors, consisting of three (3)
Independent Non-Executive Directors of the Company and one (1) Executive Director of
the Company.

The primary objectives of the Remuneration Committee are:-

(i) To establish and annually review the remuneration packages for each individual
Executive Directors such that the levels of remuneration are sufficient to attract and
retain the Directors needed to run the Company successfully and aligned to the
business strategy and long term objectives of the Company.

(ii) The Remuneration Committee shall make its recommendation to the Board and the
respective Directors shall abstain from the discussion of their own remuneration.

The levels of remuneration of the Executive Directors should reflect their experiences,
level of responsibilities, expertise and complexity of the Companys activities and
contribution to the Company.

(j) RE-ELECTION OF DIRECTORS

Retirement by rotation

Articles 98 and 99 of the Companys Articles of Association (Articles) provide that one
third of the Directors shall retire from office by rotation at each Annual General Meeting
and all Directors shall retire from office at least once every three (3) years but, shall be
eligible and may offer themselves for re-election.

Upon the recommendation of the Nomination Committee and the Board of the Company,
the following Directors shall retire at the forthcoming Sixteenth Annual General Meeting
(16th AGM) of the Company and being eligible, had offered themselves for re-election:-

i. YBhg Dato Ruslan Bin Hassan, retiring pursuant to Article 98 of the Articles;
ii. YBhg Dato Syed Danial Bin Syed Ariffin, retiring pursuant to Article 98 of the Articles;
and
iii. YAM Tengku Dato Rahimah Binti Almarhum Sultan Mahmud, retiring pursuant to
Article 98 of the Articles.

Puncak Niaga Holdings Berhad Annual Report 2012


184 The information on the Directors standing for re-election at the forthcoming 16th AGM of
the Company is contained in the Statement Accompanying the Notice of Annual General
Meeting.

Continuing as Independent Directors after serving a tenure of more than nine (9) years
Statement
On Corporate As highlighted in item (b) above, the Nomination Committee and the Board of the
Governance Company had recommended that both YBhg Tan Sri Dato Seri Dr Ting Chew Peh and
YBhg Tan Sri Dato Hari Narayanan Govindasamy, who had served on the Board of the
Company for a cumulative term of more than nine (9) years be granted the authority to
continue to serve as Independent Non-Executive Directors of the Company and to hold
office until the conclusion of the next Annual General Meeting of the Company.

Section 129 of the Companies Act, 1965

Pursuant to Section 129(2) of the Companies Act, 1965 (the Act), Directors who attain
or who are over the age of 70 years shall retire at every annual general meeting and may
offer themselves for re-appointment to hold office until the next annual general meeting.

YBhg Tan Sri Dato Seri Dr Ting Chew Peh, the Senior Independent Non-Executive
Director of the Company, who will attain the age of 70 years in June 2013, shall retire at
the forthcoming 16th AGM pursuant to Section 129(2) of the Act.

The Nomination Committee and the Board of the Company had recommended the
re-appointment of YBhg Tan Sri Dato Seri Dr Ting Chew Peh pursuant to Section 129
of the Act at the forthcoming 16th AGM of the Company. Kindly refer to Agenda 4 of the
Notice of the 16th AGM on pages 431 to 438 of this Annual Report.

The recommendation by the Nomination Committee and the Board of the Company was
based on YBhg Tan Sri Dato Seri Dr Ting Chew Pehs continued invaluable contributions
to the Company and he had proven to be a reliable Independent Director/Chairman of
Audit Committee/Chairman of CICR with his professionalism, aptitude and outlook of
business perspective.

Gender Diversity Policy

The Board has approved the establishment of a Gender Diversity Policy for the Group
with the objective to achieve an equitable and fair gender rate in its manpower resources
including female representation at Board and Senior Management levels.

This policy is posted at the Corporate Governance link at the Companys website,
www.puncakniaga.com.my.

Annual Report 2012 Puncak Niaga Holdings Berhad


DIRECTORS REMUNERATION
185
(a) PROCEDURE, LEVEL AND MAKE UP OF REMUNERATION

The Company has a formal procedure to determine the remuneration of each Board
member which are reviewed, from time to time, against market practices. In the case Statement
of the Executive Directors, their remuneration are structured so as to link rewards to On Corporate
corporate and individual performance and their remuneration packages comprise salary, Governance
allowances, bonuses and other benefits as normally accorded to similar positions in
other comparable companies and sufficiently attractive to retain persons of high caliber.
Performance is measured against profits and other targets set from the Companys annual
budget and business plans as well as achievements of targeted returns to shareholders.
In the case of the Independent Non-Executive Directors, their remunerations reflect their
experiences, level of responsibilities and contributions and the time spent attending
to the Groups affairs and they are paid a fixed monthly allowance, leave passage and
meeting allowances for each Board and Board Committee meeting that they attend.

The Remuneration Committee is responsible for recommending the remuneration


packages of the Directors to the Board. The Board, as a whole, determines the remuneration
of the Non-Executive Directors. Individual Directors shall abstain from discussing and
voting on their own remuneration at the Board and Remuneration Committee Meetings.

(b) DISCLOSURE OF DIRECTORS REMUNERATION

The details of the remuneration received and receivable by the Companys Directors from
the Company for the financial year ended 31 December 2012 are as follows:-

Employees
Leave Provident
Name of Director Fees Salaries Bonuses Passage Allowance Fund Total
(RM) (RM) (RM) (RM) (RM) (RM) (RM)

Tan Sri Rozali Ismail

Dato Hashim Mahfar


(Resigned on
31/12/2012)

Dato Ruslan Hassan 80,000 107,000 187,000

Dato Ir Lee Miang Koi 70,000 2,000 72,000

Dato Syed Danial


Syed Ariffin

Tan Sri Dato 50,000 72,000 122,000


Hari Narayanan
Govindasamy

Tan Sri Dato Seri 50,000 104,000 154,000


Dr Ting Chew Peh

Tengku Dato 10,000 10,000


Rahimah Almarhum
Sultan Mahmud

Tan Sri Dato Ahmad 50,000 78,000 128,000


Fuzi Haji Abdul Razak

Ng Wah Tar

Puncak Niaga Holdings Berhad Annual Report 2012


186 The remuneration packages of the Directors of the Company received and receivable
from the Group for the financial year ended 31 December 2012 are categorised into the
appropriate components as follows:-

Executive Directors Non-Executive Directors


(RM) (RM)
Statement
On Corporate Salaries 10,416,459
Governance Bonuses 1,609,945
Benefits-in-kind 225,685
Allowances 3,962,204 254,000
Employees Provident Fund 3,217,007
Leave Passage 780,000 150,000
Retirement Benefit 20,000,000

Total 40,211,300 404,000

Details of the Directors Remuneration at Company and Group levels for the financial
year ended 31 December 2012, in bands of RM50,000 are tabulated as follows:-

Company Level Group Level


No. of No. of
Executive Non-Executive No. of
Range of Remuneration per annum Directors Directors Directors

RM100,001 to RM150,000 2 2
RM150,001 to RM200,000 1 1
RM300,001 to RM350,000 1 1
RM700,001 to RM750,000 1
RM1,000,001 to RM1,050,000 1
RM1,050,001 to RM1,100,000 1
RM1,700,000 to RM1,750,000 1
RM2,000,001 to RM2,050,000 1
RM33,300,001 to RM33,350,000 1

(c) DIRECTORS SHARE OPTIONS

There is no Directors Share Options Scheme in the Company during the financial year
ended 31 December 2012.

(d) DIRECTORS TRAINING

The Directors keep themselves abreast on the latest regulatory and corporate governance
developments, besides enhancing professionalism and knowledge to enable them to
discharge their duties effectively.

For the financial year ended 31 December 2012, the Directors have attended training
programmes, seminars and conferences organised by the Company and the various
training providers covering areas such as:-

Talk on Identity & Prospective Launch


Talk on Campaign Launching Ceremony
EOR Services Forum Preparing Mindset & Capabilities For Successful Malaysia
EOR Projects
Executing Effective Transformation Process Getting It Right
Financial Essentials for Non-Financial Professionals
Building High Performance Directors
Corporate Disclosure Guide 2011
Managing Board, Committees And Shareholders
Annual Report 2012 Puncak Niaga Holdings Berhad
National Procurement & Integrity Forum For Malaysian Government Contractors And
187
GLC Vendors 2012
Related Party Transactions Doing It Right For Results
FIDE Elective Program Banking Fundamentals
Roundtable Conference on Malaysia-Indonesia/Thailand/Vietnam Relations Towards
Strengthening ASEAN Regionalism & ASEAN : The Way Forward Statement
Roundtable Regional Cooperation to Combat Climate Change : The Way Forward On Corporate
& Islamic Micro Finance : An Instrument for Poverty Alleviation Governance
International Conference Plight of the Rohingya: Solutions? International Efforts in
Addressing the Suffering of the Rohingya The Role of NGOs and Civil Society
MICPA 53rd Anniversary Commemorative Lecture Cum Luncheon
Asia Water
Singapore International Water Week 2012, Singapore
Indonesia Investment Summit
Advocacy Sessions On Disclosure For CEOs And CFOs

In addition, the Executive Chairman and some Directors have also presented papers at
seminars and forums on water-related subjects.

SHAREHOLDERS COMMUNICATION AND INVESTOR RELATIONS POLICY

The Board acknowledges the need for the Companys shareholders and investors to be
informed of all material business and corporate developments concerning the Group
in a timely manner. In addition to various announcements made during the year, the
timely release of the Groups consolidated financial results on quarterly basis provides
the shareholders and investors with an overview of the Groups financial and operational
performances.

The Company maintains regular and effective communication with its shareholders and
stakeholders through one-to-one or group dialogues, participation in investor conferences
organised by local and foreign institutional houses, attending to shareholders and
investors e-mails and phone calls enquiries, Company General Meetings and other
Company events. The Notice for the Companys Annual General Meetings contains
relevant information including the shareholders rights to demand a poll vote to enable
them to exercise their rights.

The Notice for the Companys Annual General Meeting is posted at the Annual Report
link at the Companys website, www.puncakniaga.com.my.

The Annual Report of Puncak Niaga which is produced in line with best corporate
governance practices also serves as a key channel of communication with shareholders
and investors.

Another effective communication tool to reach shareholders and investors using information
technology is via our corporate website, www.puncakniaga.com.my with a direct link to
SYABAS website, www.syabas.com.my, POGs website, www.puncakoil.com, GOM
Resources website, www.gomresources.com and Sino Water Pte Ltds website,
www.sino-water.com. which can be accessed easily and promptly for information on the
Group as an ongoing commitment to provide more easily accessible information to the
shareholders and investors.

The Companys Investor Relations Policy & Report is set out on pages 211 to 213 of this
Annual Report and the Investor Relations Policy is posted at the Corporate Governance
link at the Companys website, www.puncakniaga.com.my.

Puncak Niaga Holdings Berhad Annual Report 2012


188 ACCOUNTABILITY AND AUDIT

(a) FINANCIAL REPORTING

The Board is responsible for the quality and completeness of publicly disclosed financial
Statement reports. In presenting the annual financial statements, quarterly reports and the annual
On Corporate reports to the shareholders of the Company, the Board takes appropriate steps to
Governance present a clear and balanced assessment of the Groups position and prospects. This
also applies to other price-sensitive public announcements and reports to the regulatory
authorities.

The Groups financial statements and quarterly announcements, prepared using


appropriate accounting policies, consistently and supported by reasonable and prudent
judgements and estimates, will be reviewed and deliberated by the Audit Committee
in the presence of the External Auditors, Internal Auditors of the Company and the
Executive Director of Finance Division prior to recommending them for adoption by the
Board. The Audit Committee ensures that the information to be disclosed are accurate,
adequate and in compliance with the various disclosure requirements imposed by the
relevant authorities. The Board discusses and reviews the recommendations proposed
by the Audit Committee prior to its adoption. The Board also ensures accurate and timely
release of the Groups quarterly and annual financial results to Bursa Securities.

The Statement of Directors Responsibility in respect of the preparation of the Annual


Audited Financial Statements of the Group is set out on page 216 of this Annual Report.

(b) RELATIONSHIP WITH EXTERNAL AUDITORS

The Board maintains a transparent and professional relationship with the Groups External
Auditors. The External Auditors attended four out of five Audit Committee meetings of the
Company held during the financial year. These quarterly meetings enabled the exchange
of views on issues requiring attention.

A formal mechanism has been established by the Audit Committee to ensure there is
frank and candid dialogue with the External Auditors. The Audit Committee will meet
the External Auditors twice a year (April and November) without the presence of the
Executive Directors and Management. This allows the Audit Committee and the External
Auditors the exchange of free and honest views and opinions in matters related to
External Auditors audit and findings.

The Audit Committee has considered the provision of non-audit services by the External
Auditors during the year and concluded that the provision of these services did not
compromise the External Auditors independence and objectivity as the amount of the
fees paid for these services were not significant when compared to the total fees paid to
the External Auditors.

A report by the Audit Committee together with its Summarised Terms of Reference is set
out on pages 198 to 203 of this Annual Report.

Annual Report 2012 Puncak Niaga Holdings Berhad


(c) INTERNAL CONTROL
189
The Board acknowledges its overall responsibility for maintaining a sound system of
internal controls, which provides reasonable assurance in ensuring the effectiveness and
efficiency of the Groups operations and to safeguard shareholders investment and its
assets and interests in compliance with the relevant laws and regulations as well as the Statement
internal financial administration procedures and guidelines. On Corporate
Governance
The effectiveness of the system of internal controls of the Group is reviewed by the Audit
Committee. The Internal Audit Department, led by the Head of Internal Audit will conduct
internal audit covering the financial, operational and compliance controls, processes to
identify and evaluate the significant risks faced by the Group including the governance,
risk management and internal control processes within the Company. The reports of
the Internal Audit Department will be tabled to the Audit Committee for review and
deliberation.

The Groups Statement on Internal Control is set out on pages 196 to 197 of this
Annual Report.

(d) RISK MANAGEMENT FRAMEWORK

The Board recognises that risk management involves a structured approach, combining
the efforts of all functions within the Group, to minimise the possibility and impact
of unexpected damages so as to contribute towards greater efficiency and better
decision-making. The Groups Enterprise-Wide Risk Profile is reviewed annually to
take into consideration changes in the business environment, strategies and functional
activities of the Group for determining the Groups level of risk tolerance and identify,
assess and monitor key business risks to safeguard shareholders investments and
the Companys assets.

The Groups Risk Management Policy and Report is set out on pages 204 to 207 of this
Annual Report.

(e) CORPORATE SOCIAL RESPONSIBILITY

Appendix 9C (Part A, Paragraph 29) of the Main Market Listing Requirements of Bursa
Securities requires a listed company to provide a description in its annual report of the
corporate social responsibility activities and practices undertaken by the listed company
and its subsidiaries.

The Groups Report on Environmental Issues, Social Accountability and Sustainability


Report are set out in Valuing Our People section on pages 126 to 149 of this Annual
Report, in Engagement With Our Community section on pages 164 to 169 of this
Annual Report and in Preserving Our Environment section on pages 150 to 163 of this
Annual Report.

The Corporate Disclosure Policy and the Quality Policy & Report are set out on pages
208 and 214 to 215 of this Annual Report, respectively and these policies are also posted
at the Corporate Governance link at the Companys website, www.puncakniaga.com.my.

Puncak Niaga Holdings Berhad Annual Report 2012


190 OTHER COMPLIANCE INFORMATION

(a) SHARE BUY BACK

The Company did not implement any share buy back or resale or cancel any of the
Statement Companys treasury shares during the financial year ended 31 December 2012. As at
On Corporate 31 December 2012, the total number of the Companys treasury shares remained at
Governance 2,036,800 ordinary shares of RM1.00 each.

(b) OPTIONS, WARRANTS OR CONVERTIBLE SECURITIES

There were no options, warrants or convertible securities exercised during the financial
year ended 31 December 2012 as the options and warrants had expired, lapsed and
became void and ceased to be exercisable after the expiry date or the exercisable period
respectively.

(c) AMERICAN DEPOSITORY RECEIPT (ADR) / GLOBAL DEPOSITORY RECEIPT (GDR)

The Company does not sponsor any ADR or GDR programme.

(d) SANCTIONS AND/OR PENALTIES

The Company and its subsidiaries, Directors and Management have not been imposed
with any sanctions and/or penalties by the relevant regulatory bodies for the financial
year ended 31 December 2012.

(e) NON-AUDIT FEES

During the financial year ended 31 December 2012, the Group paid the following
non-audit fees to the External Auditors:-

(i) Tax advisory and compliance work RM184,886


(ii) Other non-audit related service RM398,310

Non-audit fees payable to the external auditors, Messrs Ernst & Young relates to the
review of the Statement of Internal Control and other professional services including
adoption of new accounting standards, tax compliance, tax planning and advisory
services.

(f) VARIATIONS IN RESULTS

There was no material variation in the Audited Financial Statements for the financial
year ended 31 December 2012 contained in this Annual Report as compared with the
unaudited consolidated results of the Group for the financial year ended 31 December 2012
which was announced to Bursa Securities on 28 February 2013.

(g) PROFIT GUARANTEE

The Company does not provide any profit guarantee to any parties.

Annual Report 2012 Puncak Niaga Holdings Berhad


(h) RECURRENT RELATED PARTY TRANSACTION
191
The Company did not enter into any recurrent related party transaction, which requires
the shareholders mandate during the financial year ended 31 December 2012.

(i) MATERIAL CONTRACTS INVOLVING DIRECTORS AND MAJOR SHAREHOLDERS Statement


On Corporate
Material contracts entered into by the Company and the Group, which involve the interests Governance
of Directors and major shareholders of the Company and its subsidiary companies
and material contracts which are still subsisting at the end of the financial year ended
31 December 2012, are as follows:-

Relationship
Consideration/ with Director/
Nature of Mode of Major
Date Contract Parties Satisfaction Shareholder

15 Concession Syarikat Bekalan Not YBhg Tan Sri


December Agreement Air Selangor Applicable Rozali Ismail
2004 Sdn Bhd (TSRI) is a
(SYABAS), major shareholder
the State of PNHB held
Government of directly under
Selangor Darul his name and
Ehsan and the indirectly held
Government through his 100%
of Malaysia equity interest in
(Federal Central Plus (M)
Government) Sdn Bhd (CPlus)
and Corporate
Line (M) Sdn Bhd
(CLine). PNHB
in turn, holds 70%
equity interest
in SYABAS.

31 Shareholders PNHB, Not TSRI is a major


December Agreement Kumpulan Applicable shareholder
2004 Darul Ehsan of PNHB held
Berhad directly under
(KDEB) his name and
and SYABAS indirectly held
through his 100%
equity interest in
CPlus and CLine.
PNHB in turn,
holds 70%
equity interest
in SYABAS.

Puncak Niaga Holdings Berhad Annual Report 2012


192
Relationship
Consideration/ with Director/
Nature of Mode of Major
Date Contract Parties Satisfaction Shareholder

Statement 23 Subscription PNHB, KDEB Not TSRI is a major


On Corporate February Agreement In and SYABAS applicable shareholder
Governance 2006 Relation To The of PNHB held
Subscription directly under
For Up To his name and
RM1.045 Billion indirectly held
Nominal Value through his 100%
Of Redeemable equity interest in
Cumulative CPlus and CLine.
Unsecured PNHB in turn,
Loan Stocks holds 70%
Of SYABAS equity interest
(RCULS) in SYABAS.

8 Subscription Puncak Niaga Not TSRI is a major


December Agreement In (M) Sdn Bhd applicable shareholder
2006 Relation To (PNSB) (as the of PNHB held
The Issue Of Issuer), United directly under
RM435.0 Million Overseas Bank his name and
Nominal Value (Malaysia) Bhd indirectly held
Of Redeemable (as the Facility through his 100%
Unsecured Agent and the equity interest
Bonds To Issue Agent) in CPlus and
PNHB and PNHB CLine. PNHB in
turn, holds 100%
equity interest
in PNSB.

16 Sungai Lolo The State Not TSRI is a major


August Water Treatment Government of applicable shareholder
2007 Plant (Extension) Selangor Darul of PNHB held
Operation And Ehsan and directly under
Maintenance PNSB his name and
Agreement indirectly held
through his 100%
equity interest
in CPlus and
CLine. PNHB in
turn, holds 100%
equity interest
in PNSB.

Annual Report 2012 Puncak Niaga Holdings Berhad


193
Relationship
Consideration/ with Director/
Nature of Mode of Major
Date Contract Parties Satisfaction Shareholder

16 Novation The State Not TSRI is a major Statement


August Agreement In Government of applicable shareholder On Corporate
2007 Relation To The Selangor Darul of PNHB held Governance
Sungai Lolo Ehsan, PNSB directly under
Water Treatment and SYABAS his name and
Plant (Extension) indirectly held
Operation and through his 100%
Maintenance equity interest
Agreement in CPlus and
CLine. PNHB in
turn, holds 100%
and 70% equity
interests in PNSB
and SYABAS,
respectively.

7 Sg Sireh Water The State Not TSRI is a major


March Treatment Plant Government of applicable shareholder
2008 (Extension) Selangor Darul of PNHB held
Operation and Ehsan and directly under
Maintenance PNSB his name and
Agreement indirectly held
through his 100%
equity interest
in CPlus and
CLine. PNHB in
turn, holds 100%
equity interest
in PNSB.

7 Novation The State Not TSRI is a major


March Agreement To Government of applicable shareholder
2008 The Sg Sireh Selangor Darul of PNHB held
Water Treatment Ehsan, PNSB directly under
Plant (Extension) and SYABAS his name and
Operation and indirectly held
Maintenance through his 100%
Agreement equity interest
in CPlus and
CLine. PNHB in
turn, holds 100%
and 70% equity
interests in PNSB
and SYABAS,
respectively.

Puncak Niaga Holdings Berhad Annual Report 2012


194
Relationship
Consideration/ with Director/
Nature of Mode of Major
Date Contract Parties Satisfaction Shareholder

Statement 16 Loan Facility SYABAS Not TSRI is a major


On Corporate December Agreement (Borrower) and applicable shareholder
Governance 2009 (in respect of a the Federal of PNHB held
loan facility of Government directly under
RM320,800,000.00 (Lender) his name and
only). The details indirectly held
are set out in the through his 100%
Audited Financial equity interest in
Statements of CPlus and CLine.
the Group and PNHB in turn,
the Company holds 70%
for the financial equity interest
year ended in SYABAS.
31 December
2012 on pages
335 to 336 of this
Annual Report

17 Loan Facility SYABAS Not TSRI is a major


October Agreement (Borrower) and applicable shareholder
2011 (in respect of a the Federal of PNHB held
loan facility of Government directly under
RM110,000,000.00 of Malaysia his name and
only). The details (Lender) indirectly held
are as set out through his 100%
in the Audited equity interest in
Financial CPlus and CLine.
Statements of PNHB in turn,
the Group and holds 70%
the Company equity interest
for the financial in SYABAS.
year ended 31
December 2012
on pages 336 to
337 of this
Annual Report.

Deed of SYABAS
Assignment (as the Assignor)
and the Federal
Government
(as Assignee)

Annual Report 2012 Puncak Niaga Holdings Berhad


195
Relationship
Consideration/ with Director/
Nature of Mode of Major
Date Contract Parties Satisfaction Shareholder

29 Facility KGL Ltd. Not TSRI is a major Statement


February Agreement (Borrower), applicable shareholder On Corporate
2012 (in respect of OCBC Bank of PNHB held Governance
Syndicated (Malaysia) directly under
Term Loan Berhad and his name and
Facility of Hong Leong indirectly held
USD36.0 million). Bank Berhad through his 100%
The details (Lenders) equity interest in
are as set out CPlus and CLine.
in the Audited PNHB in turn,
Financial holds 100%
Statements of equity interest
the Group and in Puncak Oil &
the Company Gas Sdn Bhd, the
for the financial holding company
year ended of KGL Ltd.
31 December
2012 on pages
340 to 341 of this
Annual Report.

31 Deed of PNHB, KDEB, Not TSRI is a major


July Revocation SYABAS and applicable shareholder
2012 to revoke and Kumpulan of PNHB held
rescind the Perangsang directly under
Supplemental Selangor Berhad his name and
Shareholders indirectly held
Agreement dated through his 100%
20 February equity interest in
2009. CPlus and CLine.
PNHB in turn,
holds 70%
equity interest
in SYABAS.

STATEMENT OF GOING CONCERN

Barring any unforeseen circumstances and upon making due and reasonable enquiry into
the affairs of the Group, the Board firmly believes that the Group shall continue to operate
as a going concern business in the foreseeable future.

This Statement on Corporate Governance has been approved by the Board of PNHB on
29 April 2013.

Puncak Niaga Holdings Berhad Annual Report 2012


196 INTRODUCTION

The Malaysian Code on Corporate Governance 2012 requires the Board of Directors
(Board) to maintain a sound system of risk management and internal control to safeguard
shareholders investments and the Groups assets. The Main Market Listing Requirements
of Bursa Malaysia Securities Berhad requires the Board to disclose in the annual report the
Statement main features of the companys risk management and internal control system.The Board is
On Internal guided by Statement on Risk Management & Internal Control: Guidelines for Directors of
Public Listed Companies (Guidelines).
Control
RESPONSIBILITY

The Board of the Puncak Niaga Holdings Berhad (PNHB) Group is responsible for
maintaining a sound risk management and internal control system and for reviewing their
adequacy and integrity so as to safeguard the shareholders investments and the Groups
assets. The Board has mandated the Management to implement a control system designed
to identify and manage risks facing the Group in pursuit of its business objectives. This
internal control system, by its nature, can only provide reasonable and not absolute assurance
against material misstatement or loss.

The Board affirms that there is an ongoing processes for identifying, evaluating, monitoring
and managing significant risks faced by the Group. This process is carried out by the Board
of PNHB via a specific Board Committee, namely the Compliance, Internal Control and Risk
Policy Committee, which dedicates its time at periodic intervals throughout the year for
discussion on this matter.

RISK MANAGEMENT FRAMEWORK

Risk Management is firmly embedded in the Groups management system and is every
employees responsibility. In October 2001, the Board of PNHB formally approved a systematic
risk management structure and process for the Group. Since then, the structure and process
have been fully implemented by the Management and employees of the PNHB Group.
The Groups risk management framework is explained in detail in the Risk Management
Policy & Report set out on pages 204 to 207 of the Annual Report.

INTERNAL CONTROL SYSTEM

The key elements of the Groups internal control system and assurance processes, inter alia,
encompass the following:-

All major decisions require the final approval of the respective Boards/Executive
Committees within the Group (PNHB/Puncak Niaga (M) Sdn Bhd (PNSB)/Syarikat
Bekalan Air Selangor Sdn Bhd (SYABAS)/ Sino Water Pte Ltd (Sino Water)/Puncak Oil
& Gas Sdn Bhd (POG) Group) and are only made after appropriate in-depth analysis.
The respective Boards/Executive Committees receive regular and comprehensive
information covering all Divisions/Departments/Districts in the respective companies
within the Group.

All Divisions and Departments of PNSB and POG Group have clearly documented
Procedure Manuals and/or Policies whilst SYABAS has Standard Operating Procedures
and/or Policies incorporating control procedures and the scopes of responsibilities
and authorities. The Procedure Manuals/Standard Operating Procedures/Policies are
updated from time to time to incorporate all elements necessitated by changes in the
legislation, industry best practices and business dynamics.

The Internal Audit Department of PNSB independently reviews the control processes
implemented by the Management from time to time and periodically reports on its findings
and recommendations to the Audit Committee of PNHB. The duties and responsibilities
of PNHBs Audit Committee are detailed in the Terms of Reference of PNHBs Audit
Committee. The Audit Committee, by consideration of both Internal and External Audit
Reports, is able to gauge the effectiveness and adequacy of the internal control system,
for presentation of its findings to the Board. The Internal Audit Department of PNSB

Annual Report 2012 Puncak Niaga Holdings Berhad


extends a copy of its Final Internal Audit Reports to the Executive Chairman and Managing
197
Director and summarised Status Reports on its activities are regularly submitted to the
Management Committee Meetings.

The Board of SYABAS established an Audit Committee with its own Terms of Reference
on 3 August 2007. The Internal Audit Department of SYABAS extends a copy of its Statement
Internal Audit Reports to the Executive Chairman and summarised Status Reports on its
activities are regularly submitted to the Management of SYABAS.
On Internal
Control
The Compliance, Internal Control and Risk Policy Committee, which is chaired by YBhg
Tan Sri Dato Seri Dr Ting Chew Peh, an Independent Non-Executive Director of PNHB
was established in October 2001. This Committee closely monitors the Risk Management
process within the Group and the extent of compliance with the Statement on Internal
Control requirements.

The Tender and Contracts Committee of PNSB/POG Group and the Tender Committees
of SYABAS ensure transparency and competitive pricing in the award of contracts within
the Group.

A detailed budgeting process has been established for PNSB, SYABAS, Sino Water
and POG Group requiring all Divisions/Departments/Districts to prepare their respective
budgets annually. These budgets are then reviewed and approved by the respective
Boards/Executive Committees prior to actual implementation each year. The monitoring
of actual performance versus budget for PNSB, SYABAS, Sino Water and POG Group,
with major variances being followed up, is done on a monthly basis and Management
action is taken to rectify any shortcomings, where necessary.

PNSB, SYABAS, Sino Water and POG Group have their own Limits of Authorities that
have been approved by their respective Boards.

Self-Assessment Audit Forms (which list key internal controls), have been developed for
all Departments of PNSB. All departments are required to submit a quarterly declaration
to the Internal Audit Department as to whether all the key internal controls have been
complied with. Effective quarter ended 30 September 2012, the Self-Assessment Audit
Forms are submitted and monitored online through the Audit Monitoring System.

Board Assessment

The Board is of the view that the Groups risk management and internal control system for the
year under review and as at the date of this statement is sound and sufficient to safeguard
the shareholders investment and the Groups asset.

The Board has received assurance from the respective companies CEO and CFO that
the Groups risk management and internal control system are operating adequately and
effectively at the operating companies.

This Statement on Internal Control has been prepared in accordance with the Guidelines and
has been approved by the Board of PNHB and reviewed by the external auditors.

For and on behalf of the Board of Puncak Niaga Holdings Berhad

TAN SRI DATO SERI DR TING CHEW PEH


Chairman
Compliance, Internal Control and Risk Policy Committee

29 APRIL 2013

Puncak Niaga Holdings Berhad Annual Report 2012


198 The Board of Directors of Puncak Niaga Holdings Berhad (PNHB) is pleased to present the
report of the Audit Committee for the financial year 2012.

1. MEMBERSHIPS AND MEETINGS

The Audit Committee comprises the following members and details of attendance of
Audit each member at the Audit Committee Meetings held during the financial year 2012 were
Committee as follows:

Report NUMBER OF NUMBER OF


MEETINGS MEETINGS PERCENTAGE
COMPOSITION OF COMMITTEE HELD ATTENDED (%)

YBhg Tan Sri Dato


Seri Dr Ting Chew Peh
Chairman/Independent Non-Executive Director 5 5 100

YBhg Tan Sri Dato


Hari Narayanan Govindasamy
Member/Independent Non-Executive Director 5 4 80

YAM Tengku Dato


Rahimah Almarhum Sultan Mahmud
Member/Non-Independent Non-Executive Director 5 5 100

YBhg Tan Sri Dato


Ahmad Fuzi Haji Abdul Razak
Member/Independent Non-Executive Director 5 5 100

The Executive Director (Finance Division), Senior General Manager (Internal Audit
Department), Executive Director (Operation & Maintenance Department) and other
members of Senior Management attended these meetings upon the invitation by the
Chairman of the Audit Committee. The Groups external auditors were also invited to
attend these meetings where matters relating to the audit of the statutory accounts,
quarterly financial results and/or the external auditors are to be discussed. The Company
Secretaries, Madam Tan Bee Lian and Madam Lim Yew Heang are the Secretaries to the
Audit Committee.

2. SUMMARY OF ACTIVITIES

During the financial year 2012, the Audit Committee carried out its duties as set out in the
Terms of Reference of the Audit Committee. The main activities carried out by the Audit
Committee during the financial year included the following:-

Financial Results

Reviewed the quarterly and year-to-date unaudited financial results of the Group
before tabling to the Board for consideration and approval.

Reviewed the reports and the audited financial statements of the Company and of the
Group together with the external auditors prior to tabling to the Board for approval.

External Audit

Reviewed the external auditors scope of work and audit plan for the year and made
recommendations to the Board on their appointment and remuneration.

Reviewed and discussed the external auditors audit report and areas of concern
highlighted in the management letter, including managements response to the
concerns raised by the external auditors.

Annual Report 2012 Puncak Niaga Holdings Berhad


Discussed on significant accounting and auditing issues, impact of new or proposed
199
changes in accounting standards and regulatory requirements.

Met with the external auditors without the presence of the management.

Internal Audit Audit


Committee
Reviewed the Internal Audit Plan, programme of resource requirement for the year
and assessed the performance of the Internal Audit Department.
Report

Reviewed the Internal Audit reports, which highlighted the audit issues,
recommendations and the Managements responses and directed action to be taken
by the Management to rectify and improve the system of internal control.

Monitored the implementation of recommendations made by the Internal Audit


Department arising from its audits in order to obtain assurances that all key risks and
control concerns have been fully addressed.

Related Party Transactions

Reviewed all related party transactions entered into by the Company and the Group.

3. INTERNAL AUDIT FUNCTIONS

Puncak Niaga Holdings Berhad (PNHB) / Puncak Niaga (M) Sdn Bhd (PNSB)

PNHB/PNSB has an established independent Internal Audit Department reporting directly


to the Audit Committee. The Internal Audit Department assists the Audit Committee in
the discharge of its duties and responsibilities. The Internal Audit Departments primary
responsibility is to provide an independent assurance on the adequacy and effectiveness
of risk management, governance and internal control.

The Internal Audit Department focuses on regular and systematic review and has
conducted evaluation on the internal control, management information systems, and
compliance with established procedures including the system for compliance with
applicable laws, regulations, rules, directives and guidelines.

The Annual Internal Audit Plan 2012 of the Internal Audit Department (which was
developed based on a risk based approach), was approved by the Audit Committee at the
71st Audit Committee Meeting of the Company held on 23 November 2011. The Internal
Audit reports, which highlights internal control weaknesses, were deliberated by the
Audit Committee and the recommendations were duly acted upon by the Management.

In 2012, the Internal Audit Department completed a total of 68 major audit assignments
covering all the Water Treatment Plants, high-risk areas identified by the Risk Management
Scorecard Working Group and ad hoc assignments requested by the Senior Management.
Examples of key areas audited by the Internal Audit Department during the Financial Year
2012 were Sludge Lagoon at SSP2, Property Maintenance at Wisma Rozali, Contract
Management of Sarawak Project, Incidents Handling & Downtime, Store Operations,
Receivables & Payables of Puncak Oil & Gas Sdn Bhd (POG) Group and Plant Audits
of all Water Treatment Plants etc. All audits were performed in-house.

The Internal Audit Departments role with regards to the Groups risk management
framework is explained in the Risk Management Policy & Report set out on pages 204 to
207 of this Annual Report.

The total cost incurred by the Internal Audit Department in relation to the conduct of
the internal audit function of PNHB/PNSB during the Financial Year 2012 was about
RM1.3 million.

Puncak Niaga Holdings Berhad Annual Report 2012


200 As at 31 December 2012, the Internal Audit Department had thirteen staff
(four Accountants, four Engineers, one IT specialist and four support staff). Training
attended by the Internal Audit Departments staff in 2012 included the Singapore
International Water Week 2012, National IT Governance - Data Protection and Cyber
Security Conference for the Public and Private Sector and A Practical Approach to
Audit Forensic Accounting & Digital Forensic.
Committee
SYABAS
Report
Due to the complexity of its water distribution operations which are dissimilar to that
of PNSBs water treatment operations, the Board of SYABAS formally ratified the
establishment of the Internal Audit Department on 1 September 2006, and an Audit
Committee with its own Terms of Reference was formed on 3 August 2007.

At SYABAS, the audit emphasis for the Financial Year 2012 was to determine the
compliance to Client Charter, Companys procedures and guidelines, as well as the
Authorities rules and regulations.

Amongst the audits carried out by the Internal Audit Department were on Savings From
DMZ Installation, Application Assessment on e-Complaint, Management of Shell Card,
Overtime, Whether Meter in Meter Management System Tally to BASIS System and Sites,
Physical Checking on Sampling Station in Accordance With MOH and Safety, Overflow
Incidence and Monitoring Action by Districts, Compensation imposed on Cases of Illegal
Tapping, Compliance to Client Charter 7.3 (c) ix (Pipe Repair) and ii (Pressure) and MLS
2A and 2E and Follow Up Audit On Meter Reader Incentives. Including follow-up audit,
the Internal Audit Department conducted in total 83 assignments in 2012.

The cost incurred by the Internal Audit Department in relation to the conduct of internal
audit function of SYABAS during the year was about RM1.4 million.

4. SUMMARISED TERMS OF REFERENCE OF PNHBS AUDIT COMMITTEE

A. Composition

The Board shall elect an Audit Committee from amongst themselves (pursuant to a
resolution of the Board of Directors), comprising of at least three (3) Directors which
fulfils the following requirements:

i. All the members of the Audit Committee must be Non-Executive Directors of


the Company (and excluding Alternate Directors) with a majority of them being
Independent Directors; and

ii. At least one (1) member of the Audit Committee:

a. must be a member of the Malaysian Institute of Accountants;

b. if he is not a member of the Malaysian Institute of Accountants, he must have


at least three (3) years working experience and:

1. he must have passed the examinations specified in Part I of the 1st


Schedule of the Accountants Act 1967; or

2. he must be a member of one of the associations of accountants specified


in Part II of the 1st Schedule of the Accountants Act 1967; or

3. fulfils such other requirements as prescribed or approved by the


Exchange.

Annual Report 2012 Puncak Niaga Holdings Berhad


The members of the Audit Committee shall elect a Chairman from amongst
201
themselves who shall be an Independent Director. It would be advantageous if
the Chairman possesses a strong personality, has knowledge and experience in
financial reporting, good leadership skills and is keen to get financial reporting and
controls right.
Audit
The Chairman of the Audit Committee will maintain continuous engagement with Committee
the Board Members and Senior Management of the Company and the external
auditors in order to be kept abreast of matters affecting the Company. All members
Report
of the Audit Committee should be financially literate.

If the members of the Audit Committee for any reason be reduced to below three
(3), the Board of Directors shall within three (3) months of the event, appoint such
number of new members as may be required to make up the minimum number of
three (3) members.

B. Duties And Responsibilities

In fulfilling its primary objectives, the Audit Committee will need to undertake the
following duties and responsibilities:

B.1 Oversee All Matters Relating to External and Internal Audits

i. The Committee shall meet with the external auditors prior to the commencement
of the annual audit to review and discuss:

The Annual Audit Plan with the external auditors, including the scope,
nature and areas of audit of the Group.

The extent of any planned reliance on the work of the internal auditors and
the anticipated effect of this reliance on the examination.

Any significant accounting and auditing problems that the auditors can
foresee and the impact on the financial statements of any new or proposed
changes in accounting standards or regulatory requirements.

Following its review of the plan, the Audit Committee may request the external
auditors to perform additional audit work directed to specific areas of concern
to the Committee. Clear policies and procedures must be established and
followed to ensure the independence of the external auditors is not impaired
by the provision of non-audit services to the Company.

ii. Oversee the Internal Audit Department. The Audit Committee in overseeing the
Internal Audit Department will:

Review the audit programme, scope, performance and findings of the


internal auditors.

Monitor the implementation of the programme so that sufficient internal


audit coverage is accorded.

Assess the capacity of the Internal Audit Department to fulfil its


responsibilities by considering, amongst other things, the adequacy of
the scope of the Departments authority as presented in the Departments
charter, the competency, qualifications and experience level of its
employees, the degree to which internal auditors are independent of the
activities they audit and the reporting relationship between the Head of
Internal Audit and Senior Management.

Puncak Niaga Holdings Berhad Annual Report 2012


202 Review any appraisal or assessment of the performance of the staff
of the Internal Audit Department and approve any appointment or
termination of the Head of the Internal Audit Department.

iii. Review the assistance and cooperation given by the Companys officers to the
Audit external and internal auditors.
Committee
iv. Consider the appointment of the external auditors, the audit fee and any
Report questions of resignation or dismissal.

v. The external and/or internal auditors shall have the right to appear and be
heard at any meeting of the Audit Committee and shall appear before the Audit
Committee when required to do so by the Audit Committee.

vi. Upon the request of the external and/or internal auditors, the Chairman of
the Audit Committee shall convene a meeting of the Committee to consider
any matters the auditors believe should be brought to the attention of the
Committee.

vii. The Audit Committee may convene meetings with the external auditors and/or
internal auditors, excluding the attendance of other Directors and employees
of the Company, whenever deemed necessary.

B.2 Evaluate the Standards of Internal Control and Financial Reporting

i. Hold specific discussions with Senior Corporate Management to discuss the


overall adequacy of the internal control system.

ii. Meet with the internal and external auditors concerning their evaluation of the
system of internal accounting controls.

iii. Consider the nature and disposition of the relevant comments appearing in
the reports prepared by the internal auditors and in the external auditors
management letter.

B.3 Review of Financial Statements

i. Meet with the Management and the external auditors to discuss the annual
financial statements of the Company or Group and the results of the audit
before recommending approval by the Board.

ii. Review the changes in or implementation of major accounting policy changes,


the nature and resolution of any significant accounting and auditing problems
encountered during the examination.

iii. It is good practice for the Audit Committee to meet the Management at a regular
interval to review the results of the Company or Group, such as quarterly review
of the results.

iv. Review the nature of any related party transaction and conflict of interest
situation that may arise within the Company or the Group including any
transaction, procedure or course of conduct that raises questions of the
Managements integrity.

v. Review the nature of any significant adjustments and unusual events,


reclassifications or additional disclosures proposed by the external auditors
that are currently significant or may become significant in the future.

vi. Review the adequacy of disclosure of the impact of any changes during the
year in accounting policies, standards and/or regulatory requirements.

Annual Report 2012 Puncak Niaga Holdings Berhad


203
vii. Review the reasons for the major fluctuations in financial statement balances
for the current year compared to prior years.

viii. Review for any unusual circumstances or situations reflected in the financial
statements, including identifying any marginal operations. Audit
Committee
ix. Review the nature of any unusual or significant commitments or contingent
liabilities.
Report

x. Review of any significant differences between the annual report and other
reports, such as reports to the regulatory agencies.

xi. Review for any significant differences in format or disclosure from industry
norms.

B.4 Additional Duties and Responsibilities

i. Act upon the Board of Directors request to investigate and report on any
issues or concerns in regard to the management of the Company.

ii. Such other functions as may be agreed to by the Audit Committee and the
Board of Directors.

C. Access To Records

In carrying out their duties and responsibilities, the Audit Committee will in principle
have full, free and unrestricted access to all Company records, property and
personnel.

D. Meetings and Minutes

i. It is good practice for the Audit Committee to hold a minimum of four (4)
meetings a year, although additional meetings may be called at any time at the
Chairmans discretion.

ii. In addition to the Committee members, the Executive Director of Finance


Division and the Head of Internal Audit Department will normally be in
attendance at the meetings. Representative of the external auditors are to be
in attendance at meetings where matters relating to the audit of the statutory
accounts and/or the external auditors are to be discussed.

iii. The Chief Executive Officer, other Board Members and/or other appropriate
officers may be invited to attend, except for those portions of the meetings
where their presence is considered inappropriate, as determined by the
Committee Chairman.

iv. The Audit Committee will meet with the external auditors without the Executive
Directors present at least twice a year.

v. Minutes of each meeting shall be kept and distributed to each member of the
Committee and also to the members of the Board. The Committee Chairman
shall report on each meeting to the Board. The Secretaries to the Audit
Committee shall be the Company Secretaries.

Puncak Niaga Holdings Berhad Annual Report 2012


204 RISK MANAGEMENT POLICY

The Board of Puncak Niaga Holdings Berhad (PNHB) has approved the following Groups
Risk Management Policy Statement:-

Risk The PNHB Groups Risk Management Policy is to identify measure and control risks that
may prevent the Group from achieving its objectives.
Management
Policy & Our challenge is to apply risk management to all parts of our business to ensure business
risks are minimised and opportunities enhanced.
Report
We will achieve, maintain and review a proper risk management system which is implemented
by the Management and extended to all employees of the Group. This is the commitment of
the Board of Directors.

This policy statement assigns responsibility for risk management to all PNHB Group
employees and acknowledges that corporate responsibility lies with the Board of Directors
of the PNHB Group.

RISK MANAGEMENT REPORT

There are risks faced by all companies in the various facets of their corporate lives. The
nature of such risks including systemic, market, employees, economic, legislation, financial
and others, need to be identified and managed to reduce the possibility and impact of any
adverse effects. Puncak Niaga recognises this and has initiated risk management programmes
to ensure its business risks are minimised and opportunities enhanced.

The following steps were taken by the Board of Puncak Niaga in October 2001, for the
management of the Groups corporate risks:-

1. The preparation of the Groups Risk Management Policy Statement.


2. The formation of the Compliance, Internal Control and Risk Policy Committee with its
own Terms of Reference.
3. The setting up of a Risk Management Section, which reports to the Compliance, Internal
Control and Risk Policy Committee.

As a follow up from the Strategic Corporate Risk Management Workshop held for the Board
and Senior Management in August 2001, information on Risk Management has been fully
disseminated to all employees in the form of posters and through the Groups internal
communications network.

In addition, the risk management framework which was established in October 2001 has
since then been fully implemented by the Management and employees of Puncak Niaga.

A second Strategic Enterprise-Wide Risk Management Workshop was conducted for


Directors and Senior Management staff, by an external consultant on 11 September 2008.

An internal briefing was conducted in March 2013 for Directors and Senior Management
on the An Overview of Msian Code On Corporate Governance 2012 & Bursa Malaysia
Securities Berhad Main Market Listing Requirements.

Annual Report 2012 Puncak Niaga Holdings Berhad


COMPLIANCE, INTERNAL CONTROL AND RISK POLICY COMMITTEE (CICR)
205
The establishment of the CICR was formalised by the Board in October 2001. The current
members of the CICR comprise the following:-

Chairman : YBhg Tan Sri Dato Seri Dr Ting Chew Peh Risk
(Independent Non-Executive Director) Management
Policy &
Members : Mr Danny Ng Wah Tar Report
Executive Director, Corporate Finance Division, PNSB
Madam Tan Bee Lian
Executive Director, Corporate Services Division, PNSB
Madam Wong Ley Chan,
Executive Director, Finance Division, PNSB
Tuan Haji Sonari Solor
Senior General Manager, Internal Audit Department, PNSB
Cik Hayati Ab Wahab
Senior General Manager, Internal Audit Department - SYABAS

Secretary : Madam Johty Priyatharashani


Senior Manager, Internal Audit Department, PNSB

A) TERMS OF REFERENCE OF THE CICR

The CICR shall provide assistance to the Board of Directors of Puncak Niaga in
discharging its fiduciary responsibilities relating to safeguarding shareholders investment
and the Groups assets through a structured approach to Risk Management. The primary
responsibilities of the CICR are:-

Formulating strategies to manage the overall risks associated with the Groups
activities. This entails decisions on:-

Long-term and short-term strategies.


Justifiable capital allocation based on return per unit of risk.

Recommending the appropriate risk management policies and procedures, which


shall be reviewed frequently to ensure consistency with fundamental changes in the
economy, market conditions and regulations.

Reviewing periodically the Groups overall objectives by assessing the current


risk portfolio composition and determining the desired exposures of each major area
of risk.

Monitoring and assessing the risk portfolio composition of significant activities of


the Group.

Keeping abreast of both current risk management techniques and theories, and any
possible or actual changes in the regulatory environment, and recommending the
appropriate action.

Puncak Niaga Holdings Berhad Annual Report 2012


206 B) CICR ACTIVITIES

MEETINGS HELD AND ISSUES COVERED

During the year 2012, the CICR held eight (8) meetings, of which four (4) were chaired by
Risk YBhg Tan Sri Dato Seri Dr Ting Chew Peh (Chairman of CICR) and four (4) were chaired
Management by YBhg Dato Hashim Mahfar (Head of CICR).
Policy &
Report At its meetings, the CICR reviewed in detail, the Status Reports prepared by the Risk
Management Section. The issues covered include the following:-

1. The level of readiness of PNSB and the respective Divisions and Departments with
regards to the Statement on Internal Control requirements.

2. The progress of the risk assessment and risk monitoring exercises at Departmental /
Divisional and Enterprise-Wide levels. The main risks, controls and management
actions are highlighted for the CICR to deliberate.

3. The effective utilisation of the Q-RADAR Corporate Risk Scorecard software to


identify, measure and monitor all corporate risks identified within Puncak Niaga (M)
Sdn Bhd (PNSB), Syarikat Bekalan Air Selangor Sdn Bhd (SYABAS), Sino Water
Pte Ltd (Sino Water) and Puncak Oil & Gas Sdn Bhd (POG) Group.

4. The status of Self-Assessment Audit Forms submitted by the relevant Departments


in PNSB as to whether the key internal controls have been complied with.

5. The structure and key changes of Malaysian Code of Corporate Governance


2012 issued by Securities Commission Malaysia effective financial year ending
31 December 2012.

6. Other relevant risk issues affecting the Group, from time to time.

RISK MANAGEMENT SCORECARD WORKING GROUP AND ENTERPRISE-WIDE RISKS

The Group recognises that Risk Management involves a structured approach, combining the
efforts of all functions within the Group, to minimise the possibility and impact of unexpected
damages so as to contribute towards greater efficiency and better decision-making. The
Groups Enterprise-Wide Risk Profile is reviewed annually to take into consideration changes
in the business environment, strategies and functional activities of the Group.

RMSWG was held at Group level, comprising all Executive Directors of PNSB, Senior
Management of PNSB, SYABAS and POG Group on 11 January 2013 to deliberate on the
risks highlighted by the different business sectors and determine the Puncak Niaga Groups
Enterprise-Wide Risk Profile for year 2013.

The deliberations of the RMSWG were reviewed by the CICR on 18 February 2013.
Subsequently, a detailed Board Paper on the Groups Top Enterprise Wide Risks Facing the
Puncak Niaga Group for year 2013 was tabled during PNHBs Board of Directors Meeting
that was held on 26 February 2013.

The Groups Enterprise-Wide Risk Profile will be reassessed by the RMSWG on a yearly
basis.

Annual Report 2012 Puncak Niaga Holdings Berhad


QUARTERLY RISK SCORECARD REPORTING
207
(PNSB, SINO WATER, POG GROUP AND SYABAS)

The respective Heads of Divisions and Departments of PNSB, the Managing Director of Sino
Water and the Senior Management of POG Group and SYABAS are responsible for assessing
and managing their respective risks. Using the Q-RADAR Corporate Risk Scorecard (CRS) Risk
software, the respective Heads of Divisions and Departments of PNSB, the Managing Director Management
of Sino Water and the Senior Management of POG Group and SYABAS submit their detailed Policy &
risk scorecard reports to the Risk Management Section every quarter. Report
Risk Management Section analyses and summarises the risk scorecard reports received for
further deliberation by the CICR.

Q-RADAR CORPORATE RISK SCORECARD SOFTWARE

PNHB, PNSB, Sino Water, POG Group and SYABAS utilise a risk management tool
namely, the Q-RADAR CRS software to identify, measure and manage all corporate
risks affecting the Group. The CRS software offers a systematic approach to the
management of enterprise-wide risks facing corporations and assists the Management
of Puncak Niaga to successfully achieve their corporate objectives. The software is
web-based and allows authorised users to monitor their respective risks on-line from any
location.

The CRS also facilitates a Corporate Digital Assurance module which requires Risk
Scorecard Owners to validate and positively assure each individual risk, strength of control
and management action. The status of this validation and assurance is reported to the CICR
on quarterly basis.

As at 31 December 2012, the Q-RADAR CRS software had 110 authorised users covering
25 Departments / Divisions, including SYABAS, POG Group and Sino Water.

The Q-RADAR CRS software is administered by the Risk Management Section.

Puncak Niaga Holdings Berhad Annual Report 2012


208 As a responsible corporate citizen, Puncak Niaga is totally committed to upholding the
highest standards of transparency, accountability and integrity in the disclosure of all material
information on the Company to the investing public in an accurate, clear, complete and timely
manner in accordance with the corporate disclosure requirements as set out in the Main
Market Listing Requirements of Bursa Malaysia Securities Berhad (Bursa Securities).
Corporate The primary objectives of Puncak Niagas Corporate Disclosure Policy are:-
Disclosure
Policy 1. To promote and maintain market integrity and investor confidence.

2. To provide equal access to the Companys material information in an accurate, clear,


timely and complete manner and to avoid selective disclosure to the investing public.

3. To exercise due diligence such that information disseminated to the investing public will
be as far as possible accurate, clear, timely and complete.

4. To put in place an efficient management of information procedure that promotes


accountability for the dissemination of material information to the investing public.

5. To build good investor relations with the investing public based on the principles of trust,
honesty, openness, transparency and sound understanding of the Company.

To achieve its objectives, the Company will endeavour to undertake the following:-

1. ESTABLISH POLICIES AND PROCEDURES

Ensure written policies and procedures of the Company (Puncak Niagas Corporate
Disclosure Policy and Procedure) that encompass the Corporate Disclosure Policy
and other requirements relating to corporate disclosure as set out in the Main Market
Listing Requirements of Bursa Securities.

Appoint a senior officer of the Company to oversee and coordinate disclosures to


ensure the Company complies with the Main Market Listing Requirements of Bursa
Securities.

Ensure that only designated persons are the Companys spokespersons.

Ensure due compliance with Puncak Niagas Corporate Disclosure Policy And
Procedure.

2. EXERCISE DUE DILIGENCE AND PREPARATION

Ensure that the persons responsible for disseminating material information to the
investing public, exercise due diligence in ensuring that information to be released is
accurate, clear, timely and complete.

Ensure that due care is observed when briefing and responding to analysts,
institutional investors, the media and the investing public.

3. USE OF INFORMATION TECHNOLOGY

Take advantage of current information technology to disseminate information to the


investing public.

Our commitment to the above Policy is driven by the Board of Directors of the PNHB Group
and implemented by the Management.

Annual Report 2012 Puncak Niaga Holdings Berhad


Puncak Niaga Holdings Berhad (PNHB) recognises the significance of being an
209
organisation that practises the highest standard of work ethics. As a responsible company
to its shareholders, business associates, suppliers, employees and various stakeholders,
we therefore take our corporate social responsibility seriously as we are a Leading Regional
Integrated Water, Wastewater And Environmental Solutions Provider And To Emerge As A
Significant Player In The Oil And Gas Sector. Our aim is to achieve our business objectives
and expansion in a considerate and responsible manner, whilst balancing the interests in the
Corporate
economic, social and environmental impacts of our activities. Social
ENVIRONMENTAL
Responsibility
Policy
We advocate sustainable environment through managing our daily operation and
activities in a responsible manner to minimise activities that could harm the environment
and nature. Among the programmes/activities are:-

a) River Rescue Brigade (BPS)


b) Consumer Awareness & Education Programme (CAE)
c) Green Initiatives
d) Environmental Impact Study (EIS)

COMMUNITY

We support philanthropic and charitable giving, support for and active engagement with
local communities through volunteering and other programmes. We also support and
encourage our employees to help local community organisations and activities in the
areas where we operate in. Among the programmes/activities organised by PNHB are:-

a) Education Study Visit DAMs, Water Treatment Plants, Operation Command Centre
& PUSPEL
b) Program Pelestarian Pendidikan (3P)
c) Tabung Budi
d) Public Awareness Programme and Exhibition
e) Corporate Social Responsibilities Visits to Old Folks Home, Orphanage &
Gotong-Royong

STAKEHOLDERS

We protect the interests and priorities of stakeholders as well as managing risks in order
to maximise profits for the success and growth of the Company.

EMPLOYEES

We shall respect the rights and diversity of our employees, irrespective of race and gender
and whilst providing a dynamic workplace and equal opportunities, improving employee
satisfaction, whilst enhancing the intellectual capital through continuous investment in
training and development of employees skills for the companys quantum growth.

STRATEGIC COLLABORATION AND KNOWLEDGE ENHANCEMENT AT ALL LEVELS

We promote continuous education and knowledge enhancement at all levels through


collaborations with local and international higher education institutions and corporations.

We are equally dedicated not only to maintaining the highest ethical standards but also to
achieving sustainability both in our operations and in our impact on the environment for the
benets of our customers, shareholders, stakeholders, and business associates

Puncak Niaga Holdings Berhad Annual Report 2012


210 It is the policy of Puncak Niaga Holdings Berhad and its subsidiaries
(Puncak Niaga Group) to provide, so far as is practicable healthy, safe and
environmental friendly workplace for all employees, contractors, visitors,
interested members of society and others, and in the spirit of consultation
Health,
and cooperation, the Management and employees will together strive to
Safety And
achieve goals and objectives of this Policy.
Environmental
Policy
Without prejudice to the generality of the above statement, the Policy of Puncak Niaga Group
is:-

to provide and maintain a healthy, safe and environmental friendly workplace and system
of work, and to continually improve its environment and safety performance;

to continuously emphasise on the prevention of injury, ill health and pollution in all
activities;

to ensure environmental and safety objectives and targets are set and reviewed;

to ensure all employees are informed, instructed, trained and supervised on how to perform
their jobs safely and without risk to health and without any harm to the environment;

to investigate all occupational health, safety and environment incidents, and to make
corrective measures to ensure the incidents will not recur;

to comply with all legal and other requirements on health, safety and environment and
other good practices which the Group subscribes;

to review this policy as and when appropriate and to ensure it is understood by all
employees and is available to all interested parties.

Annual Report 2012 Puncak Niaga Holdings Berhad


As a responsible corporate citizen, Puncak Niaga is totally committed to upholding the
211
highest standards of transparency, accountability and integrity in the conduct of our business
activities in the best interest of our shareholders as well as to allow potential investors to
make careful and informed investment decisions based on full and transparent disclosure of
information.

Puncak Niagas Investor Relations Policy aims to build long-term relationships and credibility
Investor
with our shareholders and potential investors based on trust, honesty, openness, transparency Relations
and sound understanding of the Company. Policy &
To achieve its objectives, the Company will endeavour to undertake the following:- Report
1. CREATING QUALITY DIALOGUE

To create an environment where the effective bilateral communication between the


Company and our shareholders and investors both inform and educate through
regular, open and transparent provision of relevant and invaluable information over
the long-term, which will build mutually beneficial long-term relationships vis--vis to
foster a clearer understanding of the shareholders and investors expectations of the
Company.

To engage in quality dialogue with our shareholders and investors whereby the
relationship is based on the principles of honesty, openness and transparency and
to foster mutual understanding between the Company and our shareholders and
investors.

To reap the benefits of engaging in quality dialogue:-


- Perception on our Companys risk is reduced;
- Enhance feedback of our Companys performance;
- Our Companys share valuation becomes more realistic;
- Develop confidence in our Management team and management style; and
- Works as a guide in the evaluation of our Companys business strategy.

2. INVESTOR COMMUNICATIONS STATEMENT

To implement an efficient and effective Investor Relations Programme as part of our


ongoing shareholders and investors communication obligations.

To provide high quality, meaningful and timely information over and above that is
required by law in order to improve the shareholders and investors understanding
of our Company.

To strive for key competence in the area of professional investor relations vide
adequate resources and capabilities.

To earn the trust, respect and confidence of our existing shareholders and investors.

To build and maintain long-term relationships with our existing shareholders and
investors.

To initiate long-term relationship building with potential shareholders and investors.

Our commitment to the above Policy is driven by the Board of Directors of PNHB Group and
implemented by the Management.

Puncak Niaga Holdings Berhad Annual Report 2012


212 INVESTOR RELATIONS REPORT

Investor relations is the means by which listed companies maintain dialogue with their existing
shareholders and potential investors. It is a strategic management responsibility to present
an accurate picture of corporate performance and prospects, thus enabling the investment
Investor community, through an informed market, to determine a realistic share price. As a result,
Relations investor relations can have a positive impact on the Companys market value and cost of
Policy & capital relative to its industry sector and the overall economic climate.
Report
The year 2012 had been challenging amidst Puncak Niagas relentless pursuit to gain
leadership in the water and water related industry and to emerge as a significant player in the
Oil & Gas industry whilst, remaining focus in achieving our Vision and Mission.

The Board is therefore pleased to report on Puncak Niagas investor relations activities during
2012 as follows:-

DIALOGUES WITH INVESTORS

The Top Management of the Group actively engages in meetings, dialogues and briefing
sessions with local and foreign institutional groups. In 2012, 13 dialogues and group briefing
sessions were conducted with existing and potential investors, local and foreign fund
managers and financial analysts from research and asset management houses.

INVESTORS ACCESS TO INFORMATION

In line with our Investor Relations Policy, Puncak Niaga ensures timely disclosure of
information over and above the regulatory authorities disclosure requirements so
as to enable the investment community to make careful and informed investment
decisions on the Companys securities. Shareholders and investors can contact us at
investors@puncakniaga.com.my and access the Groups information and corporate
announcements at our website, www.puncakniaga.com.my (with a direct link
to www.syabas.com.my, www.puncakoil.com and www.gomresources.com) or
www.bursamalaysia.com. All announcements made to Bursa Malaysia Securities Berhad
(Bursa Securities) are published shortly after the same is released on Bursa Securities
website. All shareholders queries will be received by the Group Company Secretary who will
provide feedback and responses to shareholders queries where such information can be
made available to the public.

Since 22 October 2004, in our efforts to meet disclosure obligations towards our shareholders,
investors and stakeholders, the Group had adopted and implemented the Puncak Niaga
Corporate Disclosure Policy (as set out on page 208 of this Annual Report), formulated in line
with the Guide On Best Practices In Corporate Disclosure issued by Bursa Securities Task
Force on Corporate Disclosure Best Practices.

Annual Report 2012 Puncak Niaga Holdings Berhad


ANNUAL GENERAL MEETING (AGM)
213
The Board of Puncak Niaga firmly believes that the AGM is the best forum to promote a
closer relationship with our shareholders, enabling us to continue our engagement process
with them.
Investor
Since 2003, our AGMs have been preceded by a Company Presentation followed by a Relations
Question and Answer Session. Our shareholders are updated on the Groups corporate and Policy &
financial performances, latest developments and issues of concern to the shareholders. This Report
is especially important as we are the water services provider in the State of Selangor and the
Federal Territories of Kuala Lumpur and Putrajaya and our shareholders are our consumers.
It is Puncak Niagas way of saying We value your views and We are here to serve you
better. At the same time, our shareholders feedbacks, which are relevant to our operations,
are taken into consideration in our business decisions. PNHBs Annual Report in the form of
CD-ROM is sent to the entitled shareholders of the Company at least 21 days prior to the
AGM as required by the Companies Act, 1965 and the Main Market Listing Requirements of
Bursa Securities.

Since 2007, we have set up the PUSPEL customer service counter at a secretariat room at
the AGM venue to enable our shareholders to gain online access to SYABAS water related
enquiries. In view of our role as a water services provider, we will continue with this practice
at our future AGMs for the benefit of our shareholders.

The 2013 AGM will be held on Wednesday, 26 June 2013 at the Concorde Hotel Shah Alam.
The Notice of AGM is enclosed with this Annual Report. The results of all resolutions proposed
at the 2013 AGM will be posted on Bursa Securities website and the Companys website on
the evening of 26 June 2013.

INVESTOR RELATIONS UNIT

The Investor Relations Unit (IRU) maintains a database of shareholders and investors who
wish to be updated on the Groups corporate developments and performances via e-mail.

Kindly e-mail us your contact details to the attention of Madam Tan Bee Lian, Group
Company Secretary at investors@puncakniaga.com.my or by mail at Investor Relations Unit,
c/o Secretarial Department, Puncak Niaga Holdings Berhad, 10th Floor, Wisma Rozali, No. 4,
Persiaran Sukan, Seksyen 13, 40100 Shah Alam, Selangor Darul Ehsan, should you wish to
be included in our database.

Similarly, to enable us to further improve our level of services to the community


and our stakeholders, kindly forward your comments, views and concerns to us at
corpcom@puncakniaga.com.my for public enquiries and investors@puncakniaga.com.my
for investors enquiries.

All water-related enquiries in the State of Selangor and the Federal Territories of Kuala Lumpur
and Putrajaya, such as complaints on water disruptions, pipe bursts or low water pressure,
may be addressed to SYABAS Customer Service Centre, puspel@syabas.com.my or the
toll-free line, 1-800-88-5252 or SMS PUSPEL<space><your complaints/feedback>
to 39222 or the social networks on Twitter and Facebook, follow@PUSPEL.

Puncak Niaga Holdings Berhad Annual Report 2012


214 QUALITY POLICY

It is the Policy of Puncak Niaga to provide quality services and products to meet the customer
requirements and satisfaction.

Quality Puncak Niaga shall strive to consistently adopt and maintain a quality management system
based on all regulated requirements, internationally recognised standard which will ensure a
Policy & planned, systematic, and proactive approach to quality in all aspects of our work.
Report Puncak Niaga is also committed in providing a safe, harmonious and conducive working
environment and continuously equips our employees with knowledge and skill to improve
our quality systematically.

Puncak Niaga Quality Management will be characterised by:-

A culture of continual improvement and teamwork.

Pro-activeness at all levels.

The consistent application of Right First Time Every Time principle.

Empowerment of personnel to solve problems expeditiously.

All employees shall share the responsibility to understand and diligently implement the
Quality Policy.

INNOVATIVE & CREATIVE CIRCLE (ICC) PROGRAMME

Puncak Niaga (M) Sdn Bhd (PNSB) support national aspiration on innovation and creativity
via ICC Programme. It is a platform to measure staff capability in maximising their knowledge
and experience to extend creative ideas in solving work-related issues to increase the
Companys productivity and cost-benefit.

PNSBs ICC Secretariat (the Secretariat) had successfully conducted its seventh ICC
Programme. The ICC Programme does not only support productivity enhancement, it is also
designed as a channel in developing a customer-centric workforce. The ICC Programme may
contribute towards the supply of technically skilled, knowledgeable and innovative workforce
who possesses important generic skills such as leadership skills, interpersonal effectiveness,
thinking skills, personal and professional effectiveness and effective communication skills.
The ICC Programme is a reflection of the Companys continuous efforts in enhancing
productivity and competitiveness.

For the year 2012-2013 ICC Programme, a total of 24 teams participated in the ICC
Programme. They comprised four teams from the Head Office and 20 teams from the Water
Treatment Plants (WTP). All teams participated in the In-house ICC Convention held on
2 May 2012.

Annual Report 2012 Puncak Niaga Holdings Berhad


Based on project evaluation using judging criteria set by the Malaysian Productivity
215
Corporation (MPC), the Secretariat shortlisted six teams to participate in the ICC Mini
Convention 2012 and 12 teams to participate in the Regional ICC Convention 2012. Six
teams were selected by MPC to participate in the National ICC Convention 2012 and one
team was selected by MPC to participate in the International Convention on Quality Creative
Circle (ICQCC) 2012. The successful projects were as follows with project number 1 below Quality
being selected for the ICQCC 2012:- Policy &
Report
Projects:

1. Lime Dosing Problem

2. Handling Support Equipment for Maintenance Work at Actiflo Plant

3. High Polymer Consumption

4. To resolve the frequent malfunction of Chlorination Equipment at Ampang Intake WTP

5. To resolve the faulty treated water sampling pump at Sungai Rangkap WTP

6. Cost Saving for Polymer Chemical

7. High Testing Cost for Microbiology

PNSB received a total of 25 ICC Awards in 2012, surpassing the previous years performance.
The ICC Awards were as follows:-

Competition Date Awards achieved

Mini ICC Convention 8 May 2012 Four Gold Awards


2012 Two Silver Awards

Regional ICC June 2012 and Nine Gold Awards


Convention 2012 July 2012 Three Silver Awards

National ICC 15 17 October Three 3-Star Gold Awards


Convention 2012 2012 Three 2-Star Gold Awards

The team with project number 3 above (High Polymer Consumption) was one of the best
top 10 teams from Service Sector and they will participate in the ICQCC 2013 to be held
in Taiwan.

ICQCC 2012 16 October 2012 One 3-Star Gold Award

The Companys achievement in ICC activities for 2012-2013 was outstanding and excellent.
PNSB will continue to foster the culture of ICC in the workplace.

Puncak Niaga Holdings Berhad Annual Report 2012


216 The financial statements of the Group and Company have been drawn
up in accordance with the applicable approved accounting standards in
Malaysia and the provisions of the Companies Act, 1965. The Directors
take responsibility in ensuring that the financial statements give a true and
Statement Of
fair view of the financial position of the Group and of the Company as at
Directors
31 December 2012 and of the results and the cash flows of the Group and
Responsibility
of the Company for the financial year then ended.
For
Preparation
In preparing the financial statements, the Directors have:
Of Financial
Statements Selected suitable accounting policies and applied them consistently;

Made judgements and estimates that are reasonable and prudent;

Ensured that all applicable accounting standards have been followed; and

Prepared financial statements on the going concern basis as the Directors have a
reasonable expectation, having made appropriate enquiries, that the Group and
Company and which enables them to ensure that the financial statements comply with
the provisions of the Companies Act, 1965.

The Board has the overall responsibility to take all steps as are reasonably open to them to
safeguard the assets of the Group to prevent and detect frauds and other irregularities.

Annual Report 2012 Puncak Niaga Holdings Berhad


FINANCIAL
STATEMENTS
218 Definitions
222 Directors Report
227 Statement by Directors Contents
227 Statutory Declaration
228 Independent Auditors Report
230 Income Statements
231 Statements of Comprehensive Income
232 Statements of Financial Position
236 Statements of Changes in Equity
239 Statements of Cash Flows
242 Notes to the Financial Statements
417 Supplementary Information
218

Definitions

Except where the context otherwise requires, the following definitions shall apply throughout this Directors Report and
Audited Financial Statements for the financial year ended 31 December 2012:

ABASS : Konsortium ABASS Sdn Bhd

Acqua : Acqua SPV Berhad

BACP : Bai Bithaman Ajil Commercial Papers

BAIDS : RM1,020,000,000 10-Year Al-Bai Bithaman Ajil Islamic Debt Securities Primary Bonds
together with Non-Detachable Secondary Bonds

BAMTN : Bai Bithaman Ajil Medium Term Notes

BIMB : Bank Islam Malaysia Berhad

BPMB : Bank Pembangunan Malaysia Berhad

Bursa Securities : Bursa Malaysia Securities Berhad

CCOA : Construction Cum Operation Agreement

CGU : Cash Generating Unit

CIMB : Commerce International Merchant Bankers Berhad

CIMB Bank : CIMB Bank Berhad

CLMSB : Corporate Line (M) Sdn Bhd

Company : Puncak Niaga Holdings Berhad

CPMSB : Central Plus (M) Sdn Bhd

Distribution Area : The State of Selangor, the Federal Territories of Kuala Lumpur and Putrajaya

DSRA : Debt Service Reserve Account

EPF : Employees Provident Fund

Federal Government : Government of Malaysia

FRS : Financial Reporting Standards

Annual Report 2012 Puncak Niaga Holdings Berhad


219

Definitions

GOM Resources : GOM Resources Sdn Bhd

Group : Puncak Niaga Holdings Berhad Group of Companies

GWGF : Gabungan Wawasan Generasi Felda Malaysia

Hebei Sino : Hebei Sino Panlong Industrial Water Supply Co Ltd

HSBC : HSBC Bank Malaysia Berhad

IRB : Inland Revenue Board

JAKS-KDEB : JAKS-KDEB Consortium Sdn Bhd

JNA : Junior Notes A, the 2001/2016 15-Year Redeemable Unconvertible Junior Notes issued
by PNSB

JVA : Joint Venture Agreement

KDEB : Kumpulan Darul Ehsan Berhad

KGL : KGL Ltd

KHEC : Kris Heavy Engineering & Construction Sdn Bhd

KeTTHA : Kementerian Tenaga, Teknologi Hijau dan Air

Luancheng : Luancheng Dayu Water Supply Co Ltd

LUWEI : Luwei (Pingdingshan) Water Co Ltd

MCPs : Al-Murabahah Commercial Papers

MMTNs : Al-Murabahah Medium Term Notes

MOF : Minister of Finance, Incorporated

MoU : Memorandum of Understanding

NA : Not Applicable

NBV : Net Book Value

NRW : Non Revenue Water Works

Puncak Niaga Holdings Berhad Annual Report 2012


220

Definitions

O&M : Operations & Maintenance

Oasis Water : Oasis Water Resources Sdn Bhd

PAAB : Pengurusan Aset Air Bhd

PCCA : Privatisation Cum Concession Agreement

PNOC : Puncak Niaga Overseas Capital Pte Ltd

PNSB : Puncak Niaga (M) Sdn Bhd

POG : Puncak Oil & Gas Sdn Bhd

PRC : Peoples Republic of China

PUAS : Perbadanan Urus Air Selangor Berhad

RCULS : Redeemable Convertible Unsecured Loan Stocks of SYABAS

RM : Ringgit Malaysia

RMB : Chinese Renminbi

RPS : Redeemable Cumulative Preference Shares of SYABAS

RUBs : RM435,000,000 Nominal Value Ten (10)-Year Redeemable Unsecured Bonds of PNSB

RUN : 2001/2016 15-Year Redeemable Unconvertible Junior Notes issued pursuant to the RUN
issue

RZ Management : RZ Management Services Sdn Bhd

Serba Tiara : Serba Tiara Sdn Bhd

SGD : Singapore Dollar

SINO : Sino Water Pte Ltd

Sino Water (Shanghai) : Sino Water Environmental Consultancy (Shanghai) Co. Ltd

SPLASH : Syarikat Pengeluar Air Sungai Selangor Sdn Bhd

SSP 2 : Sungai Selangor Water Supply Scheme Phase 2, Stages I and II

Annual Report 2012 Puncak Niaga Holdings Berhad


221

Definitions

State Government : The State Government of Selangor

SYABAS : Syarikat Bekalan Air Selangor Sdn Bhd

SYABAS Concession : Concession Agreement dated 15 December 2004 between SYABAS, the Federal
Agreement Government and the State Government

WWE : WWE Holdings Berhad

USD : United States Dollar

XINNUO : Xinnuo Water (Binzhou) Co. Ltd

Puncak Niaga Holdings Berhad Annual Report 2012


222

Directors
Report

The directors have pleasure in presenting their report together with the audited financial statements of the Group and of the
Company for the financial year ended 31 December 2012.

PRINCIPAL ACTIVITIES

The Group is primarily engaged in the treatment and distribution of treated water to consumers in the State of Selangor, the
Federal Territories of Kuala Lumpur and Putrajaya, and in the PRC. The Groups principal activities diversified to the provision
of marine spread, onshore and offshore services and engineering works for the oil and gas sector in year 2011. The principal
activity of the Company is investment holding.

The principal activities of the subsidiaries, associates and joint ventures are disclosed in Notes 18, 19 and 20 respectively
to the financial statements.

There have been no other significant changes in the nature of the principal activities during the financial year other than as
disclosed in Note 18 to the financial statements.

RESULTS

Group Company
RM RM

Profit net of tax 232,680,075 6,235,047

Profit attributable to:


Owners of the parent 238,081,852 6,235,047
Non-controlling interest (5,401,777) -

232,680,075 6,235,047

There were no material transfers to or from reserves or provisions during the financial year other than as disclosed in the
financial statements.

In the opinion of the directors, the results of the operations of the Group and of the Company during the fi nancial year were
not substantially affected by any item, transaction or event of a material and unusual nature other than as disclosed in the
financial statements.

DIVIDENDS

No dividend was paid since the end of the previous financial year.

At the forthcoming Sixteenth Annual General Meeting of the Company, a final single tier dividend of 5 sen per ordinary share
amounting to RM20,455,305 in respect of the financial year ended 31 December 2012 will be proposed for the shareholders
approval. The financial statements for the current financial year do not reflect this proposed dividend. Such dividend, if
approved by the shareholders, will be accounted for in equity as an appropriation of retained earnings in the financial year
ending 31 December 2013.
Annual Report 2012 Puncak Niaga Holdings Berhad
223

Directors Report

DIRECTORS

The names of the directors of the Company in office since the date of the last report and at the date of this report are:

Tan Sri Rozali bin Ismail


Dato Ruslan bin Hassan
Dato Ir Lee Miang Koi
Dato Syed Danial bin Syed Ariffin
Ng Wah Tar
Tan Sri Dato Hari Narayanan a/l Govindasamy
Tan Sri Dato Seri Dr Ting Chew Peh
Tengku Dato Rahimah binti Almarhum Sultan Mahmud
Tan Sri Dato Ahmad Fuzi bin Haji Abdul Razak
Dato Hashim bin Mahfar (Resigned effective 31 December 2012)

In accordance with Article 98 of the Companys Articles of Association, Dato Ruslan bin Hassan, Dato Syed Danial bin
Syed Ariffin and Tengku Dato Rahimah binti Almarhum Sultan Mahmud shall retire from office by rotation at the forthcoming
Sixteenth Annual General Meeting of the Company and, being eligible, had offered themselves for re-election.

DIRECTORS BENEFITS

Neither at the end of the financial year, nor at any time during that year, did there subsist any arrangement to which the
Company was a party, whereby the directors might acquire benefits by means of the acquisition of shares in or debenture
of the Company or any other body corporate.

Since the end of the previous financial year, no director has received or become entitled to receive a benefit (other than
benefits included in the aggregate amount of emoluments received or due and receivable by the directors or the fixed salary
of a full-time employee of the Company as shown in Note 10 to the financial statements) by reason of a contract made by
the Company or a related corporation with any 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 Tan Sri Rozali bin Ismail who has interests in related
parties, GWGF and RZ Management, of which RZ Management provides corporate secretarial services to the Group, details
of which are provided in Note 40 to the financial statements.

Puncak Niaga Holdings Berhad Annual Report 2012


224

Directors Report

DIRECTORS INTERESTS

According to the register of directors shareholdings, the interests of directors in office at the end of the financial year in
shares in the Company and its related corporations during the financial year were as follows:

Number of ordinary shares of RM1.00 Each


1.1.2012 Acquired Sold 31.12.2012

Name of director

Direct Interest:
Ordinary shares of the Company
Tan Sri Rozali bin Ismail 1,729,000 - - 1,729,000
Dato Ir Lee Miang Koi 10,000 - - 10,000

Deemed Interest:
Ordinary shares of the Company
Tan Sri Rozali bin Ismail 167,037,114 * 19,800,000 (19,800,000) 167,037,114 *
Tan Sri Dato Seri Dr Ting Chew Peh 42,000 ** - - 42,000 **

* Deemed interest by virtue of 100% shareholding interest in both CPMSB, a substantial corporate shareholder, and in
CLMSB, a substantial corporate shareholder of the Company, of which 92.5% is held in his own name and 7.5% in his
childrens names.

** Deemed interest by virtue of shares held by his spouse, Tay Boon Ling pursuant to Section 134 of the Companies Act,
1965.

None of the other directors in office at the end of the financial year had any interest in shares in the Company or its related
corporations during the financial year.

OTHER STATUTORY INFORMATION

(a) Before the income statements, statements of comprehensive income and statements of financial position of the Group
and of the Company were made out, the directors took reasonable steps:

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

(ii) to ensure that any current assets which were unlikely to realise their value as shown in the accounting records in
the ordinary course of business had been written down to an amount which they might be expected so to realise.

Annual Report 2012 Puncak Niaga Holdings Berhad


225

Directors Report

OTHER STATUTORY INFORMATION (CONTINUED)

(b) At the date of this report, the directors are not aware of any circumstances which would render:

(i) the amount written off for bad debts or the amount of the provision for doubtful debts in the financial statements
of the Group and of the Company inadequate to any substantial extent; and

(ii) the values attributed to the current assets in the financial statements of the Group and of the Company
misleading.

(c) At the date of this report, the directors are not aware of any circumstances which have arisen which would render
adherence to the existing method of valuation of assets or liabilities of the Group and of the Company misleading or
inappropriate.

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

(e) As at the date of this report, there does not exist:

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

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

(f) In the opinion of the directors:

(i) except as disclosed in Note 50, no contingent or other liability has become enforceable or is likely to become
enforceable within the period of twelve months after the end of the financial year which will or may affect the
ability of the Group or of the Company to meet their obligations when they fall due; and

(ii) no item, transaction or event of a material and unusual nature has arisen in the interval between the end of the
financial year and the date of this report which is likely to affect substantially the results of the operations of the
Group or of the Company for the financial year in which this report is made.

SIGNIFICANT EVENTS

In addition to significant events disclosed elsewhere in this report, other significant events are disclosed in Note 48 to the
financial statements.

Puncak Niaga Holdings Berhad Annual Report 2012


226

Directors Report

SUBSEQUENT EVENTS

Details of subsequent events are disclosed in Note 49 to the financial statements.

AUDITORS

The auditors, Ernst & Young, retire and are not seeking reappointment at the forthcoming Annual General Meeting.

Signed on behalf of the Board in accordance with a resolution of the directors dated 29 April 2013.

Tan Sri Rozali bin Ismail Dato Syed Danial bin Syed Ariffin

Annual Report 2012 Puncak Niaga Holdings Berhad


227

Statement by
Directors
Pursuant to Section 169
(15) of the Companies
Act, 1965

We, Tan Sri Rozali bin Ismail and Dato Syed Danial bin Syed Ariffin, being two of the directors of Puncak Niaga Holdings
Berhad, do hereby state that, in the opinion of the directors, the accompanying financial statements set out on pages 230 to
416 are drawn up in accordance with Malaysian Financial Reporting Standards, International 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 the
Company as at 31 December 2012 and of its financial performance and cash flows for the year then ended.

The information set out in Note 52 to the financial statements have been prepared in accordance with the Guidance on
Special Matter No.1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to
Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants.

Signed on behalf of the Board in accordance with a resolution of the directors dated 29 April 2013.

Tan Sri Rozali bin Ismail Dato Syed Danial bin Syed Ariffin

Statutory
Declaration
Pursuant to Section 169
(16) of the Companies
Act, 1965

I, Wong Ley Chan, being the officer primarily responsible for the financial management of Puncak Niaga Holdings Berhad,
do solemnly and sincerely declare that the accompanying financial statements set out on pages 230 to 417 are in my opinion
correct, and I make this solemn declaration conscientiously believing the same to be true and by virtue of the provisions of
the Statutory Declarations Act, 1960.

Subscribed and solemnly declared


by the abovenamed Wong Ley Chan
at Shah Alam in the State of Selangor
on 29 April 2013. Wong Ley Chan

Before me,

Puncak Niaga Holdings Berhad Annual Report 2012


228

Independent
Auditors Report
to the member of Puncak
Niaga Holdings Berhad
(Incorporated in Malaysia)

Report on the nancial statements

We have audited the financial statements of Puncak Niaga Holdings Berhad, which comprise the statements of financial position
as at 31 December 2012 of the Group and of the Company, and the income statements and statements of comprehensive
income, statements of changes in equity and statements of cash flows 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 230 to 416.

Directors responsibility for the financial statements

The directors of the Company are responsible for the preparation of financial statements so as to give a true and fair
view in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the
requirements of the Companies Act, 1965 in Malaysia. The directors are also responsible for such internal control as the
directors determine is necessary to enable the preparation of financial statements that are free from material misstatement,
whether due to fraud or error.

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 judgement, 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 entitys preparation of financial statements that give a true and fair view 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 entitys
internal control. An audit also includes evaluating the appropriateness of the 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.

Opinion

In our opinion, the financial statements give a true and fair view of the financial position of the Group and of the Company as
at 31 December 2012 and of their financial performance and cash flows for the year then ended in accordance with Malaysian
Financial Reporting Standards, International Financial Reporting Standards and the requirement of the Companies Act,
1965 in Malaysia.

Emphasis of Matter

1) We draw attention to Note 4.2, Note 50(e) and Note 50(g) to the financial statements which describe the uncertainty relating
to the outcome of the lawsuit filed by a subsidiary of the Company, SYABAS against the Selangor State Government for
the recovery of the water tariff compensation.

2) In view of the significance of the matter, we draw your attention to Note 7(b) to the financial statements in connection
with the indemnity payment of RM15 million made to a director, which describes the judgement exercised by the Board
of Directors in arriving at their conclusion.

Our opinion is not qualified in respect of the above matters.

Annual Report 2012 Puncak Niaga Holdings Berhad


229

Independent
Auditors Report
to the member of Puncak
Niaga Holdings Berhad
(Incorporated in Malaysia)

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 financial statements and the auditors reports of the subsidiaries which we have not acted as
auditors, which are indicated in Note 18 to the financial statements, being financial statements that have been included
in the consolidated financial statements.

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

(d) The auditors reports on the financial statements of the subsidiaries were not subject to any qualification and did not
include any comment required to be made under Section 174(3) of the Act.

Other matters

(i) As stated in Note 2 to the financial statements, Puncak Niaga Holdings Berhad, adopted Malaysian Financial Reporting
Standards on 1 January 2012 with a transition date of 1 January 2011. These standards were applied retrospectively
by directors to the comparative information in these financial statement, including statements of financial position as at
31 December 2011 and 1 January 2011, and income statements, the statements of comprehensive income, statements
of changes in equity and statements of cash flows for the year ended 31 December 2011 and related disclosures.
We are not engaged to report on the comparative information and it is unaudited. Our responsibilities as part of our
audit of the financial statements of the Group and Company for the year ended 31 December 2012 have, in these
circumstances, including obtaining sufficient appropriate audit evidence that the opening balances as at 1 January 2012
do not contain misstatements that materially affect the financial position as of 31 December 2012 and financial
performance and cash flows for the year then ended.

(ii) The supplementary information set out in Note 52 on page 417 is disclosed to meet the requirement of Bursa Malaysia
Securities Berhad. The directors are responsible for the preparation of the supplementary information in accordance
with Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context
of Disclosure Pursuant to Bursa Malaysia Securities Berhads Main Market Listing Requirements, as issued by the
Malaysian Institute of Accountants (MIA Guidance) and the directive of Bursa Malaysia Securities Berhad. In our
opinion, the supplementary information is prepared, in all material respects, in accordance with the MIA Guidance and
the directive of Bursa Malaysia Securities Berhad.

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.

ERNST & YOUNG PHANG OY LIN


AF: 0039 No.2985/03/14 (J)
Chartered Accountants Chartered Accountant

Kuala Lumpur, Malaysia


29 April 2013
Puncak Niaga Holdings Berhad Annual Report 2012
230

Income
Statements
For the nancial year
ended 31 December 2012

Group Company
Note 2012 2011 2012 2011
RM RM RM RM

Revenue 6 3,743,935,224 2,591,509,091


Other income 7(a) 169,523,693 320,099,478 20,688,979 79,980,819
Items of expense
Raw materials, consumables and maintenance (1,139,622,609) (1,083,109,917)
Construction contract expense (307,812,037) (277,484,524)
Cost of providing oil and gas services (609,125,904) (219,414,230)
Employee benefits expense 9 (349,247,380) (286,636,889)
Other expenses 7(b) (327,367,858) (318,569,222) (6,412,399) (21,204,991)
Depreciation and amortisation expense 7(c) (234,141,105) (176,305,767) (568,323) (774,562)
Finance costs 11 (647,688,537) (624,459,577) (17,638) (49,806,510)

Share of results
- Associates 19 (1,406) 3,172
- Joint venture 20 (147,815) (203,235)

Prot/(loss) before tax 7 298,304,266 (74,571,620) 13,690,619 8,194,756


Income tax expense 12 (65,624,191) (8,559,374) (7,455,572) (4,669,189)

Prot/(loss) net of tax 232,680,075 (83,130,994) 6,235,047 3,525,567

Prot/(loss) attributable to:


Owners of the parent 238,081,852 9,910,838 6,235,047 3,525,567
Non-controlling interest (5,401,777) (93,041,832)

232,680,075 (83,130,994) 6,235,047 3,525,567

Earnings per share attributable to owners


of the parent (sen per share)

Basic 13 58.20 2.42

Diluted 13 N/A N/A

Annual Report 2012 Puncak Niaga Holdings Berhad


231

Statements of
Comprehensive
Income
For the nancial year
ended 31 December 2012

Group Company
Note 2012 2011 2012 2011
RM RM RM RM

Profit/(loss) net of tax 232,680,075 (83,130,994) 6,235,047 3,525,567

Other comprehensive (loss)/income:


Foreign currency translation (2,421,522) 2,165,771
Fair value gain/(loss) on available-for-sale investment 28 442,298 (591,207) 661,055
Actuarial loss on retirement benefit, net of tax 34 (1,039,663)
Revaluation surplus on land and buildings 14 92,117,262 12,108,879
Transfer to deferred tax 37 (23,029,316) (3,027,220)
Revaluation surplus 69,087,946 9,081,659

Total comprehensive income/(loss) for the year 229,661,188 (12,468,484) 6,896,102 12,607,226

Total comprehensive income/(loss) attributable to:


Owners of the parent 235,306,081 80,393,762 6,896,102 12,607,226
Non-controlling interest (5,644,893) (92,862,246)

229,661,188 (12,468,484) 6,896,102 12,607,226

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

Puncak Niaga Holdings Berhad Annual Report 2012


232

Statements
of Financial
Position
As at 31 December 2012

Group Company
Note 2012 2011 1.1.2011 2012 2011 1.1.2011
RM RM RM RM RM RM

Assets

Non-current assets
Property, plant
and equipment 14 462,230,875 452,829,031 245,323,870 19,391,859 19,600,000 7,620,310
Investment property 15 8,553,688 8,913,870 9,559,243
Operating financial
assets 16 7,475,727 6,584,625 2,475,910
Service concession
assets 17 7,686,186,879 7,694,673,807 7,685,002,446
Investment in
subsidiaries 18 463,305,380 463,118,040 463,110,960
Investment in
associates 19 45,236 43,986 39,738 48,071 45,415 44,339
Investment in
joint venture 20 1,104,156 1,641,971 5,634,957 2,476,927
Held-to-maturity
financial assets 21 278,764,629 265,958,665 254,152,376
DSRA 23 255,822,967 306,891,601 297,271,081
Goodwill 24 210,820,140 210,878,972 193,258,671
Trade and other
receivables 25 2,319,981,438 1,469,883,064 284,706,684
Deferred tax assets 37 425,928,475 425,211,092 399,546,108

11,369,595,893 10,568,638,149 9,113,259,465 770,063,627 757,635,990 736,964,155

Annual Report 2012 Puncak Niaga Holdings Berhad


233

Statements of
Financial Position
As at 31 December 2012

Group Company
Note 2012 2011 1.1.2011 2012 2011 1.1.2011
RM RM RM RM RM RM

Current assets
Inventories 27 5,789,984 9,483,743 9,887,761
Held-to-maturity
financial assets 285,568,993
Trade and other
receivables 25 365,764,907 361,639,078 1,148,918,467 205,837,615 194,628,490 63,763,440
Other current assets 26 249,717,468 88,759,639 21,118,036 217,098 86,217 8,912,100
Available-for-sale
investments 28 59,851,091 9,408,793 50,661,055
Tax recoverable 1,514 639,110 653,790
Short term funds 29 36,281 35,231
Cash and bank
balances 31 1,383,740,725 1,268,050,147 1,215,266,678 174,812,115 270,325,861 180,088,126

2,064,865,689 1,738,016,791 2,395,879,963 431,527,883 465,040,568 538,332,659

Total assets 13,434,461,582 12,306,654,940 11,509,139,428 1,201,591,510 1,222,676,558 1,275,296,814

Puncak Niaga Holdings Berhad Annual Report 2012


234

Statements of
Financial Position
As at 31 December 2012

Group Company
Note 2012 2011 1.1.2011 2012 2011 1.1.2011
RM RM RM RM RM RM

Equity and liabilities

Current liabilities
Provision for
retirement benefits 34 324,408 2,283,854 1,539,853
Loans and borrowings 32 937,054,866 471,168,322 806,392,097 285,568,993
Trade and
other payables 33 1,560,003,213 1,387,291,014 1,662,607,522 217,075,509 249,872,615 35,872,702
Other current liabilities 35 141,405 6,546,029
Service concession
obligations 17 369,424,130 337,189,482 313,628,571
Tax payable 90,280,541 27,434,086 14,155,744 286,161 590,847 228,041

2,957,228,563 2,225,366,758 2,804,869,816 217,361,670 250,463,462 321,669,736


Net current
(liabilities)/assets (892,362,874) (487,349,967) (408,989,853) 214,166,213 214,577,106 216,662,923

Non-current liabilities

Provision for
retirement benefits 34 25,171,202 20,475,716 19,224,022
Loans and borrowings 32 4,718,733,590 5,040,961,074 4,680,571,099
Trade and other
payables 33 1,823,215,652 1,205,760,654 9,794,600
Government grant 36 308,509,896 285,933,999 282,626,078
Deferred tax liabilities 37 21,637,528 16,516,886 10,538,094
Service concession
obligations 17 3,676,661,105 3,832,349,191 3,971,371,961

10,552,291,445 10,385,480,634 8,963,587,760 21,637,528 16,516,886 10,538,094

Total liabilities 13,509,520,008 12,610,847,392 11,768,457,576 238,999,198 266,980,348 332,207,830

Net assets (75,058,426) (304,192,452) (259,318,148) 962,592,312 955,696,210 943,088,984

Annual Report 2012 Puncak Niaga Holdings Berhad


235

Statements of
Financial Position
As at 31 December 2012

Group Company
Note 2012 2011 1.1.2011 2012 2011 1.1.2011
RM RM RM RM RM RM

Equity attributable
to owners
of the parent
Share capital 38 411,142,895 411,142,895 411,142,895 411,142,895 411,142,895 411,142,895
Share premium 38 102,878,221 102,878,221 102,878,221 102,878,221 102,878,221 102,878,221
Treasury shares 38 (5,940,688) (5,940,688) (5,940,688) (5,940,688) (5,940,688) (5,940,688)
Foreign currency
translation reserve 38 (569,747) 1,986,185
Revaluation reserve 38 69,087,946 69,087,946 9,081,659 9,081,659
Other reserve 38 (340,943,537) (340,416,375) (320,653,591)
Available-for-sale
reserve 38 94,080 (413,845) 661,055
Retained earnings 39 271,241,376 33,887,288 24,153,812 444,769,170 438,534,123 435,008,556

506,990,546 272,211,627 211,580,649 962,592,312 955,696,210 943,088,984


Non-controlling interest (582,048,972) (576,404,079) (470,898,797)

Total equity (75,058,426) (304,192,452) (259,318,148) 962,592,312 955,696,210 943,088,984

Total equity and liabilities 13,434,461,582 12,306,654,940 11,509,139,428 1,201,591,510 1,222,676,558 1,275,296,814

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

Puncak Niaga Holdings Berhad Annual Report 2012


236

Statements
of Changes in
Equity
For the nancial year
ended 31 December 2012

Equity
attributable
to owners of
Equity, the parent, Share
Note total total capital
RM RM RM

2012
Group

Opening balance at 1 January 2012 17,421,889 107,104,726 411,142,895


- Effects of adoption of MFRS 1 (321,614,341) 165,106,901

Opening balance at 1 January 2012 (304,192,452) 272,211,627 411,142,895

Total comprehensive income/(loss) 229,661,188 235,306,081

Transactions with owners


Net premium paid on acquisition of non-controlling interests (527,162) (527,162)

Total transactions with owners (527,162) (527,162)

Closing balance at 31 December 2012 (75,058,426) 506,990,546 411,142,895

2011
Group

Opening balance at 1 January 2011 62,296,193 46,473,748 411,142,895


- Effects of adoption of MFRS 1 (321,614,341) 165,106,901

Opening balance at 1 January 2011 (259,318,148) 211,580,649 411,142,895


Total comprehensive (loss)/income (12,468,484) 80,393,762

Transactions with owners


Net premium paid on acquisition of non-controlling interests 18 (19,762,784) (19,762,784)
Acquisition of non-controlling interests 18 (34,224,947)
Acquisition of subsidiaries 18 21,581,911

Total transactions with owners (32,405,820) (19,762,784)

Closing balance at 31 December 2011 (304,192,452) 272,211,627 411,142,895

Annual Report 2012 Puncak Niaga Holdings Berhad


237

Statements
of Changes in Equity
For the financial year
ended 31 December 2012

Attributable to owners of the parent


Non-distributable Distributable

Foreign
currency Available- Non-
Share Treasury translation Revaluation Other for-sale Retained controlling
premium shares reserve reserve reserve Reserves earnings interests
RM RM RM RM RM RM RM RM

102,878,221 (5,940,688) (1,108,129) 69,087,946 (19,762,784) (413,845) (448,778,890) (89,682,837)


3,094,314 (320,653,591) 482,666,178 (486,721,242)

102,878,221 (5,940,688) 1,986,185 69,087,946 (340,416,375) (413,845) 33,887,288 (576,404,079)

(2,555,932) 507,925 237,354,088 (5,644,893)

(527,162)

(527,162)

102,878,221 (5,940,688) (569,747) 69,087,946 (340,943,537) 94,080 271,241,376 (582,048,972)

102,878,221 (5,940,688) (3,094,314) (458,512,366) 15,822,445


3,094,314 (320,653,591) 482,666,178 (486,721,242)

102,878,221 (5,940,688) (320,653,591) 24,153,812 (470,898,797)


1,986,185 69,087,946 (413,845) 9,733,476 (92,862,246)

(19,762,784)
(34,224,947)
21,581,911

(19,762,784) (12,643,036)

102,878,221 (5,940,688) 1,986,185 69,087,946 (340,416,375) (413,845) 33,887,288 (576,404,079)

Puncak Niaga Holdings Berhad Annual Report 2012


238

Statements
of Changes in Equity
For the financial year
ended 31 December 2012

Non-Distributable

Available- Distributable
Equity, Share Share Treasury Revaluation for-sale retained
total capital premium shares reserve Reserves earnings
RM RM RM RM RM RM RM

Company
2012

Opening
balance at
1 January
2012 955,696,210 411,142,895 102,878,221 (5,940,688) 9,081,659 438,534,123

Total
comprehensive
income 6,896,102 661,055 6,235,047

Closing
balance at
31 December
2012 962,592,312 411,142,895 102,878,221 (5,940,688) 9,081,659 661,055 444,769,170

2011

Opening
balance at
1 January
2011 943,088,984 411,142,895 102,878,221 (5,940,688) 435,008,556

Total
comprehensive
income 12,607,226 9,081,659 3,525,567

Closing
balance at
31 December
2011 955,696,210 411,142,895 102,878,221 (5,940,688) 9,081,659 438,534,123

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

Annual Report 2012 Puncak Niaga Holdings Berhad


239

Statements
of Cash Flows
For the nancial year
ended 31 December 2012

Group Company
Note 2012 2011 2012 2011
RM RM RM RM
Operating activities

Receipts from customers 2,498,912,185 1,918,420,162


Other income 76,400,125 75,586,861 55,000
Payments to water treatment operators (468,803,052) (395,739,973)
Payments to service concession obligations (215,420,000) (190,430,000)
Payments for operating expenses (730,138,753) (619,928,751) (3,782,791) (4,122,385)
Payments to contractors (727,285,506) (301,842,316)

Net cash generated from/(used in) operations 433,664,999 486,065,983 (3,727,791) (4,122,385)

Net deposits received 24,991,273 25,852,252


Interest paid (288,247,929) (216,208,730) (7,408,244)
Tax paid (2,510,968) (44,089,652) (2,639,615) (1,354,811)
Interest received 48,114,073 44,519,034 5,695,178 26,152,673
(217,653,551) (189,927,096) 3,055,563 17,389,618

Net cash inow/(outow) from operating activities 216,011,448 296,138,887 (672,228) 13,267,233

Investing activities

Acquisition of subsidiaries 18(b)


& (c) (49,066,343) (7,080)
Acquisition of non-controlling interest 18(a)
& (d) (527,162) (114,207,000)
Purchase of property, plant and equipment (38,005,312) (14,196,927)
Additions of service concession assets (197,513,389) (140,079,491)
Net advances (to)/from subsidiaries (45,970,700) 82,990,614
Net advance to associate (2,656) (1,076) (2,656) (1,076)
Net advance from/(to) joint venture 1,647,362 (239,267) 1,257,362 (239,267)
Cash ows (used in)/from investing activities
carried forward (234,401,157) (317,790,104) (44,715,994) 82,743,191

Puncak Niaga Holdings Berhad Annual Report 2012


240

Statements
of Cash Flows
For the financial year
ended 31 December 2012

Group Company
Note 2012 2011 2012 2011
RM RM RM RM

Investing activities

Cash ows (used in)/from investing activities


brought forward (234,401,157) (317,790,104) (44,715,994) 82,743,191

Purchase of unquoted investments 28 (50,000,000) (10,000,000) (50,000,000)


Proceeds from disposal of BAIDS 336,740,180 336,740,180
Acquisition of BAIDS (342,512,869) (342,512,869)
Proceeds from disposal of held-to-maturity
investment 327,967,259
Proceeds from disposal of property, plant and
equipment 1,638,084 230,690
Net cash (outow)/inow from
investing activities (282,763,073) (333,332,103) (94,715,994) 404,937,761

Financing activities

Proceeds from loan and borrowings 243,629,513 444,848,500


Repayment of loan and borrowings (105,450,668) (335,141,667) (327,967,259)
Repayment of obligation under finance leases (5,604,347) (8,388,357)
Net cash inow/(outow) from
nancing activities 132,574,498 101,318,476 (327,967,259)

Net increase/(decrease) in cash and


cash equivalents 65,822,873 64,125,260 (95,388,222) 90,237,735

Annual Report 2012 Puncak Niaga Holdings Berhad


241

Statements
of Cash Flows
For the financial year
ended 31 December 2012

Group Company
Note 2012 2011 2012 2011
RM RM RM RM

Effects of exchange rate changes on cash


and cash equivalents (1,237,210) (1,720,221) (125,524)

Cash and cash equivalents at 1 January 1,268,086,428 1,215,301,909 270,325,861 180,088,126


Transfer from/(to) DSRA 23 51,068,634 (9,620,520)
Deposits held in trust 31 (214,404,967) (186,955,104)

Cash and cash equivalents at 31 December 1,169,335,758 1,081,131,324 174,812,115 270,325,861

Cash and cash equivalents comprise:


Deposits with licensed banks 1,199,377,428 1,108,293,684 159,163,393 231,152,547
Less: Deposits held in trust 31 (214,404,967) (186,955,104)
984,972,461 921,338,580 159,163,393 231,152,547
Cash and bank balances 31 184,363,297 159,756,463 15,648,722 39,173,314
Short term funds 29 36,281

1,169,335,758 1,081,131,324 174,812,115 270,325,861

Group
2012 2011
RM RM

(a) Purchase of plant and equipment was financed by:

Cash 38,005,312 14,196,927


Hire Purchase 4,736,625 11,059,773

42,741,937 25,256,700

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

Puncak Niaga Holdings Berhad Annual Report 2012


242

Notes to the
Financial
Statements
For the nancial year
ended 31 December 2012

1. CORPORATE INFORMATION

The Company is a public limited liability company, incorporated and domiciled in Malaysia, and is listed on the Main
Market of Bursa Securities. The registered office of the Company is located at 10th Floor, Wisma Rozali, No. 4, Persiaran
Sukan, Seksyen 13, 40100 Shah Alam, Selangor Darul Ehsan. The principal place of business of the Company is located
at 8th Floor, Wisma Rozali, No. 4, Persiaran Sukan, Seksyen 13, 40100 Shah Alam, Selangor Darul Ehsan.

The Company has no corporate shareholder being regarded by the directors of the Company as the ultimate holding
company nor as the holding company.

The Group is primarily engaged in the treatment and distribution of treated water to consumers in the State of Selangor,
the Federal Territories of Kuala Lumpur and Putrajaya and in the PRC. The Groups principal activities diversified to the
provision of marine spread, onshore and offshore services and engineering works for the oil and gas sector in year 2011.
The principal activity of the Company is investment holding.

The principal activities of the subsidiaries are disclosed in Note 18.

There have been no other significant changes in the nature of the principal activities during the financial year other than
those disclosed in Note 18.

2. BASIS OF PREPARATION

The financial statements of the Group and of the Company have been prepared in accordance with Malaysian Financial
Reporting Standards (MFRSs) as issued by Malaysian Accounting Standards Board (MASB), International Financial
Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia. These financial statements also
comply with the International Financial Reporting Standards as issued by the International Accounting Standards Board.

The financial statements have been prepared on the historical cost basis except as disclosed in the accounting policies
below. The financial statements are presented in Ringgit Malaysia (RM).

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

3.1 First-time adoption of Malaysian Financial Reporting Standards (MFRS)

These financial statements are the Groups and the Companys first MFRS financial statements for the year ended
31 December 2012. MFRS 1 First-Time Adoption of Malaysian Financial Reporting Standards (MFRS 1) has been
applied.

In the previous years, the financial statements of the Group and the Company were prepared in accordance with
Financial Reporting Standards (FRSs) in Malaysia.

Annual Report 2012 Puncak Niaga Holdings Berhad


243

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.1 First-time adoption of Malaysian Financial Reporting Standards (MFRS) (continued)

In preparing its opening MFRS Statement of Financial Position as at 1 January 2011 (which is also the date of
transition), the Group has adjusted the amounts previously reported in financial statements prepared in accordance
with FRS. An explanation and the financial impact of how the transition from FRS to MFRS has affected the Groups
financial position is set out in Note 3.2 below. These include reconciliations of equity for comparative periods and of
equity at the date of transition reported under FRS to those reported for those periods and at the date of transition
under MFRS. The transition from FRS to MFRS has not had a material impact on statement of cash flow.

3.2 Application of MFRS 1

The audited financial statements of the Group and of the Company for the year ended 31 December 2011 were
prepared in accordance with FRS. Except for certain differences, the requirements under FRS and MFRS are similar.
The significant accounting policies adopted in preparing these financial statements are consistent with those of the
audited financial statements for the year ended 31 December 2011 except as discussed below. Accordingly, notes
related to the statement of financial position as at date of transition to MFRSs are only presented for those items.

(a) Business combination

MFRS 1 provides the option to apply MFRS 3 Business Combinations, prospectively from the date of transition
or from a specific date prior to the date of transition. This provides relief from full retrospective application of
MFRS 3 which would require restatement of all business combinations prior to the date of transaction.

The Group has elected to apply MFRS 3 prospectively from the date of business combination of 1 January 2005.

In respect of acquisitions on or after 1 January 2005:

i) The classification of former business combinations and the carrying amount of goodwill recognised under
FRS is maintained except for the goodwill recognised on the acquisition of the remaining 17.5% of the
ordinary shares of Puncak Niaga (M) Sdn Bhd (PNSB) in 2008 amounting to RM321,614,341 (31 December
2011: RM321,614,341) were adjusted to other reserve (RM320,653,541) and retained earnings (RM950,750);
and

ii) There is no-remeasurement of original fair values determined at the time of business combination (date of
acquisition).

Puncak Niaga Holdings Berhad Annual Report 2012


244

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.2 Application of MFRS 1 (continued)

(a) Business combination (continued)

In respect of the Groups acquisitions prior to 1 January 2005:

i) The classification of former business combinations under FRS is maintained;

ii) There is no-remeasurement of original fair values determined at the time of business combination (date of
acquisition); and

iii) The carrying amount of goodwill recognised under FRS is not adjusted.

(b) Foreign currency translation reserve

Under FRS, the Group recognised translation differences on foreign operations as a separate component of
equity. Cumulative foreign currency translation differences for all foreign operations are deemed to be zero as at
the date of transition to MFRS.

Accordingly, at the date of transition to MFRS, the cumulative foreign currency translation losses of RM3,094,314
(2011: RM3,094,314) were adjusted to retained earnings.

(c) Non-Controlling Interest (NCI)

According to MFRS 127 - Consolidated and Separate Financial Statements, total comprehensive income is
attributable to the owners of the parent and to the NCI even if this results in the NCI having a deficit balance and
this shall be applied prospectively from 1 January 2011. However, if the entity elects to apply MFRS 3 - Business
Combination for an earlier period, MFRS 127 shall also be applied for that earlier period.

The Group elects to adopt MFRS 3 and MFRS 127 on the business combination date of 1 January 2005 as
permitted under the MFRS. Accordingly, the impact of these earlier adoptions had been adjusted to the retained
earnings and non-controlling interest as disclosed in the reconciliation below.

At the date of transition to MFRS, the cumulative NCIs share of losses of RM486,721,242 (2011: RM486,721,242)
were adjusted to retained earnings.

(d) Estimates

The estimates at 1 January 2011 and 31 December 2011 were consistent with those made for the same dates
in accordance with FRS. The estimates used by the Group to present these amounts in accordance with MFRS
reflects conditions at 1 January 2011, the date of transition to MFRS and as of 31 December 2011.

Annual Report 2012 Puncak Niaga Holdings Berhad


245

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.2 Application of MFRS 1 (continued)

The reconciliations of equity for comparative periods and of equity at the date of transition reported under FRS to
those reported for those periods and at the date of transition under MFRS of the Group, are provided below:

(i) Reconciliation of equity as at 1 January 2011

Note 3.2(b)
Foreign Note 3.2(c)
FRS as at Currency Non- MFRS as at
1 January Note 3.2(a) Exchange controlling 1 January
2011 Goodwill Reserves interest 2011
RM RM RM RM RM

Statement of nancial position

Group

Non-current assets
Goodwill 514,873,012 (321,614,341) 193,258,671

Equity
Foreign currency
translation reserve (3,094,314) 3,094,314
Non-controlling interests 15,822,445 (486,721,242) (470,898,797)
(Accumulated losses)/
Retained earnings (458,512,366) (960,750) (3,094,314) 486,721,242 24,153,812
Other reserve (320,653,591) (320,653,591)

Puncak Niaga Holdings Berhad Annual Report 2012


246

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.2 Application of MFRS 1 (continued)

The reconciliations of equity for comparative periods and of equity at the date of transition reported under FRS
to those reported for those periods and at the date of transition under MFRS of the Group, are provided below:
(continued)

(ii) Reconciliation of equity as at 31 December 2011

Note 3.2(b)
Foreign Note 3.2(c)
FRS as at Currency Non- MFRS as at
31 December Note 3.2(a) Exchange controlling 31 December
2011 Goodwill Reserves interest 2011
RM RM RM RM RM

Statement of nancial position

Group

Non-current assets

Goodwill 532,493,313 (321,614,341) 210,878,972

Equity

Foreign currency
translation reserve (1,108,129) 3,094,314 1,986,185
Non-controlling interests (89,682,837) (486,721,242) (576,404,079)
(Accumulated losses)/
Retained earnings (448,778,890) (960,750) (3,094,314) 486,721,242 33,887,288
Other reserve (19,762,784) (320,653,591) (340,416,375)

Annual Report 2012 Puncak Niaga Holdings Berhad


247

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.3 Standards issued but not yet effective

The standards and interpretations that are issued but not yet effective up to the date of issuance of the Groups
and the Companys financial statements are disclosed below. The Group and the Company intend to adopt these
standards, if applicable, when they become effective.

Effective for
annual periods
beginning on
Description or after

MFRS 101 Presentation of Items of Other Comprehensive Income (Amendments to


MFRS 101) 1 July 2012
Amendments to MFRS 101: Presentation of Financial Statements
(Annual Improvements 2009-2011 Cycle) 1 January 2013
MFRS 3 Business Combinations (IFRS 3 Business Combinations issued by IASB in
March 2004) 1 January 2013
MFRS 10 Consolidated Financial Statements 1 January 2013
MFRS 11 Joint Arrangements 1 January 2013
MFRS 12 Disclosure of interests in Other Entities 1 January 2013
MFRS 13 Fair Value Measurement 1 January 2013
MFRS 119 Employee Benefits 1 January 2013
MFRS 127 Separate Financial Statements 1 January 2013
MFRS 128 Investment in Associate and Joint Ventures 1 January 2013
MFRS 127 Consolidated and Separate Financial Statements (IAS 27 as revised
by IASB in December 2003) 1 January 2013
Amendments to MFRS 7: Disclosures Offsetting Financial Assets and Financial Liabilities 1 January 2013
Amendments to MFRS 1: First-time Adoption of Malaysian Financial Reporting Standards
Government Loans 1 January 2013
Amendments to MFRS 1: First-time Adoption of Malaysian Financial Reporting Standards
Annual Improvements 2009-2011 Cycle) 1 January 2013
Amendments to MFRS 116: Property, Plant and Equipment (Annual Improvements
2009-2011 Cycle) 1 January 2013
Amendments to MFRS 132: Financial Instruments: Presentation (Annual Improvements
2009-2011 Cycle) 1 January 2013
Amendments to MFRS134: Interim Financial Reporting (Annual Improvements
2009-2011 Cycle) 1 January 2013
Amendments to MFRS 10: Consolidated Financial Statements: Transition Guidance 1 January 2013
Amendments to MFRS 11: Joint Arrangements: Transition Guidance 1 January 2013
Amendments to MFRS 12: Disclosure of Interests in Other Entities: Transition Guidance 1 January 2013
Amendments to MFRS 132: Offsetting Financial Assets and Financial Liabilities 1 January 2014
Amendments to MFRS 10, MFRS 12 and MFRS 127: Investment Entities 1 January 2014
MFRS 9 Financial Instruments 1 January 2015

Puncak Niaga Holdings Berhad Annual Report 2012


248

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.3 Standards issued but not yet effective (continued)

The directors expect that the adoption of the above standards and interpretations will have no material impact on
the financial statements in the period of initial application except as discussed below:

MFRS 10 Consolidated Financial Statements

MFRS 10 replaces part of MFRS 127 Consolidated and Separate Financial Statements that deals with consolidated
financial statements and IC Interpretations 112 Consolidation - Special Purpose Entities.

Under MFRS 10, an investor controls and investee when (a) the investor has power over an investee, (b) the investor
has exposure, or rights, to variable returns from its involvement with the investee, and (c) the investor has ability to
use its power over the investee to affect the amount of the investors returns. Under MFRS 127 Consolidated and
Separate Financial Statements control was defined as the power to govern the financial and operating policies of an
entity so as to obtain benefits from its activities.

MFRS 10 includes detailed guidance to explain when an investor has control over the investee. MFRS 10 requires
the investor to take into account all relevant facts and circumstances.

The change in accounting of Groups investments (if any) will be applied in accordance with the relevant transitional
provisions as set out in MFRS 10 as if the acquisitions of the effected entities had been accounted for in accordance
with MFRS 3 at the date of acquisition.

MFRS 11 Joint Arrangements

MFRS 11 establishes the principles for classification and accounting for joint arrangements and supersedes MFRS
131, Interest in Joint Ventures. Under MFRS 11, a joint arrangement may be classified as joint venture or joint
operation. Interest in joint venture will be accounted for using equity method whilst interest in joint operation will be
accounted for using the applicable MFRSs relating to the underlying assets, liabilities, income and expense items
arising from the joint operations. The Group is currently assessing the impact of adoption of MFRS 11.

MFRS 12 Disclosure of interests in Other Entities

MFRS 12 includes all disclosure requirements for interests in subsidiaries, joint arrangements, associates and
structured entities. A number of new disclosures are required. This standard affects disclosures only and has no
impact on the Groups financial position or performance.

MFRS 127 Separate Financial Statements

As a consequence of the new MFRS 10 and MFRS 12, MFRS 127 is limited to accounting for subsidiaries, jointly
controlled entities and associates in separate financial statements.

Annual Report 2012 Puncak Niaga Holdings Berhad


249

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.3 Standards issued but not yet effective (continued)

MFRS 128 Investments in Associates and Joint Ventures

As a consequence of new MFRS 11 and MFRS 12, MFRS 128 is renamed as MFRS 128 Investments in Associates
and Joint Ventures. This new standard describes the application of the equity method to investments in joint ventures
in addition to associates.

MFRS 13 Fair Value Measurement

MFRS 13 establishes a single source of guidance under MFRS for all fair value measurements. MFRS 13 does not
change when an entity is required to use fair value, but rather provides guidance on how to measure fair value under
MFRS when fair value is required or permitted.

Upon adoption of MFRS 13, the Group will take into consideration the highest and best use of certain properties
in measuring the fair value of such properties. The adoption of MFRS 13 is expected to result in higher fair value of
certain properties of the Group.

MFRS 3 Business Combinations (IFRS 3 Business Combinations issued by IASB in March 2004) and MFRS 127
Consolidated and Separate Financial Statements (IAS 27 as revised by IASB in December 2003)

An entity shall apply these earlier versions of MFRS 3 and MFRS 127 only if the entity has elected to do so as allowed
in MFRS 10 Consolidated Financial Statements. The adoptions of these standards are not expected to have any
significant impact to the Group and the Company.

MFRS 119 Employee Benefits

The most significant change relates to the accounting for changes in defined benefit obligations and plan assets.
The amendments require the recognition of changes in defined benefit obligations and in fair value of plan assets
when they occur, and hence eliminate the corridor approach as permitted under the previous version of MFRS
119 and accelerate the recognition of past service costs. The amendments require all actuarial gains and losses
to be recognised immediately through other comprehensive income in order for the net pension asset or liability
recognised in the consolidated statement of financial position to reflect the full value of the plan deficit or surplus.

The amendments to MFRS 119 require retrospective application with certain exceptions. The directors anticipate
that the application of the amendments to MFRS 119 may have impact on amounts reported in respect of the
Groups defined benefit plans. However, the Group is currently assessing the impact that this standard will have on
the financial position and performance of the Group.

Puncak Niaga Holdings Berhad Annual Report 2012


250

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.3 Standards issued but not yet effective (continued)

Amendments to MFRS 101: Presentation of Financial Statements (Annual Improvements 2009-2011 Cycle)

The amendments to MFRS 101 change the grouping of items presented in other comprehensive income. Items
that could be reclassified (or recycled) to profit or loss at a future point in time (for example, exchange differences
on translation of foreign operations and net loss or gain on available-for-sale financial assets) would be presented
separately from items which will never be reclassified (for example, actuarial gains and losses on defined benefit
plans and revaluation of land and buildings). The amendment affects presentation only and has no impact on the
Groups financial position and performance.

MFRS 9 Financial Instruments: Classification and Measurement

MFRS 9 reflects the first phase of the work on the replacement of MFRS 139 Financial Instruments: Recognition and
Measurement and applies to classification and measurement of financial assets and financial liabilities as defined in
MFRS 139 Financial Instruments: Recognition and Measurement. The adoption of the first phase of MFRS 9 will have
an effect on the classification and measurement of the Groups financial assets. The Group will quantify the effect in
conjunction with the other phases, when the final standard including all phases is issued.

3.4 Basis of consolidation

The consolidated financial statements comprise the financial statements of the Company and its subsidiaries as at
the reporting date. The financial statements of the subsidiaries used in the preparation of the financial statements
are prepared for the same reporting date as the Company. Consistent accounting policies are applied to like
transactions and events in similar circumstances.

All intra-group balances, income and expenses and unrealised gains and losses resulting from intra-group
transactions are eliminated in full except for unrealised losses, which are not eliminated when there are indications
of impairment.

A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction.
If the Group loses control over a subsidiary, it:

- Derecognises the assets (including goodwill) and liabilities of the subsidiary


- Derecognises the carrying amount of any non-controlling interest
- Derecognises the cumulative translation differences recorded in equity
- Recognises the fair value of the consideration received
- Recognises the fair value of any investment retained
- Recognises any surplus or deficit in profit or loss
- Reclassifies the parents share of components previously recognised in other comprehensive income to profit or
loss or retained earnings, as appropriate

Annual Report 2012 Puncak Niaga Holdings Berhad


251

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.4 Basis of consolidation (continued)

Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured
as aggregate of the consideration transferred measured at acquisition date fair value and the amount of any non-
controlling interest in the acquiree at fair value or at the proportionate share of the acquirees identifiable net assets.
Acquisition-related costs are expensed as incurred and included in administrative expenses.

When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate
classification and designation in accordance with the contractual terms, economic circumstances and the pertinent
conditions as at the acquisition date. This includes the separation of embedded derivatives in host contracts by the
acquiree.

If the business combination is achieved in stages, the previously held equity interest is remeasured at its acquisition
date fair value and any resulting gain or loss is recognised in statement of comprehensive income.

Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition
date. Contingent consideration classified as an asset or liability that is a financial instrument and within the scope of
MFRS 139 Financial Instruments: Recognition and Measurement, is measured at fair value with changes in fair value
recognised either in profit or loss or as a change to other comprehensive income. If the contingent consideration is
not within the scope of MFRS 139, it is measured in accordance with the appropriate MFRS. Contingent consideration
that is classified as equity is not remeasured and subsequent settlement is accounted for within equity.

3.5 Transactions with non-controlling interest

Non-controlling interests represent the equity in subsidiaries not attributable, directly or indirectly, to the owners
of the Company, and is presented separately in the consolidated statement of comprehensive income and within
equity in the consolidated statement of financial position, separately from equity attributable to owners of the
Company.

Changes in the Company owners ownership interest in a subsidiary that do not result in a loss of control are
accounted for as equity transactions. In such circumstances, the carrying amounts of the controlling and non-
controlling interests are adjusted to reflect the changes in their relative interests in the subsidiary. Any difference
between the amount by which the non-controlling interest is adjusted and the fair value of the consideration paid or
received is recognised directly in equity and attributed to owners of the parent.

Total comprehensive income within a subsidiary is attributable to the non-controlling interest even if it results in a
deficit balance.

Puncak Niaga Holdings Berhad Annual Report 2012


252

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.6 Currency conversion

The Groups financial statements are presented in Ringgit Malaysia (RM), which is also the functional currency
of the Company. All transactions are recorded in Ringgit Malaysia. Each entity in the Group determines its own
functional currency and items included in the financial statements of each entity are measured using that functional
currency.

(a) Foreign currency transactions

Transactions in foreign currencies are measured in the respective functional currencies of the Company and its
subsidiaries and are recorded on initial recognition in the functional currencies at exchange rates approximating
those prevailing at the transaction dates. Monetary assets and liabilities denominated in foreign currencies are
translated at the rate of exchange prevailing at the end of the reporting period.

Non-monetary items denominated in foreign currencies that are measured at historical cost are translated using
the exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign
currency are translated using the exchange rates at the date when the fair value was determined.

Exchange differences arising on the settlement of monetary items or on translating monetary items at the end
of the reporting period are recognised in profit or loss except for exchange differences arising on monetary
items that form part of the Groups net investment in foreign operations which are recognised initially in other
comprehensive income and accumulated under foreign currency translation reserve in equity. The foreign
currency translation reserve is reclassified from equity to profit or loss of the Group on disposal of the foreign
operation.

Exchange differences arising on the translation of non-monetary items carried at fair value are included in profit
or loss except for the differences arising on the translation of non-monetary items in respect of which gains and
losses are recognised directly in other comprehensive income. Exchange differences arising from such non-
monetary items are also recognised directly in other comprehensive income.

(b) Foreign operations

The assets and liabilities of foreign operations are translated into RM at the rate of exchange ruling at the
reporting date and income and expenses are translated at exchange rates at the dates of the transactions. The
exchange differences arising on the translation are taken directly to other comprehensive income. On disposal
of a foreign operation, the cumulative amount recognised in other comprehensive income and accumulated in
equity under foreign currency translation reserve relating to that particular foreign operation is recognised in the
profit or loss.

Goodwill and fair value adjustments arising on the acquisition of foreign operations are treated as assets and
liabilities of the foreign operations and are recorded in the functional currency of the foreign operations and
translated at the closing rate at the reporting date.

Annual Report 2012 Puncak Niaga Holdings Berhad


253

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.7 Property, plant and equipment

All items of property, plant and equipment are initially recorded at cost. The cost of an item of property, plant and
equipment is recognised as an asset if, and only if, it is probable that future economic benefits associated with the
item will flow to the Group and the cost of the item can be measured reliably.

Subsequent to recognition, plant and equipment and furniture and fixtures are measured at cost less accumulated
depreciation and accumulated impairment losses. When significant parts of property, plant and equipment are
required to be replaced in intervals, the Group recognises such parts as individual assets with specific useful lives
and depreciation, respectively. Likewise, when a major inspection is performed, its cost is recognised in the carrying
amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and
maintenance costs are recognised in profit or loss as incurred.

In the previous financial year, the Group changed from the cost model to the revaluation model for its freehold land,
leasehold land and buildings.

Freehold and leasehold land and buildings are measured at fair value less accumulated depreciation on leasehold
land and buildings and impairment losses recognised after the date of valuation. Valuations are performed with
sufficient regularity to ensure that the carrying amount does not differ materially from the fair value of the freehold
land, leasehold land and buildings at the reporting date.

Any revaluation surplus is recognised in other comprehensive income and accumulated in equity under the asset
revaluation reserve, except to the extent that it reverses a revaluation decrease of the same asset previously
recognised in profit or loss, in which case the increase is recognised in profit or loss. A revaluation deficit is
recognised in profit or loss, except to the extent that it offsets an existing surplus on the same asset carried in the
asset revaluation reserve.

Any accumulated depreciation as at the revaluation date is eliminated against the gross carrying amount of the asset and
the net amount is restated to the revalued amount of the asset. The revaluation surplus included in the asset revaluation
reserve in respect of an asset is transferred directly to retained earnings on retirement or disposal of the asset.

Freehold land has an unlimited useful life and therefore it is not depreciated. Depreciation of other property, plant
and equipment is computed on a straight-line basis over the estimated useful lives of the assets as follows:

- Buildings: 10 to 50 years
- Plant and equipment: 4 to 25 years
- Office equipment: 4 to 10 years
- Furniture and fittings: 5 to 10 years
- Motor vehicles: 3 to 10 years
- Computers and software: 3 to 5 years
- Renovation: 3 to 10 years
- Signage: 5 to 10 years
- Pipelines: 10 years
- Vessel: 15 years
- Long term leasehold land: over the leasehold period

Puncak Niaga Holdings Berhad Annual Report 2012


254

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.7 Property, plant and equipment (continued)

Assets under construction included in plant and equipment are not depreciated as these assets are not yet available
for use.

The carrying values of property, plant and equipment are reviewed for impairment when events or changes in
circumstances indicate that the carrying value may not be recoverable.

The residual value, useful life and depreciation method are reviewed at each financial year-end, and adjusted
prospectively, if appropriate.

An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are
expected from its use or disposal. Any gain or loss on derecognition of the asset is included in the profit or loss in
the year the asset is derecognised.

3.8 Investment properties

Investment property is property which are held to earn rental income or for capital appreciation or both. Properties
that are occupied by the companies in the Group are accounted for as owner-occupied rather than as investment
properties.

Such property are measured initial at cost including transaction costs. Subsequent to recognition, Investment
property is stated at cost less accumulated depreciation. The annual depreciation rate for buildings is 2%. The
policy for the recognition and measurement of impairment losses is in accordance with Note 3.12.

Investment properties are derecognised when either they have been disposed of or when the investment property is
permanently withdrawn from use and no future economic benefit is expected from its disposal. Any gain or loss on the
retirement or disposal of an investment property is recognised in profit or loss in the year of retirement or disposal.

Transfers are made to or from investment property only when there is a change in use. For a transfer from investment
property to owner-occupied property, the deemed cost for subsequent accounting is the fair value at the date of
change in use. For a transfer from owner-occupied property to investment property, the property is accounted for in
accordance with the accounting policy for property, plant and equipment set out in Note 3.7 up to the date of change
in use.

Annual Report 2012 Puncak Niaga Holdings Berhad


255

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.9 Service concession assets and obligations

The Group accounts for its service concession arrangement (SCA) with the governing bodies, State Government
and Federal Government under the Intangible Asset model as it receives the right (license) to charge users of
public service. Under the Groups Concession agreements, the Group is granted the sole and exclusive right
and discretion during the concession period to manage, occupy, operate, repair, maintain, decommission and
refurbish the identified facilities required to provide water services. The legal title to these assets shall remain with
the governing bodies, State Government and Federal Government at the end of the concession period.

The Group amortises its intangible asset contained in the concession arrangement by reference to revenue
method over the concession period, consistent with the method adopted for the annual financial statements for
the financial year ended 31 December 2012 as follows:

Actual water revenue for the year X Accumulated cost of infrastructure


Actual water revenue for the year + and construction assets at
Projected total water revenue for the beginning of the year
subsequent years to the end of the Concession + Additions for the year

The rationale for using the unit of water revenue method is in line with the pattern in which the assets economic
benefits are consumed by the Group.

The SCA pertain to the fair value of the service concession obligations at drawdown date and construction costs
related to the rehabilitation works performed by the Group.

The Group subsequently measures the service concession obligations at amortised costs using the effective
interests method as disclosed in Note 3.23.

In addition, the Group recognises and measures revenue in accordance with MFRS 111, Construction Contracts
and MFRS 118, Revenue Recognition for the services it performs.

3.10 Operating nancial assets

The Group constructs or upgrades infrastructure (construction or upgrade services) used to provide a public
service and operates and maintains that infrastructure (operation services) for a specified period of time. These
arrangements may include infrastructure used in a public-to-private service concession arrangement for its entire
useful life.

The financial asset model is used when the Group has an unconditional contractual right to receive cash or
another financial asset from or at the direction of the grantor for the construction services.

Puncak Niaga Holdings Berhad Annual Report 2012


256

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.10 Operating nancial assets (continued)

When the unconditional right to receive cash covers only part of the service, the intangible asset and financial
asset model are combined to account seperately for each component. If the Company performs more than one
service (i.e. construction or upgrade services and operation services) under a single contract or arrangement,
consideration received or receivable is allocated by reference to the relative fair values of the services delivered,
when the amounts are seperately identifiable.

In the financial asset model, the amount due from the grantor meets the definition of a receivable which is measured
at fair value. It is subsequently measured at amortised cost. The amount initially recognised plus the cumulative
interest on that amount is calculated using the effective interest method.

Any asset carried under concession arrangement is derecognised on disposal or when no future economic
benefits are expected from its future use or disposal or when the contractual rights to the financial asset expire.

3.11 Goodwill

Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the
amount recognised for non-controlling interest over the net identifiable assets acquired and liabilities assumed.
If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the gain is
recognised in statement of comprehensive income.

After initial recognition, goodwill is tested annually for impairment and carried at cost less accumulated impairment
losses.

Goodwill is allocated to cash-generating units for the purpose of impairment testing. The allocation is made to
those cash-generating units or groups of cash-generating units that are expected to benefit from the synergies
of the business combination in which the goodwill arose. The accounting policy on impairment of non-financial
assets is disclosed in Note 3.12.

Where goodwill has been allocated to a cash-generating unit and part of the operation within that unit is disposed
of, the goodwill associated with the disposed operation is included in the carrying amount of the operation when
determining the gain or loss on disposal. Goodwill disposed in these circumstances is measured based on the
relative values of the disposed operation and the portion of the cash-generating unit retained.

Annual Report 2012 Puncak Niaga Holdings Berhad


257

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.12 Impairment of non-nancial assets

The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any
such indication exists, or when an annual impairment assessment for an asset is required, the Group makes an
estimate of the assets recoverable amount.

An assets recoverable amount is the higher of an assets fair value less costs to sell and its value in use. For
the purpose of assessing impairment, assets are grouped at the lowest levels for which there are separately
identifiable cash flows (CGU).

In assessing value in use, the estimated future cash flows expected to be generated by the asset are discounted
to their present value using a pre-tax discount rate that reflects current market assessments of the time value of
money and the risks specific to the asset. Where the carrying amount of an asset exceeds its recoverable amount,
the asset is written down to its recoverable amount. Impairment losses recognised in respect of a CGU or groups
of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to those units or groups of
units and then, to reduce the carrying amount of the other assets in the unit or groups of units on a pro-rata basis.

Impairment losses are recognised in profit or loss except for assets that are previously revalued where the
revaluation was taken to other comprehensive income. In this case the impairment is also recognised in other
comprehensive income up to the amount of any previous revaluation.

An assessment is made at each reporting date as to whether there is any indication that previously recognised
impairment losses may no longer exist or may have decreased. A previously recognised impairment loss is
reversed only if there has been a change in the estimates used to determine the assets recoverable amount since
the last impairment loss was recognised. If that is the case, the carrying amount of the asset is increased to its
recoverable amount. That increase cannot exceed the carrying amount that would have been determined, net of
depreciation, had no impairment loss been recognised previously. Such reversal is recognised in profit or loss
unless the asset is measured at revalued amount, in which case the reversal is treated as a revaluation increase.
Impairment loss on goodwill is not reversed in a subsequent period.

3.13 Subsidiaries

A subsidiary is an entity over which the Group has the power to govern the financial and operating policies so as
to obtain benefits from its activities.

In the Companys separate financial statements, investments in subsidiaries are accounted for at cost less
impairment losses.

3.14 Associates

An associate is an entity, not being a subsidiary or a joint venture, in which the Group has significant influence. An
associate is equity accounted for from the date the Group obtains significant influence until the date the Group
ceases to have significant influence over the associate.

Puncak Niaga Holdings Berhad Annual Report 2012


258

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.14 Associates (continued)

The Groups investments in associates are accounted for using the equity method. Under the equity method, the
investment in associates is measured in the statement of financial position at cost plus post-acquisition changes
in the Groups share of net assets of the associates. Goodwill relating to associates is included in the carrying
amount of the investment. Any excess of the Groups share of the net fair value of the associates identifiable
assets, liabilities and contingent liabilities over the cost of the investment is excluded from the carrying amount of
the investment and is instead included as income in the determination of the Groups share of the associates profit
or loss for the period in which the investment is acquired.

When the Groups share of losses in an associate equals or exceeds its interest in the associate, the Group does
not recognise further losses, unless it has incurred obligations or made payments on behalf of the associate.

After application of the equity method, the Group determines whether it is necessary to recognise an additional
impairment loss on the Groups investment in its associates. The Group determines at each reporting date whether
there is any objective evidence that the investment in the associate is impaired. If this is the case, the Group
calculates the amount of impairment as the difference between the recoverable amount of the associate and its
carrying value and recognises the amount in profit or loss.

The financial statements of the associates are prepared as of the same reporting date as the Company. Where the
date of the audited financial statements used are not coterminous with those of the Group, the share of results is
derived at from the last audited financial statements available and management financial statements to the end of
the accounting period. Where necessary, adjustments are made to bring the accounting policies in line with those
of the Group.

In the Companys separate financial statements, investments in associates are stated at cost less impairment
losses. On disposal of such investments, the difference between net disposal proceeds and their carrying amounts
is included in profit or loss.

3.15 Joint venture

A joint venture is a contractual arrangement whereby two or more parties undertake an economic activity that is
subject to joint control, where the strategic financial and operating decisions relating to the activity require the
unanimous consent of the parties sharing control. The Group recognises its interest in joint venture using equity
method of accounting as described in Note 3.14.

Adjustments are made in the Groups consolidated financial statements to eliminate the Groups share of intragroup
balances, income and expenses and unrealised gains and losses on transactions between the Group and its joint
controlled entity.

The financial statements of the joint venture are prepared as of the same reporting date as the Company. Where
necessary, adjustments are made to bring the accounting policies into line with those of the Group.

Annual Report 2012 Puncak Niaga Holdings Berhad


259

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.15 Joint venture (continued)

In the Companys separate financial statements, its investment in joint venture is stated at cost less impairment
losses. On disposal of such investment, the difference between net disposal proceeds and the carrying amount
is included in profit or loss.

3.16 Financial assets

Financial assets are recognised in the statements of financial position when, and only when, the Group and the
Company become a party to the contractual provisions of the financial instrument.

When financial assets are recognised initially, they are measured at fair value, plus, in the case of financial assets
not at fair value through profit or loss, directly attributable transaction costs.

The Group and the Company determine the classification of their financial assets at initial recognition, and the
categories include financial assets at fair value through profit or loss, loans and receivables, held-to-maturity
investments and available-for-sale financial assets.

(a) Financial assets at fair value through prot or loss

Financial assets are classified as financial assets at fair value through profit or loss if they are held for trading
or are designated as such upon initial recognition. Financial assets held for trading are derivatives (including
separated embedded derivatives) or financial assets acquired principally for the purpose of selling in the
near term.

Subsequent to initial recognition, financial assets at fair value through profit or loss are measured at fair
value. Any gains or losses arising from changes in fair value are recognised in profit or loss. Net gains or net
losses on financial assets at fair value through profit or loss do not include exchange differences, interest
and dividend income. Exchange differences, interest and dividend income on financial assets at fair value
through profit or loss are recognised separately in profit or loss as part of other losses or other income.

Financial assets at fair value through profit or loss could be presented as current or non-current. Financial
assets that are held primarily for trading purposes are presented as current whereas financial assets that
are not held primarily for trading purposes are presented as current or non-current based on the settlement
date.

(b) Loans and receivables

Financial assets with fixed or determinable payments that are not quoted in an active market are classified
as loans and receivables.

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260

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.16 Financial assets (continued)

(b) Loans and receivables (continued)

Subsequent to initial recognition, loans and receivables are measured at amortised cost using the effective
interest method. Gains and losses are recognised in profit or loss when the loans and receivables are
derecognised or impaired, and through the amortisation process.

Loans and receivables are classified as current assets, except for those having maturity dates later than 12
months after the reporting date which are classified as non-current.

(c) Held-to-maturity investments

Financial assets with fixed or determinable payments and fixed maturity are classified as held-to-maturity
when the Group has the positive intention and ability to hold the investment to maturity.

Subsequent to initial recognition, held-to-maturity investments are measured at amortised cost using
the effective interest method. Gains and losses are recognised in profit or loss when the held-to-maturity
investments are derecognised or impaired, and through the amortisation process.

Held-to-maturity investments are classified as non-current assets, except for those having maturity within
12 months after the reporting date which are classified as current.

(d) Available-for-sale nancial assets

Available-for-sale financial assets are financial assets that are designated as available for sale or are not
classified in any of the three preceding categories.

After initial recognition, available-for-sale financial assets are measured at fair value. Any gains or losses
from changes in fair value of the financial assets are recognised in other comprehensive income, except
that impairment losses, foreign exchange gains and losses on monetary instruments and interest calculated
using the effective interest method are recognised in profit or loss. The cumulative gain or loss previously
recognised in other comprehensive income is reclassified from equity to profit or loss as a reclassification
adjustment when the financial asset is derecognised. Interest income calculated using the effective interest
method is recognised in profit or loss. Dividends on an available-for-sale equity instrument are recognised
in profit or loss when the Group and the Companys right to receive payment is established.

Investments in equity instruments whose fair value cannot be reliably measured are measured at cost less
impairment loss.

Available-for-sale financial assets are classified as non-current assets unless they are expected to be
realised within 12 months after the reporting date.

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261

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.16 Financial assets (continued)

(d) Available-for-sale nancial assets (continued)

A financial asset is derecognised when the contractual right to receive cash flows from the asset has expired.
On derecognition of a financial asset in its entirety, the difference between the carrying amount and the sum of
the consideration received and any cumulative gain or loss that had been recognised in other comprehensive
income is recognised in profit or loss.

Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within
the period generally established by regulation or convention in the marketplace concerned. All regular way
purchases and sales of financial assets are recognised or derecognised on the trade date i.e. the date that the
Group and the Company commit to purchase or sell the asset.

3.17 Impairment of nancial assets

The Group and the Company assess at each reporting date whether there is any objective evidence that a financial
asset is impaired.

(a) Trade and other receivables and other nancial assets carried at amortised cost

To determine whether there is objective evidence that an impairment loss on financial assets has been incurred,
the Group and the Company consider factors such as the probability of insolvency or significant financial
difficulties of the debtor and default or significant delay in payments. For certain categories of financial assets,
such as trade receivables, assets that are assessed not to be impaired individually are subsequently assessed
for impairment on a collective basis based on similar risk characteristics. Objective evidence of impairment
for a portfolio of receivables could include the Groups and the Companys past experience of collecting
payments, an increase in the number of delayed payments in the portfolio past the average credit period and
observable changes in national or local economic conditions that correlate with default on receivables.

If any such evidence exists, the amount of impairment loss is measured as the difference between the assets
carrying amount and the present value of estimated future cash flows discounted at the financial assets
original effective interest rate. The impairment loss is recognised in profit or loss.

The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets
with the exception of trade receivables, where the carrying amount is reduced through the use of an allowance
account. When a trade receivable becomes uncollectible, it is written off against the allowance account.

If in a subsequent period, the amount of the impairment loss decreases and the decrease can be related
objectively to an event occurring after the impairment was recognised, the previously recognised impairment
loss is reversed to the extent that the carrying amount of the asset does not exceed its amortised cost at the
reversal date. The amount of reversal is recognised in profit or loss.

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262

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.17 Impairment of nancial assets (continued)

(b) Unquoted equity securities carried at cost

If there is objective evidence (such as significant adverse changes in the business environment where the
issuer operates, probability of insolvency or significant financial difficulties of the issuer) that an impairment
loss on financial assets carried at cost has been incurred, the amount of the loss is measured as the
difference between the assets carrying amount and the present value of estimated future cash flows
discounted at the current market rate of return for a similar financial asset. Such impairment losses are not
reversed in subsequent periods.

(c) Available-for-sale nancial assets

Significant or prolonged decline in fair value below cost, significant financial difficulties of the issuer or
obligor, and the disappearance of an active trading market are considerations to determine whether there is
objective evidence that investment securities classified as available-for-sale financial assets are impaired.

If an available-for-sale financial asset is impaired, an amount comprising the difference between its cost (net
of any principal payment and amortisation) and its current fair value, less any impairment loss previously
recognised in profit or loss, is transferred from equity to profit or loss.

Impairment losses on available-for-sale equity investments are not reversed in profit or loss in the subsequent
periods. Increase in fair value, if any, subsequent to impairment loss is recognised in other comprehensive
income. For available-for-sale debt investments, impairment losses are subsequently reversed in profit or
loss if an increase in the fair value of the investment can be objectively related to an event occurring after the
recognition of the impairment loss in profit or loss.

3.18 Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and in hand, demand deposits, and short-term, highly liquid
investments that are readily convertible to known amount of cash and which are subject to an insignificant risk of
changes in value.

3.19 Construction contracts

Where the outcome of a construction contract can be reliably estimated, contract revenue and contract costs
are recognised as revenue and expenses respectively by using the stage of completion method. The stage of
completion is measured by reference to the proportion of contract costs incurred for work performed to date to
the estimated total contract costs.

Annual Report 2012 Puncak Niaga Holdings Berhad


263

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.19 Construction contracts (continued)

Where the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised to the
extent of contract costs incurred that are likely to be recoverable. Contract costs are recognised as expense in
the period in which they are incurred.

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

Contract revenue comprises the initial amount of revenue agreed in the contract and variations in contract work,
claims and incentive payments to the extent that it is probable that they will result in revenue and they are capable
of being reliably measured.

When the total of costs incurred on construction contracts plus recognised profits (less recognised losses) exceeds
progress billings, the balance is classified as amount due from customers on contracts. When progress billings
exceed costs incurred plus, recognised profits (less recognised losses), the balance is classified as amount due
to customers on contracts.

3.20 Inventories

Inventories are stated at the lower of cost and net realisable value. Cost is determined on a weighted average
basis and includes transportation and handling costs incurred.

Net realisable value is the estimated selling price in the ordinary course of business less estimated costs of
completion and the estimated costs necessary to make the sale.

3.21 Provisions

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past
event, it is probable that an outflow of economic resources will be required to settle the obligation and the amount
of the obligation can be estimated reliably.

Provisions are reviewed at each reporting date and adjusted to reflect the current best estimate. If it is no longer
probable that an outflow of economic resources will be required to settle the obligation, the provision is reversed.
If the effect of the time value of money is material, provisions are discounted using a current pre tax rate that
reflects, where appropriate, the risks specific to the liability. When discounting is used, the increase in the provision
due to the passage of time is recognised as a finance cost.

Puncak Niaga Holdings Berhad Annual Report 2012


264

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.22 Government grants

Government grants are recognised at their fair value where there is reasonable assurance that the grant will be
received and all conditions attached will be met. Where the grant relates to an asset, the fair value is recognised
as deferred capital grant in the statement of financial position and is amortised to profit or loss over the expected
useful life of the relevant asset by equal annual instalments.

Grants that compensate the Group for the cost of asset are recognised as income on a systematic basis over the
useful life of asset, using the unit of water revenue method as disclosed in Note 3.9. The cost of assets to which
the grants relate to are capitalised as service concession assets.

When loans or similar assistance are provided by governments or related institutions with an interest rate below
the current applicable market rate, the effect of this favourable interest is regarded as a government grant.

3.23 Financial liabilities

Financial liabilities are classified according to the substance of the contractual arrangements entered into and the
definitions of a financial liability.

Financial liabilities, within the scope of MFRS 139, are recognised in the statement of financial position when, and
only when, the Group and the Company become a party to the contractual provisions of the financial instrument.

Financial liabilities are recognised initially at fair value plus directly attributable transaction costs and subsequently
measured at amortised cost using the effective interest method.

Loans and borrowings are recognised initially at fair value, net of transaction costs incurred, and subsequently
measured at amortised cost using the effective interest method. Borrowings are classified as current liabilities
unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the
reporting date.

For other financial liabilities, gains and losses are recognised in profit or loss when the liabilities are derecognised,
and through the amortisation process.

A financial liability is derecognised when the obligation under the liability is extinguished. When an existing financial
liability is replaced by another from the same lender on substantially different terms, or the terms of an existing
liability are substantially modified, such an exchange or modification is treated as a derecognition of the original
liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognised
in profit or loss.

Annual Report 2012 Puncak Niaga Holdings Berhad


265

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.24 Borrowing costs

Borrowing costs are capitalised as part of the cost of a qualifying asset if they are directly attributable to the
acquisition, construction or production of that asset. Capitalisation of borrowing costs commences when the
activities to prepare the asset for its intended use or sale are in progress and the expenditures and borrowing
costs are incurred. Borrowing costs are capitalised until the assets are substantially completed for their intended
use or sale.

All other borrowing costs are recognised in profit or loss in the period they are incurred. Borrowing costs consist
of interest and other costs that the Group and the Company incurred in connection with the borrowing of funds.

3.25 RCULS

The RCULS are regarded as compound instruments, consisting of a liability component and an equity component.

At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate
for a similar instrument. The difference between the proceeds of issue of the convertible loan stocks and the fair
value assigned to the liability component, representing the conversion option is included in equity. The liability
component is subsequently stated at amortised cost using the effective interest rate method until extinguished
on conversion or redemption, whilst the value of the equity component is not adjusted in subsequent periods.
Attributable transaction costs are apportioned and deducted directly from the liability and equity component
based on their carrying amounts at the date of issue.

3.26 Employee benets

(a) Dened contribution plans

The Group participates in the national pension schemes as defined by the laws of the countries in which it
has operations. The Malaysian companies in the Group make contributions to the EPF in Malaysia, a defined
contribution pension scheme. Contributions to defined contribution pension schemes are recognised as an
expense in the period in which the related service is performed. The Groups foreign subsidiaries also make
contributions to their respective countries statutory pension schemes.

(b) Dened benet plans

The Group operates an unfunded, defined benefit Retirement Benefit Scheme (the Scheme) for its eligible
employees. The Groups obligation under the Scheme, calculated using the Projected Unit Credit Method,
is determined based on actuarial computations by independent actuaries, through which the amount of
benefit that employees have earned in return for their service in the current and prior years is estimated.
That benefit is discounted in order to determine its present value. Actuarial gains and losses are recognised
directly in equity immediately. Past service costs are recognised immediately to the extent that the benefits
are already vested, and otherwise are amortised on a straight-line basis over the average period until the
amended benefits become vested.

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266

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.26 Employee benets (continued)

(b) Dened benet plans (continued)

The amount recognised in statement of financial position represents the present value of the defined benefit
obligation adjusted for unrecognised actuarial gains and losses and unrecognised past service costs.

(c) Short term benets

Wages, salaries, 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. Short term non-accumulating compensated absences
such as sick leave are recognised when the absences occur.

3.27 Leases

(a) As lessee

Finance leases, which transfer to the Group substantially all the risks and rewards incidental to ownership
of the leased item, are capitalised at the inception of the lease at the fair value of the leased asset or, if
lower, at the present value of the minimum lease payments. Any initial direct costs are also added to the
amount capitalised. Lease payments are apportioned between the finance charges and reduction of the
lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance
charges are charged to profit or loss. Contingent rents, if any, are charged as expenses in the periods in
which they are incurred.

Leased assets are depreciated over the estimated useful life of the asset. However, if there is no reasonable
certainty that the Group will obtain ownership by the end of the lease term, the asset is depreciated over the
shorter of the estimated useful life and the lease term.

Operating lease payments are recognised as an expense in profit or loss on a straight-line basis over the
lease term. The aggregate benefit of incentives provided by the lessor is recognised as a reduction of rental
expense over the lease term on a straight-line basis.

(b) As lessor

Leases where the Group retains substantially all the risks and rewards of ownership of the asset are classified
as operating leases. Initial direct costs incurred in negotiating an operating lease are added to the carrying
amount of the leased asset and recognised over the lease term on the same bases as rental income. The
accounting policy for rental income is set out in Note 3.28(f).

Annual Report 2012 Puncak Niaga Holdings Berhad


267

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.28 Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the
revenue can be reliably measured. Revenue is measured at the fair value of consideration received or receivable.

(a) Supply and distribution of treated water to consumers

Water revenue are recognised when the related water is rendered. Water and sewerage are billed every
month according to the bill cycles of the customers. As a result of bill cycle cut-off, monthly service revenue
earned but not yet billed at the end of the month are estimated and accrued. These estimated are based on
historical consumption of the customers.

(b) Dividend income

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

(c) Construction revenue

Revenue from construction contracts is accounted for by the stage of completion method as describe in
Note 3.19.

(d) Rehabilitation works

Revenue from rehabilitation works is recognised and measured by the Group in accordance with MFRS 111
and MFRS 118 for the services it performs. Revenue related to rehabilitation works is recorded as part of
SCA.

(e) Interest income

Interest income is recognised using the effective interest method.

(f) Rental income

Rental income is accounted for on a straight-line basis over the lease terms. The aggregate costs of
incentives provided to lessees are recognised as a reduction of rental income over the lease term on a
straight-line basis.

(g) Oil and gas revenue

Service income is recognised upon rendering of services and income from renting of vessels is recognised
on an accrual basis by reference to the underlying rental agreements.

Puncak Niaga Holdings Berhad Annual Report 2012


268

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.28 Revenue (continued)

(g) Oil and gas revenue (continued)

Revenue relating to contracts is accounted for based on the percentage of completion method as determined
by the proportion of cost incurred todate against the total estimated costs on contracts where the outcome
of the contracts can be reliably estimated. Variations in contract work, claims and incentive payments are
included to the extent that they have been agreed with customer. Accrued contract revenue attributable to
the progress of work performed up to the reporting date for which progress billings have not been rendered
is accounted for as unbilled revenue in the statements of financial position.

3.29 Raw materials, consumables and maintenance expenses

Raw materials, consumables and maintenance expenses represent costs incurred in the production of treated
water, maintenance works, and provision of oil and gas services. These costs are recognised as an expense in the
income statement in the year in which the expenses are incurred.

3.30 Income taxes

(a) Current tax

Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the
taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or
substantively enacted by the reporting date.

Current taxes are recognised in profit or loss except to the extent that the tax relates to items recognised
outside profit or loss, either in other comprehensive income or directly in equity.

(b) Deferred tax

Deferred tax is provided using the liability method on temporary differences at the reporting date between
the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

Deferred tax liabilities are recognised for all temporary differences, except:

- where the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in
a transaction that is not a business combination and, at the time of the transaction, affects neither the
accounting profit nor taxable profit or loss; and

- in respect of taxable temporary differences associated with investments in subsidiaries, associates and
interests in joint ventures, where the timing of the reversal of the temporary differences can be controlled
and it is probable that the temporary differences will not reverse in the foreseeable future.

Annual Report 2012 Puncak Niaga Holdings Berhad


269

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.30 Income taxes (continued)

(b) Deferred tax (continued)

Deferred tax assets are recognised for all deductible temporary differences, carry forward of unused tax
credits and unused tax losses, to the extent that it is probable that taxable profit will be available against
which the deductible temporary differences, and the carry forward of unused tax credits and unused tax
losses can be utilised except:

- where the deferred tax asset relating to the deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that is not a business combination and, at the time of
the transaction, affects neither the accounting profit nor taxable profit or loss; and

- in respect of deductible temporary differences associated with investments in subsidiaries, associates


and interests in joint ventures, deferred tax assets are recognised only to the extent that it is probable that
the temporary differences will reverse in the foreseeable future and taxable profit will be available against
which the temporary differences can be utilised.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent
that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred
tax asset to be utilised. Unrecognised deferred tax assets are reassessed at each reporting date and are
recognised to the extent that it has become probable that future taxable profit will allow the deferred tax
assets to be utilised.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when
the asset is realised or the liability is settled, based on tax rates and tax laws that have been enacted or
substantively enacted at the reporting date.

Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred
tax items are recognised in correlation to the underlying transaction either in other comprehensive income
or directly in equity and deferred tax arising from a business combination is adjusted against goodwill on
acquisition.

Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current
tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the
same taxation authority.

3.31 Segment reporting

For management purposes, the Group is organised into operating segments based on their services which are
independently managed by the respective segment managers responsible for the performance of the respective
segments under their charge. The segment managers report directly to the management of the Company who
regularly review the segment results in order to allocate resources to the segments and to assess the segment
performance. Additional disclosures on each of these segments are shown in Note 47, including the factors used
to identify the reportable segments and the measurement basis of segment information.
Puncak Niaga Holdings Berhad Annual Report 2012
270

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3.32 Share capital and share issuance expenses

An equity instrument is any contract that evidences a residual interest in the assets of the Group and the Company
after deducting all of its liabilities. Ordinary shares are equity instruments.

Ordinary shares are recorded at the proceeds received, net of directly attributable incremental transaction costs.
Ordinary shares are classified as equity. Dividends on ordinary shares are recognised in equity in the period in
which they are declared.

3.33 Treasury shares

When shares of the Company, that have not been cancelled, recognised as equity are reacquired, the amount
of consideration paid is recognised directly in equity. Reacquired shares are classified as treasury shares and
presented as a deduction from total equity. No gain or loss is recognised in profit or loss on the purchase, sale,
issue or cancellation of treasury shares. When treasury shares are reissued by resale, the difference between the
sales consideration and the carrying amount is recognised in equity.

3.34 Contingencies

A contingent liability or asset is a possible obligation or asset that arises from past events and whose existence will
be confirmed only by the occurrence or non-occurrence of uncertain future event(s) not wholly within the control
of the Group.

Contingent liabilities and assets are not recognised in the statements of financial position of the Group.

3.35 Financial guarantee contracts

A financial guarantee contract is a contract that requires the issuer to make specified payments to reimburse the
holder for a loss it incurs because a specified debtor fails to make payment when due.

Financial guarantee contracts are recognised initially as a liability at fair value, net of transaction costs. Subsequent
to initial recognition, financial guarantee contracts are recognised as income in profit or loss over the period of
the guarantee. If the debtor fails to make payment relating to financial guarantee contract when it is due and the
Group, as the issuer, is required to reimburse the holder for the associated loss, the liability is measured at the
higher of the best estimate of the expenditure required to settle the present obligation at the reporting date and
the amount initially recognised less cumulative amortisation.

Annual Report 2012 Puncak Niaga Holdings Berhad


271

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

4. SIGNIFICANT ACCOUNTING JUDGEMENTS AND ESTIMATES

The preparation of the Groups financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure of
contingent liabilities at the reporting date. However, uncertainty about these assumptions and estimates could result in
outcomes that could require a material adjustment to the carrying amount of the asset or liability affected in the future.

4.1 Key sources of estimation uncertainty

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date
that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within
the next financial year are discussed below.

(a) Service Concession Arrangement (SCA)

In applying IC Interpretation 12, the Group has made a judgement that the Agreements as discussed in Note
5(b), qualifies under the Intangible Asset model as disclosed in Note 3.9.

Under the Intangible Asset model, the rehabilitation works performed by the Group (previously recognised as
project development expenditure) and the present value of the total estimated concession fee payments were
recognised as intangible assets. The intangible assets is amortised using the revenue method over the life of
the concession agreement.

During the financial year under review, it has come to the knowledge of the Group that there are differing views
within the accounting fraternity regarding the appropriateness of certain methods in amortising intangibles
asset contained in a concession arrangement, and the deliberation over this matter is currently ongoing.
Pending the finalisation of any consensus by the accounting fraternity over this matter, the Group continues
to amortise its intangible asset contained in the concession arrangement by reference to revenue method.
The Group will continue to monitor the progress and outcome of the ongoing deliberation, and will review the
appropriateness of the existing amortisation method should such need arise in future.

As the related service concession obligation is now recognised, this resulted in additional finance costs to the
Group due to the accretion of the obligation.

In connection with the rehabilitation of works performed, the Group measures the revenue at the fair value of
the consideration received or receivable. The fair value is calculated by including certain mark-up, estimated to
reflect a margin consistent with other similar construction work where possible, on the actual costs incurred.

As at 31 December 2012, the carrying amount of service concession assets was RM7,686,186,879 (2011:
RM7,694,673,807). The carrying amount of service concession obligations was RM4,046,085,235 (2011:
RM4,169,538,673).

Puncak Niaga Holdings Berhad Annual Report 2012


272

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

4. SIGNIFICANT ACCOUNTING JUDGEMENTS AND ESTIMATES (CONTINUED)

4.1 Key sources of estimation uncertainty (continued)

(b) Water tariff compensation

Pursuant to the Concession Agreement (CA) dated 15 December 2004, and as disclosed in Note 5(b),
SYABAS is entitled to impose a second water tariff review effective from 1 January 2009 and a third water
tariff review effective from 1 January 2012 based on a formula contained in the Concession Agreement.
The revised water tariff rates are to be submitted by SYABAS to the State Government for gazettement. The
second and third revised water tariffs were submitted on 31 March 2008 and 23 May 2011 respectively but as
at the reporting date, the State Government has not gazetted the revised rates. The Directors, in consultation
with their solicitors, are of the opinion that SYABAS is entitled to the water tariff compensation recognised in
the financial statement of RM2,334,992,912 (2011: RM1,311,051,925) as disclosed in Note 25.

(c) Estimated useful life of the vessel

The cost of plant and equipment is depreciated on a straight-line basis over the vessels estimated economic
useful life. Management estimates the useful life of the vessel to be within 15 years and residual value of
USD20 million. These are common life expectancies and residual value applied in the industry for a similar
vessel. Management has relied upon professional valuers opinion to determine these estimates.

Changes in the expected level of usage and technological developments could impact the economic useful
life and the residual value of the vessel, therefore, future depreciation charge could be revised. The carrying
amount of the Groups plant and equipment at the reporting date is disclosed in Note 14.

(d) Impairment of goodwill

The Group determines whether goodwill is impaired at least on an annual basis. This requires estimation of
the value in use of the CGUs to which the goodwill is allocated. Estimating a value in use amount requires
management to make an estimate of the expected future cash flows from the CGU and also to choose a
suitable discount rate in order to calculate the present value of those cash flows. The carrying amount of
goodwill as at 31 December 2012 was RM210,820,140 (2011: RM210,878,972 ). Further details are disclosed in
Note 24.

(e) Deferred tax

Deferred tax assets are recognised for all unused tax losses and capital allowances to the extent that it is
probable that taxable profit will be available against which the losses and capital allowances can be utilised.
Significant management judgement is required to determine the amount of deferred tax assets that can be
recognised, based upon the likely timing and level of future taxable profits together with future tax planning
strategies.

Annual Report 2012 Puncak Niaga Holdings Berhad


273

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

4. SIGNIFICANT ACCOUNTING JUDGEMENTS AND ESTIMATES (CONTINUED)

4.1 Key sources of estimation uncertainty (continued)

(e) Deferred tax (continued)

The total carrying value of deferred tax assets recognised by the Group as at 31 December 2012 is
RM425,928,475 (2011: RM425,211,092).

(f) Impairment allowance on trade receivables

The Group evaluates the collectability of trade receivables and records provisions for doubtful receivables
based on historical collection pattern. These provisions are based on, amongst other things, comparisons
of the relative age of accounts and consideration of actual write-off history. The actual level of receivables
collected may differ from the estimated levels of recovery, which could impact operating results positively
or negatively. As at 31 December 2012, the Groups gross trade receivables were RM2,837,010,331
(2011: RM1,863,241,602) and the provision for doubtful receivables was RM10,436,262 (2011: RM6,617,704).

The tariff compensation amounting to RM2,334,992,912 (2011: RM1,311,051,925) were reclassified to long
term receivable based on the Groups estimated timeframe to conclude the litigation and the recovery
of the receivables for the State Government that had an allowance for impairment of RM108,519,566
(2011: RM75,259,744).

(g) Government grant

Government grant is recognised as income to compensate the Group for the cost of an asset over the useful
life of the asset. The assets to which the grant relate to are amortised over the concession period using the
unit of water revenue method as disclosed in Note 3.22. Similarly, the grant is amortised over the same basis
to compensate the Group for the expenses incurred.

Due to the long remaining concession period, the Group does not expect a significant risk of changes in the
projected water revenue which may cause a material adjustment to the amortisation of government grant in
the future financial periods.

(h) Material litigations

The Group determines whether a present obligation in relation to a material litigation exists at the reporting date
by taking into account all available evidence, including, the opinion of the solicitors. The evidence considered
includes any additional evidence provided by events after the reporting date. On the basis of such evidence,
the Group evaluates if a provision needs to be recognised in the financial statements. Further details of the
material litigations involving the Group are disclosed in Note 50.

Puncak Niaga Holdings Berhad Annual Report 2012


274

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

4. SIGNIFICANT ACCOUNTING JUDGEMENTS AND ESTIMATES (CONTINUED)

4.1 Key sources of estimation uncertainty (continued)

(i) Percentage of completion of long-term projects

Revenue and costs of projects with extended duration are recognised by reference to the stage of completion
of the contract activity as of the reporting date, based on the ratio of project costs incurred to date to the
total estimated costs, taking into account the level of physical completion. This percentage of completion
method requires management to make reasonably dependable estimates of progress towards completion of
projects.

(j) Unbilled revenue

Within the total revenue earned by the Group, significant estimation is involved in determining the unbilled
revenue of the Group which has a carrying value of RM237,253,922 (2011: RM74,780,225) as at the reporting
date. It is attributable to work performed based on the contracts with the respective customers, with the
external party certifying the daily progress report which forms a significant part of the contracting document
for the transfer of risk and rewards.

Management estimates are based on their previous experience with the respective customers and the following
assumptions:

(i) The work scope are carried out in accordance with provisions in the oil and gas contracts;

(ii) The stage of the completion of the contract activity as of the reporting date; and

(iii) The associated costs incurred to carry out these work scope are incurred in the period and charged to the
income statements.

These work are subject to final approval by respective customers. As such there is time lag between the final
approval and the completion of work done by GOM. It is therefore appropriate to recognise revenue on these
transactions for the current financial year.

(k) Income taxes

Significant judgement is involved in determining the Groups provision for income taxes. There are certain
transactions and computations for which the ultimate tax determination is uncertain during the ordinary
course of business. The Group recognised liabilities for expected tax issues based on estimates of whether
additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that
were initially recognised, such differences will impact the income tax and deferred tax provisions in the period
in which such determination is made. The carrying amount of the Groups tax payable as at 31 December 2012
and 31 December 2011 was RM90,280,541 and RM27,434,086 respectively.

Annual Report 2012 Puncak Niaga Holdings Berhad


275

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

4. SIGNIFICANT ACCOUNTING JUDGEMENTS AND ESTIMATES (CONTINUED)

4.2 Signicant judgement

Recoverability of amount due from State Government

Included in trade receivables is RM2,334,992,912 (2011: RM1,311,051,925) being the water tariff compensation
owing from the State Government for the years 2009, 2010, 2011 and 2012 cumulatively. During the financial year
2010, the Directors have instituted legal action claiming for the sum of RM471,642,916 being the compensation
due for the period from 1 January 2009 to 31 December 2009 and at the case management held on 28 June
2011, the Kuala Lumpur High Court allowed SYABASs application to withdraw with liberty to file afresh by way of
a writ of summons with no order as to costs as further disclosed per Note 50(e). As disclosed in Note 50(g), on 8
September 2011, SYABAS filed a Writ and Statement of Claim at the Kuala Lumpur High Court for RM1,054,208,382
being compensation from 1 January 2009 to 31 March 2011. Total water tariff compensation claims submitted to
the Selangor State Government up to the period ended 31 December 2012 is RM2,486,972,720. The Directors
in assessing the recoverability of this receivables and in consultation with their solicitors, are of the opinion that
their case is substantiated by evidence and has merit and hence the amount is likely recoverable from the State
Government.

5. AWARD OF CONCESSIONS

(a) PNSB was awarded the following concessions by the State Government:

(i) under the PCCA dated 22 September 1994, to take over, operate, maintain, manage, rehabilitate and refurbish
existing water treatment plants located in Selangor and Federal Territories of Kuala Lumpur from the date of the
PCCA to 31 December 2020;

(ii) under the CCOA dated 22 March 1995, to design, construct, operate, maintain and manage the new water
treatment facilities, namely SSP 2 from the date of the CCOA to 31 December 2020; and

(iii) On 17 January 1998, PNSB was given the rights by the Federal Government to develop a water treatment
plant and its related facilities in Wangsa Maju. The construction work commenced in January 1998 and was
completed in July 1998. Subsequent to the completion, PNSB has been managing, operating and maintaining
the water treatment plant. The Concession Agreement in relation to this water treatment plant for a period of
30 years ending 17 July 2028 was finalised and executed with the State Government on 31 December 2004
(Wangsa Maju WTP Concession Agreement).

On 31 December 2004, PNSB executed the following agreements in relation to the privatisation of the water supply
services in the State of Selangor and the Federal Territories of Kuala Lumpur and Putrajaya:

Puncak Niaga Holdings Berhad Annual Report 2012


276

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

5. AWARD OF CONCESSIONS (CONTINUED)

(a) PNSB was awarded the following concessions by the State Government: (continued)

(i) Novation Agreement to the PCCA and the CCOA between the State Government, PNSB and SYABAS,
whereby SYABAS shall assume the State Governments obligations under the PCCA and CCOA in relation to
the following, with effect from 1 January 2005:

- purchase and payment of treated water to PNSB;


- the quality of treated water; and
- all operational matters relating to such purchase, payment and quality of treated water.

(ii) Novation Agreement to the Wangsa Maju WTP Concession Agreement between the State Government, PNSB
and SYABAS, whereby SYABAS shall assume the State Governments obligations under the Wangsa Maju
WTP Concession Agreement in relation to the following with effect from 1 January 2005:

- purchase and payment of treated water to PNSB;


- the quality of treated water; and
- all operational matters relating to such purchase, payment and quality of treated water.

(iii) Supplemental Agreement (in relation to the PCCA dated 22 September 1994) between the State Government
and PNSB. PNSB agrees to a two percent (2%) reduction in the amounts outstanding and owing to PNSB
under the PCCA as at 30 June 2004. PNSB further agrees to an eight percent (8%) reduction, with effect from
1 July 2004 in the monthly billings to the State Government under the PCCA.

In addition, PNSB shall be responsible for the management and operation of the Klang Gates, Tasik Subang
and Sungai Langat Dams.

(iv) Supplemental Agreement (in relation to the CCOA dated 22 March 1995) between the State Government and
PNSB. PNSB agrees to a two percent (2%) reduction in the amounts outstanding and owing to PNSB under
the CCOA as at 30 June 2004. PNSB further agrees to an eight percent (8%) reduction, with effect from 1 July
2004 in the monthly billings to the State Government under the CCOA.

PNSB and SYABAS had on 16 August 2007, entered into the following two (2) agreements:

(i) Sungai Lolo Water Treatment Plant (Extension) O&M Agreement [Sg Lolo WTP (Extension) O&M Agreement]
between the State Government and PNSB in relation to the appointment of PNSB as the Operator to operate,
manage, maintain and refurbish the raw water intake and the extended treatment plant situated on a 0.5 acre
piece of land located in the District of Hulu Langat, Selangor Darul Ehsan and associated works as more
fully described in Appendix 2 of the Sg Lolo WTP (Extension) O&M Agreement, for a concession period
commencing on 1 December 2006 and expiring on 31 December 2034; and

Annual Report 2012 Puncak Niaga Holdings Berhad


277

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

5. AWARD OF CONCESSIONS (CONTINUED)

(a) PNSB was awarded the following concessions by the State Government: (continued)

(ii) Novation Agreement to the Sg Lolo WTP (Extension) O&M Agreement between the State Government, PNSB
and SYABAS (Novation Agreement) in relation to the assumption of all the State Governments rights, benefits,
liabilities and obligations under the Sg Lolo WTP (Extension) O&M Agreement by SYABAS (except on matters
relating to land and the maintenance of the raw water quality including matters which are not or are incapable of
being exercised by or conferred on SYABAS under the law).

On 7 March 2008, PNSB and SYABAS entered into the following two (2) agreements:

(i) Sungai Sireh Water Treatment Plant O&M Agreement [Sg Sireh WTP O&M Agreement] between the State
Government and PNSB in relation to the appointment of PNSB as the Operator to operate, manage and maintain
the raw water intake and the treatment plant situated on a 6.72 acres piece of land located beside a canal
near Sungai Sireh, Tanjung Karang in the District of Kuala Selangor, Selangor Darul Ehsan and associated
works pursuant to Clause 3(a)(vi) of the Concession Agreement dated 15 December 2004 between the
Federal Government, the State Government and SYABAS, for a concession period of twenty seven (27) years,
commencing on 1 April 2007 and expiring on 30 April 2034; and

(ii) Novation Agreement to the Sg Sireh WTP O&M Agreement between the State Government, PNSB and SYABAS
in relation to the assumption of all the State Governments rights, benefit, liabilities and obligations under the
Sg Sireh WTP O&M Agreement by SYABAS (save and except on matters related to land and the maintenance
of the raw water quality including matters which are not or are incapable of being exercised by or conferred on
SYABAS under the law).

(b) On 15 December 2004, SYABAS executed a Concession Agreement with the Federal Government and the State
Government in relation to the privatisation of the water supply services in the State of Selangor and the Federal
Territories of Kuala Lumpur and Putrajaya. SYABAS is granted the right and authority by the Federal Government
and the State Government to undertake the following:

(i) the supply and distribution of treated water to consumers in the Distribution Area;

(ii) the purchase of treated water from the three (3) water treatment operators, namely PNSB, SPLASH and ABASS;

(iii) the taking over, upgrading, management, maintenance and protection of all water supply facilities within the
Distribution Area;

(iv) the design, construction and completion of new water supply facilities works and the operation, maintenance
and protection of the same; and

(v) the right to demand, collect and retain tariff for the supply and distribution of treated water and charges for the sale,
rental or installation of water supply facilities, as gazetted by the Federal Government or the State Government.

This Concession Agreement took effect on 1 January 2005, for a period of 30 years ending 31 December 2034.

Puncak Niaga Holdings Berhad Annual Report 2012


278

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

5. AWARD OF CONCESSIONS (CONTINUED)

(c) LUWEI was incorporated on 28 January 2005 to undertake the Lushan County Water Supply Project for a concession
period of 30 years commencing from 1 May 2009. Under the concession, LUWEI is to invest, finance, construct,
design, operate and maintain a 50,000 m3 per day water treatment plant in Lushan County, Henan Province, China.
The Group completed the acquisition of LUWEI on 19 August 2008.

(d) XINNUO was incorporated on 7 April 2008 to undertake the Yangxin County Trade Centre Wastewater Treatment
Project for a concession period of 28 years commencing from 8 November 2007. Under the concession, XINNUO
is to invest, finance, construct, design, operate and maintain a 30,000 m3 per day wastewater treatment plant in
Laodian Village, Yangxin County, Shandong Province, China. The Group completed the acquisition of XINNUO on 2
July 2008.

(e) Hebei Sino was incorporated on 16 September 2009 to undertake the Yuanshi County Industrial Water Supply
Project for a concession period of 30 years commencing from 31 December 2009. Under the concession, Hebei
Sino is to invest, finance, design, construct, operate and maintain a 10,000 m3 per day distribution of water to the
Industrial Water Supply Construction, and to provide services and charge fee to the users.

6. REVENUE

Group Company
2012 2011 2012 2011
RM RM RM RM

Supply and distribution of treated water to consumers 1,599,014,093 1,532,897,384


Water tariff compensation 1,023,940,987 458,150,923
Oil and gas revenue 778,041,868 289,529,044
Construction revenue 342,672,444 310,931,740
Others 265,832

3,743,935,224 2,591,509,091

(a) Supply and distribution of treated water to consumers

The amount relates to the supply and distribution of treated water to consumers in the Distribution Area by SYABAS,
with effect from 1 January 2005.

(b) Water tariff compensation

The amount is determined by the directors of SYABAS based on the terms of the SYABAS Concession Agreement
signed between the Company, the Federal Government and the State Government as disclosed in Note 4.1(b).

The claim for water tariff compensation had been included as amount owing by the State Government under trade
receivables as at 31 December 2012.

Annual Report 2012 Puncak Niaga Holdings Berhad


279

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

6. REVENUE (CONTINUED)

(c) Oil and gas revenue

Oil and gas revenue relates to revenue arising in rendering of offshore personnel services and renting of machineries
and vessels and recognised in accordance with Note 3.28(g).

(d) Construction revenue

Construction revenue relates to revenue recognised in accordance with MFRS 111 in respect of service under the
concession arrangements. Construction revenue is recognised based on the percentage of completion method
during the construction phase.

7. PROFIT/(LOSS) BEFORE TAX

The following items have been included in arriving at profit/(loss) before tax:

(a) Other income

Group Company
2012 2011 2012 2011
RM RM RM RM

Amortisation of:
- deferred government grant (Note 36(a)) (5,378,552) (4,199,561)
- government grant (Note 36(b) & (c)) (5,423,021) (3,667,198)
Accretion of interest on long term receivable
(Note 25(e)) (9,976,953) (12,134,199)
Interest income:
- Junior Notes A (49,792,877)
- RCULS (Note 22) (12,805,964) (11,806,289)
- BAIDS (8,895,000)
Finance income from operating financial asset (499,761) (188,978)
Profit earned from deposits (47,799,802) (44,289,735) (5,657,309) (5,451,384)
Income from liquidated ascertained damages
from contractors (1,884) (109,200)
Rental income from land and building (404,077) (325,700) (60,000) (60,000)

Puncak Niaga Holdings Berhad Annual Report 2012


280

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

7. PROFIT/(LOSS) BEFORE TAX (CONTINUED)

(a) Other income (continued)

Group Company
2012 2011 2012 2011
RM RM RM RM

Rental income from investment property (873,461) (840,056)


Unrealised foreign exchange gain (3,135,213)
Income from property developers (Note 7(a)(i)) (54,713,859) (43,780,035)
Gain on extinguishment of debts in regards to
JNA (Note 32(c)) (155,554,087)
Adjustment on trade and other payables (Note 33(f)) (23,801,845) (19,680,001)
Negative goodwill (Note 18(e)) (5,333,824)
Gain on disposal of BAIDS (6,740,180)
Write back on impairment loss on investment in
joint venture (Note 20) (1,257,362) (1,257,362)
Reconnection charges (8,277,317) (7,092,172)

(i) Income from property developers represents contributions by developers to improve and upgrade the distribution
system.

(b) Other expenses

Group Company
2012 2011 2012 2011
RM RM RM RM

Auditors remuneration (Note 8)


Auditors of the Company
- Statutory audit 785,229 602,659 70,000 56,000
- Others 560,370 724,071 234,496 53,284
Other auditors
- Statutory audit 414,715 380,624
- Others 22,826 77,077

1,783,140 1,784,431 304,496 109,284

Annual Report 2012 Puncak Niaga Holdings Berhad


281

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

7. PROFIT/(LOSS) BEFORE TAX (CONTINUED)

(b) Other expenses (continued)

Group Company
2012 2011 2012 2011
RM RM RM RM

Others
Concession fees 1,000,000 1,000,000
Non-Executive Directors remuneration (Note 10) 404,000 406,000 404,000 406,000
Impairment loss on other receivables (Note 25) 283 9,142,903 9,130,501
Bad debt written off 3,088,310 14,919,957
Bad debts recovered (3,397,596) (4,008,696)
Reversal of allowance for impairment of
trade receivables (Note 25(a)) (125,658) (518,244)
Property, plant and equipment written off 311,599 114,541
Impairment loss on:
- property, plant and equipment (Note 14) 1,455,092 7,472,794
- service concession assets (Note 17) 3,168 20,255
- joint venture (Note 20) 4,029,018 2,716,194
- goodwill (Note 24) 4,137,344
Loss on disposal of BAIDS 5,772,689
Operating lease:
- minimum lease payments on buildings 7,329,756 5,097,927 128,736 101,357
- minimum lease payments on motor vehicle
and equipment 15,999,217 6,859,786
Unrealised foreign exchange loss 2,913,017 9,001,163 3,609,875
Impairment of long term trade receivables
(Note 25(b)) 108,519,566 75,259,744
Impairment of trade receivables
- current (Note 25(a)) 3,876,272
Realised foreign exchange loss 1,890,515 2,783,180
Inventory written off 2,344,500 2,422,802
Indemnity cost (A) 15,000,000
Loss on disposal of property, plant
and equipment 665,881 991,439

Puncak Niaga Holdings Berhad Annual Report 2012


282

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

7. PROFIT/(LOSS) BEFORE TAX (CONTINUED)

(b) Other expenses (continued)

(A) During the current financial year, PNSB paid a sum amounting to RM15,000,000 to its Executive Chairman, Tan
Sri Rozali Ismail, being indemnity for losses suffered by him as the agent of PNSB, in defending a legal case
brought against him together with two other defendants by a third party arising from a termination of agreement
between PNSB and the third party for procurement of water related projects. The indemnity is in respect of the
amount which Tan Sri Rozali Ismail was ordered to pay by the High Court. However, upon appeal to the Court of
Appeal, the decision of the High Court was reversed in Tan Sri Rozali Ismails favour and leave for the third party
to appeal to the Federal Court was refused. The total indemnity claimed by Tan Sri Rozali Ismail in connection
with this legal suit was RM36,523,693, out of which PNSB had paid a sum of RM15,000,000, with the balance
sum of RM21,523,693 subsequently waived by Tan Sri Rozali Ismail. Proceedings are presently ongoing to
recover the sum paid by Tan Sri Rozali Ismail pursuant to the High Court decision and upon recovery, it shall
accrue to the benefit of PNSB.

At the point when PNSB Board considered the indemnity claim made by Tan Sri Rozali Ismail, PNSB had relied
on 2 legal opinions rendered by reputable legal firms and the PNSB Board was satisfied with the facts and legal
principles set out in the legal opinions that :

(i) the indemnity claim is a legitimate claim which arose from Tan Sri Rozali Ismails act as agent of PNSB and
having to deal with the plaintiff who pursued Tan Sri Rozali Ismail and requested to be compensated for
the termination of the PNSB agreement which exposed Tan Sri Rozali Ismail, as the Executive Chairman of
PNSB to the legal suit.

(ii) Tan Sri Rozali Ismail did not exceed his authority as PNSBs Executive Chairman in dealing with the plaintiff
on the terminated PNSB agreement.

(iii) There is nothing to show that Tan Sri Rozali Ismail had any independent or commercial dealings or
arrangements with the plaintiff which were unrelated to PNSB as his meetings and negotiations with the
plaintiff were all in respect of the terminated PNSB Agreement and the legal opinion stated that the court
papers and record of proceedings of the legal suit appears to be consistent with the factual position.

(iv) There was no negligent act or default by Tan Sri Rozali Ismail whilst acting as the agent of PNSB and he had
acted in the interest of PNSB by not according any compensation to the plaintiff.

Consequently, PNSB Board was satisfied that PNSB is obligated to indemnify its agent, Tan Sri Rozali Ismail for
the actual losses suffered by him in the legal suit.

During the course of the year end audit, at the request of the PNHB Board, the Management had sought another
legal opinion from a senior legal counsel who opined that Tan Sri Rozali Ismail is entitled to be indemnified by
PNSB for the judgement sum paid by him arising from the said legal suit.

Annual Report 2012 Puncak Niaga Holdings Berhad


283

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

7. PROFIT/(LOSS) BEFORE TAX (CONTINUED)

(c) Depreciation and amortisation expense

Group Company
2012 2011 2012 2011
RM RM RM RM

Depreciation of property, plant and equipment


(Note 14) 29,195,877 26,791,482 208,141 129,189
Depreciation of investment property (Note 15) 360,182 645,373

29,195,877 26,791,482 568,323 774,562


Amortisation of Service concession assets
(Note 17) 204,945,228 149,514,285

234,141,105 176,305,767 568,323 774,562

8. AUDITORS REMUNERATION

Group
2012 2011
RM RM

Auditors of the Company (Note 7(b))


Statutory audit - current year 780,542 526,009
Statutory audit - under provision in prior year 4,687 76,650
Fees for tax compliance work 162,060 309,841
Other non-audit related services 398,310 414,230

1,345,599 1,326,730

Other auditors (Note 7(b))


Statutory audit 414,715 380,624
Fees for tax compliance work 22,826 77,077

437,541 457,701

1,783,140 1,784,431

Puncak Niaga Holdings Berhad Annual Report 2012


284

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

8. AUDITORS REMUNERATION (CONTINUED)

Company
2012 2011
RM RM

Auditors of the Company (Note 7(b))


Statutory audit - current year 56,000 42,000
Statutory audit - under/(over) provision in prior year 14,000 14,000
Fees for tax compliance work 24,696 38,284
Other non-audit related services 209,800 15,000

304,496 109,284

9. EMPLOYEE BENEFITS EXPENSE

Group
2012 2011
RM RM

Wages, salaries and bonuses 236,212,790 201,911,903


Defined contribution retirement plan 32,780,868 26,827,452
Defined benefit plan (Note 34) 4,356,101 4,030,312
Gratuity 20,000,000 2,500,000
Unutilised leave 5,070,050 2,712,524
Other staff related expenses 50,827,571 48,654,698

349,247,380 286,636,889

Included in employee benefits expenses of the Group and Company are the Executive Directors remuneration (excluding
benefits-in-kind) amounting to RM39,985,615 (2011: RM19,500,455) and RM269,000 (2011: RM NIL) respectively as
further disclosed in Note 10.

The number of persons, including the Companys Executive Directors, employed by the Group at the end of the financial
year was 4,795 (2011: 4,427).

Annual Report 2012 Puncak Niaga Holdings Berhad


285

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

10. DIRECTORS REMUNERATION

The details of remuneration receivable by directors of the Company during the year are as follows:

Group Company
2012 2011 2012 2011
RM RM RM RM

Executive:
Wages, salaries and bonus 14,455,229 13,305,312
Defined contribution retirement plan 3,217,007 1,777,361
Leave passage 780,000 663,582 150,000
Gratuity 20,000,000 2,500,000
Other staff related expenses 1,533,379 1,254,200 119,000

Total executive directors remuneration (excluding


benefits-in-kind) (Note 9) 39,985,615 19,500,455 269,000
Estimated money value of benefits-in-kind 225,685 405,646

Total executive directors remuneration (including


benefits-in-kind) 40,211,300 19,906,101 269,000

Non-Executive:
Allowances 254,000 256,000 254,000 256,000
Leave passage 150,000 150,000 150,000 150,000

Total non-executive directors remuneration


(Note 7(b)) 404,000 406,000 404,000 406,000

Total directors remuneration (Note 40(a)) 40,615,300 20,312,101 673,000 406,000

Puncak Niaga Holdings Berhad Annual Report 2012


286

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

10. DIRECTORS REMUNERATION (CONTINUED)

The number of directors of the Company whose total remuneration during the financial year fell within the following
bands is analysed below:

Number of directors
2012 2011

RM100,001 to RM200,000 3 3
RM300,001 to RM400,000 1 1
RM700,001 to RM800,000 1 1
RM1,000,001 to RM1,100,000 2 1
RM1,100,001 to RM1,200,000 1
RM1,700,001 to RM1,800,000 1
RM1,800,001 to RM1,900,000 1
RM2,000,001 to RM2,100,000 1
RM3,700,001 to RM3,800,000 1
RM11,000,001 to RM11,100,000 1
RM33,300,001 to RM33,400,000 1

During the current financial year, a retirement gratuity benefit amounting to RM20,000,000 had been paid to the Executive
Chairman upon his statutory retirement date on 9 December 2012.

Included in other staff related expenses of the Group is the payment for unutilised leave to Executive Chairman amounting
to RM2,428,825 (2011: RM2,653,677). The payment made in 2011 for unutilised leave to Executive Chairman amounting
to RM2,653,677 had been reclassified from other expenses to directors remuneration.

11. FINANCE COSTS

Group Company
2012 2011 2012 2011
RM RM RM RM

Finance cost on Islamic banking borrowings


- BAIDS 58,794,247 50,046,183
- BAMTN 127,089,605 126,806,474
Finance cost on conventional borrowings
- Government Support Loan 1,242,937 1,454,353
- RUN 49,987,557 49,792,877
- JNA 43,579,025 4,156,562
- RM410 million and RM250 million Term Loans 37,288,571 37,308,502
- RUBs 39,762,957 38,603,249
- RCULS 1,831,622 1,720,324
- RPS 8,556,552 19,326,865
- Government loan RM110 million 1,936,452 52,497

Annual Report 2012 Puncak Niaga Holdings Berhad


287

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

11. FINANCE COSTS (CONTINUED)

Group Company
2012 2011 2012 2011
RM RM RM RM

- USD46.7 million revolving credit 370,354


- USD31 million term loan 1,038,767 894,764
- USD36 million term loan 2,699,785
Accretion of finance costs in RPS (Note 32(m)) 6,879,073 6,381,330
Accretion of interest on service concession obligations 209,493,968 211,930,000
Finance cost on long term payables 101,937,474 72,652,309
Interest expense on obligation under finance leases 948,060 874,807
Bank charges 4,106,731 2,253,009 17,638 13,633
Other interest expenses 132,357 10,792

Total finance costs 647,688,537 624,459,577 17,638 49,806,510

12. INCOME TAX EXPENSE

Major components of income tax expense

The major components of income tax expense for the years ended 31 December 2012 and 2011 are:

Group Company
2012 2011 2012 2011
RM RM RM RM

Income statements:

Current income tax


- Current financial year 101,297,785 58,463,114 1,261,132 1,762,427
- Foreign income tax 103,277 78,966 76,278 76,758
- (Over)/under provision in respect of previous years (35,406,044) (1,159,406) 997,520 (121,568)

65,995,018 57,382,674 2,334,930 1,717,617

Included in the over provision in respect of previous year amounting to RM35,406,044 is PNSBs tax refund received
from Inland Revenue Board (IRB) amounting to RM23,214,090 for YA 2006, YA2007 and YA2009 due to IRB using a
differential capital allowance rate in the respective Year of Assessment (YA).

Puncak Niaga Holdings Berhad Annual Report 2012


288

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

12. INCOME TAX EXPENSE (CONTINUED)

Group Company
2012 2011 2012 2011
RM RM RM RM

Income statements: (continued)

Deferred income tax (Note 37)


- Origination and reversal of temporary differences (15,109,047) (46,707,820) 3,180,209 2,951,572
- Under/(over) provision in respect of previous years 14,738,220 (2,115,480) 1,940,433

(370,827) (48,823,300) 5,120,642 2,951,572

Income tax recognised in profit or loss 65,624,191 8,559,374 7,455,572 4,669,189

Domestic income tax is calculated at the Malaysian statutory tax rate of 25% (2011: 25%) of the estimated assessable
profit for the year.

Reconciliation between tax expense and accounting profit/(loss)

The reconciliation between tax expense and the product of accounting profit multiplied by the applicable corporate tax
rate for the years ended 31 December 2012 and 2011 are as follows:

Group Company
2012 2011 2012 2011
RM RM RM RM

Profit/(loss) before tax 298,304,266 (74,571,620) 13,690,619 8,194,756

Taxation at Malaysian statutory tax rate of 25%


(2011: 25%) 74,576,067 (18,642,905) 3,422,655 2,048,689
Different tax rates in other jurisdictions (8,918,050) (5,709,941) (35,896) 36,121
Income not subject to tax (1,998,248) (1,392,917) (323,061)
Expenses not deductible for tax purposes 21,967,255 34,671,198 1,453,921 2,705,947
(Over)/under provision of current tax in prior years (35,406,044) (1,159,406) 997,520 (121,568)
Under/(over) provision of deferred tax in prior years 14,738,220 (2,115,480) 1,940,433
Utilisation of previously unutilised tax allowances (525,760)
Deferred tax assets not recognised 1,190,751 2,908,825

Income tax expense recognised in profit or loss 65,624,191 8,559,374 7,455,572 4,669,189

Annual Report 2012 Puncak Niaga Holdings Berhad


289

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

12. INCOME TAX EXPENSE (CONTINUED)

The corporate tax rate applicable to the Singapore subsidiary of the Group is 17% on its respective taxable income.
Under the relevant PRC income tax law, the PRC companies of the Group are subject to corporate income tax rate of
25% on their respective taxable income.

13. EARNINGS PER SHARE

Basic earnings per share amounts are calculated by dividing profit for the year, net of tax, attributable to owners of the
parent by the weighted average number of ordinary shares outstanding during the financial year.

Diluted earnings per share amounts are calculated by dividing profit for the year, net of tax, attributable to owners of
the parent by the weighted average number of ordinary shares outstanding during the financial year plus the weighted
average number of ordinary shares that would be issued on the conversion of all the dilutive potential ordinary shares
into ordinary shares. However, there is no dilution in earnings per share.

The following tables reflect the profit and share data used in the computation of basic earnings per share for the years
ended 31 December:

Group
2012 2011

Profit net of tax attributable to owners of the parent (RM) 238,081,852 9,910,838

Weighted average number of ordinary shares (RM) 409,106,095 409,106,095

Basic earnings per share (sen) 58.20 2.42

Puncak Niaga Holdings Berhad Annual Report 2012


290

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

14. PROPERTY, PLANT AND EQUIPMENT

Long term
Freehold leasehold
land land Buildings Buildings Vessel
RM RM RM RM RM
Cost or valuation: At valuation

Group

At 1 January 2012 2,800,000 180,660,000 30,740,001 11,261,230 148,563,476


Additions 278,547 10,174,199
Reclassification
Disposals
Write off
Exchange difference 14,877 (91,359)

At 31 December 2012 2,800,000 180,660,000 31,018,548 21,450,306 148,472,117

At 1 January 2011 2,557,700 94,054,114 32,982,213 11,266,420


Additions
Acquisition of subsidiaries 146,970,752
Reclassification
Disposals
Write off
Revaluation surplus 242,300 91,869,250 5,712
Elimination of accumulated depreciation
on revaluation (5,263,364) (2,247,924)
Exchange difference (5,190) 1,592,724

At 31 December 2011 2,800,000 180,660,000 30,740,001 11,261,230 148,563,476

Annual Report 2012 Puncak Niaga Holdings Berhad


291

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

Plant Computers, Furniture Construction


and software and and Motor in
equipment equipment fittings vehicles Renovations Signage progress Total
RM RM RM RM RM RM RM RM
At cost

24,043,146 66,896,076 16,010,835 78,003,065 94,977,846 12,858,384 8,460,575 675,274,634


3,405,168 9,947,943 396,011 7,864,130 8,962,677 1,142,540 570,722 42,741,937
40,073 (36,198) 20,995 (24,870)
(73,095) (2,937,244) (3,010,339)
(33,224) (8,380,683) (782,698) (302,173) (1,400) (9,500,178)
19,126 4,421 (4,315) (8,665) (4,001) (69,916)

27,474,289 68,358,464 15,640,828 82,619,113 103,910,252 14,000,924 9,031,297 705,436,138

17,353,199 63,126,761 14,903,581 69,419,495 94,223,635 12,855,904 7,447,285 420,190,307


6,728,783 4,592,685 983,364 11,656,300 279,798 2,480 1,013,290 25,256,700
747,267 128,000 127,795 476,688 148,450,502
13,670 (13,670)
(64,151) (3,225,761) (3,289,912)
(38,790) (1,514,989) (8,118) (1,561,897)
92,117,262

(7,511,288)
(46) (5,167) 4,008 25,236 11,395 1,622,960

24,043,146 66,896,076 16,010,835 78,003,065 94,977,846 12,858,384 8,460,575 675,274,634

Puncak Niaga Holdings Berhad Annual Report 2012


292

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

14. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

Long term
Freehold leasehold
land land Buildings Buildings Vessel
RM RM RM RM RM
Cost or valuation: At valuation

Group

Accumulated Depreciation
& Accumulated Impairment:

At 1 January 2012 2,180,312 23,458,200


Depreciation charge for the year
(Note 7(c)) 1,835,008 620,371 507,954 3,669,371
Reclassification
Disposals
Write off
Impairment (Note 7(b)) 1,455,092
Exchange difference 18,847 (110,596)

At 31 December 2012 1,835,008 2,075,463 2,707,113 27,016,975

At 1 January 2011 4,263,735 1,850,548 1,545,563


Depreciation charge for the year (Note 7(c)) 999,629 397,376 651,587 91,931
Acquisition of subsidiaries 23,114,778
Reclassification
Disposals
Write off
Impairment (Note 7(b))
Elimination of accumulated depreciation
on revaluation (5,263,364) (2,247,924)
Exchange difference (16,838) 251,491

At 31 December 2011 2,180,312 23,458,200

Net carrying amount:

At 31 December 2012 2,800,000 178,824,992 28,943,085 18,743,193 121,455,142

At 31 December 2011 2,800,000 180,660,000 30,740,001 9,080,918 125,105,276

Annual Report 2012 Puncak Niaga Holdings Berhad


293

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

Plant Computers, Furniture Construction


and software and and Motor in
equipment equipment fittings vehicles Renovations Signage progress Total
RM RM RM RM RM RM RM RM
At cost

10,253,027 59,498,499 11,832,285 36,440,830 64,979,133 6,330,523 7,472,794 222,445,603

1,519,085 4,242,278 1,347,517 5,781,955 8,335,785 1,336,553 29,195,877


42,017 (39,409) 5,946 (8,554)
(66,940) (639,434) (706,374)
(16,281) (8,258,085) (747,505) (166,047) (661) (9,188,579)
1,455,092
81,184 13,076 2,450 (1,014) (303) 3,644

11,879,032 55,389,419 12,440,693 41,416,290 73,305,400 7,667,076 7,472,794 243,205,263

9,187,807 54,114,386 9,724,769 33,498,661 55,683,087 4,997,881 174,866,437


1,168,203 6,400,546 2,106,155 4,828,674 8,814,739 1,332,642 26,791,482
455,680 9,840 115,016 476,688 24,172,002
(2,506) 2,506
(58,022) (2,009,761) (2,067,783)
(38,622) (1,401,888) (6,846) (1,447,356)
7,472,794 7,472,794

(7,511,288)
(64,361) (9,697) (1,633) 8,240 2,113 169,315

10,253,027 59,498,499 11,832,285 36,440,830 64,979,133 6,330,523 7,472,794 222,445,603

15,595,257 12,969,045 3,200,135 41,202,823 30,604,852 6,333,848 1,558,503 462,230,875

13,790,119 7,397,577 4,178,550 41,562,235 29,998,713 6,527,861 987,781 452,829,031

Puncak Niaga Holdings Berhad Annual Report 2012


294

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

14. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

Long term
leasehold
land Renovations Total
RM RM RM
At valuation At cost

Company

At 1 January 2012 and 31 December 2012 19,600,000 892,010 20,492,010

At 1 January 2011 8,716,411 892,010 9,608,421


Revaluation surplus 12,108,879 12,108,879
Elimination of accumulated depreciation on revaluation (1,225,290) (1,225,290)

At 31 December 2011 19,600,000 892,010 20,492,010

Accumulated depreciation:

At 1 January 2012 892,010 892,010


Depreciation charge for the year (Note 7(c)) 208,141 208,141

31 December 2012 208,141 892,010 1,100,151

At 1 January 2011 1,137,246 850,865 1,988,111


Depreciation charge for the year (Note 7(c)) 88,044 41,145 129,189
Elimination of accumulated depreciation on revaluation (1,225,290) (1,225,290)

At 31 December 2011 892,010 892,010

Net carrying amount:

At 31 December 2012 19,391,859 19,391,859

At 31 December 2011 19,600,000 19,600,000

Annual Report 2012 Puncak Niaga Holdings Berhad


295

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

14. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

Assets pledged as security

Property, plant and equipment of the subsidiaries with total carrying amount of RM399,440,802 (2011: RM311,132,223)
have been charged as security for borrowings of the Group as disclosed in Note 32(b), Note 32(d) and Note 32(e).

Leasehold land of the Group with a carrying value of RM159,433,133 (2011: RM161,060,000) has been charged as
security for borrowings as disclosed in Note 32(b).

Assets held under finance leases

During the financial year, the Group acquired property, plant and equipment at aggregate costs of RM42,741,937 (2011:
RM25,256,700) of which RM4,736,625 (2011: RM11,059,773) were acquired by means of finance leases.

The carrying amount of property, plant and equipment of the Group held under finance leases at the reporting date
were:

Group
2012 2011
RM RM

Motor vehicles
Cost 33,920,868 35,221,816
Accumulated depreciation (8,791,151) (7,223,189)

Net carrying amount 25,129,717 27,998,627

Impairment of property, plant and equipment

In the previous financial year, the Group has assessed its construction in progress in relation to the proposed 30-storey
building. The cost in relation to this consist of preliminary and planning expenses. The Group does have any concrete
plans in the near future for the said construction yet. Hence the Group had decided to recognise an impairment loss of
RM7,472,794 as disclosed in Note 7(b).

Revaluation of freehold land, leasehold land and buildings

Freehold land, leasehold land and buildings have been revalued at 31 December 2011 based on valuations performed
by accredited independent valuers. The valuations are based on the comparison and cost or contractors method that
makes reference to similar properties which have been sold.

Puncak Niaga Holdings Berhad Annual Report 2012


296

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

14. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

Revaluation of freehold land, leasehold land and buildings (continued)

If the freehold, leasehold and buildings were measured using the cost model, the carrying amounts would have been as
follows:

Group
2012 2011
RM RM

Freehold land at 31 December:


- Cost and net carrying amount 2,557,700 2,557,700

Leasehold land at 31 December:


- Cost 94,054,114 94,054,114
- Accumulated depreciation (6,262,993) (5,263,364)

- Net carrying amount 87,791,121 88,790,750

Buildings at 31 December:
- Cost 32,982,213 32,982,213
- Accumulated depreciation (2,645,300) (2,247,924)

- Net carrying amount 30,336,913 30,734,289

120,685,734 122,082,739

Company
2012 2011
RM RM

Leasehold land at 31 December:


- Cost 8,716,411 8,716,411
- Accumulated depreciation (1,313,334) (1,225,290)

- Net carrying amount 7,403,077 7,491,121

Annual Report 2012 Puncak Niaga Holdings Berhad


297

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

15. INVESTMENT PROPERTY

Company
2012 2011
Building RM RM

At net carrying value:


At 1 January 8,913,870 9,559,243
Depreciation charge for the year (Note 7(c)) (360,182) (645,373)

At 31 December 8,553,688 8,913,870

Fair value 10,520,259 10,000,000

Fair value of investment property

In the previous financial year, fair value is arrived at by reference to market evidence of transaction prices for similar
properties and is performed by registered independent valuers having an appropriate recognised professional
qualification and recent experience in the location and category of the properties being valued.

During the financial year, the Directors have reassessed the fair value of the investment property and believe that the fair
value remains higher than the net carrying value as at the reporting date.

16. OPERATING FINANCIAL ASSETS

The Group has concession arrangements with the various governing bodies or agencies of the government of the
Peoples Republic of China (the grantor) to operate water/wastewater treatment plants. Under the concession
agreements, the Group will construct and operate the plants and water distribution networks for Concession Periods of
between 25 to 30 years and transfer the plants to the grantors at the end of the Concession Periods. Such concession
arrangements fall within the scope of IC Interpretation 12, Service Concession Arrangements. Under IC 12, the revenue
for the construction services provided under the arrangements and the corresponding financial assets and/or intangible
assets arising are recognised based on the percentage of completion method during the construction phase. The costs
for the construction services are included in the Construction contract expenses line item in the profit or loss.

Puncak Niaga Holdings Berhad Annual Report 2012


298

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

17. SERVICE CONCESSION ASSETS AND OBLIGATIONS

Service Concession Assets

The movements in this account follow:

Group
2012 2011
RM RM

Cost

At 1 January 8,430,342,535 8,271,004,036


Additions 197,513,389 157,161,112
Exchange differences (1,106,345) 2,177,387

At 31 December 8,626,749,579 8,430,342,535

Accumulated amortisation and impairment

At 1 January 735,668,728 586,001,590


Amortisation charge for the year (Note 7(c)) 204,945,228 149,514,285
Impairment loss (Note 7(b)) 3,168 20,255
Exchange differences (54,424) 132,598

At 31 December 940,562,700 735,668,728

Net carrying amount 7,686,186,879 7,694,673,807

Service concession assets consist of the fair value of the service concession obligations at drawdown date and
construction costs related to rehabilitation works performed by the Group pursuant to the Concession Agreement.

Capital work in progress of rehabilitation work comprise fair value of the consideration receivable for the service delivered
during the constuction stage, at 5% mark-up and 14% mark-up on the costs incurred for projects involve external
consultants and in-house projects respectively.

The capital work in progress are costs incurred to date in respect of projects to reduce the NRW rate and are not
amortised until completed.

The Groups service concession assets include borrowing costs arising from the borrowings for the purpose of the NRW
projects. Details of borrowings are disclosed in Note 32. During the financial year, the net borrowing costs capitalised in
capital work-in progress amounted to RM416,343 (2011: RM414,219).

Annual Report 2012 Puncak Niaga Holdings Berhad


299

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

17. SERVICE CONCESSION ASSETS AND OBLIGATIONS (CONTINUED)

Service Concession Obligations

Service concession obligations is the sum of the following:

(a) Annual charges and land use charges payable to State Government; and

(b) Fixed capacity charges payable to water treatment operators.

Service concession obligations are analysed as follows:

Group
2012 2011
RM RM

Analysed as:
Current 369,424,130 337,189,482

Non-current:
Later than 1 year but not later than 2 years 379,234,386 343,808,577
Later than 2 years but not later than 5 years 739,409,667 879,842,557
Later than 5 years 2,558,017,052 2,608,698,057

3,676,661,105 3,832,349,191

4,046,085,235 4,169,538,673

18. INVESTMENT IN SUBSIDIARIES

Company
2012 2011
RM RM

Unquoted shares, at costs


At 1 January 463,118,040 463,110,960
Incorporation of PNIPPL (Note 18(a)) 7,080
Subscription of additional shares in PNIPPL (Note 18(a)) 187,340

At 31 December (Note 47) 463,305,380 463,118,040

Puncak Niaga Holdings Berhad Annual Report 2012


300

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

18. INVESTMENT IN SUBSIDIARIES (CONTINUED)

Proportion (%) of
ownership interest
Name Principal Activities 2012 2011

Incorporated in Malaysia

PNSB *** Operation, maintenance, management, construction,


rehabilitation and refurbishment of water treatment facilities 100 100

SYABAS *** Supply and distribution of treated water within Selangor and
the Federal Territories of Kuala Lumpur and Putrajaya 70 70

Puncak Niaga (India) Dormant 100 100


Sdn Bhd *

Puncak Research Research and development and technology development,


Centre Sdn Bhd * for water wastewater and environment sectors 100 100

Puncak Seri (M) Food and beverage related activities 100 100
Sdn Bhd *

NS Water System Dormant 100 100


Sdn Bhd *

Puncak Oil & Gas Investment holding and provision of offshore and onshore
Sdn Bhd *** engineering works 100 100

Incorporated in Singapore

SINO ** Investment in water and wastewater projects in PRC 98.65 98.65

PNOC ** Investment in water, wastewater, solid waste,


environmental and oil and gas in the Asian countries 100 100

Incorporated in India

Puncak Niaga Carry out activities of infrastructures, constructions and


Infrastructures and other projects in India 100 100
Projects Private
Limited (PNIPPL) *

Annual Report 2012 Puncak Niaga Holdings Berhad


301

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

18. INVESTMENT IN SUBSIDIARIES (CONTINUED)

Proportion (%) of
ownership interest
Name Principal Activities 2012 2011

Incorporated in Malaysia
Subsidiaries of PNSB

Ideal Water Resources Ceased operations 100 100


Sdn Bhd *

Unggul Raya (M) Ceased operations 100 100


Sdn Bhd *

Incorporated in Malaysia
Subsidiary of SYABAS

PUAS *** Ceased operations 70 70

Incorporated in PRC
Subsidiaries of SINO

LUWEI ** Treatment and distribution of water and related services 90.70 90.11

XINNUO ** Treatment of wastewater and related services 98.65 98.65

Sino Water Consultancy services for water and wastewater projects 98.65 98.65
(Shanghai) **

Luancheng** Treatment and distribution of water and related services 82.86 78.92

Hebei Sino** Distribution of water to industrial areas 78.92 78.92

Incorporated in Malaysia
Subsidiaries of POG

GOM Resources Provide offshore personnel services and renting of


Sdn Bhd *** machinery and vessels 100 100

KGL Ltd *** Offshore leasing of vessels on bareboat basis. 100 100

* Audited by firms other than Ernst & Young


** Audited by member firms of Ernst & Young Global in the respective countries
*** Audited by Ernst & Young, Malaysia

Puncak Niaga Holdings Berhad Annual Report 2012


302

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

18. INVESTMENT IN SUBSIDIARIES (CONTINUED)

(a) Subscription of additional shares in subsidiary, PNIPPL

PNIPPL was incorporated on 10 March 2011 as a private company limited by shares in India under the Indian
Companies Act, 1956 (No 1 of 1956). PNIPPL had a paid up share capital of Rs.1,00,000 (Rupees One Lakh) only
divided into 10,000 (Ten Thousand) Equity shares of Rs.10/- each (Rupees Ten) only.

On 10 February 2012, PNIPPL had increased its paid up capital to Rs.30,00,000 with an allotment of 290,000 (two
Lakhs ninety thousand) only equity shares of India Rupees Ten (Rs.10) each to the Company.

(b) Subscription of additional equity interest in subsidiary, LUWEI by SINO

On 8 November 2012, SINO increased the paid-up registered capital of LUWEI through capital injection of
USD400,000 in cash. As a result, SINOs shareholding in LUWEI increased from 91.34% to 91.94%.

(c) Subscription of additional equity interest in subsidiary, Luancheng by SINO

On 26 June 2012, SINO increased the paid-up registered capital of Luwei through capital injection of USD196,670 in
cash. As a result, SINOs shareholding in Luwei increased from 80.00% to 83.99%.

Completed in previous nancial year

(d) Acquisition of GOM Resources, by POG

On 23 May 2011, POG had entered into a Sale and Purchase Agreement with Global International Vessels Ltd
(GIVL) to acquire 40% interest in GOM Resources for a purchase consideration of RM24,035,760. On the same
date, an option have been granted to POG to purchase the remaining interest in GOM Resources.

The option granted to the POG to purchase the remaining interest, which is 60% in GOM Resources equates to the
POG having a control and option gives a potential voting rights to POG. Hence, upon completion of the acquisition
on 30 June 2011, GOM Resources became a subsidiary of the POG.

Annual Report 2012 Puncak Niaga Holdings Berhad


303

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

18. INVESTMENT IN SUBSIDIARIES (CONTINUED)

Completed in previous nancial year (continued)

(d) Acquisition of GOM Resources, by POG (continued)

The fair value of identifiable assets and liabilities of GOM Resources as at date of acquisition were:

Carrying
Fair value amount
RM RM

Property, plant and equipment 438,000 438,000


Trade and other receivables 2,641,430 2,641,430
Other current assets 149,405,609 149,405,609
Inventories 5,320,418 5,320,418
Cash and cash equivalents 19,536,076 19,536,076

177,341,533 177,341,533

Trade and other payables (168,591,480) (168,591,480)


Deferred tax liabilities (129,000) (129,000)
Income tax payable (1,956,860) (1,956,860)

(170,677,340) (170,677,340)

Net assets 6,664,193 6,664,193

Total cost of business combination

The total cash of the business combination is as follows:

RM

Cash paid 24,035,760


Less: Cash and cash equivalents of subsidiary acquired (19,536,076)

Net cash outflow on acquisition 4,499,684

Puncak Niaga Holdings Berhad Annual Report 2012


304

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

18. INVESTMENT IN SUBSIDIARIES (CONTINUED)

Completed in previous nancial year (continued)

(d) Acquisition of GOM Resources, by POG (continued)

Goodwill arising on acquisition

RM

Net identifiable assets 6,664,193


Less: Non-controlling interests (3,998,516)

Groups interest in fair value of net identifiable assets 2,665,677


Goodwill on acquisition (Note 24) 21,370,083

Cost of business combination 24,035,760

Goodwill on acquisition is attributable to the significant revenue stream that arose subsequent to the acquisition as
well as the oil and gas contracts awarded to GOM Resources.

Accounting on acquisition

As at 31 December 2011, the fair value of GOM Resources identifiable assets and liabilities were determined on a
provisional basis as the results of PPA exercise is not finalised. Goodwill arising from this acquisition will be adjusted
accordingly on a retrospective basis when the purchase price allocation exercise is finalised.

As at 31 December 2012, the purchase price allocation has been finalised. Accordingly, the provisional goodwill of
GOM Resources Sdn. Bhd. of RM21,370,083 is deemed to be finalised and no further adjustment is required.

Acquisition of non-controlling interest in GOM Resources

On 23 September 2011, POG exercised its option to purchase the remaining 60% equity interest in GOM Resources
for a total consideration of RM41,475,000 and the transaction was completed on 28 September 2011. As a result of
this acquisition, GOM Resources became a wholly-owned subsidiary of POG.

The difference between the consideration and the book value of the interest acquired is reflected in equity as
premium paid on acquisition of non-controlling interest as follow:

RM

Additional interest acquired 9,935,383


Less: Consideration paid (41,475,000)

Premium paid on acquisition of non-controlling interest (31,539,617)

Annual Report 2012 Puncak Niaga Holdings Berhad


305

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

18. INVESTMENT IN SUBSIDIARIES (CONTINUED)

Completed in previous nancial year (continued)

(e) Acquisition of KGL Ltd (KGL), by POG

On 23 May 2011, the POG have entered into a Sale and Purchase Agreement with GIVL to acquire 40% interest
in KGL for a purchase consideration of RM45,811,280. Upon completion of the acquisition, GIVL assigned 40%
rights of the shareholders loan (RM39,422,841) to POG. On the same date, an option have been granted to POG to
purchase the remaining interest in KGL.

The option granted to POG to purchase the remaining interest in KGL equates to POG having a control and the
option gives a potential voting rights to POG. Hence, upon completion of the acquisition on 30 June 2011, KGL
became a subsidiary of POG.

The fair value of identifiable assets and liabilities of KGL as at date of acquisition were:

Carrying
Fair value amount
RM RM

Property, plant and equipment 123,840,500 108,178,479


Trade and other receivables 1,188,717 1,188,717
Cash and cash equivalents 1,244,621 1,244,621

126,273,838 110,611,817

Trade and other payables (96,952,038) (96,952,038)


Income tax payable (16,142) (16,142)

(96,968,180) (96,968,180)

Net assets 29,305,658 13,643,637

The effect of the acquisition on cash flows is as follows:

RM

Total cost of the business combination/consideration settled in cash 45,811,280


Less: Cash and cash equivalents of subsidiary acquired (1,244,621)

Net cash outflow on acquisition 44,566,659

Puncak Niaga Holdings Berhad Annual Report 2012


306

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

18. INVESTMENT IN SUBSIDIARIES (CONTINUED)

Completed in previous nancial year (continued)

(e) Acquisition of KGL Ltd (KGL), by POG (continued)

Negative goodwill arising on acquisition

RM

Net identifiable assets 29,305,658


Less: Non-controlling interests (17,583,395)

Groups interest in fair value of net identifiable assets 11,722,263


Negative goodwill on acquisition (Note 7(a)) (5,333,824)

Cost of business combination 6,388,439


Assumption of shareholders loan 39,422,841

Consideration paid 45,811,280

POGs acquisition of KGL has given rise of a gain on bargain purchase as the net assets acquired and the liabilities
assumed from the said acquisition are in excess of the consideration paid.

Accounting on acquisition

As at 31 December 2011, the fair value of KGLs identifiable assets, except for property, plant and equipment, and
identifiable liabilities were determined on a provisional basis as the results of PPA exercise is not finalised. Negative
goodwill arising from this acquisition will be adjusted accordingly on a retrospective basis when the purchase price
allocation exercise is finalised.

As at 31 December 2012, the purchase price allocation has been finalised. Accordingly, the provisional goodwill of
KGL, negative goodwill amounting to RM5,333,824 is deemed to be finalised and no further adjustment is required.

Acquisition of non-controlling interest in KGL

On 23 September 2011, POG exercised its option to purchase the remaining 60% equity interest in KGL from
GIVL with a total consideration of RM72,732,000 and the transaction was completed on 28 September 2011. Upon
completion of this acquisition, GIVL assigned the remaining 60% of shareholders loan (RM60,219,269) to POG. As
a result of this acquisition, KGL became a wholly-owned subsidiary of POG.

Annual Report 2012 Puncak Niaga Holdings Berhad


307

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

18. INVESTMENT IN SUBSIDIARIES (CONTINUED)

Completed in previous nancial year (continued)

(e) Acquisition of KGL Ltd (KGL), by POG (continued)

Acquisition of non-controlling interest in KGL (continued)

The difference between the consideration, the book value of the interest acquired and the loan assumed is reflected
in equity as discount on acquisition of non-controlling interest.

RM

Additional interest acquired 24,289,564


Assumption of shareholders loan 60,219,269
Consideration paid (72,732,000)

Discount on acquisition of non-controlling interest 11,776,833

19. INVESTMENT IN ASSOCIATES

Group Company
2012 2011 2012 2011
RM RM RM RM

Unquoted shares, at cost 42,501 42,501 42,501 42,501


Advance 5,570 2,914 5,570 2,914
Share of post-acquisition reserves (2,835) (1,429)

45,236 43,986 48,071 45,415

Proportion (%) of
ownership interest
Name Principal Activities 2012 2011

Incorporated in Malaysia

Oasis Water * Dormant 40 40

Purnama Persada Sdn Bhd * Dormant 50 50

* Audited by a firm other than Ernst & Young

Puncak Niaga Holdings Berhad Annual Report 2012


308

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

19. INVESTMENT IN ASSOCIATES (CONTINUED)

The summarised financial information of the associates are as follows:

Group
2012 2011
RM RM

Assets and liabilities


Current assets 92,298 92,298

Current liabilities (20,299) (17,290)

Results
Revenue 11,513
Expenses (3,159) (3,226)

(Loss)/profit for the year (3,159) 8,287

20. INVESTMENT IN JOINT VENTURE

Group Company
2012 2011 2012 2011
RM RM RM RM

Advances to joint venture 9,295,613 9,295,613 6,449,964 6,449,964


Less: Repayment during the year (1,647,362) (1,257,362)

7,648,251 9,295,613 5,192,602 6,449,964

Accumulated impairment
At 1 January 5,721,843 1,692,825 6,449,964 3,733,770
Impairment (Note 7(b)) 4,029,018 2,716,194
Write back of impairment (Note 7(a)) (1,257,362) (1,257,362)

At 31 December 4,464,481 5,721,843 5,192,602 6,449,964

Share of net liabilities of the joint venture (2,079,614) (1,931,799)

1,104,156 1,641,971

Annual Report 2012 Puncak Niaga Holdings Berhad


309

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

20. INVESTMENT IN JOINT VENTURE (CONTINUED)

Name Principal activities Participation interest


held (%)
2012 2011

PNHB-Lanco-KHEC Operation and maintenance of


Joint Venture (Unincorporated) * water supply augmentation 70 70

POG-ATSB JV (Unincorporated) * Provision of offshore and onshore 50 50


engineering works

PED-PNSB JV (Unincorporated) * Construction of water treatment facilities 40 40

* Audited by a firm other than Ernst & Young

The aggregate amounts of the current assets, non-current assets, current liabilities, income and expenses related to the
Groups interests in the investment in joint venture are as follows:

Group
2012 2011
RM RM

Assets and liabilities:


Non-current assets 77,808 37,665
Current assets 1,766,318 2,135,436

Total assets 1,844,126 2,173,101

Current liabilities (3,923,740) (4,104,900)

Income and expenses:


Income 886,554
Expenses excluding taxation (147,815) (1,110,875)

Puncak Niaga Holdings Berhad Annual Report 2012


310

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

21. HELD-TO-MATURITY FINANCIAL ASSETS

Company
2012 2011
RM RM

Non-current

RCULS (Note 22) 278,764,629 265,958,665

On 1 November 2011, the Company entered into a conditional Sale and Purchase Agreement with Acqua and PNSB
to sell its entire holdings of PNSB Redeemable Unsecured, Coupon Bearing Notes of up to RM328,125,000 of nominal
outstanding value at a total consideration of RM328,125,000 (Sale). The outstanding principal amount includes the fifth
mandatory partial redemption of RM54,687,500. The sale was completed on 18 November 2011.

22. RCULS

Company
2012 2011
RM RM

Nominal value 212,000,000 212,000,000


Accretion of finance costs 66,764,629 53,958,665

At amortised cost (Note 21) 278,764,629 265,958,665

On 23 February 2006, SYABAS entered into a Subscription Agreement with the Company and KDEB in relation to the
issue of up to RM1,045 million nominal value of RCULS by SYABAS. The RCULS were issued progressively to the
Company and KDEB over the next four (4) years from 2006 to 2009 to finance the operations and capital expenditure
requirements of SYABAS under SYABAS Concession Agreement. The commitment by the Company and KDEB to
subscribe for the RCULS are up to RM731.5 million (70%) and RM313.5 million (30%) respectively and KDEBs portion
of the commitment were subsequently varied pursuant to a Deed of Ratification and Accession dated 22 January 2009
given by Kumpulan Perangsang Selangor Berhad in favour of the Company and KDEB to 15% each between KDEB and
Kumpulan Perangsang Selangor Berhad.

SYABAS had on 9 March 2006, issued RM135.0 million of the RCULS to the Company. Call options were given to KDEB
by the Company to purchase RM40.5 million of the RCULS from the Company at an Option Premium of RM0.1035 for
every RM1.00 of the RCULS and was payable on 22 February 2007. Interest at the rate of 7% per annum on the nominal
value of the RCULS was charged to KDEB and is payable to the Company on the date of purchase of the RCULS by
KDEB or on 22 February 2007, whichever is the earlier.

On 22 May 2007, SYABAS issued a further RM77 million of RCULS to the Company.

The RCULS will be redeemed in full by SYABAS on the 21st anniversary of the first issue date at their nominal value.

Annual Report 2012 Puncak Niaga Holdings Berhad


311

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

22. RCULS (CONTINUED)

Each RCULS holder is entitled to exercise its conversion rights to convert the RCULS into new shares in SYABAS at the
Conversion Price of RM1 payable for every new share to be issued pursuant to the conversion of the RCULS or such
other price as may be agreed between SYABAS and the relevant RCULS holder prior to the Conversion Date.

Until the RCULS have been redeemed or converted into shares of SYABAS, SYABAS shall pay to the RCULS holders,
coupon on the nominal value of the RCULS outstanding at a fixed rate of 7% per annum.

Company
2012 2011
RM RM

Interest on RCULS receivable from SYABAS (Note 7(a)) 12,805,964 11,806,289

23. DSRA

Group
2012 2011
RM RM

DSRA maintained in relation to:


- RM1,020,000,000 10-Year BAIDS 191,091,213 244,116,849
- BAMTN Programme and RM410 million and RM250 million Term Loans 64,731,754 62,774,752

255,822,967 306,891,601

(i) RM1,020,000,000 10-Year BAIDS

Under the terms of the agreement for the issue of the RM1,020,000,000 10-Year BAIDS Issuance Facility by its
subsidiary, PNSB, a deposit equivalent to twelve (12) months projected payment obligations under the BAIDS that
are outstanding at any point in time is required to be placed in a DSRA. This DSRA is maintained with licensed
financial institutions. PNSB is not entitled to withdraw any money from the DSRA without prior written consent of
the Security Trustee except on condition that the BAIDS have been fully redeemed (Note 32(b)).

As at 31 December 2012, the deposits held in the DSRA is maintained for long-term until the full redemption and
expiry of the BAIDS on 27 October 2016 (Note 32(b)) and is presently yielding interest income at market interest
rates.

The weighted average effective interest rate applicable to the deposits held in the DSRA at the reporting date was
3.17% (2011: 3.16%) per annum.

Puncak Niaga Holdings Berhad Annual Report 2012


312

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

23. DSRA (CONTINUED)

(ii) BAMTN programme and RM410 million and RM250 million Term Loans

Under the terms of the BAMTN Programme and RM410 million and RM250 million Term Loans facility, SYABAS
shall ensure that funds are deposited in the DSRA until the balance held in the DSRA is at least equivalent to the
aggregate of profit in relation to the BAMTN and the facilities under the RM410 million and RM250 million Term Loans
which will become due and payable in the next six (6) months and the outstanding principal of the BAMTN and the
facilities under the RM410 million and RM250 million Term Loans which will become due and payable in the next
twelve (12) months (to be built up in twelve (12) equal monthly installments during the preceding twelve (12) months
on a straight line basis). This DSRA is maintained with licensed financial institutions.

The deposits are held for long-term until the full redemption/repayment and expiry of the BAMTN Programme and
RM410 million and RM250 million Term Loans.

The weighted average effective interest rate applicable to the deposits held in the DSRA for this purpose at the
reporting date was 3.15% (2011: 3.18%) per annum.

At the reporting date, the carrying amount of the deposits held in the DSRA approximated its fair value.

24. GOODWILL

Group
2012 2011 1.1.2011
RM RM RM

Net carrying amount:


At 1 January 210,878,972 193,258,671 193,698,114
Acquisition of subsidiary - GOM Resources (Note 18(d)) 21,370,083
Subscription of additional equity interest in subsidiary 68,112
Impairment (Note 7(b)), (Note 24(b)) (4,137,344)
Exchange differences (58,832) 387,562 (507,555)

At 31 December 210,820,140 210,878,972 193,258,671

(a) SYABAS

The goodwill arising from the acquisitions of SYABAS and PUAS was completed on 15 December 2004 and 1
January 2005 respectively. SYABAS assumed the operations of PUAS following the privatisation of the water supply
services in Selangor and Federal Territories of Kuala Lumpur and Putrajaya to SYABAS on 1 January 2005.

Annual Report 2012 Puncak Niaga Holdings Berhad


313

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

24. GOODWILL (CONTINUED)

(a) SYABAS (continued)

SYABAS and PUAS are identified as one combined CGU. The recoverable amount of this CGU is determined based
on value-in-use calculations using cash flow projections based on financial budgets approved by Management
covering the entire concession period of thirty (30) years commencing 1 January 2005 to 31 December 2034. A cash
flow projection of more than five (5) years is used as the Directors are of the opinion that there are no reasonable
possible changes in key assumptions which could cause the carrying value of goodwill on consolidation to exceed
its recoverable amount.

The following describes each key assumption on which management has based its cash flow projections to
undertake impairment testing of goodwill:

(i) Tariff increase

The annual rate of tariff increase used in the projections is based on the scheduled tariff and tariff adjustment
formula, as set out in the SYABAS Concession Agreement. It is assumed that the agreed tariff will be gazetted
and shall take effect for the applicable operating period on the relevant tariff adjustment dates.

(ii) Water purchase costs

The assumptions on the water purchase are made based on the existing agreements with the water treatment
operators and water purchase in the future which have been assessed by the Independent Valuers which will be
updated by new studies when historical water demand varies significantly from the projected water demand.

For the purpose of the cash flow projections, SYABAS has incorporated escalation rates ranging from 1.5% to
20% per annum of the bulk supply rate and fixed capacity payment respectively for projection of the cost of
purchasing water from the respective water treatment operators.

(iii) NRW

The NRW rate is projected to reduce progressively to meet the final target within the SYABAS Concession
Agreement.

(iv) Capital expenditure

The balance of the total value of the capital expenditure as projected under the SYABAS Concession Agreement
for development and upgrading of distribution system, asset management and replacement programme
and NRW reduction programme is projected to be incurred progressively over the remaining period of the
concession.

Puncak Niaga Holdings Berhad Annual Report 2012


314

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

24. GOODWILL (CONTINUED)

(a) SYABAS (continued)

(v) Discount rate

The discount rate used in the cash flow projections is 7% per annum.

(vi) Sensitivity to changes in assumptions

There are no reasonable possible changes in key assumptions which could cause the carrying value of goodwill
on consolidation to exceed its recoverable amount.

(b) LUWEI and Luancheng

This goodwill arose from the acquisitions of 83% and 80% equity interest in LUWEI and Luancheng respectively
which were completed on 19 August 2008 and 27 July 2009. However the goodwill for Luancheng has been fully
impaired in financial year 2011.

The recoverable amount of this CGU is determined based on fair value less costs to sell calculations using cash
flow projections based on financial budgets approved by management covering the entire Concession Period as
disclosed in Note 5. Cash flow projections of more than five (5) years is used as the directors are of the opinion that
there are no reasonable possible changes in key assumptions which could cause the carrying value of goodwill on
consolidation to exceed its recoverable amount.

Carrying amount of goodwill allocated to the Groups CGU is as follows:

Water and Wastewater


treatment and
distribution of water
2012 2011
RM RM

Net carrying amount:


At 1 January 3,470,154 7,219,936
Less: Impairment (4,137,344)
Add: Net exchange difference (78,759) 387,562

At 31 December 3,391,395 3,470,154

Annual Report 2012 Puncak Niaga Holdings Berhad


315

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

24. GOODWILL (CONTINUED)

(b) LUWEI and Luancheng (continued)

The following describes each key assumption on which management has based its cash flow projections to
undertake impairment testing of goodwill:

(i) Tariff adjustment

The tariff adjustment used in the projection is based on stated applicable law in PRC. The Concession Agreement
allows water tariffs to be adjusted subject to relevant approvals of the relevant authorities. These adjustments
will consider factors affecting the operating costs.

(ii) Growth rate

The average daily throughput capacity is expected to increase gradually to full capacity for the period between
financial year 2013 and financial year 2021. The water treatment plant is expected to maintain 100% throughput
capacity starting from financial year 2019 to the end of the concession period.

(iii) Discount rate

The discount rate used in the cash flow projection is 10% to 12.5% (2011: 10% to 11%) per annum.

(iv) Sensitivity to changes in assumptions

There are no reasonable possible changes in key assumptions which could cause the carrying value of goodwill
on consolidation to exceed its recoverable amount.

In the previous financial year, impairment loss was recognised to write down the carrying amount of goodwill
attributed to Luancheng due to the protracted time to finalise the Concession Agreement.

(c) GOM Resources

This goodwill arose from the acquisition of 40% equity interest in GOM Resources which was completed on
30 June 2011.

The recoverable amount of this CGU is determined based on value-in-use calculations using cash flow projections
based on financial budgets approved by management. Cash flow projections of five (5) years is used as the directors
are of the opinion that there are no reasonable possible changes in key assumptions which could cause the carrying
value of goodwill on consolidation to exceed its recoverable amount.

Puncak Niaga Holdings Berhad Annual Report 2012


316

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

24. GOODWILL (CONTINUED)

(c) GOM Resources (continued)

The following describes each key assumption on which management has based its cash flow projections to
undertake impairment testing of goodwill:

(i) Budgeted gross margins and growth

Management determined budgeted gross margin and results based on its secured contracts and its expected
order book in line with its expectations of relevant market development.

(ii) Discount rate

The discount rate used in the cash flow projection is 8% (2011: 11%) per annum.

(iii) Sensitivity to changes in assumptions

There are no reasonable possible changes in key assumptions which could cause the carrying value of goodwill
on consolidation to exceed its recoverable amount.

25. TRADE AND OTHER RECEIVABLES

Group Company
2012 2011 2012 2011
RM RM RM RM

Current

Trade receivables
Third parties 284,494,673 231,839,291
Amount due from State Government - free water
(Note 25(f)) 24,621,810 11,670,038
Amount due from State Government - tariff
compensation (Note 25(b))
Progress billings receivable 24,133,100 74,589,465

333,249,583 318,098,794
Less: Allowance for impairment (Note 25(a)) (10,436,262) (6,617,704)

Trade receivables, net 322,813,321 311,481,090

Annual Report 2012 Puncak Niaga Holdings Berhad


317

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

25. TRADE AND OTHER RECEIVABLES (CONTINUED)

Group Company
2012 2011 2012 2011
RM RM RM RM

Other receivables
Advances and loans to staff 1,451,435 1,519,800
Amounts due from subsidiaries (Note 25(c)) 203,819,333 194,168,340
Advance to project contractors (Note 25(d)) 6,390,738 13,303,640
Interest receivable 3,486,372 3,787,230 146,526 184,395
Amount due from collection agencies 8,633,069 9,393,308
Sundry receivables 22,955,771 22,170,701 10,809,520 9,213,520
Deposits 9,176,821 9,126,212 192,737 192,736

52,094,206 59,300,891 214,968,116 203,758,991

Less: Allowance for impairment (Note 7(b)) (9,142,620) (9,142,903) (9,130,501) (9,130,501)

42,951,586 50,157,988 205,837,615 194,628,490

365,764,907 361,639,078 205,837,615 194,628,490

Non-current

Trade receivables
Long-term receivables (Note 25(e)) 168,767,836 234,090,883
Amount due from State Government
- tariff compensation (Note 25(b)) 2,334,992,912 1,311,051,925
Less: Allowance for impairment (Note 7(b)) (183,779,310) (75,259,744)

2,319,981,438 1,469,883,064

Total trade and other receivables


(current and non-current) 2,685,746,345 1,831,522,142 205,837,615 194,628,490
Add: Cash and bank balances (Note 31) 1,383,740,725 1,268,050,147 174,812,115 270,325,861
Short term funds (Note 29) 36,281
Tax recoverable 1,514 639,110

Total loans and receivables 4,069,488,584 3,100,247,680 380,649,730 464,954,351

Puncak Niaga Holdings Berhad Annual Report 2012


318

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

25. TRADE AND OTHER RECEIVABLES (CONTINUED)

(a) Trade receivables

Trade receivables are non-interest bearing and are generally on 30 days (2011: 30 days) terms. Other credit terms are
assessed and approved on a case-by-case basis. The credit term for the amount due from State Government - tariff
compensation is 90 days (2011: 90 days). They are recognised at their original invoiced amounts which represent
their fair values on initial recognition.

The current trade receivables balance included an amount due from Serba Tiara amounting to RM75,300,000
(2011: RM62,750,000) in respect of the supply of bulk quantity of treated water to the State Government as disclosed
in Note 25(e).

Ageing analysis of trade receivables

The ageing analysis of the Groups trade receivables excluding the amount due from State Government - tariff
compensation is as follows:

Group
2012 2011
RM RM

Neither past due nor impaired 478,539,826 396,748,222


1 to 30 days past due not impaired 35,249,769 78,771,104
31 to 154 days past due not impaired 18,495,702 88,213,259
155 to 365 days past due not impaired (40,704,140) (32,191,842)
More than 365 days past due not impaired 14,031,230
13,041,331 148,823,751
Impaired 10,436,262 6,617,704

502,017,419 552,189,677

Receivables that are neither past due nor impaired

The above trade receivables that are neither past due nor impaired are creditworthy debtors with good payment
records with the Group.

None of the Groups trade receivables that are neither past due nor impaired have been renegotiated during the
financial year.

Receivables that are past due but not impaired

The Group has trade receivables amounting to RM13,041,331 (2011: RM148,823,751) that are past due at the reporting
date but not impaired.

Annual Report 2012 Puncak Niaga Holdings Berhad


319

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

25. TRADE AND OTHER RECEIVABLES (CONTINUED)

(a) Trade receivables (continued)

Receivables that are impaired

The Groups trade receivables that are impaired at the reporting date and the movement of the allowance accounts
used to record the impairment are as follows:

Group
2012 2011
RM RM

Individually impaired:
Trade receivablesnominal amounts 10,436,262 6,617,704
Less: Allowance for impairment (10,436,262) (6,617,704)

Movement in allowance accounts:

At 1 January 6,617,704 6,058,089


Reversal of impairment losses (Note 7(b)) (125,658) (518,244)
(Utilisation)/Reversal of deposit from customers (Note 33(d)) 67,944 1,077,859
Impairment (Note 7(b)) 3,876,272

At 31 December 10,436,262 6,617,704

It is the subsidiarys practice to offset the deposit received from customers with the outstanding due from customers.

The negative balance on the trade receivables more than 154 days past due not impaired arises from deposits
placed with the subsidiary against the arrears owed. It is the subsidiarys policy to offset the deposit received from
water account holders with the outstanding due from water account holders if no payments received 3 months after
disconnection notices sent to the water accounts holder.

(b) Amount due from the State Government - tariff compensation

This represents cumulative water tariff compensation receivable arising from the new water tariff as disclosed in
Note 4.1(b) and Note 4.2. The water tariff compensation is reclassified to long term receivable and impaired due to
change in the estimated timeframe of collection.

Impairment allowance of RM108,519,566 (2011: RM75,259,744) was made in the current financial year. The details are
disclosed in Note 4.1(f). The movement of the allowance accounts used to record the impairment are as follows:

Puncak Niaga Holdings Berhad Annual Report 2012


320

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

25. TRADE AND OTHER RECEIVABLES (CONTINUED)

(b) Amount due from the State Government - tariff compensation (continued)

Movement in allowance accounts:

Group
2012 2011
RM RM

At 1 January 75,259,744
Impairment (Note 7(b)) 108,519,566 75,259,744

At 31 December 183,779,310 75,259,744

(c) Amount due from subsidiaries

The amount due from subsidiaries are interest free, unsecured and repayable on demand.

(d) Advance to project contractors

Advance to project contractors represents advance made for the purchase of construction materials and will be
repaid through contra against progress billings by the project contractors. The amount is unsecured and interest
free.

(e) Long-term receivables - Serba Tiara

The long-term receivables represent an amount due from the State Government, in respect of the supply of bulk
quantity of treated water supplied. On 3 February 2005, the State Government entered into a Novation Agreement
with Serba Tiara, whereby Serba Tiara shall assume and take over the State Governments obligations to pay to
PNSB RM518.566 million in ten (10) annual installments commencing year 2006.

Group
2012 2011
RM RM

At 1 January 296,840,883 334,906,684


Long-term receivable repaid (62,750,000) (50,200,000)
Accretion of interest on long-term receivable (Note 7(a)) 9,976,953 12,134,199

At 31 December (Note 25(a)) 244,067,836 296,840,883

Maturity of loans and receivables:

Due within 1 year included in trade receivables 75,300,000 62,750,000


Due more than 1 year 168,767,836 234,090,883

244,067,836 296,840,883

Annual Report 2012 Puncak Niaga Holdings Berhad


321

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

25. TRADE AND OTHER RECEIVABLES (CONTINUED)

(f) Amount due from the State Government - free water

This represents the amount due from State Government on the quantum of free water usage granted by State
Government to certain of the Companys water account holders.

26. OTHER CURRENT ASSETS

Group Company
2012 2011 2012 2011
RM RM RM RM

Amount due from customer on construction contract


(Note 30) 2,028,361 905,996
Unbilled revenue (Note 4.1(j)) 237,253,922 74,780,225
Prepayments 10,435,185 13,073,418 217,098 86,217

249,717,468 88,759,639 217,098 86,217

27. INVENTORIES

Group
2012 2011
RM RM

Cost
Water treatment chemicals 2,617,196 2,602,586
Spare parts and equipment 2,668,881 3,354,384
Fuel 503,907 1,182,273
Mild steel pipe 2,344,500

5,789,984 9,483,743

During the year, the amount of inventories recognised in the income statement of the Group was RM45,063,286 (2011:
RM37,127,803) and is included in the following line items:

Group
2012 2011
RM RM

Raw materials, consumables and maintenance 36,919,941 30,171,494


Cost of providing oil and gas services 8,143,345 6,956,309

45,063,286 37,127,803

Puncak Niaga Holdings Berhad Annual Report 2012


322

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

28. AVAILABLE-FOR-SALE INVESTMENTS

Group
2012 2011
Carrying Market Carrying Market
amount value amount value
RM RM RM RM

Unquoted
At 1 January 9,408,793
Addition 50,000,000 10,000,000
Fair value gain/(loss) 442,298 (591,207)

At 31 December 59,851,091 59,851,091 9,408,793 9,408,793

Company
2012
Carrying Market
amount value
RM RM

Unquoted
At 1 January
Addition 50,000,000
Fair value gain 661,055

At 31 December 50,661,055 50,661,055

Available-for-sale investments represent fund placements in the RHB Asia Pacific MAQASID fund and Hong Leong
Asset Management Bhd fund.

29. SHORT TERM FUNDS

Group
2012 2011
RM RM

At 1 January 36,281 35,231


Placement 1,050
Withdrawal (36,281)

At 31 December 36,281

Short term funds represent fund placement in the Aiman Cash Fund.

Annual Report 2012 Puncak Niaga Holdings Berhad


323

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

30. GROSS AMOUNT DUE FROM/(TO) CUSTOMERS FOR CONSTRUCTION CONTRACTS

Group
2012 2011
RM RM

Construction contracts costs incurred to date 677,812,765 486,486,676


Attributable profits 38,996,819 15,870,246

716,809,584 502,356,922
Less: Progress billings (714,922,628) (501,450,926)

1,886,956 905,996

Presented as:
Due from customers on construction contract (Note 26) 2,028,361 905,996
Due to customers on construction contract (Note 35) (141,405)

1,886,956 905,996

31. CASH AND BANK BALANCES

Group Company
2012 2011 2012 2011
RM RM RM RM

Deposits with licensed banks 1,199,377,428 1,108,293,684 159,163,393 231,152,547


Cash and bank balances 184,363,297 159,756,463 15,648,722 39,173,314

1,383,740,725 1,268,050,147 174,812,115 270,325,861

Included in cash and bank balances of the Group is an amount of RM2,404,967 (2011: RM1,955,104), being deposits held
in trust for water account consumer deposits.

Included in the deposits with licensed banks of the Group are monies of RM212,000,000 (2011: RM185,000,000),
representing consumers deposits collected by SYABAS with effect from 1 January 2005 following the privatisation of
water supply services in Selangor and the Federal Territories of Kuala Lumpur and Putrajaya.

Included in cash and bank balances of the Group, are monies of RM11,072 (2011: RM1,832) arising from government
grant, which are only available for NRW works and not for other operational use. NRW refers to such part of the works
undertaken by SYABAS for the purpose of reducing non-income generating unaccountable water loss.

Included in the deposits with licensed banks of the Group, are monies of RM1,948,328 (2011: RM1,896,052) arising from
government grants.

Puncak Niaga Holdings Berhad Annual Report 2012


324

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

31. CASH AND BANK BALANCES (CONTINUED)

Included in cash and bank balances of the Group, are monies of RM195,861 (2011: RM40,509) arising from government
loan of RM110 million for water supply mitigation programmes i.e. Selangor, Kuala Lumpur and Putrajaya.

Included in the deposits with licensed banks of the Group, are monies of RM22,045,940 (2011: RM18,500,000) arising
from government loan of RM110 million.

Included in cash and bank balances of the Group are designated collection accounts amounting to RM65,242,177
(2011: RMNil) charged as security for borrowings as disclosed in Note 32(n) and Note 32(o).

The weighted average effective return applicable to deposits with licensed banks at the reporting date was 3.15%
(2011: 3.17%) per annum.

Deposits of the Group and the Company with licensed banks have an average maturity of 28 days (2011: 58 days) and
29 days (2011: 30 days) respectively.

32. LOANS AND BORROWINGS

Group Company
2012 2011 2012 2011
RM RM RM RM

Current
Secured:
Government Support Loan 7,443,982 7,227,167
BAIDS 509,661,068 360,000,000
BAMTN 308,923,621
USD36 million term loan 24,464,000
USD31 million term loan 98,223,500
Revolving credit 80,119,599
Obligation under finance leases (Note 41(c)) 5,181,507 5,168,006

935,793,777 470,618,673

Unsecured:
Lushan MOF Novated World Bank Loan 1,261,089 549,649

1,261,089 549,649

937,054,866 471,168,322

Annual Report 2012 Puncak Niaga Holdings Berhad


325

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

Group Company
2012 2011 2012 2011
RM RM RM RM

Non-current
Secured:
Government Support Loan 32,077,131 39,521,114
BAIDS 507,330,176 656,379,299
BAMTN 1,751,470,108 2,049,007,301
RM410 million and RM250 million Term Loans 659,974,712 659,974,712
USD36 million term loan 79,508,000
Government Loan RM320.8 million 320,800,000 320,800,000
Government Loan RM110.0 million 34,049,167 7,377,817
Obligation under finance leases (Note 41(c)) 11,085,333 11,966,556
RPS 618,472,322 611,593,249

4,014,766,949 4,356,620,048

Unsecured:
RUBs 471,406,408 479,216,984
RCULS 24,308,682 22,477,060
JNA 198,872,139 173,981,676
Lushan MOF Novated World Bank Loan 9,379,412 8,665,306

703,966,641 684,341,026

4,718,733,590 5,040,961,074

Total loans and borrowings 5,655,788,456 5,512,129,396

Puncak Niaga Holdings Berhad Annual Report 2012


326

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

The remaining maturities of the loans and borrowings as at 31 December 2012 are as follows:

Group Company
2012 2011 2012 2011
RM RM RM RM

On demand or within one year 937,054,866 471,168,322


More than 1 year and less than 2 years 388,252,661 469,647,492
More than 2 years and less than 5 years 1,746,858,971 1,903,767,350
5 years or more 2,583,621,958 2,667,546,232

5,655,788,456 5,512,129,396

The BAIDS, RUN, BAMTN, JNA and RUBs are further analysed as follows:

Group
BAIDS
2012 2011
RM RM

Nominal value 1,020,000,000 1,020,000,000


Less: Yield to maturity * (15,085,005) (15,085,005)

Net proceeds 1,004,914,995 1,004,914,995


Redemption (180,000,000) (180,000,000)
Issuance 180,000,000 180,000,000
Accreted finance cost 12,076,249 11,464,304

1,016,991,244 1,016,379,299

Group Company
BAMTN RUBs
2012 2011 2012 2011
RM RM RM RM

Nominal value 2,125,000,000 2,125,000,000 435,000,000 435,000,000


Less: Yield to maturity * (125,176,289) (125,176,289) (19,704,683) (19,704,683)

Net proceeds 1,999,823,711 1,999,823,711 415,295,317 415,295,317


Accumulative accreted finance cost 60,570,018 49,183,590 56,111,091 63,921,667

2,060,393,729 2,049,007,301 471,406,408 479,216,984

Annual Report 2012 Puncak Niaga Holdings Berhad


327

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

Group
JNA
2012 2011
RM RM

Nominal value 328,125,000 328,125,000


Accumulated gain on extinguishment of debt (Note 7(a)) (155,554,087) (155,554,087)

172,570,913 172,570,913

Accreted finance cost 26,301,226 1,410,763

198,872,139 173,981,676

(a) Government Support Loan

The Government Support Loan from the Federal Government in 1998 was to finance the construction of the Wangsa
Maju Water Treatment Plant and its related facilities. It is secured on all money standing to the credit of the Special
Project Account. The Government Support Loan was originally repayable in equal annual installments over a period
of twenty (20) years commencing on 11 April 1999. Interest was originally accrued and payable to the Government
at the fixed rate of 8% per annum.

On 11 April 2004, the Federal Government restructured the Government Support Loan by reducing the interest rate
to 3% per annum retrospectively and accordingly revised the repayment schedule of the loan.

(b) BAIDS/MCPs/MMTNs

On 12 October 2000, PNSB entered into several agreements with United Overseas Bank (Malaysia) Bhd and
various parties to raise RM1,020,000,000 10-Year BAIDS and RM350,000,000 MCPs/MMTNs Issuance Facility.
Subsequently, on 28 October 2000, PNSB issued the entire BAIDS and RM120,000,000 of the MCPs, the proceeds
of which were utilised mainly to repay in full the Revolving Underwriting Facility of RM800,000,000 and Term Loan
of RM300,000,000.

Puncak Niaga Holdings Berhad Annual Report 2012


328

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

(b) BAIDS/MCPs/MMTNs (continued)

On 19 October 2005, the holders of the BAIDS approved the proposed extension of the BAIDS with the following
variations to the BAIDS:

(i) extension of the tenure of the BAIDS with a put and call option for redemptions attached, exercisable on the
original maturity dates of the BAIDS as follows:

Nominal value
Series RM Maturity dates

Series 1 180,000,000 From 27 October 2005 to 27 October 2015


Series 2 180,000,000 From 27 October 2006 to 27 October 2016
Series 3 180,000,000 From 27 October 2007 to 27 October 2011
Series 4 180,000,000 From 27 October 2008 to 27 October 2012
Series 5 150,000,000 From 27 October 2009 to 27 October 2013
Series 6 150,000,000 From 27 October 2010 to 27 October 2014

1,020,000,000

(ii) revision of the profit payment in respect of the BAIDS for the extended tenures.

(iii) allowing PNSB to apply monies in the DSRA for undertaking certain forms of permitted investments.

PNSB has obtained the approval from the Securities Commission on 19 December 2005 to revise the tenure of the
BAIDS.

The facilities for the BAIDS are secured by way of deposit of an aggregate sum in the DSRA equivalent to twelve
(12) months projected payment obligations under the BAIDS that are outstanding at any point in time. PNSB is not
entitled to withdraw any money from the DSRA without prior consent from the Security Trustee except on condition
that the BAIDS have been fully redeemed. In addition, the facilities are also secured by fixed charges over all assets
of PNSB, the rights of PNSB under the Concession Agreements, construction contracts and project agreements
undertaken by PNSB.

No dividend will be declared and paid by PNSB where inter-alia:

(a) the outstanding balance in the DSRA is less than 1.0 time of the aggregate quantum of the Issuers payment
obligations under the BAIDS for a period of twelve (12) months commencing from the date on which the dividend
is contemplated; or

(b) the Annual Debt Service Cover Ratio and the Forward Debt Service Cover Ratio are less than 1.7 times.

Annual Report 2012 Puncak Niaga Holdings Berhad


329

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

(b) BAIDS/MCPs/MMTNs (continued)

PNSB will also be required to maintain the following financial ratios, which will be measured annually commencing
on 31 December 2001:

(i) Interest Cover Ratio of at least 2.0 times;

(ii) Debt Equity Ratio of not more than 4.0 times; and

(iii) Annual Debt Service Cover Ratio of at least 1.25 times.

In 2011, Acqua acquired 100% of BAIDS from all bondholders.

In 2011 and 2012, PNSB had obtained indulgence from Acqua to extend the maturity dates for BAIDS Series 3 & 4
as follows:-

Nominal value
Series RM Maturity dates

Series 3 180,000,000 From 27 October 2011 to 26 April 2013


Series 4 180,000,000 From 27 October 2012 to 26 April 2013

On 19 April 2013, PNSB had executed the Agreements for restructuring of the outstanding bonds comprising of
BAIDs, RUBs and JNA with Acqua.

The revised extension of the tenors for BAIDs is sets out in Note 49(m).

(c) JNA

As per Note 21(a) Acqua has acquired the entire holdings of PNSB JNA from the Company. The terms remain
unchanged save and except for the following:

(i) PNSB has agreed to amend, vary and replace Clause 6.9 of the JNA Subscription Agreement dated 5
September 2001 and between PNSB (as issuer); CIMB Investment Bank Berhad (as adviser); and the Company
(as noteholders) (PNSB Subscription Agreement)

Puncak Niaga Holdings Berhad Annual Report 2012


330

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

(c) JNA (continued)

(ii) The JNA carries a coupon rate of 5.68% per annum and terms of the JNA are set out as follows:

Nominal Value
Redemption date RM

18 November 2016 54,687,500


20 November 2017 109,375,000
20 November 2018 109,375,000
20 November 2019 54,687,500

Gross carrying amount 28,125,000


Gain on extinguishment of debts (Note 7(a)) (155,554,087)
Accretion of interest 26,301,226

Fair value of the New JNA 198,872,139

Fair value is measured in accordance with MFRS 139. The fair value is computed based on the future cash outflows
discounted using the current interest rate of similar financial liability with similar terms as at 18 November 2011
obtainable from the bond market. This has given rise of a gain on extinguishment of debts of RM155,540,087
recognised in the income statement in the previous financial year.

(d) BACP Programme/BAMTN Programme

On 19 September 2005, SYABAS entered into several agreements with a consortium of banks comprising BIMB,
CIMB Bank, CIMB and HSBC in respect of the issue of up to RM200 million nominal value BACP Programme and up
to RM3 billion nominal value BAMTN Programme.

On 30 September 2005, SYABAS completed the first issuance of the BAMTN with an aggregate nominal value of
RM1.03 billion comprising:

(i) An eight-year RM310 million nominal value tranche;

(ii) A nine-year RM200 million nominal value tranche;

(iii) A ten-year RM200 million nominal value tranche; and

(iv) An eleven-year RM320 million nominal value tranche.

The BAMTN issued on 30 September 2005 will mature beginning 30 September 2013 and on an annual basis, for
each series issued. Redemptions will be made at nominal value. The first series amounting to RM310 million has
been reclassified to current liabilities as it will mature on 30 September 2013.

Annual Report 2012 Puncak Niaga Holdings Berhad


331

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

(d) BACP Programme/BAMTN Programme (continued)

On 18 May 2007, SYABAS further issued BAMTN with an aggregate nominal value of RM365 million, which will
mature beginning 18 May 2017 and on an annual basis, for each series issued as follows:

(i) A ten-year RM125 million nominal value tranche;

(ii) An eleven-year RM120 million nominal value tranche;

(iii) A twelve-year RM120 million nominal value tranche; and

On 20 February 2008, SYABAS issued BAMTN with an aggregate nominal value of RM230 million, which will mature
beginning 20 February 2020 and on an annual basis, for each series issued as follows:

(i) A twelve-year RM70 million nominal value tranche;

(ii) A thirteen-year RM60 million nominal value tranche;

(iii) A fourteen-year RM50 million nominal value tranche; and

(iv) A fifteen-year RM50 million nominal value tranche.

On 31 October 2008, SYABAS further issued BAMTN with an aggregate nominal value of RM500 million, which will
mature beginning 31 October 2016 and on an annual basis, for each series issued as follows:

(i) An eight-year RM125 million nominal value tranche;

(ii) A ten-year RM125 million nominal value tranche;

(iii) A twelve-year RM125 million nominal value tranche; and

(iv) A fifteen-year RM125 million nominal value tranche.

SYABAS is required to maintain the following financial ratios:

(i) Debt to Equity Ratio of not more than 75:25 from 2005 to 2008, both years inclusive and not more than 70:30
from and including 2009 until the expiry of the BAMTN Programme; and

(ii) Finance Service Cover Ratio of not less than 1.25 times from 2005 to 2008, both years inclusive and not less
than 1.50 times from and including 2009 until the expiry of the BAMTN Programme.

Puncak Niaga Holdings Berhad Annual Report 2012


332

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

(d) BACP Programme/BAMTN Programme (continued)

BACP/BAMTN are sharing the same securities as listed in Note 32(e). In addition, the BACP/BAMTN are also secured
by way of the rights over the Escrow Account and the monies standing to the credit thereof.

SYABAS is restricted from declaring and paying any dividends, whereupon:

(i) an Event of Default has occurred, is continuing and has not been waived, or if following such payment or
distribution an Event of Default would occur; or

(ii) the Finance Service Cover Ratio is breached or will be breached if calculated immediately following such
payment or distribution; or

(iii) the Debt to Equity Ratio is breached or will be breached if calculated immediately following such payment or
distribution; or

(iv) the balance outstanding to the credit of the DSRA both before and after the payment is less than the Minimum
Required Balance;

provided that conditions (ii) and (iv) shall not be applicable to dividends paid on RPS from year 2015 onwards.

The effective interest rates per annum of this borrowing at the reporting date range between 5.00% to 8.24% per
annum (2011: 5.00% to 8.24% per annum).

(e) RM410 million and RM250 million Term Loans

SYABAS obtained Term Loan facilities of up to RM410 million and RM250 million from BPMB to part finance the
capital expenditure and the Non-Revenue Water reduction programmes (including the operation, maintenance,
development and upgrading of the water distribution system over a period of thirty (30) years) respectively.

These Term Loan are repayable as follows from the date of the first drawdown:

RM410 million RM250 million


Term Loan Term Loan
RM RM

Month 204 (17 years) 73,240,000 50,000,000


Month 216 (18 years) 77,380,000 50,000,000
Month 228 (19 years) 81,750,000 50,000,000
Month 240 (20 years) 86,370,000 50,000,000
Month 252 (21 years) 91,260,000 50,000,000

410,000,000 250,000,000

Annual Report 2012 Puncak Niaga Holdings Berhad


333

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

(e) RM410 million and RM250 million Term Loans (continued)

The above Term Loans are secured via the following:

- A debenture incorporating fixed and floating charges over all present and future assets of SYABAS, both movable
and immovable;

- Assignment of all rights, titles and benefits under the SYABAS Concession Agreement;

- Assignment of all contractual rights, titles and benefits under the Construction Contract (excluding the
performance bonds); and

- Assignment over the Designated Accounts (Collection Account, Operating Account, BPMB Disbursement
Account, DSRA and Land Use Charges Reserve Account).

Interest is payable annually at the rate of 5.65% (2011: 5.65%) per annum.

(f) RUBs

During the financial year ended 31 December 2006, PNSB restructured RM320,000,000 shareholders advances
owing to the Company into a new marketable security via the issuance of RM435,000,000 nominal value of RUBs to
the Company.

Following the above, the Company sold the RUBs to ATSB for a total consideration of RM418,969,134 (excluding
debt issuance expenses), satisfied via a cash consideration of RM132,719,134 and the balance being satisfied via
the issuance of 286,250,000 preference shares with par value of RM0.01 in ATSB at an issue price of RM1.00 each.
The disposal of the RUBs to ATSB effectively resulted in the Group raising additional borrowings of RM418,969,134
on initial recognition, which will be subsequently measured at amortised cost using the effective interest method.

The maturity date of the RUBs is ten (10) years from the issue date. The RUBs shall bear the following coupon rate
payable semi-annually in arrears on the amounts outstanding:

From issue date to Year 5 : 5.50% per annum


After Year 5 to Year 10 : 11.00% per annum

Unless previously redeemed, purchased and cancelled, the RUBs shall be redeemed by the issuer at par or at its
respective nominal value on the maturity date.

Puncak Niaga Holdings Berhad Annual Report 2012


334

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

(g) RCULS

On 23 February 2006, SYABAS entered into a Subscription Agreement with the Company and KDEB in relation to the
issue of up to RM1,045 million nominal value of RCULS by SYABAS. The RCULS will be issued progressively to the
Company and KDEB over the next four (4) years from 2006 to 2009 to finance the operations and capital expenditure
requirements of SYABAS under SYABAS Concession Agreement. The commitment by the Company and KDEB to
subscribe for the RCULS were up to RM731.5 million (70%) and RM313.5 million (30%) respectively and KDEBs
portion of the commitment were subsequently varied pursuant to a Deed of Ratification and Accession dated
22 January 2009 given by Kumpulan Perangsang Selangor Berhad in favour of the Company and KDEB to 15% each
between KDEB and Kumpulan Perangsang Selangor Berhad.

In the event that any party is unable to subscribe for its portion of the relevant RCULS in full on the issue date, the
other party shall thereupon be entitled, but not obliged to subscribe for all, or a portion only, of such RCULS as are
unable to be subscribed for. SYABAS had on 9 March 2006 issued RM135.0 million of the RCULS to the Company.
Interest at the rate of 7% per annum on the nominal value of the RCULS is payable by SYABAS to the RCULS
holders.

On 22 May 2007 and 29 May 2007, SYABAS issued a further RM77 million and RM33 million of RCULS to the
Company and KDEB respectively.

The RCULS will be redeemed in full by SYABAS on the 21st anniversary of the first issue date at their nominal value.

Each RCULS holder is entitled to exercise its conversion rights to convert the RCULS into new shares in SYABAS at
the Conversion Price of RM1.00 payable for every new share to be issued pursuant to the conversion of the RCULS
or such other price as may be agreed between SYABAS and the relevant RCULS holder prior to the Conversion
Date.

Until the RCULS have been redeemed or converted into shares of SYABAS, SYABAS shall pay to the RCULS holders,
coupon on the nominal value of the RCULS outstanding at a fixed rate of 7% per annum. The RCULS are regarded
as compound instruments, consisting of a liability component and an equity component.

The proceeds received from the issue of the RCULS to KDEB have been split between the liability component and
equity component, representing the fair value of the conversion option. The RCULS issued to KDEB are accounted
for in the statement of financial position of the Group as follows:

Annual Report 2012 Puncak Niaga Holdings Berhad


335

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

(g) RCULS (continued)

Group
2012 2011
RM RM

Liability component
Nominal value of RCULS 33,000,000 33,000,000
Equity component, net of deferred taxation
(held by non-controlling interest) (Note 38) (13,130,387) (13,130,387)
Deferred taxation (4,376,796) (4,376,796)

Liability component as at date of issuance 15,492,817 15,492,817


Accretion of finance costs 8,815,865 6,984,243

Liability component as at 31 December (held by non-controlling interest) 24,308,682 22,477,060

(h) Lushan MOF Novated World Bank Loan

This is the loan granted to the PRC government by the World Bank to fund the Water Supply Project in Henan
Province, which was novated to LUWEI to finance the construction of a water treatment plant and upgrading of
existing pipe network. The total loan amount is USD3,830,000 subject to actual drawdown amount approved by the
local PRC government. The loan is unsecured and is repayable quarterly commencing on 31 December 2011 and
ending on 31 March 2020.

(i) Government Loan RM320.8 million

On 16 December 2009, SYABAS had entered into a Government Loan Agreement with the Federal Government in
respect of a loan facility of RM320.8 million (Government Loan) granted to SYABAS by the Federal Government.

The salient terms of the Government Loan Agreement are as follows:

i) Facility Amount : RM320.8 million.

ii) Purpose of Loan : Payment for water purchased from the water treatment operators namely,
PNSB, ABASS and SPLASH.

iii) Repayment : The Facility Amount to be repayable over sixteen (16) years beginning on
the fifth (5th) year from first (1st) drawdown i.e. grace period of four (4)
years.

iv) Default Interest : Eight percent (8.00%) per annum on any overdue principal repayment
amount.

Puncak Niaga Holdings Berhad Annual Report 2012


336

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

(i) Government Loan RM320.8 million (continued)

The salient terms of the Government Loan Agreement are as follows: (continued)

v) Events of Default : The Federal Government has the right to call on an event of default
without securing or referring to the existing Noteholders and Lenders of
SYABAS.

vi) Other Terms : As privately agreed with the Federal Government.

The Government Loan was fully utilised by SYABAS to pay water treatment operators, namely, PNSB, ABASS and
SPLASH for water purchased.

(j) Government Loan RM110 million

On 17 October 2011, SYABAS had entered into a Loan Facility Agreement and Deed of Assignment with the Federal
Government in respect of a loan facility of RM110.0 million (Government Loan) granted to SYABAS by the Federal
Government.

The salient terms of the Government Loan Agreement are as follows:

i) Facility Amount : RM110.0 million.

ii) Purpose of Loan : To finance capital expenditure works on old pipe replacement project and
upgrading of water supply system project.

iii) Tenure : Twenty (20) years.

iv) Drawdown period : Year RM

2011 18,500,000
2012 63,000,000
2013 28,500,000

110,000,000

During the year, SYABAS has drawndown RM58,046,000 from this Facility. The balance will be obtained during the
third drawdown in 2013.

Annual Report 2012 Puncak Niaga Holdings Berhad


337

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

(j) Government Loan RM110 million (continued)

The salient terms of the Government Loan Agreement are as follows: (continued)

2012 2011
RM RM

At 1 January 7,377,817
Drawdown during the year 58,046,000 18,500,000
Effect of adoption MFRS 120 (Note 36(c)) (33,377,470) (11,174,680)
Accretion of finance costs 1,936,452 52,497
Borrowing costs capitalised 66,368

At 31 December 34,049,167 7,377,817

v) Repayment : The Facility amount to be repayable over eighteen (18) years, commencing
on the third (3rd) year from the first drawdown date.

Year RM per annum

2014 - 2019 550,000


2020 - 2023 1,100,000
2024 - 2027 1,650,000
2028 13,200,000
2029 22,000,000
2030 27,500,000
2031 33,000,000

vi) Special Loan Account : Deed of Assignment over a Special Loan Account and the credit balances
and Security therein.

vii) Interest : Three percent (3.0%) per annum.

viii) Default Interest : Five percent (5.0%) per annum on any overdue principal repayment
amount.

ix) Other Terms : As privately agreed with the Federal Government.

Puncak Niaga Holdings Berhad Annual Report 2012


338

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

(k) Obligation under nance leases

These obligations are secured by a charge over the leased assets (Note 14). The average discount rate implicit in the
leases is 2.97% per annum (2011: 3.01% per annum).

(l) RPS

On 6 May 2005, SYABAS entered into a Subscription Agreement with the MOF in relation to the subscription of
655 million RPS to be issued by SYABAS at a total subscription price of RM655 million. MOF has agreed to
subscribe for a total of 655 million RPS of RM0.01 each of SYABAS, to be issued at an issue price of RM1.00 per RPS
(a premium of RM0.99 per RPS) within a period of four (4) years, commencing from year 2007 until 2011.
The RPS is not convertible into ordinary shares of SYABAS but may be redeemed by SYABAS commencing on
31 December 2021 until 31 December 2025 in five (5) equal tranches of RM131 million nominal value for each of
the years.

The subscriptions of the total number of 655 million RPS of RM0.01 each of SYABAS shall be made as follows:

Subscription Period Subscription Number of


Price RPS

15 January 2007 to 14 January 2008 125,400,000 125,400,000


15 January 2008 to 14 January 2009 184,200,000 184,200,000
15 January 2009 to 14 January 2010 213,800,000 213,800,000
15 January 2010 to 14 January 2011 131,600,000 131,600,000

655,000,000 655,000,000

2012 2011
RM RM

At 1 January 611,593,249 605,211,919


Accretion of finance costs (Note 11) 6,879,073 6,381,330

At 31 December 618,472,322 611,593,249

On 8 May 2007, SYABAS issued 125.4 million of RPS of RM0.01 each at an issue price of RM1.00 per RPS
(a premium of RM0.99 per RPS) to MOF.

On 11 March 2008, SYABAS has further issued 184.2 million RPS of RM0.01 each at an issue price of RM1.00 per
RPS (a premium of RM0.99 per RPS) to MOF.

On 30 March 2009, SYABAS has further issued 213.8 million RPS of RM0.01 each at an issue price of RM1.00 per
RPS (a premium of RM0.99 per RPS) to MOF.

Annual Report 2012 Puncak Niaga Holdings Berhad


339

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

(l) RPS (continued)

On 26 March 2010, SYABAS has further issued 131.6 million RPS of RM0.01 each at an issue price of RM1.00 per
RPS (a premium of RM0.99 per RPS) to MOF.

Each RPS shall confer on its holder(s) the following rights:

(i) A fixed cumulative net dividend of 3% per annum on each RPS, payable in cash on a date falling in the financial
year ending not earlier than 31 December 2015 (which date is to be determined at the sole discretion of SYABAS),
out of profits of SYABAS available for distribution in respect of each financial year or other accounting period of
SYABAS prior to such date provided always that no dividend shall be declared or be due and payable except
in accordance with the priority of payments set out in the Assignment and Charge I dated 19 January 2005
between SYABAS and the Security Agent.

Net dividend declared for each financial year from the date of issue up to the financial year ending 31 December
2014 shall, once declared be payable in 11 equal installments commencing in the year 2015 and ending in the
year 2025. Such installment shall be in addition to the payment of any net dividend declared for the relevant
financial year 31 December 2015 and any financial year thereafter.

(ii) Each RPS shall not confer on the holder thereof any right to participate on a return in excess on liquidation,
winding up or otherwise of SYABAS, other than redemption, up to the paid-up value of RM1 for each RPS with
a par value of RM0.01 and a premium of RM0.99.

(iii) The RPS shall carry no right to receive notice of or to attend or vote at any general meeting of SYABAS other
than on a resolution to amend or vary the rights of holders of the RPS.

(iv) SYABAS shall redeem each RPS on the following dates and in the following proportions:

Date RM

31 December 2021 131,000,000


31 December 2022 131,000,000
31 December 2023 131,000,000
31 December 2024 131,000,000
31 December 2025 131,000,000

655,000,000

(v) No RPS shall be convertible into ordinary shares of SYABAS.

(vi) The RPS shall not be transferable in whole or in part and they shall not be listed in Bursa Securities or any other
stock exchange.

Puncak Niaga Holdings Berhad Annual Report 2012


340

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

(l) RPS (continued)

The RPS shall rank ahead of all other shares issued or to be issued by SYABAS, be it preference, ordinary or
otherwise. In addition, SYABAS shall ensure that all advances or loans from shareholders of SYABAS shall, to the
extent permissible by law, rank behind the RPS in terms of payment in a winding-up of SYABAS.

(m) USD31 million term loan

POG obtained a short term loan of USD31 million to part finance the acquisition of the remaining 60% interest in
GOM Resources and KGL respectively as disclosed in Note 18(d) and Note 18(e).

The above term loan is secured via the following:

- Charge over all KGL Ltd and GOM Resources shares owned by POG;

- Debenture incorporating a fixed and floating charge over all present and future assets of POG; and

- Corporate guarantee from the Company for USD31 million together will interest thereon.

The loan was repayable on 27 October 2011 but has been extended, on a monthly basis, to 27 April 2012. Interest
is payable monthly at the rate of 1.75% above one months cost of funds. The term loan was fully settled on the
repayment due date.

(n) USD36 million term loan

KGL had during the year secured a syndicated term loan facility of USD36 million from two local licensed banks.
The loan had been drawndown in April 2012. The facility was originally for a period of six (6) months from the date
of first drawing on the facility.

On 14 March 2012, the two local licensed banks have approved to extend the tenure of the facility to five (5) years.
The principal is repayable on a quarterly basis and the interest is payable on a quarterly at rate of 2.0% above cost
of funds.

The above term loan is secured via the following:

(i) First ship mortgage over KGLs barge vessel;

(ii) Assignment of all the present and future rights, title and interests in and under the charter contracts of the barge
vessel;

(iii) Assignment of all the Designated Collection Accounts of KGL (Note 31);

Annual Report 2012 Puncak Niaga Holdings Berhad


341

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

32. LOANS AND BORROWINGS (CONTINUED)

(n) USD36 million term loan (continued)

(iv) All insurances in relation to the barge vessel;

(v) Any requisition compensation paid or payable by KGL;

(vi) Debenture over all fixed and floating assets of KGL; and

(vii) Corporate guarantee from the Company.

(o) Revolving credit

During the current financial year, a subsidiary of POG, GOM Resources had secured syndicated credit facilities from
two local licensed banks. The facilities are secured via the following:

(i) Assignment of all the present and future rights, title, benefit and interest in and under the project contracts of
GOM Resources;

(ii) Debentures over the fixed and floating assets of GOM Resources;

(iii) Assignment of the designated collection accounts of GOM Resources (Note 31); and

(iv) Corporate guarantee by the Company.

(p) Effective interest rates

The effective interest rates per annum applicable to the borrowings at the reporting date were as follows:

Effective interest
rate per annum
2012 2011
% %

Group
Government Support Loan 3.00 3.00
BAIDS 5.00 - 5.60 5.00 - 5.60
JNA 5.68 5.68
BAMTN 5.00 - 8.24 5.00 - 8.24
RM410 million and RM250 million Term Loans 5.65 5.65
RUBs 8.25 8.25
RCULS 8.02 - 8.50 8.02 - 8.50
Lushan MOF Novated World Bank Loan 1.38 1.38
USD31 million term loan 3.35
USD36 million term loan 3.35 - 4.05
Revolving credit 3.25
Obligation under finance leases 2.97 3.01

Puncak Niaga Holdings Berhad Annual Report 2012


342

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

33. TRADE AND OTHER PAYABLES

Group Company
2012 2011 2012 2011
RM RM RM RM

Current
Trade payables
Third parties 662,283,488 489,472,586
Amounts due to contractors 59,657,082 39,490,131

721,940,570 528,962,717

Other payables
Amount due to a subsidiary 216,425,009 249,260,364
Finance cost payable 127,175,241 117,349,151
Deposit from water consumers (Note 33(d)) 425,812,350 403,239,351
Accruals (Note 33(c)) 285,075,052 337,739,795 650,500 612,251

838,062,643 858,328,297 217,075,509 249,872,615

1,560,003,213 1,387,291,014 217,075,509 249,872,615

Non-current
Trade payables
Third parties 1,571,571,675 1,102,557,144

Other payables
Long-term payable (Note 33(e)) 6,529,733 8,162,167
Accruals (Note 33(f)) 268,916,089 114,721,344

275,445,822 122,883,511

Less: Adjustment (Note 7(a), Note 33(f)) (23,801,845) (19,680,001)

251,643,977 103,203,510

1,823,215,652 1,205,760,654

Total trade and other payables 3,383,218,865 2,593,051,668 217,075,509 249,872,615


Add: Loan and borrowings (Note 32) 5,655,788,456 5,512,129,396

Total financial liabilities carried at amortised cost 9,039,007,321 8,105,181,064 217,075,509 249,872,615

Annual Report 2012 Puncak Niaga Holdings Berhad


343

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

33. TRADE AND OTHER PAYABLES (CONTINUED)

(a) Trade payables

These amounts are non-interest bearing. Trade payables are normally settled on 30-90 days (2011: 30-90 days)
terms.

Included within the trade payables is an amount of RM2,018,592,734 (2011: RM1,525,365,656) payable by SYABAS to
its external water suppliers. These amounts are under litigation as disclosed in Note 50(d) and Note 50(f) respectively.

(b) Amount due to a subsidiary

This amount is unsecured, non-interest bearing and is repayable on demand.

(c) Accruals

Included in accruals of the Group is an amount of RM21,200 (2011: RM42,400), which is amount due to a subsidiary
of CPMSB, a substantial corporate shareholder of the Company.

(d) Deposit from water consumers

Group
2012 2011
RM RM

As at 1 January 403,239,351 380,325,879


Addition during the year 48,924,720 47,589,047
Transfer (from) trade receivables (Note 25(a)) (67,944) (1,077,859)
Refund (26,291,362) (23,586,082)
Bad debt reversal/(written off) 7,585 (11,634)

As at 31 December 425,812,350 403,239,351

(e) Long-term payable

This refers to the interests payable pursuant to the Supplemental Agreement to the Government Support Loan
Agreement. The interest payable as at 11 April 2004 is to be paid over a period of one hundred and forty four (144)
months commencing April 2005.

Puncak Niaga Holdings Berhad Annual Report 2012


344

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

33. TRADE AND OTHER PAYABLES (CONTINUED)

(e) Long-term payable (continued)

Long-term payable is analysed as follows:

Group
2012 2011
RM RM

Analysed as:
Current 1,632,433 1,632,433

Non-current:
Later than 1 year but not later than 2 years 1,632,433 1,632,433
Later than 2 years but not later than 5 years 4,897,300 6,529,734

6,529,733 8,162,167

8,162,166 9,794,600

(f) Adjustment for changes in estimate

In the previous financial year ended 31 December 2011, SYABAS revised its estimates of cash outflows for payments
to its trade payables resulting from the Court of Appeals decision on the SPLASH (Kuala Lumpur High Court Civil
Suit No. D-22ND-398-2009) litigation (see Note 50(d)). SYABAS anticipates that the total amount outstanding to
its third parties trade payables of RM2,018,592,734 (2011: RM1,525,365,656) is likely to be paid in the following
timeframe:

Within next 13 - 36
12 months months
RM RM

As at 31 December 2012
Trade payables carried at amortised cost 447,021,059 1,571,571,675
Accruals 268,916,089

Within next 13 - 24
12 months months
RM RM

As at 31 December 2011
Trade payables carried at amortised cost 422,808,512 1,102,557,144
Accruals 114,721,344

Annual Report 2012 Puncak Niaga Holdings Berhad


345

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

33. TRADE AND OTHER PAYABLES (CONTINUED)

(f) Adjustment for changes in estimate (continued)

Arising from the revision in the estimates of cash flows, the previous amounts carried at amortised cost have been
adjusted as follows:

Trade payables Other payables


carried at carried at
amortised cost amortised cost Total
RM RM RM

As at 31 December 2012
Amortised carrying amount before revision 1,571,571,675 268,916,089 1,840,487,764
Adjustment for changes in estimate recognised in profit or loss
(Note 7(a)) (210,310,130) 186,508,285 (23,801,845)

Amortised carrying amount after revision 1,361,261,545 455,424,374 1,816,685,919

As at 31 December 2011
Amortised carrying amount before revision 1,102,557,144 114,721,344 1,217,278,488
Adjustment for changes in estimate recognised in profit or loss
(Note 7(a)) (139,180,927) 119,500,926 (19,680,001)

Amortised carrying amount after revision 963,376,217 234,222,270 1,197,598,487

34. PROVISION FOR RETIREMENT BENEFITS

The Group operates unfunded, defined benefit Retirement Benefit Schemes (the Scheme) for its eligible employees.

SYABASs and PNSBs eligible employees are entitled to retirement benefits of either 0.5 or 1.25 month of their final
salary for every year of service with the respective companies on the attainment of their retirement age of 56 (age of 60
effective 1 January 2013) or voluntary retirement age of 50.

Movement of provision of retirement benets is as follows:

Group
2012 2011
RM RM

At 1 January 22,759,570 20,763,875


Add: Provision for the year (Note 9) 4,356,101 4,030,312
Add: Recognition of actuarial differences 1,386,219
Less: Payment made during the year (3,006,280) (2,034,617)

At 31 December 25,495,610 22,759,570

Puncak Niaga Holdings Berhad Annual Report 2012


346

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

34. PROVISION FOR RETIREMENT BENEFITS (CONTINUED)

Group
2012 2011
RM RM

Maturity of provision:
Not later than 1 year 324,408 2,283,854
Later than 1 year but not later than 2 years 331,464 3,269,880
Later than 2 years 24,839,738 17,205,836

25,495,610 22,759,570

Current service cost 3,006,666 2,751,615


Interest cost 1,349,436 1,278,697

Total 4,356,102 4,030,312

The principal actuarial assumptions used are as follows:

Group
2012 2011
% %

Discount rate 6.00 6.50


Rate of compensation increase 6.00 6.00

35. OTHER CURRENT LIABILITIES

Group
2012 2011
RM RM

Amount due to customer on construction contract (Note 30) 141,405

Annual Report 2012 Puncak Niaga Holdings Berhad


347

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

36. GOVERNMENT GRANT

(a) A government grant of RM250,000,000 was received by SYABAS in consideration of SYABAS performing its
obligations under the SYABAS Concession Agreement. This grant is used solely for the purpose of financing the
costs and expenditure of the NRW. NRW refers to such part of the works undertaken by SYABAS for the purpose of
reducing non-income generating unaccountable water loss.

Group
2012 2011
RM RM

Net carrying amount


At 1 January 226,832,424 231,031,985
Less: Amortisation (Note 7(a)) (5,378,552) (4,199,561)

At 31 December 221,453,872 226,832,424

(b) On 26 March 2010, SYABAS has completed the RPS issuance of RM131.6 million by issuing 131.6 million units of
RPS with a nominal value of RM0.01 each at an issue price of RM1.00 per RPS (a premium of RM0.99 per RPS) to
MOF for cash consideration of RM131.6 million. MFRS 120 requires the benefit of the government loan at a below-
market rate of interest to be treated as government grants. RM54,309,571 being the difference between the amount
received and the present value of estimated cash flows discounted at market interest rate is accounted for as
government grants.

Group
2012 2011
RM RM

Net carrying amount


At 1 January 47,973,455 51,594,093
Less: Amortisation (Note 7(a)) (3,620,638) (3,620,638)

At 31 December 44,352,817 47,973,455

(c) On 17 October 2011, SYABAS had entered into a Loan Facility Agreement and Deed of Assignment with the Federal
Government in respect of a loan facility of RM110.0 million granted to the Company by the Federal Government.

During the year, SYABAS had a second drawdown of RM58,046,000 from this Facility. MFRS 120 requires the benefit
of the government loan at a below-market rate of interest to be treated as government grants. RM33,377,740 (2011:
RM11,174,680) being the difference between the amount received and the present value of estimated cash flows
discounted at market interest rate is accounted for as government grants.

Puncak Niaga Holdings Berhad Annual Report 2012


348

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

36. GOVERNMENT GRANT (CONTINUED)

(c) (continued)

Group
2012 2011
RM RM

Net carrying amount


At 1 January 11,128,120
Add: Effect of adoption of MFRS 120 (Note 32(j)) 33,377,470 11,174,680
Less: Amortisation (Note 7(a)) (1,802,383) (46,560)

At 31 December 42,703,207 11,128,120

Total net carrying amount (a) + (b) + (c) 308,509,896 285,933,999

37. DEFERRED TAX

Deferred income tax as at 31 December relates to the following:

As at Recognised As at 31 Recognised As at
1 January Acquisition in profit Recognised December in profit Recognised 31 December
2011 of subsidiary or loss in Equity 2011 or loss in Equity 2012
RM RM RM RM RM RM RM RM

Group

Deferred tax
liabilities:
Loans and
borrowings (38,535,831) (38,535,831) 6,222,616 (32,313,215)
Trade payable (10,145,744) (10,145,744) (18,769,144) (28,914,888)
Interest
receivable (10,538,094) (2,951,572) (13,489,666) (3,201,491) (16,691,157)
Service
concession
assets (1,502,210,090) (19,011,935) (1,521,222,025) (93,692,957) (1,614,914,982)
Revaluation
reserve (23,029,316) (23,029,316) 668,471 (22,360,845)
Fair value
adjustments
on acquisitions
of subsidiaries (1,852,232) 171,194 (1,681,038) 157,451 (1,523,587)
Others 68,652 2,774,155 2,842,807 (2,958,057) (115,250)

(1,514,531,764) (67,699,733) (23,029,316) (1,605,260,813) (111,573,111) (1,716,833,924)

Annual Report 2012 Puncak Niaga Holdings Berhad


349

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

37. DEFERRED TAX (CONTINUED)

Deferred income tax as at 31 December relates to the following:

As at Recognised As at 31 Recognised As at
1 January Acquisition in profit Recognised December in profit Recognised 31 December
2011 of subsidiary or loss in Equity 2011 or loss in Equity 2012
RM RM RM RM RM RM RM RM

Deferred tax
assets:
Tax losses 571,271,270 105,468,577 676,739,847 (42,523,035) 634,216,812
Property, plant
and
equipment 187,606,323 (129,000) 41,905,810 229,383,133 17,520,207 246,903,340
Service
concession
obligations 1,108,018,313 (31,491,552) 1,076,526,761 87,633,157 1,164,159,918
RCULS 4,516,082 3,381,652 7,897,734 3,659,397 11,557,131
Trade
receivables 1,514,521 24,180,586 25,695,107 38,620,834 64,315,941
Reinvestment
allowance 35,359,632 (35,359,632)
Other payables 5,791,731 8,437,592 14,229,323 6,359,194 20,588,517
Provision for
retirement
benefits 346,556 346,556
Exchange
difference 674,184 674,184

1,914,077,872 (129,000) 116,523,033 2,030,471,905 111,943,938 346,556 2,142,762,399

399,546,108 (129,000) 48,823,300 (23,029,316) 425,211,092 370,827 346,556 425,928,475

Company

Deferred tax
liabilities:
Interest
receivable (10,538,094) (2,951,572) (13,489,666) (3,201,491) (16,691,157)
Property, plant
and equipment (3,027,220) (3,027,220) (1,820,745) (4,847,965)
Others (98,406) (98,406)

(10,538,094) (2,951,572) (3,027,220) (16,516,886) (5,120,642) (21,637,528)

Puncak Niaga Holdings Berhad Annual Report 2012


350

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

37. DEFERRED TAX (CONTINUED)

Group Company
2012 2011 2012 2011
RM RM RM RM

Presented after appropriate offsetting as follows:


Deferred tax assets 2,142,762,399 2,030,471,905
Deferred tax liabilities (1,716,833,924) (1,605,260,813) (21,637,528) (16,516,886)

425,928,475 425,211,092 (21,637,528) (16,516,886)

Deferred tax assets are recognised for unabsorbed capital allowances, unutilised tax losses and unutilised reinvestment
allowances carried forward to the extent that the realisation of the related tax benefit through the future taxable profits
is available. The directors are of the opinion that the Group will be able to reduce tax payable in view of future profits
and benefits accruing to the Group from the existing water concessions which have been awarded to the Group (Note
5) to which the deferred tax asset relates. The unabsorbed capital allowances, unutilised tax losses and unutilised
reinvestment allowances are available indefinitely for offsetting against future taxable profits of the respective entities
within the Group, subject to no substantial change in shareholdings of those entities under the Income Tax Act, 1967 and
guidelines issued by the tax authority.

Deferred tax assets have not been recognised as follows:

Group
2012 2011
RM RM

Tax losses and capital allowances 4,895,738 13,906,455

Annual Report 2012 Puncak Niaga Holdings Berhad


351

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

38. SHARE CAPITAL, SHARE PREMIUM, TREASURY SHARES, FOREIGN CURRENCY TRANSLATION RESERVE,
AVAILABLE-FOR-SALE RESERVE AND RCULS

Group and Company


Number of ordinary
shares of RM1.00 each Amount
Share capital Share capital
(Issued and (Issued and Total share
fully paid) Treasury fully paid) Share capital and Treasury
Shares premium share premium Shares
RM RM RM RM

At 1 January 2011/
31 December 2011/
31 December 2012 411,142,895 (2,036,800) 411,142,895 102,878,221 514,021,116 (5,940,688)

Number of Ordinary Shares


of RM1.00 each Amount
2012 2011 2012 2011
RM RM

Authorised:
At 1 January/31 December 1,300,000,000 1,300,000,000 1,300,000,000 1,300,000,000

(a) Share capital

The holders of ordinary shares (except treasury shares) are entitled to receive dividends as and when declared by
the Company. All ordinary shares carry one vote per share without restrictions and rank equally with regard to the
Company residual assets.

(b) Treasury shares

Treasury shares relate to ordinary shares of the Company that are held by the Company. The amount consists of the
acquisition costs of treasury shares net of the proceeds received on their subsequent sale or issuance.

The directors of the Company are committed to enhancing the value of the Company for its shareholders and
believe that the repurchase plan can be applied in the best interests of the Company and its shareholders. The
repurchase transactions were financed by internally generated funds. The shares repurchased are being held as
treasury shares.

Puncak Niaga Holdings Berhad Annual Report 2012


352

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

38. SHARE CAPITAL, SHARE PREMIUM, TREASURY SHARES, FOREIGN CURRENCY TRANSLATION RESERVE,
AVAILABLE-FOR-SALE RESERVE AND RCULS (CONTINUED)

Foreign
currency
Revaluation translation Available-for- Other
Reserve reserve sale reserve reserve RCULS Total
RM RM RM RM RM RM

Group
At 1 January 2011 (3,094,314) 13,130,387 10,036,073
- Effects of adoption of
MFRS 1 3,094,314 (320,653,591) (317,559,277)

At 1 January 2011 (320,653,591) 13,130,387 (307,523,204)


Revaluation surplus 69,087,946 69,087,946
Exchange differences 1,986,185 1,986,185
Available-for-sale reserve (413,845) (413,845)
Other reserve (19,762,784) (19,762,784)

At 31 December 2011 69,087,946 1,986,185 (413,845) (340,416,375) 13,130,387 (256,625,702)

At 1 January 2012 69,087,946 1,986,185 (413,845) (340,416,375) 13,130,387 (256,625,702)

Exchange differences (2,555,932) (2,555,932)


Available-for-sale reserve 507,925 507,925
Other reserve (527,162) (527,162)

At 31 December 2012 69,087,946 (569,747) 94,080 (340,943,537) 13,130,387 (259,200,871)

Revaluation Available-for-
Reserve sale reserve Total
RM RM RM

Company
At 1 January 2011
Revaluation surplus 9,081,659 9,081,659

At 31 December 2011 9,081,659 9,081,659

At 1 January 2012 9,081,659 9,081,659


Available-for-sale reserve 661,055 661,055

At 31 December 2012 9,081,659 661,055 9,742,714

Annual Report 2012 Puncak Niaga Holdings Berhad


353

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

38. SHARE CAPITAL, SHARE PREMIUM, TREASURY SHARES, FOREIGN CURRENCY TRANSLATION RESERVE,
AVAILABLE-FOR-SALE RESERVE AND RCULS (CONTINUED)

(c) RCULS

This represents the residual amount of RCULS after deducting the fair value of the liability component. This amount
is presented net of transaction costs and deferred tax liability arising from RCULS.

(d) Revaluation reserves

The asset revaluation reserve represents increases in the fair value of freehold and leasehold land and buildings, net
of tax.

(e) Foreign currency translation reserve

The foreign currency translation reserve represents exchange differences arising from the translation of the financial
statements of foreign operations whose functional currencies are different from that of the Groups presentation
currency.

(f) Other reserves

This represents the premium paid on acquisition of non-controlling interests in PNSB, KGL, GOM, LUWEI and
Luancheng.

(g) Available-for-sale reserves

The available-for-sale reserves represent the fair value gain or losses from the available-for-sale investments.

39. RETAINED EARNINGS

Prior to the year of assessment 2008, Malaysian companies adopted the full imputation system. In accordance with
the Finance Act 2007 which was gazetted on 28 December 2007, companies shall not be entitled to deduct tax on
dividend paid, credited or distributed to its shareholders, and such dividends will be exempted from tax in the hands of
the shareholders (single tier system). However, there is a transitional period of six (6) years, expiring on 31 December
2013, to allow companies to frank dividends to their shareholders under limited circumstances. Companies also have
an irrevocable option to disregard the Section 108 balance of the Income Tax Act, 1967 (S.108 balance) and opt to
pay dividends under the single tier system. The change in the tax legislation also provides for the S.108 balance to be
locked-in as at 31 December 2007 in accordance with Section 39 of the Finance Act 2007.

The Company has elected for the irrevocable option to disregard the S.108 balance as at 31 December 2007. Hence, the
Company will be able distribute dividends out of its entire retained earnings under the single tier system.

As at 31 December 2012, the Company has tax exempt profits available for distribution of approximately RM1,077,959
(2011: RM1,077,959), subject to the agreement of the Inland Revenue Board.

Puncak Niaga Holdings Berhad Annual Report 2012


354

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

40. RELATED PARTY TRANSACTIONS

(a) Transactions with related parties

In addition to the related party information disclosed elsewhere in the financial statements, the following significant
transactions between the Group and related parties took place at terms agreed between the parties during the
financial year:

Group Company
2012 2011 2012 2011
RM RM RM RM

Advances from PNSB 229,610,273 644,177,620


Advance to PNSB 327,628 501
Repayment to PNSB 262,118,000 429,759,100
Advances to POG 9,398,793 105,326,830
Repayment from POG 20,240,000
Advance to SINO 13,509,529 22,175,017
Rental from SINO 873,461 840,056
Advances to PNOC 5,074,252 1,072,528
Advances to PSSB 4,706,297 392,000
RCULS interest receivable from SYABAS 12,805,964 11,806,288
Coupon and discounts on JNA from PNSB 49,792,877
Secretarial fees charged by RZ Management * 240,000 240,000
Consultancy work charged by WWE Holdings Bhd* 946,000
Donation to GWGF* 1,282,193 4,557,442

* RZ Management Services Sdn Bhd, WWE Holdings Bhd and GWGF are a Director related corporation.

(b) Key management personnel remuneration

Group Company
2012 2011 2012 2011
RM RM RM RM

Short-term employee benefits 19,123,231 14,948,574


Defined contribution plan 4,234,375 2,451,731
Gratuity 20,000,000 2,500,000
Other staff related expenses 8,953,456 7,728,095 673,000 406,000

52,311,062 27,628,400 673,000 406,000

Annual Report 2012 Puncak Niaga Holdings Berhad


355

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

40. RELATED PARTY TRANSACTIONS (CONTINUED)

(b) Key management personnel remuneration (continued)

Included in the total key management personnel are:

Group Company
2012 2011 2012 2011
RM RM RM RM

Directors remuneration (Note 10) 40,615,300 20,312,101 673,000 406,000

41. COMMITMENTS

(a) Capital commitments

Capital expenditure as at the reporting date is as follows:

Group
2012 2011
RM RM

Capital expenditure:
Contracts approved and contracted for 21,022,735 21,354,709

Commitment under the terms of the SYABAS Concession Agreements:


- Concession fees over remaining concession period 22,000,000 23,000,000
- Contracts approved and contracted for service concession assets 226,871,753 216,276,962

248,871,753 239,276,962

(b) Operating lease commitments as lessee

Future minimum rentals payable for premises under non-cancellable operating leases at the reporting date are as
follows:

Group
2012 2011
RM RM

Payable within one year 2,793,257 1,429,795


Payable between one and five years 1,587,461 1,822,195
Payable after five years 761,807

4,380,718 4,013,797

Puncak Niaga Holdings Berhad Annual Report 2012


356

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

41. COMMITMENTS (CONTINUED)

(c) Finance lease commitments

Group
2012 2011
RM RM

Minimum lease payments:


Not later than 1 year 5,923,315 5,840,720
Later than 1 year but not later than 2 years 5,904,672 4,903,214
Later than 2 years but not later than 5 years 5,936,821 8,248,888

17,764,808 18,992,822
Less: Amounts representing finance charges (1,497,968) (1,858,260)

Present value of minimum lease payables 16,266,840 17,134,562

Present value of payments:


Not later than 1 year 5,181,507 5,168,006
Later than 1 year but not later than 2 years 5,401,332 4,347,746
Later than 2 years but not later than 5 years 5,684,001 7,618,810

Present value of minimum lease payables 16,266,840 17,134,562


Less: Amount due within 12 months (Note 32) (5,181,507) (5,168,006)

Amount due after 12 months (Note 32) 11,085,333 11,966,556

42. FINANCIAL GUARANTEES AND CONTINGENT LIABILITIES

Group Company
2012 2011 2012 2011
RM RM RM RM

Secured:
Corporate guarantee (a) 184,091,600 98,223,500

Unsecured:
Trade and performance guarantees extended to
third parties 92,784,602 74,293,608 10,000,000 11,221,899

92,784,602 74,293,608 194,091,600 109,445,399

Annual Report 2012 Puncak Niaga Holdings Berhad


357

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

42. FINANCIAL GUARANTEES AND CONTINGENT LIABILITIES (CONTINUED)

(a) Corporate guarantee

The Group and Company has assessed the financial guarantee contract of RM184,091,600 (2011: RM98,223,500)
and concluded that the guarantee is more likely not be called upon by the banks and accordingly not recognised as
financial liability as at 31 December 2012 and 31 December 2011.

(b) Tax penalty - PNSB

In the previous financial year, PNSB has recognised all the invoices issued to SYABAS in its income statement for
the supply of treated water as revenue. The full amount has been recognized in its tax submission as gross income
and therefore subject to tax. PNSB did not make any provision for doubtful debts on the uncollectible amount due
from SYABAS. Hence, PNSB did not claim any deductions in respect of the portion of invoices not collectible from
SYABAS as at end of the respective basis periods. However, PNSB had fully provided for the YA2012 tax payable in
the current financial statement.

Subsequently, PNSB had appealed to Inland Revenue Board of Malaysia (IRB) to revise the tax computations for
YA2009 and YA2010 to take into account the following tax adjustments:

i) To claim a deduction under Section 34(2) of the Income Tax Act 1967 (the Act) in respect of the amount owing
from SYABAS for treated water supplied which was not collectible as at end of the basis period for both YA2009
and YA2010; and

ii) To include as gross income and subject to tax on the bad/doubtful debts claimed as tax deduction under item
above which was recovered from SYABAS in the subsequent years of assessment pursuant to Section 30(1) of
the Act,i.e. when the payment is received from SYABAS, it become taxable.

PNSB had filed in the tax submission based on the full revenue approach for YA2011 and at the same time, filed
in an appeal via Form Q to IRB to revise the tax computation for YA2011 based on the same tax adjustments as
mentioned above. PNSB had fully paid all the tax installments for YA2009, YA2010 and YA2011 and is appealing for
tax refund from IRB.

However, as at the date of this report, PNSB had yet to receive written approval from IRB as to whether PNSB can
claim a deduction under Section 34(2) of the Act in respect of the amount owing from SYABAS for treated water
supplied which was not collectible as at end of the respective basis period and to include as gross income and
subject to tax on the bad/doubtful debts claimed as tax deduction under item above which was recovered from
SYABAS in the subsequent years of assessment pursuant to Section 30(1) of the Act.

During the current financial year, in the revised submission of CP204 form to the IRB, PNSB has submitted a RM
NIL tax payable for the year. The revised estimate of tax payable has claimed a tax deduction on the uncollectible
portion of the revenue from SYABAS during the current financial year.

Puncak Niaga Holdings Berhad Annual Report 2012


358

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

42. FINANCIAL GUARANTEES AND CONTINGENT LIABILITIES (CONTINUED)

(b) Tax penalty - PNSB (continued)

In the event that IRB refuses to grant approval to PNSB to claim a deduction under Section 34(2) of the Act in respect
of amount owing from SYABAS for treated water supplied, PNSB will be exposed to the tax penalty provision as
provided in Section 107C(10) of the Act for YA2012. PNSB had expressed its awareness on the matter and the final
outcome will be based on IRBs decision on the matter.

As at reporting date, the tax penalty is possible, pending the outcome of PNSBs appeal to IRB.

(c) Tax liability - GOM

POG completed the acquisition of the 100% equity interest in GOM Resources on 28 September 2011 from the
previous shareholders, Global International Vessels, Ltd (GIVL) and Global Asia Pacific Industries Sdn Bhd (GAPI).
The parent company of GIVL and GAPI, namely Global Industries Ltd (GIL) has since been taken over by a French
based company, Technip International Group (Technip).

Since October 2010, the Inland Revenue Board (IRB) had initiated a tax investigation on GOM Resources past
years tax submissions. The years of assessment under investigation are 2003 to 2009, which are clearly prior to the
acquisition of GOM by the POG. The IRBs tax investigation is on the following matters:

i) Withholding tax on payment of vessel charter fee for years 2003 2009 paid directly to GIL instead of Global
Industries Offshore Labuan Ltd (GIOLL).

ii) Tax deductibility on management fees paid to Global Industries Offshore Thailand (GIOT) and GIL from years
2003 2009.

The Management of GOM Resources is currently compiling the relevant information and documents to be furnished
to the IRB with the assistance of Technip.

On 4 April 2013, IRB has requested GOM Resources to furnish further documents to facilitate the ongoing tax
investigation by 15 April 2013 and to schedule a meeting to discuss on these matters on 18 April 2013. The
Management of GOM Resources has sought approval from the IRB for an extension of time to furnish the requested
documents to the IRB. Subsequently, IRB had agreed to extend the document submission deadline to 3 May 2013
and re-schedule the meeting to 14 May 2013. Pending the completion of the tax investigation process, the probable
outcome is unknown at the point in time.

Annual Report 2012 Puncak Niaga Holdings Berhad


359

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

43. FAIR VALUE OF FINANCIAL INSTRUMENTS

A. Fair value of nancial instruments by classes that are not carried at fair value and whose carrying amounts
are not reasonable approximation of fair value

Carrying Fair
Note amount value
RM RM

At 31 December 2012

Group

Financial liabilities:
Loans and borrowings
- Obligations under finance lease 32 (16,266,840) (16,708,521)
- Government Support Loan 32 (39,521,113) (34,637,945)
- BAIDS 32 (1,016,991,244) (807,997,809)
- JNA 32 (198,872,139) (165,968,265)
- BAMTN 32 (2,060,393,729) (2,239,763,248)
- USD36 million Term Loan 32 (103,972,000) (98,610,981)
- RM410 million and RM250 million Term Loans 32 (659,974,712) (674,394,978)
- Government Loan RM320.8 million 32 (320,800,000) (96,960,889)
- Government Loan RM110.0 million 32 (34,049,167) (32,938,632)
- RUBs 32 (471,406,408) (356,615,587)
- RCULS 32 (24,308,682) (26,062,699)
- Lushan MOF Novated World Bank Loan 32 (10,640,501) (8,394,311)
- RPS 32 (618,472,322) (434,928,744)
Service concession obligations 17 (4,046,085,235) (3,117,985,763)

Company

Financial assets:
RCULS 21 278,764,629 171,944,021

Puncak Niaga Holdings Berhad Annual Report 2012


360

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

43. FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)

A. Fair value of nancial instruments by classes that are not carried at fair value and whose carrying amounts are
not reasonable approximation of fair value (continued)

Carrying Fair
Note amount value
RM RM

At 31 December 2011

Group

Financial liabilities:
Loans and borrowings
- Obligations under finance lease 32 (17,134,562) (17,186,292)
- Government Support Loan 32 (46,748,281) (40,136,884)
- BAIDS 32 (1,016,379,299) (806,854,526)
- JNA 32 (173,981,676) (159,173,702)
- BAMTN 32 (2,049,007,301) (2,048,352,107)
- RM410 million and RM250 million Term Loans 32 (659,974,712) (520,679,585)
- Government Loan RM320.8 million 32 (320,800,000) (89,340,172)
- Government Loan RM110.0 million 32 (7,377,817) (7,400,778)
- RUBs 32 (479,216,984) (258,193,388)
- RCULS 32 (22,477,060) (21,376,093)
- Lushan MOF Novated World Bank Loan 32 (9,214,955) (8,697,637)
- RPS 32 (611,593,249) (671,097,732)
Service concession obligations 17 (4,169,538,672) (3,181,654,775)

Company

Financial assets:
RCULS 21 265,958,665 139,875,761

Annual Report 2012 Puncak Niaga Holdings Berhad


361

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

43. FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)

B. Determination of fair value

Financial instruments that are not carried at fair value and whose carrying amounts are reasonable approximation
of fair value

The following are classes of financial instruments that are not carried at fair value and whose carrying amounts are
reasonable approximation of fair value:

Note

Available-for-sale investments 28
Trade and other receivables (current) 25
Trade and other payables (current) 33
Borrowings 32
USD31 million term loan
Revolving credit

The carrying amounts of these financial assets and liabilities are reasonable approximation of fair values, either due
to their short-term nature or that they are floating rate instruments that are re-priced to market interest rates on or
near the reporting date.

C. Fair value hierarchy

Fair value of unquoted available-for-sale financial assets is estimated using appropriate valuation techniques.

The Group and the Company uses the following hierarchy for determining and disclosing the fair value of financial
instruments by valuation technique:

Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities

Level 2: other techniques for which all inputs that have a significant effect on the recorded fair value are observable,
either directly or indirectly

Level 3: techniques that use inputs that have a significant effect on the recorded fair value that are not based on
observable market data

Puncak Niaga Holdings Berhad Annual Report 2012


362

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

43. FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)

C. Fair value hierarchy (continued)

As at 31 December 2012, the Group and Company held the following financial instrument at fair value in the statement
of financial position:

31 December Level 1 Level 2 Level 3


RM RM RM RM

Assets measured at fair value

Group
2012
Available-for-sale investment 59,851,091 59,851,091

2011
Available-for-sale investment 9,408,793 9,408,793

Company
2012
Available-for-sale investment 50,661,055 50,661,055

2011
Available-for-sale investment

44. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

The Group and the Company are exposed to financial risks arising from their operations and the use of financial
instruments. The key financial risks include credit risk, liquidity risk, interest rate risk, foreign currency risk and market
price risk.

The Board of Directors regularly reviews and agrees policies and procedures for the management of these risks.

The following sections provide details on the Groups and Companys exposure to the above mentioned financial risks
and the objectives and policies for the management of these risks.

(a) Credit risk

Credit risk is the risk of loss that may arise on outstanding financial instruments should a counterparty default on its
obligations. The Groups and the Companys exposure to credit risk arises primarily from Groups receivables from
water consumers and other receivables.

The Groups exposure to credit risk is mainly by the individual characteristics of each customers. The Group has set
up credit policies which monitors the outstanding balances owing by its water consumers.

Annual Report 2012 Puncak Niaga Holdings Berhad


363

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

44. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONTINUED)

(a) Credit risk (continued)

For other financial assets (including other investments, cash and bank balances and short term fund) the Group
minimises credit risk by dealing exclusively with high credit rated counterparties.

Credit risk concentration profile

At the reporting date, approximately:

- 81% (2011: 80%) of the Groups trade were due from 1 major customer.

As disclosed in Note 4.1(b), the Group has an amount owing by State Government in respect of tariff compensation
in lieu of a tariff hike which was to take place with effect from 1 January 2009 for the second water tariff review and
from 1 January 2012 for the third water tariff review. Any late or non-repayment by the State Government may have
an adverse impact on the cash flows and/or profit of the Group. SYABAS has taken legal action against the State
Government as disclosed in Note 50(e) & Note 50(g).

In addition, the Group and its solicitors monitors closely on the status of legal proceedings against the Selangor
State Government pertaining to water tariff compensation with the objective to expedite the lengthy process and to
resolve the matter amicably, if possible.

Financial assets that are neither past due nor impaired

Information regarding trade and other receivables that are neither past due nor impaired is disclosed in Note 25.
Deposits with banks and other financial institutions, other investment securities and short term funds that are neither
past due nor impaired are placed with or entered into with reputable financial institutions or companies with high
credit ratings and no history of default.

Financial assets that are either past due or impaired

Information regarding financial assets that are either past due or impaired is disclosed in Note 25.

(b) Liquidity risk

Liquidity risk is the risk that the Group or Company will encounter difficulty in meeting financial obligations due to
shortage of funds. The Groups and the Companys exposure to liquidity risk arises primarily from mismatches of
the maturities of financial assets and liabilities.

The Group manages its liquidity risk by establishing budget with the view to ensure sufficient bank balances to
meet the obligations. In addition, the Group negotiate with financial institutions to reschedule and/or restructure the
existing credit facilities to coincide with the present operating environment.

Puncak Niaga Holdings Berhad Annual Report 2012


364

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

44. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONTINUED)

(b) Liquidity risk (continued)

As disclosed in Note 33(f), SYABAS has revised its estimates of cash outflows for payments to its trade
payables resulting from the Court of Appeals decision on the SPLASH (Kuala Lumpur High Court Civil Suit No.
D-22ND-398-2009) litigation (see Note 50(d)).

Analysis of nancial instruments by remaining contractual maturities

The table below summarises the maturity profile of the Groups and the Companys liabilities at the reporting date
based on contractual undiscounted repayment obligations.

2012
On demand
or within One to Over five
one year five years years Total
RM RM RM RM

Group

Financial liabilities:
Trade and other payables 1,562,719,626 2,207,636,311 3,770,355,937
Loans and borrowings 1,207,058,004 2,993,069,530 3,601,411,572 7,801,539,106
Service concession obligations 388,288,682 1,308,454,696 4,627,622,500 6,324,365,878

Total undiscounted financial liabilities 3,158,066,312 6,509,160,537 8,229,034,072 17,896,260,921

Company

Financial liabilities:
Trade and other payables 217,075,509 217,075,509

Total undiscounted financial liabilities 217,075,509 217,075,509

Annual Report 2012 Puncak Niaga Holdings Berhad


365

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

44. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONTINUED)

(b) Liquidity risk (continued)

2011
On demand
or within One to Over five
one year five years years Total
RM RM RM RM

Group

Financial liabilities:
Trade and other payables 1,387,291,014 1,395,858,364 1,632,433 2,784,781,811
Loans and borrowings 471,168,322 2,355,378,990 2,940,173,698 5,766,721,010
Service concession obligations 354,307,500 1,440,230,000 4,861,930,000 6,656,467,500

Total undiscounted financial liabilities 2,212,766,836 5,191,467,354 7,803,736,131 15,207,970,321

Company

Financial liabilities:
Trade and other payables 249,872,615 249,872,615

Total undiscounted financial liabilities 249,872,615 249,872,615

(c) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of the Groups and the Companys financial
instruments will fluctuate because of changes in market interest rates.

As at 31 December 2012, 96.7% (2011: 99.9%) of the Groups borrowings carry fixed interest rates. The Groups
income and operating cash flows are therefore substantially independent of changes in market interest rates.

At the reporting date, if interest rates had been 10 basis points lower/higher, with all other variables held constant,
the Groups profit net of tax would have been RM103,972 (2011: RM25,632) higher/lower, arising mainly as a result of
lower/higher interest expense on floating rate loans and borrowings, higher/lower interest income from floating rate
loans to related parties. The assumed movement in basis points for interest rate sensitivity analysis is based on the
currently observable market environment.

(d) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because
of changes in foreign exchange rates.

Puncak Niaga Holdings Berhad Annual Report 2012


366

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

44. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONTINUED)

(d) Foreign currency risk (continued)

The Group operates primarily in Malaysia but have operations in PRC. Thus, it is exposed to various currencies,
mainly USD, SGD, and RMB. Foreign currency denominated assets and liabilities together with expected cash flows
from probable purchases and sales give rise to foreign exchange exposures.

Foreign exchange exposures in transactional currencies other than functional currencies of the operating entities are
kept to an acceptable level.

The net unhedged financial assets and financial liabilities of the Group companies that are not denominated in their
functional currencies are as follows:

Net financial assets/(liabilities) held in


non-functional currencies
United States Singapore
Renminbi Dollar Dollar Total
RM RM RM RM

Group

At 31 December 2012
Cash and bank balances 1,480,602 283,690,958 194,788 285,366,348
Trade and other receivables 746,355 47,435,678 1,096 48,183,129
Trade and other payables 5,786,082 54,011,204 576,810 60,374,096
Loans and borrowings 10,640,502 184,091,600 194,732,102

18,653,541 569,229,440 772,694 588,655,675

Company

At 31 December 2012
Cash and bank balances 30,932 30,932
Trade and other receivables 1,529,000 1,529,000

1,559,932 1,559,932

Sensitivity analysis for foreign currency risk


Profit/(loss) net of tax
Group Company
2012 2012
RM RM

USD/RM - strengthened 5% 4,651,192 77,997


- weakened 5% (4,651,192) (77,997)
SGD/RM - strengthened 5% (19,046)
- weakened 5% 19,046
RMB/RM - strengthened 5% (716,154)
- weakened 5% 716,154

Annual Report 2012 Puncak Niaga Holdings Berhad


367

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

44. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONTINUED)

(e) Market price risk

Market price risk is the risk that the fair value or future cash flows of the Groups financial instruments will fluctuate
because of change in market prices (other than interest or exchange rates). The objective of market risk management
is to manage and control market risk exposure within the acceptable parameters, while optimising the return.

The Group is exposed to non equity price risk arising from its investment in unit trust instruments. These instruments
are classified as short term funds.

45. CAPITAL MANAGEMENT

The primary objective of the Groups capital management is to support the Groups growth strategy and maximise
shareholder value with optimal capital structure.

From time to time, the Group purchases its own shares from the market, the timing of these purchase depends on
market prices and availability of financial resources.

The Company and its subsidiaries are not subject to externally imposed capital requirements other than certain
subsidiaries which are required to maintain certain ratios for the purpose of declaring and payment of dividend as
required by the respective borrowing documents.

The Group manages capital using a gearing ratio, which is net debt divided by total capital being the equity attributable
to equity holders of the Company plus net debt. The Group includes with in net debts, loans and borrowings, trade and
other payables and service concession obligations less cash and bank balance.

At year end, the Group has a net debt of RM11,701,351,831 (2011: RM11,006,669,590) and a total capital of
RM12,208,342,377 (2011: RM11,278,881,217) giving rise to a gearing ratio of approximately 96% (2011: 98%).

46. DIVIDENDS

Group and Company


2012 2011
RM RM

Proposed but not recognised as liability as at 31 December:

Dividends on ordinary shares, subject to shareholders approval at the


Annual General Meeting (AGM):
- Final tax exempt (single tier) dividend for 2012: 5 sen (2011: Nil) per share 20,455,305

At the forthcoming Sixteenth Annual General Meeting of the Company, a final single tier dividend in respect of the
financial year ended 31 December 2012, of 5 sen per ordinary share, amounting to a dividend payable of RM20,455,305
will be proposed for the shareholders approval. The financial statements of the current financial year do not reflect this
proposed dividend. Such dividend, if approved by the shareholders, will be accounted for in equity as an appropriation
of retained earnings in the financial year ending 31 December 2013.

Puncak Niaga Holdings Berhad Annual Report 2012


368

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

47. SEGMENT INFORMATION

Segmental analysis is not presented as the Group is primarily involved in the operation, maintenance, construction,
rehabilitation and refurbishment of water treatment facilities and the supply and distribution of treated water to
consumers in the Distribution Area. The Group operates principally in Malaysia and the overseas business segments are
insignificant to the Group.

Water
Distribution
2012
RM

Operating Revenue

Sales to external customers 2,622,955,076


Inter-segment sales

2,622,955,076

Other income 163,893,016

2,786,848,092
Operating expenses (1,961,999,841)

Share of results
- Associates
- Joint venture

Depreciation and amortisation (214,246,581)

Segment results 610,601,670

Finance cost

Profit before tax

Assets and Liabilities

Investment in associates
Segment assets 11,151,916,640

11,151,916,640
Unallocated assets

Total assets

Segment liabilities 13,676,975,073


Unallocated liabilities

Total liabilities

Annual Report 2012 Puncak Niaga Holdings Berhad


369

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

Per
consolidated
Water Holding financial
Treatment Company Oil and Gas Construction Others Elimination Notes statement
2012 2012 2012 2012 2012 2012 2012
RM RM RM RM RM RM RM

778,041,868 342,672,445 265,835 3,743,935,224


559,912,208 25,590 (559,937,798) A

559,912,208 778,041,868 342,698,035 265,835 (559,937,798) 3,743,935,224

146,122,782 20,688,979 3,007,956 1,051,100 (165,240,140) A 169,523,693

706,034,990 20,688,979 781,049,824 342,698,035 1,316,935 (725,177,938) 3,913,458,917


(338,062,648) (6,412,399) (693,045,067) (307,812,037) (17,615,564) 591,771,768 A (2,733,175,788)

(1,406) (1,406)
(147,815) (147,815)

(14,265,374) (568,323) (4,561,947) (498,880) (234,141,105)

353,706,968 13,708,257 83,442,810 34,885,998 (16,946,730) (133,406,170) 945,992,803

(647,688,537)

298,304,266

45,236 45,236
3,550,218,880 1,201,546,274 548,250,201 24,276,610 (3,467,720,734) B 13,008,487,871

3,550,218,880 1,201,591,510 548,250,201 24,276,610 (3,467,720,734) 13,008,533,107


425,928,475

13,434,461,582

1,835,996,667 217,075,508 500,351,181 216,008,270 (3,027,167,232) C 13,419,239,467


90,280,541

13,509,520,008

Puncak Niaga Holdings Berhad Annual Report 2012


370

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

47. SEGMENT INFORMATION (CONTINUED)

Segmental analysis is not presented as the Group is primarily involved in the operation, maintenance, construction,
rehabilitation and refurbishment of water treatment facilities and the supply and distribution of treated water to
consumers in the Distribution Area. The Group operates principally in Malaysia and the overseas business segments are
insignificant to the Group.

Water
Distribution
2011
RM

Operating Revenue

Sales to external customers 1,991,048,307


Inter-segment sales

1,991,048,307
Other income 135,049,092

2,126,097,399
Operating expenses (1,838,337,783)

Share of results
- Associates
- Joint venture

Depreciation and amortisation (160,764,339)

Segment results 126,995,277

Finance cost

Profit before tax

Assets and Liabilities

Investment in associates
Segment assets 10,148,772,446

10,148,772,446
Unallocated assets

Total assets
Segment liabilities 12,672,701,129
Unallocated liabilities

Total liabilities

Annual Report 2012 Puncak Niaga Holdings Berhad


371

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

Per
consolidated
Water Holding financial
Treatment Company Oil and Gas Construction Others Elimination Notes statement
2011 2011 2011 2011 2011 2011 2012
RM RM RM RM RM RM RM

289,529,044 310,931,740 2,591,509,091


522,891,400 198,249 (523,089,649) A

522,891,400 289,529,044 311,129,989 (523,089,649) 2,591,509,091


303,969,840 79,980,818 5,597,181 252,369 (204,749,822) A 320,099,478

826,861,240 79,980,818 295,126,225 311,129,989 252,369 (727,839,471) 2,911,608,569


(309,693,940) (21,204,990) (275,332,873) (277,683,709) (12,838,171) 549,876,684 A (2,185,214,782)

3,172 3,172
(203,235) (203,235)

(14,143,616) (774,563) (212,407) (410,842) (176,305,767)

503,023,684 58,001,265 19,580,945 33,446,280 (13,196,707) (177,962,787) 549,887,957

(624,459,577)

(74,571,620)

45,415 (1,429) 43,986


3,301,778,708 1,222,631,143 309,073,227 29,121,072 (3,129,976,734) B 11,881,399,862

3,301,778,708 1,222,676,558 309,073,227 29,121,072 (3,129,978,163) 11,881,443,848


425,211,092

12,306,654,940
1,824,494,408 249,872,615 321,206,467 195,363,154 (2,680,224,467) C 12,583,413,306
27,434,086

12,610,847,392

Puncak Niaga Holdings Berhad Annual Report 2012


372

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

47. SEGMENT INFORMATION (CONTINUED)

Notes Nature of adjustments and elimination to arrive at amounts reported in the consolidated financial statements

A Inter-segment revenues and expenses are eliminated on consolidation.

B The following items are (deducted from)/added to segment assets to arrive at total assets reported in the
consolidated statement of financial position:

2012 2011
RM RM

Investment in RCULS (278,764,629) (265,958,665)


Inter group intercompany balances elimination (2,911,372,316) (2,588,190,736)
Investment in subsidiaries (463,305,380) (463,118,040)
Goodwill on consolidation 185,970,623 186,038,736
Loss on disposal of Property, plant and equipment (1,353,188)
Reversal of impairment loss in joint venture 1,104,156 1,251,971

(3,467,720,734) (3,129,976,734)

C The following items are (deducted from)/added to segment liabilities to arrive at total liabilities reported in the
consolidated statement of financial position:
2012 2011
RM RM

Investment in RCULS (168,899,214) (156,093,250)


Inter group intercompany balances (2,911,372,312) (2,588,190,736)
Investment in RUBs 53,104,294 64,059,519

(3,027,167,232) (2,680,224,467)

48. SIGNIFICANT EVENTS

(a) On 8 February 2012, the Companies Commission of Malaysia had approved the change of name of the POGs
subsidiary, Global Offshore Malaysia Sdn Bhd.

(b) On 29 February 2012, KGL had secured a syndicated term loan facility of USD36 million from two local licensed
banks. The loan is scheduled to be drawndown in April 2012.

The said loan is to be secured by first ship mortgage over KGLs barge vessel, a corporate guarantee from the Company.

On 25 October 2012, OCBC Bank (Malaysia) Berhad and Hong Leong Bank Berhad (the Lenders) had approved
an extension of the tenor for KGL Ltds USD36.0 million Syndicated Term Loan Facility for four and a half (4.5) years
up to 29 April 2017.

Annual Report 2012 Puncak Niaga Holdings Berhad


373

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

48. SIGNIFICANT EVENTS (CONTINUED)

(c) On 16 April 2012, Acqua, a special purpose vehicle set up by Pengurusan Aset Air Bhd (PAAB) made an offer to
restructure the outstanding borrowings of PNSB which comprise:

(i) RM1,020,000,000 nominal value Al Bai Bithaman Ajil secured serial primary bonds together with non-detachable
secondary bonds (BAIDS);

(ii) RM435,000,000 nominal value redeemable unsecured bonds (RUBs); and

(iii) RM546,875,000 nominal value redeemable unsecured coupon bearing notes (Junior Notes A)

On 26 April 2012, PNSB has approved the acceptance of the offer and has authorised management to negotiate the
yield spreads on the Bonds on a best effort basis as well as to execute all relevant documents.

On 18 September 2012, Acqua has issued a revised offer letter for the restructuring on all outstanding bonds
(including BAIDS, RUBs, and Junior Notes A). The Company has accepted the offer letter on 5 October 2012 pending
the finalisation of detail terms and conditions and legal documentation for the restructuring of all outstanding bonds.

On 23 October 2012, Acqua has again granted the extension for BAIDS Series 3 from 27 October 2012 to 27
November 2012. Acqua has also agreed to extend the BAIDS Series 4 from 27 October 2012 to 27 November 2012
via the same resolution.

On 26 November 2012, Acqua granted the extension on BAIDS Series 3 & 4 from 27 November 2012 to 27 February
2013. Another extension for BAIDS Series 3 & 4 from 27 February 2013 to 27 April 2013 has been granted on 25
February 2013 from Acqua.

(d) The Company had on 11 May 2012 entered into a MoU with the Government of Malaysia, represented by Politeknik
Sultan Idris Shah (PSIS) (collectively referred to as the Parties) to co-operate and collaborate in the areas
of technical education and training. The MoU promotes cooperation and collaboration in the areas of technical
education and training between Puncak and a leading local polytechnic, PSIS on the basis of reciprocity and mutual
benefit for both Parties and will help in developing the countrys water and wastewater industry which is synergistic
to Puncak Groups business.

The salient terms of the MoU are as follows:

(i) Purpose Of MoU

- Developing a new Diploma Programme of Environmental Engineering (Water and Wastewater)


(New Diploma Programme) and conduct of lectures in respect of the New Diploma Programme by any
of the industrial experts from the Company and its subsidiary, Syarikat Bekalan Air Selangor Sdn Bhd
(SYABAS) for one (1) to two (2) hours per semester;

Puncak Niaga Holdings Berhad Annual Report 2012


374

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

48. SIGNIFICANT EVENTS (CONTINUED)

(d) (continued)

(i) Purpose Of MoU (continued)

- Provision of expertise knowledge and information related to water and wastewater industry by the Company
through advisory services, career talks, career exhibitions, seminars, conferences and other related
activities;

- Training of staff and students of PSIS at PNSB and SYABAS that will be of mutual benefit;

- Conduct potential collaborative research studies by the Company, SYABAS and PSIS for the purpose of
exploring mutual project(s) (if any);

- Any other areas of co-operation as may be mutually agreed upon by the Parties.

(ii) Validity

The MoU is valid for a period of three (3) years from the date of execution.

The collaboration between the Company andPSIS under the MOU is currently ongoing.

(e) On 27 September 2012, the Company announced the following:

(i) Proposed issue of up to 40,910,609 free warrants (Warrants) on the basis of 1 Warrant for every 10 existing
ordinary shares of RM1.00 each in PNHB held (Proposed Free Warrants Issue); and

(ii) Proposed issue of a 5-year Redeemable Convertible Secured Sukuk Ijarah of up to RM165.0 million in nominal
value (Proposed Convertible Sukuk Ijarah).

The Proposed Free Warrants Issue and Proposed Convertible Sukuk Ijarah are inter-conditional upon the relevant
approvals being obtained for each other.

Annual Report 2012 Puncak Niaga Holdings Berhad


375

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

48. SIGNIFICANT EVENTS (CONTINUED)

(e) The Proposed Free Warrants Issue will not raise any immediate funds upon its issuance as the Warrants will be
issued at no cost to the Entitled Shareholders. Nevertheless, the exact quantum of proceeds that may be raised
by the Company from the exercise of the Warrants would depend upon the actual number of Warrants exercised
during the tenure of the Warrants. The proceeds to be raised from the exercise of the Warrants shall be utilised for
the working capital purposes of the Company and its subsidiaries.

The proceeds of up to RM165.0 million from the Proposed Convertible Sukuk Issue will be utilised in priority to fund
future acquisitions in companies to be identified later and/or such other acquisitions and/or investments mutually
agreed upon between the Company and the Convertible Sukuk holders which are Shariah compliant within 12
months from the receipt of the proceeds.

On 8 October 2012, the Company has submitted the following applications to:

(i) The Securities Commission Malaysia for the Proposed Convertible Sukuk Issue;

(ii) Bank Negara Malaysia for the issuance of Warrants to non-resident shareholders of the Company; and

(iii) Bursa Malaysia Securities Berhad (Bursa Securities) for the following:

- Admission of the Warrants to the Official List of Bursa Securities; and

- The listing of and quotation for the Warrants to be issued pursuant to the Proposed Free Warrants Issue
and the new PNHB Shares to be issued arising from the exercise of the Warrants and conversion of the
Convertible Sukuk.

On 18 October 2012, Bank Negara Malaysia had, via its letter dated 16 October 2012 which was received on
18 October 2012, approved PNHBs application for the issuance of Warrants to non-resident shareholders of the
Company.

(f) Sino had invested an additional amount of USD400,000 in LUWEI, its 91.34% owned limited liability subsidiary
incorporated in Lushan County, Henan Province, in PRC under the China Company Law.

The Company was notified on 8 November 2012 by LUWEI that the regulatory authorities of the PRC had issued the
Enterprise Legal Representative Business Licence dated 6 November 2012 approving the increase of the paid up
registered capital of LUWEI from USD5,400,000 to USD5,800,000.

Accordingly, LUWEI became a 91.94% owned subsidiary of Sino with a total investment of USD5,332,500.

Puncak Niaga Holdings Berhad Annual Report 2012


376

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

48. SIGNIFICANT EVENTS (CONTINUED)

(g) Sino had invested an additional amount of RMB1,246,000 in Luancheng, its 80.00% owned limited liability subsidiary
incorporated in Luancheng County, Hebei Province, in the Peoples Republic of China under the China Company
Law.

The Company was notified on 26 June 2012 by Luancheng that the regulatory authorities of the PRC had issued
the Enterprise Legal Representative Business Licence dated 25 June 2012 approving the increase of the paid up
registered capital of Luancheng Co., Ltd from RMB5,000,000.00 to RMB6,246,000.

Accordingly, Luancheng Co., Ltd is now a 83.99% owned subsidiary of Sino Water with a total investment of
RMB5,246,000.

(h) Sino had invested an additional amount of USD280,000 in XINNUO, its 80.00%, a wholly owned subsidiary
incorporated in Yangxin County, Shandong Province in the Peoples Republic of China. As at 18 July 2012, the paid
up registered capital of XINNUO stood at USD3,780,000.

49. EVENTS OCCURRING AFTER THE REPORTING DATE

(a) On 21 January 2013, POG has incorporated a wholly owned limited company in The Republic of the Union of
Myanmar, namely GOM Resources Limited.

GOL was incorporated to facilitate the Group to undertake the business of transportation and installation of
pipelines and other services of the onshore and offshore operations of the oil and gas industry including submarine
pipelines installations, underwater diving and remotely operated vehicle services, marine support vessel services,
petrochemicals and engineering services and logistic services in Myanmar.

(b) On 21 January 2013, the Securities Commission Malaysia had, via its letter dated 18 January 2013 which was
received on 21 January 2013, approved PNHBs proposed convertible Sukuk Ijarah under Section 212(5) of the
Capital Markets & Services Act 2007.

(c) The 98.65% owned subsidiary in Singapore, Sino Water Pte Ltd had recently invested an additional USD920,000 in
Xinnuo, a wholly owned subsidiary incorporated in Yangxin County, Shandong Province in the Peoples Republic of
China.

As at 4 February 2013, the paid up registered capital of Xinnuo stood at USD4,700,000.

Annual Report 2012 Puncak Niaga Holdings Berhad


377

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

49. EVENTS OCCURRING AFTER THE REPORTING DATE (CONTINUED)

(d) On 20 February 2013, the Company had received two (2) faxed letters from Kumpulan Darul Ehsan Berhad (KDEB)
for the following:

(i) Indicative terms and conditions for proposed purchase of 100% equity in PNSB;

(ii) Indicative terms and conditions for proposed purchase of 70% equity in SYABAS other than equity already
owned by KDEB.

Set out below are the indicative terms and conditions for the Proposed Purchase of PNSB and Proposed Purchase
of SYABAS as stipulated in KDEBs letters dated 20 February 2013:

(1) Valuation Principles

The values of the equity in PNSB and SYABAS have been derived based on the following principles:

(i) The value of equity in PNSB and SYABAS including a return on equity of 12% per annum.

(ii) The water assets of PNSB and the pro rata share of water assets of SYABAS to be acquired by PAAB.

(iii) Equity includes all forms of investments and contributions by the shareholders (e.g. ordinary or preference
shares, advances and, where applicable, debt-equity instruments are also taken into account).

(iv) Return on equity is calculated at 12% per annum up to 31 December 2012 (with no compounding) with
deductions for any historical dividend payouts.

(v) Liabilities to be assumed are all outstanding water-related debts owed by PNSB and SYABAS, which include:

- Bonds acquired by ACQUA or remaining in the capital markets;

- Commercial loans, if applicable; and

- Government loans; if applicable.

(vi) PAAB to decide on payment of surplus book value of assets over liabilities, and if agreeable, to be paid by
PAAB direct to applicable concessionaires.

Puncak Niaga Holdings Berhad Annual Report 2012


378

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

49. EVENTS OCCURRING AFTER THE REPORTING DATE (CONTINUED)

(d) (continued)

(2) Payment Consideration

Premised on the above principles, the consideration for the Proposed Purchase are as follows:

(i) For PNSB RM million

Equity contribution plus return on equity at 12% per annum 1,117.5


Water Assets to be assumed 1,359.5

Total Value of PNSB Equity 2,477.0

Note 1 : Preliminary value of PNSB equity to be revised pursuant to the due diligence inquiry to be
undertaken.

Payment shall be in cash in respect of the portion ascribed to the equity contribution, as detailed in section
1. (iii) and (iv) above, with the remaining value to be via assumption of liabilities of PNSB.

Payment for surplus book value of assets over liabilities to be assumed, if any, shall be subject to the
agreement of PAAB.

(ii) For SYABAS RM million

Equity contribution plus return on equity at 12% per annum 437.8


A pro rata share of water assets to be assumed 2,679.2

Total Value of SYABAS Equity 3,117.0

Note 1 : Preliminary value of SYABAS equity to be revised pursuant to the due diligence inquiry to be
undertaken.

Payment shall be in cash in respect of the portion ascribed to the equity contribution, as detailed in section
1. (ii) and (iii) above, with the remaining value to be via assumption of a pro rata share of liabilities of SYABAS.

Payment for surplus book value of assets over liabilities to be assumed, if any, shall be subject to the
agreement of PAAB.

Annual Report 2012 Puncak Niaga Holdings Berhad


379

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

49. EVENTS OCCURRING AFTER THE REPORTING DATE (CONTINUED)

(d) (continued)

(3) Conditions of the Proposed Purchase of PNSB and Proposed Purchase of SYABAS

The Proposed Purchase of PNSB and Proposed Purchase of SYABAS are conditional upon the following:

(i) Acceptance in principle of the indicative terms and conditions proposed by KDEB by Puncak by 5.00 p.m.
(Malaysian time) on or before 6 March 2013 or such other extended or revised closing date(s) as may be
decided by KDEB;

(ii) Acceptance in principle of the indicative terms and conditions proposed by KDEB for the acquisition of the
equity interest of the other Selangor Water Companies by those respective shareholders to whom such
proposals are made by 5.00 p.m. (Malaysian time) on or before 6 March 2013 or such other extended or
revised closing date(s) as may be decided by KDEB;

(iii) The execution of the Definitive Agreements and all other definitive agreements for the purchase of the equity
interest of the other Selangor Water Companies and any other legal documentation deemed necessary by
solicitors to be appointed by KDEB;

(iv) Satisfactory completion of the due diligence inquiries to be undertaken on PNSB and SYABAS prior to the
completion of the Proposed Purchase of PNSB and the Proposed Purchase of SYABAS;

(v) The estimated value for PNSB and SYABAS of RM2,477.0 million and RM3,117.0 million respectively to be
revised, if necessary, pursuant to the completion of the due diligence inquiries;

(vi) All corporate approvals required by Puncak including, if applicable, the approval of the Puncaks minority
shareholders and/or shareholders of Puncaks holding companies at a general meeting of shareholders to
be convened;

(vii) Approval and consent of the Federal Government and all related agencies e.g. the Ministry of Energy,
Green Energy and Water (KeTTha), the Economic Planning Unit and/or the Public Private Partnership Unit
(UKAS) etc;

(viii) Approval and consent of the Selangor State Government and all related agencies e.g. Selangor Economic
Planning Unit (UPEN) etc;

(ix) Approval of the National Water Services Commission (SPAN), the Securities Commission (SC), Bursa
Malaysia, if applicable;

(x) Approval of ACQUA SPV and other lenders of PNSB and SYABAS, where applicable;

(xi) The approval of any other authorities or parties, if required;

(xii) Any other terms to be mutually agreed upon by all parties.

Puncak Niaga Holdings Berhad Annual Report 2012


380

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

49. EVENTS OCCURRING AFTER THE REPORTING DATE (CONTINUED)

(d) (continued)

(3) Conditions of the Proposed Purchase of PNSB and Proposed Purchase of SYABAS (continued)

Acceptance in principle of the indicative terms and conditions set out in KDEBs letters dated 20 February 2013
do not give rise to a contract and are not intended that the indicative terms and conditions stipulated therein
represent the final agreements as to the Proposed Purchase of PNSB and the Proposed Purchase of SYABAS.
These indicative terms and conditions are subject to the negotiation and execution of the Definitive Agreements.

On 6 March 2013, the Board of Directors of the Company announced that after full deliberation of the offer from
KDEB and after considering also the advise of Hong Leong Investment Bank Bhd, the Adviser appointed by the
Board to assist and advise the Board in evaluating the Offers from KDEB, and in view of the incomplete and
inconclusive nature of the Offers as well as the position taken by PAAB was unable to reach a final decision to even
consider giving approval in principle or to give acceptance in principle to KDEB in respect of the indicative terms and
conditions as set out in KDEBs letters dated 20 February 2013. Given these circumstances, the Board is also not
ready to convene a general meeting for the purpose of tabling the KDEB Offers to the shareholders of the Company
for consideration.

The Board further decided that the Company is still willing to hold discussions with KDEB on the Offers, subject to
KDEBs readiness to provide definitive answers to all issues raised by the Company.

(e) On 21 February 2013, SYABAS and the National Institute Of Occupational Safety and Health (NIOSH) mutually
agreed to extend the duration of the MoU for a further period of two (2) years from 22 February 2013 to 21 February
2015 with an amendment to the MoU whereby SYABAS and NIOSH will review the existing training curriculum
and modules, learning guides and assessment modules for OSH-SNSC training and assessment programmes for
improvement from time to time. All other terms and conditions of the MoU remain unchanged.

(f) On 3 January 2013, PNSB announced that the completion period for the contract for rural water supply project in the
state of Sarawak (the contract) for year 2010 to 2012 has been extended from 31 December 2012 to 28 February
2013 under the terms and conditions of the Contract with the Employer. On 27 February 2013, PNSB has further
extended the completion period for the contract from 28 February 2013 to 28 March 2013 under the terms and
conditions of the Contract with the Government of Malaysia.

(g) On 27 February 2013, the collaboration between the Companys 70% owned subsidiary, SYABAS and Construction
Industry Development Board (CIDB) under the Memorandum of Understanding (MoU) dated 26 February 2009 in
respect of the provision of training and development programmes by CIDB to the Bumiputra contractors, suppliers
and consultants registered with SYABAS subsists until the Parties elect to review or terminate the same.

(h) On 15 March 2013, Puncak Research and DHI Water Environment Health (DHI) have mutually agreed to extend the
Collaboration Agreement for a further period of one (1) year, commencing 15 March 2013 until 14 March 2014.

Annual Report 2012 Puncak Niaga Holdings Berhad


381

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

49. EVENTS OCCURRING AFTER THE REPORTING DATE (CONTINUED)

(d) (continued)

(i) On 22 March 2013, on behalf of the Board of Directors of PNHB, Hong Leong Investment Bank Berhad (formerly
known as MIMB Investment Bank Berhad) (HLIB) wishes to announce that Bursa Malaysia Securities Berhad
(Bursa Securities) had, via its letter dated 22 March 2013 has resolved to approve PNHBs application for the
following:

(i) admission to the Official List and the listing and quotation of up to 40,910,609 Warrants to be issued pursuant
to the Proposed Free Warrants Issue;

(ii) listing of up to 40,910,609 new PNHB Shares to be issued pursuant to the exercise of the Warrants; and

(iii) listing of up to 165,000,000 new PNHB Shares to be issued pursuant to the conversion of the Convertible
Sukuk.

The approval of Bursa Securities is subject to the following conditions:

(i) PNHB and HLIB must fully comply with the relevant provisions under the Main Market Listing Requirements
pertaining to the implementation of the Proposals;

(ii) PNHB and HLIB to inform Bursa Securities upon the completion of the Proposals;

(iii) PNHB to furnish Bursa Securities with a written confirmation of its compliance with the terms and conditions
of Bursa Securities approval once the Proposals are completed;

(iv) PNHB is required to furnish Bursa Securities on a quarterly basis a summary of the total number of shares
listed pursuant to the exercise of Warrants and Convertible Sukuk as at the end of each quarter together
with a detailed computation of listing fees payable; and

(v) A certified true copy of the resolution passed by shareholders at the extraordinary general meeting for the
Proposals.

(j) On 28 March 2013, GOM Resources and MedcoEnergi have signed a MOA to cooperate in Oil & Gas Field
Development Projects and the Risk Service Contract (RSC) Projects in Malaysia and exploration and production
opportunities regionally.

(k) On 28 March 2013, PNHB through its R&D units in collaboration with the Malaysian Armed Forces (MAF) has
developed a new and highly innovative field water purification system for drinking known as JERNIH.

(l) On 7 March 2013, GOM Resources Sdn Bhd had signed a Contract with HESS Exploration And Production
Malaysia B.V. (Company Registration number 993963-V) for the Provision Of The Integrated Transportation
And Installation Of Offshore Facilities For Early Production Scheme (EPS), Integrated Gas Development (IGD)
Project, North Malay Basin (NMB) Field (Project).

Puncak Niaga Holdings Berhad Annual Report 2012


382

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

49. EVENTS OCCURRING AFTER THE REPORTING DATE (CONTINUED)

(d) (continued)

(m) On 19 April 2013, PNSB had executed the Agreements for restructuring of the outstanding bonds comprising of
BAIDs, RUBs and JNA with Acqua.

Pursuant to the restructuring, the revised terms are as follows:

(i) Extension of the tenors of the BAIDS

Series Nominal Amount Existing Revised


RMmillion Redemption Date Redemption

Series 1 180.0 27 October 2015 27 October 2016


Series 2 180.0 27 October 2016 27 October 2016
Series 3 180.0 27 October 2011 27 October 2016
Series 4 180.0 27 October 2012 27 October 2016
Series 5 180.0 27 October 2013 27 October 2016
Series 6 180.0 27 October 2014 27 October 2016

(ii) Revision of terms of the BAIDS

Terms Existing term Revised term

Collateral Charge over the DSRA Legal assignment over PNSBs operating
account and mandatory redemption
account (to be shared via a security
sharing arrangement with JNA and RUB)

Financial covenants (i) Annual debt service cover ratio Not required
(ii) Forward debt service cover ratio
(iii) Interest cover ratio
(iv) Debt to equity ratio

50. MATERIAL LITIGATIONS

(a) KHEC

(i) The First Arbitration Proceedings

KHEC, a sub-contractor for the Chennai Water Supply Augmentation Project 1 - Package III (Chennai Project),
has initially referred certain disputed claims totalling Rs8,44,26,981 (equivalent to approximately RM6.75 million)
against PNHB-LANCO-KHEC JV (the Consortium), a jointly controlled entity of the Company in India.

Annual Report 2012 Puncak Niaga Holdings Berhad


383

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(a) KHEC (continued)

(i) The First Arbitration Proceedings (continued)

Arising from the arbitration proceedings initiated by KHEC, both KHEC and the Consortium have each appointed
a qualified civil engineer as their arbitrator respectively, and both arbitrators have selected a retired Judge of
the High Court in Chennai, India as the third arbitrator who will also act as the presiding arbitrator of the arbitral
tribunal. The arbitral tribunal was officially constituted on 24 September 2005. On 28 September 2005, the
Company was informed that the arbitral tribunal has fixed the following dates for the filing of the arbitration
cause papers as part of the preliminary procedural formalities:

(i) claim by the claimant, KHEC to be filed before 4 October 2005;

(ii) rejoinder by the respondent, the Consortium to be filed before 18 November 2005; and

(iii) reply rejoinder by the claimant, KHEC to be filed before 5 December 2005.

The Consortium had on 2 January 2006, filed its counter-claim amounting to Rs13,61,61,931 (equivalent to
approximately RM10.89 million) against KHECs claim of Rs8,44,26,981 (equivalent to approximately RM6.75
million) to the arbitral tribunal in India.

The Statement of Claim lodged by KHEC had subsequently been revised from Rs8,44,26,981 (equivalent to
approximately RM6.75 million) to Rs9,84,58,245 (equivalent to approximately RM7.88 million) whilst the counter-
claim submitted by the Consortium, had also been revised as per the rejoinder, from Rs13,61,61,931 (equivalent
to approximately RM10.89 million) to Rs13,63,39,505 (equivalent to approximately RM10.91 million).

The Company was notified on 4 March 2009 by solicitors acting on behalf of Consortium that the Arbitration
Panel had at its meeting held on 26 February 2009 accepted the letter of withdrawal from the Arbitration Panel
dated 18 February 2009 from the arbitrator nominated by KHEC. As such, the date for further meeting of the
Arbitration Panel was a to communicated after the appointment of the substitute arbitrator to be nominated by
KHEC under Section 15(2) of the Arbitration and Conciliation Act, 1996 of India.

The Company was notified on 25 June 2009 that the first sitting of the newly formed Arbitration Panel for the
First Arbitration Proceedings comprising the Presiding Arbitrator, the arbitrator nominated by the Consortium
and the substitute arbitrator nominated by KHEC was held on 20 June 2009.

The Arbitration proceedings is currently ongoing in India whereby the Arbitration Panel has yet to schedule a
new continued hearing subsequent to the hearing on 19 April 2013.

Based on legal advice, the Consortium is of the view that the claim by KHEC is not sustainable.

Puncak Niaga Holdings Berhad Annual Report 2012


384

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(a) KHEC (continued)

(ii) The Second Arbitration Proceedings

KHEC had commenced a second arbitration proceedings against the PNHB-Lanco members of the Consortium
(the Second Arbitration) on the basis of the terms of the JVA dated 13 February 2003 and the Supplemental
Agreement to the JVA dated 26 March 2003 respectively, entered into between the Company, Lanco Infratech
Limited and KHEC whereby KHEC is claiming for loss of profit (inclusive of interest and other cost) amounting
to Rs5,44,32,916 (equivalent to approximately RM4.35 million) as they allege that they, despite being a
10% shareowner, received only 4.31% out of the total value of the contract works of the Chennai Project.
Subsequently, KHEC had filed in an amended claim for damages and lost of profit from Rs5,44,32,916 to
Rs55,44,32,916 (equivalent to approximately RM4.35 million to RM44.3 million). PNHB-Lancos counsel had
filed an interim application to dismiss the claim of Rs50,00,00,000 (equivalent to approximately RM39.9 million)
for compensation for loss of opportunity on the basis that it is frivolous and unreasonable.

The Second Arbitration proceedings which were heard by a single arbitrator have been completed wherein the
parties have submitted their respective written submissions on 1 December 2012.

On 1 April 2013, PNHB-Lanco members of the Consortium received the Arbitrators Final Award dated 29 March
2013 wherein the PNHB-Lanco members of the Consortium are to pay interest for the delayed payment of
enabling cost of Rs.58 Lakhs amounting to Rs14,62,503 (approximately RM83,627.38) only to the claimant,
KHEC Heavy Engineering and Construction Sdn Bhd on or before 30 April 2013 and all other claims by the
claimant were rejected.

PNHB-Lanco member of consortium has on 27 April 2013 complied with the Final Award of the Arbitration dated
29 March 2013 by paying the interest for the delayed payment of enabling cost of Rs.58 Lakhs amounting to
Rs.14,62,503 to KHEC Heavy Engineering & Construction Sdn. Bhd.

(b) JAKS-KDEB

Kuala Lumpur High Court Suit No. D4-22-1452-2006

Both PUAS and SYABAS had been served with:

(i) A Writ of Summons and Statement of Claim dated 6 October 2006;

(ii) Ex-Parte Summons-in-Chambers dated 6 October 2006 (Ex-Parte SIC) and its supporting Affidavit affirmed
on 6 October 2006;

(iii) Amended Statement of Claim filed on 18 October 2006; and

(iv) An Ex-Parte Injunction Order dated 18 October 2006 (Ex-Parte Order);

Annual Report 2012 Puncak Niaga Holdings Berhad


385

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(b) JAKS-KDEB (continued)

Kuala Lumpur High Court Suit No. D4-22-1452-2006 (continued)

(hereinafter referred to as the Suit) in respect of the Suit, by the solicitors of JAKS-KDEB (the Plaintiff) on 19
October 2006.

JAKS-KDEB had commenced legal action against PUAS and SYABAS in respect of an agreement dated 25 October
2001 entered into between JAKS-KDEB and the State Government pertaining to the supply of pipes and fittings in
the State of Selangor Darul Ehsan and the Federal Territories of Kuala Lumpur and Putrajaya.

Vide the Ex-Parte SIC, the Plaintiff prayed for the following:

(i) An order to immediately restrain PUAS and/or SYABAS whether by themselves, their agents, servants, directors,
contractors, nominees and/or all related parties to PUAS and/or SYABAS and/or assignees and/or successors-
in-title or otherwise howsoever by injunction, be restrained from purchasing and/or obtaining and/or being given
and/or dealing with and/or receiving all its requirements for the pipes (which includes straight pipes whether
whole or in cut lengths of any material including but not limited to mild steel pipes) and fittings (which includes
tees, bends, tapes, tapers, collars, flange adaptors, blank flanges, mechanical joints and similar accessories) in
respect of all water projects being carried out or to be carried out in the State of Selangor including the Federal
Territories of Kuala Lumpur and Putrajaya from any other entities except from the Plaintiff until the disposal of
the Plaintiffs inter-parte application for an injunction;

(ii) An order to immediately restrain PUAS and/or SYABAS whether by themselves, their agents, servants, directors,
contractors, nominees and/or all related parties to PUAS and/or SYABAS and/or assignees and/or successors-
in-title or otherwise howsoever by injunction, be restrained from taking any further steps in supplying and/or
dealing with all of the above pipes and fittings and/or including negotiations and/or award of contracts with any
other entities arising out of and in connection with the purchasing and/or obtaining and/or being given and/or
receiving all of its requirements for pipes and fittings in respect of all water projects being carried out or to be
carried out in the State of Selangor including the Federal Territories of Kuala Lumpur and Putrajaya until the
disposal of the Plaintiffs inter-parte application for an injunction;

(iii) Costs to be costs in the cause;

(iv) That a date be fixed for the inter-partes hearing of the Plaintiffs application therein within 21 days from the date
of the Ex-Parte Order; and

(v) Such further and other relief as the High Court deems fit.

The above prayers were allowed by the High Court on the application of the Plaintiffs Ex-Parte SIC in the absence of
PUAS and SYABAS or their Solicitors being present in High Court on 18 October 2006. The Plaintiffs Ex-Parte Order
was effective for a period of twenty-one (21) days from 18 October 2006 until the date of the inter-partes hearing
which has been fixed on 7 November 2006.

Puncak Niaga Holdings Berhad Annual Report 2012


386

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(b) JAKS-KDEB (continued)

Kuala Lumpur High Court Suit No. D4-22-1452-2006 (continued)

PUAS and SYABAS deny and refute all allegations raised by the Plaintiff in the Suit and have instructed their Solicitors
to file an application vide Summons in Chambers dated 1 November 2006 to set aside the Ex-Parte Order and to
vigorously defend themselves against the Plaintiffs claim on the day of the inter-partes hearing fixed on 7 November
2006.

At the hearing on 7 November 2006 (the Hearing), the High Court on the application of the Plaintiffs Solicitors,
allowed an adjournment of the Hearing to 17 November 2006 to enable the Plaintiff to prepare a reply affidavit to the
affidavit filed by the State Government, the 3rd Defendant to the Suit. Subsequently, the Hearing was adjourned to
20 November 2006.

At the hearing on 20 November 2006, the High Court fixed 22 November 2006 as the date to give its decision on
the Inter-Partes application for injunction. The High Court also ordered that no ad-interim order extending the Ex-
Parte injunction would be granted for the period from 20 November until 22 November 2006. This means that for this
period, SYABAS was free to obtain its pipe supply from any source.

At the hearing on 22 November 2006, the High Court did not grant the injunction order applied for by JAKS-KDEB
and instead proceeded to fix a date for the Case Management on 15 January 2007. However, the High Court had
postponed the Case Management to 13 February 2007 and subsequently to 22 March 2007.

On 22 March 2007, the High Court fixed the Case Management for mention on 4 April 2007. The application by
JAKS-KDEB for Discovery against PUAS and SYABAS and Inspection of SYABAS Concession Agreement was also
heard on 22 March 2007 and a decision was fixed for hearing on 4 April 2007. At the hearing on 4 April 2007, the High
Court allowed the application for Discovery by JAKS-KDEB against PUAS and SYABAS and accordingly, ordered the
discovery and inspection of SYABAS Concession Agreement.

Upon consultation with its solicitors on the prospect of filing an appeal, SYABAS has instructed its solicitors to
proceed to file an appeal with the Court of Appeal. The appeal was subsequently filed in the Court of Appeal on
3 May 2007. At the hearing on 15 July 2008 at the Court of Appeal, the Court of Appeal has dismissed SYABAS
appeal against the Order for Discovery by the High Court dated 4 April 2007 ordering disclosure of the Concession
Agreement with costs. SYABAS had instructed its solicitors not to proceed with further appeal to the Federal Court.
The decision was based primarily on the fact that the Federal Government and State Government did not object to
the disclosure of the Concession Agreement at the High Court.

At the hearing on 3 October 2007, the High Court had allowed the application to amend the Statement of Defence,
with costs and ancillary costs to be borne by PUAS and SYABAS.

Annual Report 2012 Puncak Niaga Holdings Berhad


387

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(b) JAKS-KDEB (continued)

Kuala Lumpur High Court Suit No. D4-22-1452-2006 (continued)

In view of the dissolution of Jabatan Kawalselia Air Selangor (JKAS) previously being the recipient of the written
notification and written report as stated in High Court Order dated 22 November 2006, SYABAS had instructed its
solicitors to file an application in the High Court to amend the said Order by replacing JKAS as the recipient with
Suruhanjaya Perkhidmatan Air Negara (SPAN) and the said application which was fixed for Hearing on 20 April
2009 was subsequently postponed to 19 May 2009 and 25 June 2009.

The High Court had on 6 July 2009 fixed the Hearing of the First and Second Defendants application to amend the
High Court Order dated 22 November 2006 to 22 July 2009. The High Court had directed the Plaintiff to file a further
Affidavit to state that the Plaintiff intends to add the State Government in the Order in view that the application is
only in respect of amending the entity to SPAN.

On 22 July 2009, the High Court had at the Hearing of the First and Second Defendants application to amend the
High Court Order dated 22 November 2006 allowed the addition of the words dan/atau Kerajaan Negeri Selangor
to be added in the Order together with the word SPAN. The addition was requested by the Plaintiff and consented
by the Selangor State Legal Advisor, representing the 3rd Defendant.

The High Court had subsequently adjourned the matter for Hearing on 30 October 2009 as the 3rd Defendant
intends to oppose the Plaintiffs application to amend the Statement of Claim. The Hearing was adjourned to
12 November 2009 to enable the 3rd Defendant to file its Affidavit in Reply to the Plaintiffs Affidavit in Reply. At the
Hearing held on 12 November 2009 for the Plaintiffs application to amend the Statement of Claim, the High Court
had fixed the matter for decision on 18 November 2009. At the Case Management held on 18 November 2009,
the High Court had allowed the Plaintiffs application to amend the Statement of Claim and fixed the matter for
further Case Management on 12 January 2010. In response, SYABAS has then filed the Amended Statement of
Defence on 22 January 2010 and the matter was fixed for further Case Management on 25 March 2010.

At the Case Management held on 25 March 2010, the High Court adjourned the matter to 5 April 2010 for mention
to ascertain whether the matter can proceed by the way of mediation. On 5 April 2010, the High Court had
adjourned the matter to 10 May 2010 for Case Management to enable the parties to comply with the High Courts
directions and to fix the matter for trial since the parties were not agreeable to mediate. Further Case Management
was held on 4 June 2010 and 4 August 2010 and the next Case Management was fixed on 29 September 2010.
The High Court had subsequently adjourned the matter for Hearing on 12 October 2010 with trial date been tentatively
fixed on 16 October 2010 and 17 October 2010 subject to reconfirmation at the next Case Management date.
At the Case Management held on 12 October 2010, the High Court had fixed the trial dates on 16 December 2010,
17 December 2010, 20 January 2011 and 21 January 2011. The oral submissions will be heard on 24 January 2011
and 25 January 2011.

Puncak Niaga Holdings Berhad Annual Report 2012


388

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(b) JAKS-KDEB (continued)

Kuala Lumpur High Court Suit No. D4-22-1452-2006 (continued)

At the hearing on 17 December 2010, the High Court had vacated the trial date on 20 January 2011 and fixed new trial
dates on 28 March 2011 to 31 March 2011. The trial date fixed on 21 January 2011 and the oral submissions dates
fixed on 24 January 2011 and 25 January 2011 remain unchanged.

At the trial held on 21 January 2011, the High Court had vacated the dates previously fixed for the oral submissions
on 24 January 2011 and 25 January 2011 and fixed additional dates for continued trials on 24 January 2011,
25 January 2011 and 26 January 2011. The trial dates previously fixed on 28 March 2011 to 31 March 2011
remain unchanged. At the trial held on 28 March 2011, the High Court vacated the dates on 30 March 2011 and
31 March 2011. The trial dates on 28 March 2011 and 29 March 2011 remain unchanged. The matter was fixed for
further full trial on 5 May 2011, 6 May 2011, 20 May 2011, 8 June 2011, 9 June 2011 and 10 June 2011. Since the
trial concluded on 9 June 2011, the trial fixed for 10 June 2011 was vacated and the matter was fixed for decision
on 12 September 2011.

The High Court had on 12 Sept 2011 postponed the decision date for the matter to 5 October 2011 as post-trial
submissions only closed on 9 September 2011. On 5 October 2011, the High Court had dismissed the plaintiffs claim
against the Defendants which include PUAS and SYABAS. On 3 November 2011, JAKS-KDEB had filed a Notice of
Appeal to the Court of Appeal against the decision by the High Court on 5 October 2011.

SYABAS has been informed by its solicitors on 3 December 2012 that the Court of Appeal had fixed the matter for
case management on 10 January 2013.

At the case management held on 10 January 2013, the Court of Appeal had fixed the matter for further case
management on 26 February 2013 to fix the hearing date on the Appeal filed by JAKS-KDEB Consortium Sdn Bhd.

At the case management held on 26 February 2013, the Court Of Appeal fixed the matter for Hearing on 22 May 2013
on the Appeal filed by JAKS-KDEB Consortium Sdn Bhd.

(c) ADP-PJI Joint Venture (ADP-PJI JV)

On 27 February 2009, PNSB was notified by its solicitors on the Points of Claim dated 25 February 2009 served by
ADP-PJI JV on 26 February 2009 for arbitration proceedings against PNSB.

The details of the arbitration are as follows:

(i) By way of a Letter of Award dated 5 August 2004, PNSB awarded the design, construction, completion and
commissioning of a water treatment plant (the Works) for the Projek Pembinaan Loji/Kolam Takungan dan
Paip Utama Telibong dan Telipok, Sabah (Sabah Project) to an unincorporated joint venture known as
ADP-PJI JV for a fixed price lump sum of RM65,161,515.01.

Annual Report 2012 Puncak Niaga Holdings Berhad


389

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(c) ADP-PJI Joint Venture (ADP-PJI JV) (continued)

(ii) On 26 December 2007, upon the advice of its solicitors, PNSB issued a notice determining the employment
of ADP-PJI JV for, inter alia, a failure to proceed regularly and diligently with the Works. ADP-PJI JV disputed
the termination and referred the matter to the Superintending Officer (S.O.) under the contract for a decision.
Following the reference to the S.O. for a decision and being dissatisfied with the same, ADP-PJI JV had referred
the disputes surrounding the termination of their employment to arbitration.

(iii) ADP-PJI JV via its solicitors had served a Points of Claim dated 25 February 2009 in the arbitration against
PNSB via PNSBs solicitors on 26 February 2009.

(iv) The Points of Claim seeks various reliefs arising from the alleged wrongful determination of ADP-PJI JVs
employment. ADP-PJI JV is claiming for the sum of RM10,080,201.31 for loss, expense and damages, disruption
to progress of employment works, failure to pay the amounts certified and for works completed which have not
been certified and other breaches of contract or such other sum as ADP-PJI JV may be found entitled to recover
from PNSB arising from the alleged wrongful determination of ADP-PJI JVs employment.

(v) On 27 April 2009, PNSB had served its Points of Defence and Counter Claim in the arbitration stating, among
others, that PNSB has rightfully determined the employment of ADP-PJI JV due to ADP-PJI JVs breaches of the
contract for the Projek Pembinaan Loji/Kolam Takungan dan Paip Utama Telibong dan Telipok, Sabah and the
failure to meet the completion date for the Sabah Project.

PNSBs Counter Claim involves amongst others, the additional costs incurred in completing the works for the
Sabah Project (Works), additional costs in respect of the maintenance obligations, management and staff
costs, damages, liquidated or general damages by reason of the delay in completion of the Works and overtime
claim by the engineers for the purposes of construction supervision.

(vi) PNSB was notified on 1 June 2009 by its solicitors that the latter had been served with ADP-PJI JVs Reply and
Defence to Counterclaim dated 28 May 2009 by the solicitors acting for ADP-PJI JV, which in substance joins
issue with PNSBs Points of Defence and Counterclaim dated 27 April 2009 and reiterates ADP-PJI JVs earlier
position vide its Points of Claim dated 25 February 2009.

(vii) PNSB had on 4 November 2010 closed their case and the Arbitrator had directed for written submissions to be
filed by ADP-PJI JV and PNSB by 29 January 2011 and 1 April 2011 respectively and reply, if any, by 2 May 2011.

(viii) The Arbitrator had subsequently allowed PNSBs solicitors to file in their written submission by 3 May 2011 and
correspondingly, ADP-PJI JVs solicitors is required to submit their reply by 3 June 2011.

(ix) The Respondents written submission had been filed with the Arbitrator on 3 May 2011.

Puncak Niaga Holdings Berhad Annual Report 2012


390

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(c) ADP-PJI Joint Venture (ADP-PJI JV) (continued)

On 18 February 2013, PNSBs solicitors received the Arbitrators published Final Award dated 31 January 2013 in
respect of the arbitration whereby the Arbitrator has, inter alia, decided as follows:

(i) That the determination of the Claimants employment under the Contract is unlawful and invalid.

(ii) That the Respondent shall pay to the Claimants the sum of Ringgit Malaysia Seven Million Nine Hundred And
Seventy Thousand Nine Hundred And Five And Sen Eighty Seven (RM7,970,905.87) only (Award Sum) of
which Ringgit Malaysia Three Million Five Hundred And Fifty Two Thousand One Hundred And Seven And Sen
Fifty Six (RM3,552,107.56) only and Ringgit Malaysia Three Million Two Hundred And Fifty Eight Thousand And
Seventy Five And Sen Seventy Five (RM3,258,075.75) only are payment for certified works and retention monies,
respectively.

(iii) That the Respondent shall also pay interests to the Claimants at the rate of 8% per annum on the Award Sum
from 26 December 2007. Such interests will continue to run until the actual realisation of the said payments by
the Respondent.

(iv) That the Respondent shall bear and pay the Claimants costs in the Arbitration Proceedings upon a party and
party basis.

(v) That the Respondent shall pay and bear the costs of the Award.

(vi) That all other requests and claims of the Claimants and Respondent are rejected.

On 19 March 2013, the parties have reached an amicable settlement in respect of the Final Award dated
31 January 2013. The full and final settlement sum of Ringgit Malaysia Ten Million One Hundred And One Thousand
And Ninety Five And Sen Forty Three (RM10,101,095.43) only made by PNSB mutually releases and discharges
the parties from all obligations and liabilities (including any claims as to interest and costs) arising under and/or in
connection with the said Final Award.

(d) SPLASH

Kuala Lumpur High Court Civil Suit No. D-22ND-398-2009

On 19 November 2009, SYABAS was served with a Writ and Statement of Claim (Statement of Claim) dated
30 October 2009 from the solicitors acting for SPLASH.

SPLASHs claim is for alleged outstanding amount due and owing in respect of the Supply Charge and Capacity
Charge from SYABAS under the Privatisation Agreement dated 24 January 2000, Supplemental Agreement dated
3 February 2005 and the Novation Agreement dated 3 February 2005.

Annual Report 2012 Puncak Niaga Holdings Berhad


391

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(d) SPLASH (continued)

Kuala Lumpur High Court Civil Suit No. D-22ND-398-2009 (continued)

In the Statement of Claim, SPLASH sought for, inter alia, the following:

(i) The sum of RM196,343,723.99 being payment for the invoices;

(ii) Interest on the sum of RM22,495,131.18 which is the Capacity Charge for the month of October 2008 at the rate
of one percent (1%) per annum plus the Base Lending Rate of Malayan Banking Berhad on a daily basis from
1 February 2009 until the date of full realisation;

(iii) Interest on the sum of RM23,103,687.43 which is the Capacity Charge for the month of November 2008 at the
rate of one percent (1%) per annum plus the Base Lending Rate of Malayan Banking Berhad on a daily basis
from 1 March 2009 until the date of full realisation;

(iv) Interest on the sum of RM19,387,068.61 which is the Capacity Charge for the month of December 2008 at the
rate of one percent (1%) per annum plus the Base Lending Rate of Malayan Banking Berhad on a daily basis
from 1 April 2009 until the date of full realisation;

(v) Interest on the sum of RM28,283,988.12 which is the Capacity Charge for the month of January 2009 at the rate
of one percent (1%) per annum plus the Base Lending Rate of Malayan Banking Berhad on a daily basis from
1 May 2009 until the date of full realisation;

(vi) Interest on the sum of RM26,653,975.96 which is the Capacity Charge for the month of February 2009 at the rate
of one percent (1%) per annum plus the Base Lending Rate of Malayan Banking Berhad on a daily basis from
1 June 2009 until the date of full realisation;

(vii) Interest on the sum of RM27,268,760.61 which is the Capacity Charge for the month of March 2009 at the rate
of one percent (1%) per annum plus the Base Lending Rate of Malayan Banking Berhad on a daily basis from
1 July 2009 until the date of full realisation;

(viii) Interest on the sum of RM24,797,813.57 which is the Capacity Charge for the month of April 2009 at the rate
of one percent (1%) per annum plus the Base Lending Rate of Malayan Banking Berhad on a daily basis from
1 August 2009 until the date of full realisation;

(ix) Interest on the sum of RM24,353,298.51 which is the Capacity Charge for the month of May 2009 at the rate
of one percent (1%) per annum plus the Base Lending Rate of Malayan Banking Berhad on a daily basis from
1 September 2009 until the date of full realisation; and

(x) Costs.

Puncak Niaga Holdings Berhad Annual Report 2012


392

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(d) SPLASH (continued)

Kuala Lumpur High Court Civil Suit No. D-22ND-398-2009 (continued)

SYABAS had instructed its solicitors to defend the above claims. The solicitors of SYABAS had on 6 January 2010,
filed and served SYABAS Defence to the claim filed by SPLASH dated 30 October 2009. The High Court had on
26 January 2010 fixed the case for mention on 22 February 2010 and for further case management on 25 March 2010
for SPLASH to amend the Statement of Claim. The High Court had on 30 April 2010 allowed the Plaintiffs application
to amend their Writ of Summons and Statement of Claim by consent. The solicitors of SYABAS had on 18 May 2010
filed and served the Amended Defence dated 18 May 2010.

On 20 August 2010, the High Court adjourned the hearing to 29 September 2010 and allowed the parties to
exchange affidavits in the meantime. At the hearing on 29 September 2010, the High Court postponed the hearing for
SPLASHs application under Order 33 Rule 2 for the High Court to determine preliminary issues on the construction
of the proportionate payment clauses in the Novation Agreement with SYABAS, to 29 October 2010 whilst SYABAS
application to reamend the Amended Defence was allowed with costs.

At the hearing on 29 October 2010, the High Court had reserved decision of SPLASHs application to 12 November 2010.

SPLASHs application under Order 33 Rule 2 to hear the preliminary issues were allowed by the High Court on
12 November 2010 and the matter was fixed for Hearing on 10 January 2011.

At the Hearing held on 29 November 2010 of the Plaintiffs application to reamend the Amended Writ of Summons
and the Statement of Claim, the High Court fixed the matter for decision on 3 December 2010. The hearing date
of the Writ of Summons and the preliminary issues under SYABAS application under Order 33 Rule 2 which was
originally fixed on 10 January 2011 was vacated and the matter was fixed for hearing on 7 January 2011. The
solicitors of SYABAS had filed a notice of appeal against the decision of the High Court dated 12 November 2010
which allowed SPLASHs Application under Order 33 Rule 2 for the preliminary issues to be heard. At the hearing on
3 December 2010, the High Court had allowed the Application by the Plaintiff to reamend the Amended Statement
of Claim and the matter was fixed for hearing on 7 January 2011.

At the hearing held on 7 January 2011 on the Writ of Summons and preliminary issues (Order 33 Rule 2 of the High
Court), the High Court fixed the matter for decision on 16 February 2011 which was subsequently fixed for decision
on 21 February 2011. The Court of Appeal had fixed the appeal for case management on 17 February 2011. The
case management originally fixed on 17 February 2011 by the Court of Appeal for the appeal had been postponed
to be fixed on 25 February 2011 upon application by SYABAS solicitors pending decision by the High Court on the
plaintiffs claim which had been fixed on 21 February 2011.

The SYABAS appeal against the Order of the High Court on the Plaintiffs application pursuant to Order 33 of the
Rules of the High Court 1980 for the hearing of the preliminary issues had been fixed for Case Management on
22 March 2011. The High Court had brought forward the hearing date of the oral application for stay of the order
pending appeal from 6 April 2011 to 29 March 2011. SYABAS appeal against the Order of the High Court on the
Plaintiffs application pursuant to Order 33 of the Rules of the High Court 1980 had been adjourned to 5 April 2011.

Annual Report 2012 Puncak Niaga Holdings Berhad


393

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(d) SPLASH (continued)

Kuala Lumpur High Court Civil Suit No. D-22ND-398-2009 (continued)

On 30 June 2011, the Court of Appeal decided in respect of SYABAS appeal as follows:

(i) Order of the High Court dated 11 December 2010 allowing the Plaintiffs application pursuant to Order 33 of the
Rules of the High Court 1980 (1st Appeal) was not allowed; and

(ii) SYABAS appeal against the Order of the High Court SYABAS dated 21 February 2011 (Civil Appeal W-02 (NCC)
504-2011) (2nd Appeal) was allowed in part.

At the hearing of SYABAS application for a stay of execution of the Order of the High Court dated 21 February 2011
(Order) on 29 March 2011, the High Court extended the order for stay of execution of the Order (excluding the
taking of accounts) until the disposal of the appeal. SPLASH was granted liberty by consent to apply to set aside
the stay should there be any delay in the disposal of the appeal beyond 7 May 2011. The stay of execution does
not prevent SPLASH from applying for accounts of all payments due before the Registrar as there is no stay of the
proceedings.

The High Court had 21 February 2011 declared that SYABAS must pay in full and not proportionately and subsequently
ordered an account of all payments due to SPLASH in respect of invoices issued after the date of the writ to be
taken before the Deputy Registrar of the New Commercial Court on a date to be fixed. The High Court had ordered
SYABAS to pay lump sum costs of RM30,000.00 in respect of the Reamended Writ of Summons and the Statement
of Claim in lieu of taxation to the plaintiff and also granted SYABAS an interim stay on enforcement of the Judgement
until 6 April 2011 pending full argument on stay on merits. The solicitors of SYABAS filed a Notice of Appeal on
22 February 2011 at the Court of Appeal against the decision of the High Court dated 21 February 2011.

The matter which came up for Case Management on 25 February 2011 at the Court of Appeal, was fixed for
further Case Management on 22 March 2011, pending the filing of the Records of Appeal for the appeal dated
22 February 2011 against the Decision of the High Court dated 21 February 2011. The appeal against the Decision of
the High Court on 21 February 2011 fixed for Case Management on 29 March 2011 was subsequently adjourned to
5 April 2011. The Court of Appeal had fixed the hearing of SYABAS appeals against the Orders of the Rules of High
Court and the decision of the High Court on 21 February 2011, on 30 May 2011 and the written submissions to be
filed by 16 May 2011. The written submissions date was changed from 16 May 2011 to 14 June 2011.

The earlier hearing date fixed on 30 May 2011 was vacated.

Puncak Niaga Holdings Berhad Annual Report 2012


394

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(d) SPLASH (continued)

Kuala Lumpur High Court Civil Suit No. D-22ND-398-2009 (continued)

On 27 May 2011, a sealed copy of the Plaintiffs Summon in Chambers for the hearing of the taking of the accounts
pursuant to the Decision of the High Court dated 21 February 2011 was served on SYABAS solicitors and the
matter was fixed for hearing on 9 June 2011. On 8 June 2011, SYABAS solicitors was informed by the Plaintiffs
solicitors that the High Court had approved the Plaintiffs application to adjourn the hearing for the taking of accounts
pursuant to the Decision of the High Court of 21 February 2011 to 24 June 2011. The original hearing date fixed on
9 June 2011 was vacated. The hearing for the taking of accounts pursuant to the Decision of the High Court of
21 February 2011 was adjourned to 1 July 2011 for continuation of hearing. At the High Court hearing held on
1 July 2011 of the Plaintiffs application for the taking of accounts of all payments due from the Defendant on all
invoices issued after the date of the amended Writ of Summons, the Plaintiffs application was withdrawn with no
order as to costs in view of the decision of the Court of Appeal on 30 June 2011.

At the mention on 15 July 2011 at the High Court, the Plaintiff withdrew the application to remove the stay of execution
of the Order dated 21 February 2011 with no order as to costs. In respect of the application for interim payment, after
hearing counsel for both parties, the Judge fixed the said application and any other application that may be filed
for hearing on 22 July 2011. On 20 July 2011, SYABAS solicitors was served with a Summons in Chambers dated
19 July 2011 (SIC) by the Plaintiffs solicitors, an application by the Plaintiff for a consequential order for the taking
of accounts pursuant to the Decision of the High Court of 21 February 2011. SYABAS had on 21 July 2011 filed its
Affidavit pursuant to the SIC. At the hearing held on 22 July 2011, the High Court fixed the mention on 19 August 2011
for the parties to seek clarification from the Court of Appeal on the Court of Appeals decision dated 30 June 2011.

The matter was fixed for further mention on 20 September 2011 pending the disposal of the motion of SPLASH to
the Court of Appeal (filed on 2 August 2011) for clarification of the Order of the Court of Appeal dated 30 June 2011.
On 28 July 2011, SYABAS solicitors were notified by SPLASHs solicitors that the latter intend to file a Notice of
Motion for leave to appeal to the Federal Court against the part of decision of the Court of Appeal which was not in
their favour. Counsels have perused the Notice of Motion have filed the affidavit to oppose SPLASHs application.
At the case management on SPLASH Notice of Motion held on 11 August 2011, the Federal Court fixed the matter
for hearing on 17 October 2011. The hearing of SPLASHs application for leave to appeal to the Federal Court
against the decision of the Court of Appeal of 30 June 2011 which was fixed for 17 October 2011 was vacated.
The court has fixed the application for case management on 3 November 2011. At the case management held on
3 November 2011 and upon the request of SPLASHs solicitors, the Federal Court had fixed the next case management on
6 December 2011 pending the hearing and disposal of the two (2) motions of SPLASH in the Court of Appeal (for
clarification and to amend the Order dated 30 June 2011).

The Federal Court had at the case management held on 6 December 2011 fixed the matter for further case
management on 30 January 2012 pending the hearing and disposal of the two (2) motions of SPLASH in the Court
of Appeal (for clarification and to amend the Order dated 30 June 2011).

Annual Report 2012 Puncak Niaga Holdings Berhad


395

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(d) SPLASH (continued)

Kuala Lumpur High Court Civil Suit No. D-22ND-398-2009 (continued)

At the case management held on 30 January 2012, the Federal Court had fixed the matter for further case
management on 23 February 2012 pending the hearing and disposal of the two (2) motions of SPLASH in the Court
of Appeal (for clarification and to amend the Order dated 30 June 2011).

On 13 February 2011, the Plaintiffs solicitors informed the Court of Appeal that the Plaintiffs applications for
motion for clarification and to amend the Order of the Court of Appeal dated 30 June 2011 was fixed for hearing on
20 February 2012.

At the hearing held on 20 February on the Plaintiffs applications for motion for clarification and to amend the Order
of the Court of Appeal dated 30 June 2011 (Order), the Court of Appeal had:-

(i) Allowed the Order to be amended so that the relevant parts of the Order will read as:-

Appeal is allowed in part. Order of the High Court is set aside except the declaration in paragraph 1 of the Order
is affirmed subject to the deletion of the words tanpa mengambil kira keupayaan Defendan untuk membayar
kepada Plaintiff jumlah secara penuh, with no order as to costs.

(ii) Not made any Order on the Motion by SPLASH for clarification.

At the hearing held on 21 February 2011 on the Plaintiffs two (2) Motions namely, the applications for Interim
Payment and Consequential Orders, the Plaintiff had withdrawn their motion for the Interim Payment. The High
Court had fixed the hearing for the Consequential Order on 29 March 2012.

On 29 August 2011, SYABAS solicitors served a sealed copy of SPLASHS Notice of Motion and Affidavit in
Support which was affirmed on 3 August 2011. The motion for clarification of the decision of the Court of Appeal
on 30 June 2011 fixed for hearing on 22 September 2011 has been adjourned to 27 October 2011, pending the
clarification at the Court of Appeal and hearing of the notice of motion for leave to appeal to the Federal Court.
The matter was fixed for mention on 27 October 2011. The Kuala Lumpur High Court allowed the application by
Splash to adjourn the hearing on 27 October 2011, pending the clarification at the Court of Appeal and hearing
of the notice of motion for leave to appeal to the Federal Court. The applications by SPLASHs for Consequential
Orders and Interim Payment was fixed for hearing on 27 October 2011. On 27 October 2011, the Court has fixed
both SPLASHs application for Consequential Orders and Interim Payment for Mention on 31 October 2011 to fix
a new hearing date. SPLASHs applications for Consequential Orders and Interim Payment came up for Mention
on 31 October 2011 and is now fixed for Hearing on 21 February 2012.

Puncak Niaga Holdings Berhad Annual Report 2012


396

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(d) SPLASH (continued)

Kuala Lumpur High Court Civil Suit No. D-22ND-398-2009 (continued)

On 21 November 2011, SYABAS solicitors informed that the Court of Appeal had fixed the Case Management for
the motion for clarification and to amend the Order of the Court of Appeal and Decision dated 30 June 2011 on
22 November 2011. At the Case Management held on 22 November 2011 for the Plaintiffs application on the motion
for clarification and to amend the Order of the Court of Appeal and Decision dated 30 June 2011, the Court of Appeal
had informed that the Court will write to the parties once the hearing date is fixed.

At the case management held on 23 February 2012 pursuant to the motion by SPLASH for leave to appeal to the
Federal Court, the Federal Court had fixed the matter for hearing on 10 May 2012.

At the hearing held on 29 March 2012 on the Plaintiffs application for a Consequential Order, the High Court had
allowed the Plaintiff to withdraw its application and order for the application with loss of RM15,000 to be awarded to
SYABAS.

On 10 May 2012, the Federal Court has postponed the hearing of SPLASHs motion for leave to appeal to the Federal
Court to 9 August 2012.

The hearing scheduled to be held on 9 August 2012 for SPLASHs motion for leave to appeal to the Federal Court
had been adjourned as the Court of Appeal has not provided the written grounds of Judgement. The Federal Court
will write to the parties to fix the matter for Case Management and, subject to the availability of the written grounds
of Judgement, another date would be fixed to hear the motion.

At the case management held on 22 October 2012, the Federal Court had fixed the Motion for Leave to appeal for
Hearing on 28 February 2013.

On 28 February 2013, the Federal Court unanimously dismissed the application filed by SPLASH for leave to appeal
against the decision of the Court of Appeal, with cost of RM20,000 awarded to SYABAS. The Motion for Leave
was filed by SPLASH against the decision of the Court of Appeal given on 30 June 2011 which had earlier allowed
SYABAS appeal against the decision of the High Court. By the Federal Court decision, the decision of the Court of
Appeal recognising SYABAS right to pay SPLASH on a proportionate basis was upheld by the Federal Court.

Annual Report 2012 Puncak Niaga Holdings Berhad


397

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(e) Kerajaan Negeri Selangor ( State Government)

Kuala Lumpur High Court Originating Summons No. D-24NCC-388-2010

On 10 November 2010, SYABAS has instituted legal proceedings against Kerajaan Negeri Selangor (State Government)
at the High Court in Kuala Lumpur vide Originating Summons No: D-24NCC-388-2010 which was supported by an
affidavit in support dated 9 November 2010. In the said Originating Summons, SYABAS is seeking the following relief:

(i) A declaration that upon a true construction of the Concession Agreement dated 15 December 2004, there
is a sum of RM471,642,916.00 due and owing from the State Government to SYABAS for the period from
1 January 2009 to 31 December 2009;

(ii) That the State Government do pay the said sum of RM471,642,916 to SYABAS forthwith upon making of this Order;

(iii) Costs of the action to be paid by the State Government to SYABAS in any event; and

(iv) Such further or other relief or remedy as the Court shall deem just.

On 18 November 2010, the Originating Summons and the Affidavit in Support were served on the State Government.
On 25 November 2010, the State Governments solicitors entered appearance on behalf of the State Government.
The matter came up for case management on 2 December 2010 where the High Court allowed the State
Governments solicitors request for a 2 week extension of time to file the State Governments affidavit in reply and
thereafter adjourned the matter for further case management on 16 December 2010. On the case management date
16 December 2010, the State Governments affidavit in reply dated 15 December 2010 was served on SYABAS
solicitors. The High Court then directed SYABAS to file its affidavit in reply by 31 December 2010 and further fixed
the matter for Hearing on 11 February 2011. The High Court also directed parties to file their respective submissions
by 8 February 2011. The High Court also informed that parties may agree between themselves any extension of time
for filing of affidavits provided that the hearing date is not affected. In this regard, the State Governments solicitors
agreed to SYABAS filing the affidavit in reply by 10 January 2011.

On 10 January 2011, SYABAS solicitors filed SYABAS Affidavit in Reply dated 10 January 2011 in the High Court
and served a copy of the same on the State Governments solicitors. On 24 January 2011, the State Governments
affidavit in reply dated 24 January 2011 was served on SYABAS solicitors. On 2 February 2011, SYABAS
solicitors filed SYABAS affidavit (3) dated 28 January 2011 in the High Court and served a copy of the same
on the State Governments solicitors. On 7 February 2011, the State Governments solicitors served on SYABAS
solicitors a summons in chambers dated 7 February 2011 (State Governments application) for inter alia, an
Order to convert the Originating Summons into a writ action or alternatively that the State Government be given
leave to cross-examine the deponent of SYABAS affidavits, which was fixed for hearing on 11 February 2011.
On 8 February 2011, SYABAS solicitors filed the written submission for the Originating Summons.
On 10 February 2011, SYABAS solicitors filed SYABAS affidavit dated 10 February 2011 in Court and served a copy of
the same on the State Governments solicitors to oppose the State Governments application. On 23 February 2011,
the State Government filed their Affidavit in Reply dated 23 February 2011 and served a copy of the same on SYABAS
solicitors, in reply to Syabas Affidavit dated 10 February 2011 in relation to the State Governments application.

Puncak Niaga Holdings Berhad Annual Report 2012


398

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(e) Kerajaan Negeri Selangor ( State Government)(continued)

Kuala Lumpur High Court Originating Summons No. D-24NCC-388-2010 (continued)

On 11 February 2011, the High Court decided to hear the State Governments application first and fixed it for
clarification/decision on 28 February 2011. As for the Originating Summons, the High Court fixed the matter for
case management on 28 February 2011 immediately after the clarification and/or decision in respect of the State
Governments application.

On 28 February 2011, the High Court allowed the State Governments application to convert the Originating Summons
into a writ action. The matter was fixed for case management on 16 March 2011. The matter was fixed for further
Case Management on 30 March 2011 pending the State Governments official response on its stand in respect of
SYABAS claim for compensation and tariff adjustment. The current judge for the case had recused himself from
hearing the case any further. The matter was fixed for case management before a new judge on 11 April 2011 which
subsequently upon written request by SYABAS solicitors, was rescheduled to 12 April 2011.

The matter came up for Case Management for the first time before NCCI High Court Judge on 12 April 2011.
The parties informed the learned Judge that they are working out the mechanics of the proposed hearing.
The learned Judge then fixed a further case management date on 6 May 2011.

The Court has fixed the matter for further case management on 10 May 2011 to enable the defendants leading counsel
to attend the same. The Court has further fixed the case management on 27 May 2011 pending the defendants filing
of an application to join the Federal Government as a party to the proceedings. As the defendant had decided not
to bring in the Federal Government as a party to the proceedings, the case management on 27 May 2011 was fixed
for further case management on 28 June 2011 for Syabas to take instruction on the mode of action and pleadings.

At the case management held on 28 June 2011, the High Court allowed SYABAS application to withdraw with liberty
to file afresh by way of a writ of summons with no order as to costs. The withdrawal of the suit by SYABAS with liberty
to file afresh with no order as to costs are for the following reasons:

(i) It was the defendants application to convert the originating summons to a writ;

(ii) It will be more appropriate in the circumstances to have proper pleadings rather than the present affi davit form;
and

(iii) The plaintiff still intend to proceed with the claim by way of a fresh writ action.

On 17 April 2012, the Kuala Lumpur High Court has re-scheduled the case management to 27 April 2012.

Annual Report 2012 Puncak Niaga Holdings Berhad


399

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(f) ABASS

Kuala Lumpur High Court Writ Summons No: 22NCC-543-2011

SYABAS has been served with a Writ and Statement of Claim (Statement of Claim) dated 28 March 2011 from the
solicitors acting for ABASS on 30 March 2011.

In the Statement of Claim, ABASS is claiming against SYABAS for, inter alia, the following:

i) A declaration that SYABAS is liable to make full payment on all invoices issued by ABASS pursuant to the
Privatization Cum Concession Agreement dated 9 December 2000, the Supplemental Agreements dated
10 February 2001, 28 August 2001 and 15 February 2005 and the Novation Agreement dated 15 February 2005
particularly in accordance to Section 4.04 (c) of the Novation Agreement and that SYABASs liability to make
payment in full is not in any way diminished or mitigated by reason of its right to make proportionate payment
to the water concessionaires;

ii) Judgment for the sum of RM149,478,553.02;

iii) An account of all payments due to ABASS in respect of invoices issued after the date of the Writ herein be taken
by the Honourable Court and an order that SYABAS do pay ABASS all such sums found to be due on the taking
of such account;

iv) Interest on the outstanding amount of the invoices for the months from January 2010 to October 2010 at the rate
of 1% per annum plus the base lending rate of Malayan Banking Berhad calculated on daily basis until the date
of full payment by SYABAS;

v) Interest on the outstanding amount of the previous outstanding invoices for the months from June 2006 to
December 2009 in the sum of RM6,218,522.57;

vi) Alternative to prayers (3) and (4) above, interest at the rate of 8% per annum on the outstanding amount of
each of the outstanding invoices to be calculated from the respective due date until the date of full payment by
SYABAS;

vii) Damages for breach of contract; and

viii) Costs.

SYABAS is required to enter appearance within 8 days from 30 March 2011 and the Court fixed the matter for
Case Management on 12 April 2011.

SYABAS solicitors filed the Memorandum of Appearance in relation to the Suit on 4 April 2011 and the same had
been served on the Plaintiffs solicitors on 5 April 2011.

Puncak Niaga Holdings Berhad Annual Report 2012


400

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(f) ABASS (continued)

Kuala Lumpur High Court Writ Summons No: 22NCC-543-2011 (continued)

The High Court fixed the matter for Case Management on 12 April 2011. At the Case Management on 12 April 2011,
the High Court fixed a further Case Management on 30 May 2011 in order for SYABAS to file its Defence latest by
6 May 2011 and for ABASS to file its reply (if any).

SYABAS Defence and Counterclaim had been filed in Court and a copy thereof served on the solicitors of Konsortium
Abass respectively, on 6 May 2011.

The matter came up for Case Management on 30 May 2011 and the Court has fixed 7 July 2011 for Mention pending
SYABAS reply to the Plaintiffs Reply & Defence to counterclaim.

At the Case Management held on 7 July 2011, the Court fixed the next Case Management on 29 July 2011 for the
defendant to file a reply affidavit to the plaintiffs application pursuant to Order 33 Rule 2 Rules of the High Court
1980 for certain preliminary issues to be heard before the trial of other questions or issues in the action, and also for
the defendant to serve the application for leave to issue a third party notice on the relevant parties.

At the Case Management on 29 July 2011 the High Court fixed a further Case Management date on 26 August 2011
to fix a hearing date for the plaintiffs application pursuant to Order 33 Rule 2 Rules of the High Court 1980 for certain
preliminary issues to be heard before the trial of other questions or issues in the action, and also for the defendants
application for leave to issue a third party notice on the relevant parties.

On 29 July 2011, SYABAS had filed a reply affidavit to the plaintiffs application pursuant to Order 33 Rule 2 Rules
of the High Court 1980 for certain preliminary issues to be heard before the trial of other questions or issues in the
action, and had served the application for leave to issue a Third Party Notice on the relevant parties.

The High Court has further fixed 19 August 2011 for the plaintiff to file a reply affidavit and for SYABAS to reply,
if any, on 26 August 2011. The High Court has also fixed a further Case Management date on 26 August 2011 for
the High Court to fix a hearing date and on 11 August 2011, the High Court also fixed 26 August 2011 for the plaintiff
to file its reply affidavit in respect of the plaintiffs application pursuant to Order 33 Rule 2 and also the defendants
application for leave to issue a third party notice. On the same case management date, the defendant is to inform
the High Court whether it wishes to file any further affidavits in respect of the three applications.

At the case management held on 26 August 2011, the High Court has fixed the next case management on
26 September 2011 for the defendant to file its reply affidavits and for the parties to exhaust all their affidavits in
respect of the plaintiffs application pursuant to Order 33 Rule 2, the defendants application for leave to issue a third
party notice and also the defendants application to amend the Defence and Counterclaim.

Annual Report 2012 Puncak Niaga Holdings Berhad


401

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(f) ABASS (continued)

Kuala Lumpur High Court Writ Summons No: 22NCC-543-2011 (continued)

At the case management held on 26 September 2011, the High Court has fixed the next case management on
5 October 2011 to fix a hearing date in respect of the plaintiffs application pursuant to Order 33 Rule 2,
the defendants application for leave to issue a third party notice and also the defendants application to amend
the Defence and Counterclaim.

At the case management held on 5 October 2011, the High Court has fixed the hearing on 21 October 2011 in
respect of the defendants application for leave to issue a third party notice and also the defendants application to
amend the Defence and Counterclaim and further fixed the hearing on 21 November 2011 in respect of the plaintiffs
application pursuant to Order 33 Rule 2.

On 21 October 2011, the High Court has fixed 31 October 2011 for Decision in respect of the defendants application
for leave to issue a third party notice and the defendants application to amend the Defence and Counterclaim.
On 31 October 2011, the Court was postponed the Decision in respect of the defendants applications for leave
to issue a third party notice and the application to amend the Defence and Counterclaim to 3 November 2011.
The High Court had on 3 November 2011 allowed both the defendants application for leave to issue a third party notice
and the application to amend the Defence and counterclaim. The High Court fixed a further case management date
on 17 November 2011 to enable the defendant to serve the third party notice on the State Government of Selangor
and to deliver the Amended Defence and Counterclaim. The plaintiff had appealed to the Judge in chambers against
the decisions of the High Court to allow SYABAS application for leave to issue a third party notice and application
to amend the Defence and counterclaim. The Court has fixed both appeals for hearing on 23 November 2011.

Pursuant to the Third Party (Selangor State Government) filing the memorandum of appearance on
17 November 2011, the matter is now fixed for further case management on 23 November 2011 for SYABAS to file
the Summons for Third Party Directions. On 21 November 2011, the High Court had adjourned the hearing for the
Plaintiffs application pursuant to Order 33 Rule 2 to 13 January 2012.

At the hearing held on 13 January 2012, pursuant to the Plaintiffs application for trial of the preliminary issues
pursuant to Order 33 Rule 2, the High Court had adjourned the matter pending the disposal of the hearing of
the motion for clarification by SPLASH at the Court of Appeal and the leave to appeal at the Federal Court.
The case was fixed for mention on 13 February 2012.

The plaintiffs Notices of Appeal to the Judge in chambers against the decisions of the High Court on
3 November 2011 came up for hearing on 23 November 2011. After hearing submission from the counsel, the High
Court adjourned the matter for decision on 8 December 2011. At the case management held on 23 November 2011,
the High Court was informed that the Summons for Third Party Directions was filed on 23 November 2011 and
the matter was fixed for hearing on 30 November 2011.

Puncak Niaga Holdings Berhad Annual Report 2012


402

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(f) ABASS (continued)

Kuala Lumpur High Court Writ Summons No: 22NCC-543-2011 (continued)

At the hearing held on 30 November 2011, for the Summons for Third Party Directions, the Kuala Lumpur High Court
ordered that:-

i) The defendant serve its Statement of Claim on the Third Party within fourteen (14) days from 30 November 2011,
who shall plead thereto within fourteen (14) days;

ii) The Third Party be at liberty to appear at the trial of this action and take such part as the Judge shall direct, and
be bound by the result of the trial;

iii) The question of liability of the Third Party to indemnify the defendant be tried at the trial of this action,
but subsequent thereto; and

iv) The costs of this application be costs in the cause and in the Third Party proceedings.

The High Courthad fixeda further case managementon 5 January 2012.

On 8 December 2011, the High Court had dismissed the plaintiffs Notices of Appeal against the decisions dated
3 November 2011 in allowing the defendants application to issue a third party notice and to amend the Defence and
counterclaim, with costs awarded to the defendant.

SYABAS Statement of Claim on the Third Party was filed in Court and served on the plaintiffs and Third Partys
solicitors on 14 December 2011.

At the case management held on 5 January 2012, the Court had fixed the next case management on
20 January 2012 for the defendant to file a reply to the Third Partys defence.

At the case management held on 20 January 2012, the High Court had fixed the trial dates tentatively on
19 March 2012 to 21 March 2012. The High Court also fixed the case management for the matter on
13 February 2012, 5 March 2012 and 12 March 2012, pending the outcome of the Plaintiffs application for trial of
preliminary issues pursuant to Order 33 Rule 2 which was fixed for mention on 13 February 2012.

The Defendant had been served with a sealed copy of the State Governments application to set aside the
Third Party notice and statement of claim by the Defendant on 2 February 2012. The application was fixed for
case management on 13 February 2012.

At the case management held on 13 February 2012 in relation to the State Governments application to set aside the
Third Party notice and Statement of Claim by the Defendant, the High Court had fixed the matter for further case
management on 5 March 2012.

Annual Report 2012 Puncak Niaga Holdings Berhad


403

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(f) ABASS (continued)

Kuala Lumpur High Court Writ Summons No: 22NCC-543-2011 (continued)

At the case management held on 13 February 2012 in relation to the State Government of Selangors application
to set aside the Third Party notice and Statement of Claim by the Defendant, the High Court had fixed the matter
for further case management on 5 March 2012. At the case management held on 5 March 2012, as the Judge had
recused himself, the High Court would transfer the matter to another court and inform the Parties once new dates
are fixed for the said matter. The Companys solicitors had on 15 March 2012 informed that the High Court had by
way of letter dated 14 March 2012 informed the Parties that the case would be heard by a new Judge and the matter
was fixed for case management on 16 March 2012. At the case management held on 16 March 2012, the High Court
had fixed the matter for further case management on 20 April 2012.

In the PNHBs earlier separate announcements on the SPLASH case (KL High Court Civil Suit No. D-22NCC-398-2009),
the Court of Appeal had fixed 20 February 2012 for clarification of its decision dated 30 June 2011 and that the
application for leave by SPLASH to appeal to the Federal Court arising from the decision of the Court of Appeal
dated 30 June 2011 had been fixed for case management on 23 February 2012 at the Federal Court.

At the mention held on 13 February 2012, the High Court had adjourned the matter in relation to the Plaintiffs
application for trial of preliminary issues pursuant to Order 33 Rule 2 to 5 March 2012, pending the clarification at the
Court of Appeal and the case management at the Federal Court in the SPLASH case. On 5 March 2012, the learned
Judge recused himself from hearing the matter in relation to the Plaintiffs application for trial of preliminary issues
pursuant to Order 33 Rule 2. Accordingly, the case will be referred for transfer to another court and a new date to
be advised by the High court Registry in due course. The trial dates tentatively fixed from 19 to 21 March 2012 had
been vacated.

The High Court had by way of a letter dated 14 March 2012 informed the Parties that the case would be heard by a
new Judge and the matter is fixed for Case Management on 16 March 2012 which was subsequently further fixed to
20 April 2012.

On 20 April 2012, the parties informed the Court that they have no objection that the learned Judge is hearing the
matter. The Court directed as follows:

(a) The application by the Third Party Notice and the Statement of Claim against the Third Party is fixed for Hearing
on 28 June 2012 with submissions in reply (if any) to be filed on or before 15 June 2012; and

(b) The Plaintiffs application for Trial of Preliminary Issues pursuant to Order 33 Rule 2 is fixed for Hearing on
10 August 2012.

The Plaintiffs application for Interim Payment is fixed for Mention on 10 August 2012.

Puncak Niaga Holdings Berhad Annual Report 2012


404

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(f) ABASS (continued)

Kuala Lumpur High Court Writ Summons No: 22NCC-543-2011 (continued)

On 28 June 2012, the High Court had fixed the application by the Third Party to set aside the Third Party Notice and
the Statement of Claim against the Third Party for further hearing on 3 July 2012.

At the hearing held on 3 July 2012 in relation to the application by the Third Party to set aside the Third Party
Notice and the Statement of Claim against the Third Party, the High Court had adjourned the matter to 31 July 2012
for decision.

On 31 July 2012, the High Court had allowed the Third Partys application to set aside the Third Party Notice and
the Statement of Claim issued against the Third Party by the Defendant with costs of RM10,000.00 and SYABAS is
currently taking legal advice on whether to appeal the decision to the Court of Appeal.

SYABAS solicitors had on 2 August 2012 filed the Notice of Appeal at the Court of Appeal against the decision
by the High Court on 31 July 2012 to allow the Third Partys application to set aside the Third Party Notice and
Statement of Claim filed by SYABAS against the Third Party.

At the hearing held on 10 August 2012 on the plaintiffs application for Trial of Preliminary Issues pursuant to Order
33 Rule 2 (Application), the High Court had adjourned the Application for continued hearing on 23 August 2012 and
had also fixed the Application for decision on 3 September 2012.

The High Court had also at the mention held on 10 August 2012 on the plaintiffs application for Interim Payment,
fixed the next mention on 3 September 2012.

On 3 September 2012, the High Court had allowed the plaintiffs application for Trial of Preliminary Issues pursuant
to Order 33 Rule 2 (Application) with costs in the cause with directions. The Kuala Lumpur High Court had further
fixed the matter for case management on 5 September 2012 to fix trial dates.

The High Court had at the mention held on 3 September 2012 on the plaintiffs application for Interim Payment,
fixed the matter for case management on 5 September 2012.

At the case management held on 5 September 2012 on the plaintiffs application for Trial of Preliminary Issues
pursuant to Order 33 Rule 2, SYABAS solicitors informed the Kuala Lumpur High Court that by a Notice of Assignment
dated 15 August 2012, SYABAS was informed by the plaintiff that by a Deed of Assignment dated 10 August 2012,
the plaintiff had assigned to Maybank Investment Bank Berhad its rights title and interest under the Novation
Agreement dated 15 February 2005 and in view of this latest development, SYABAS will be making an application to
re-amend its defence and counterclaim.

The High Court had adjourned the case management of the action and the plaintiffs application for Interim Payment
to 2 October 2012, pending filing of SYABAS application to re-amend its defence and counterclaim.

Annual Report 2012 Puncak Niaga Holdings Berhad


405

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(f) ABASS (continued)

Kuala Lumpur High Court Writ Summons No: 22NCC-543-2011 (continued)

At the case management held on 13 September 2012, the Court of Appeal had fixed the matter in relation to
the appeal made by SYABAS against the decision by the Kuala Lumpur High Court on 31 July 2012 allowing the
Third Partys application to set aside the Third Party Notice and Statement of Claim filed by SYABAS against the
Third Party, for hearing on 27 November 2012. The Court of Appeal also directed that the appeal record be filed on
or before 27 September 2012.

On 2 October 2012, the High Court had fixed 8 November 2012 for hearing of SYABAS application to re-amend its
defence and counterclaim to enable parties to exhaust the filing of affidavits and fixed the next case management
of the action and the plaintiffs application for Interim Payment on 8 November 2012.

On 8 November 2012, the High Court had allowed SYABAS application to re-amend its defence and counterclaim
with costs in the cause. The High Court had directed SYABAS to re-amend its defence and counterclaim within
seven (7) days from today. The High Court had given the plaintiff the liberty to make consequential amendments
to its amended reply to defence and defence to counterclaim within fourteen (14) days from the date of service of
SYABAS re-amended defence and counterclaim.

The High Court also fixed the trial dates on 22 April 2013, 23 April 2013 and 24 April 2013 and case management of
the action and the plaintiffs application for Interim Payment on 30 November 2012.

On 26 November 2012, following the application made by the counsel of Selangor State Government to the Court
of Appeal on 20 November 2012, SYABAS solicitors were informed by the counsel of Selangor State Government
vide a letter dated 23 November 2012 that the Court of Appeal had granted adjournment and vacated the hearing
fixed on 27 November 2012 in relation to the appeal made by SYABAS against the decision by the High Court on
31 July 2012 allowing the Third Partys application to set aside the Third Party Notice and Statement of Claim filed
by SYABAS against the Third Party, to a date to be fixed by the Court of Appeal in due course.

At the case management held on 30 November 2012, the High Court had fixed further case management on
4 January 2013 for the Plaintiffs application for Interim Payment and the Plaintiff to file the Re-amended Reply and
Defence to counter claim.

On 7 December 2012, SYABAS has been informed by its solicitors on even date that the Court of Appeal had fixed
the hearing for the appeal made by SYABAS against the decision by the High Court on 31 July 2012 allowing the
Third Partys application to set aside the Third Party Notice and Statement of Claim filed by SYABAS against the
Third Party on 7 January 2013.

Puncak Niaga Holdings Berhad Annual Report 2012


406

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(f) ABASS (continued)

Kuala Lumpur High Court Writ Summons No: 22NCC-543-2011 (continued)

At the case management held on 4 January 2013, the High Court had fixed 12 March 2013 for the following:

i) Case management for the Plaintiffs application for Interim Payment;

ii) Hearing for SYABAS application to strike out the Plaintiffs claim; and

iii) Case management of the main action.

The Court of Appeal had adjourned the hearing fixed on 7 January 2013 for the appeal made by SYABAS against the
decision by the High Court on 31 July 2012 allowing the Third Partys application to set aside the Third Party Notice
and Statement of Claim filed by SYABAS against the Third Party to 21 January 2013.

At the hearing held on 21 January 2013, the Court of Appeal had dismissed the appeal made by SYABAS against the
decision by the High Court on 31 July 2012 allowing the Third Partys application to set aside the Third Party Notice
and Statement of Claim filed by SYABAS against the Third Party with cost. SYABAS is currently seeking advice from
its solicitors on the next course of action arising from the said decision.

On 20 February 2013, SYABAS filed the notice of motion for leave to appeal against the decision made by the Court
of Appeal on 21 January 2013 to the Federal Court.

The High Court had on 12 March 2013 adjourned the hearing for SYABAS application to strike out the Plaintiffs
claim to 20 March 2013 to enable the parties to prepare their submissions in reply and had also fixed 20 March 2013
for the following:-

i) case management for the Plaintiffs application for Interim Payment; and

ii) case management of the main action.

The matters at the High Court on 20 March 2013 was fixed for the following:-

i) hearing of SYABAS application to strike out the Plaintiffs claim;

ii) the Plaintiffs application to stay proceedings and to strike out SYABAS application to strike out the Plaintiffs
claim and SYABAS Defence and counterclaim;

iii) case management of the main action; and

iv) case management on the Plaintiffs application for Interim Payment.

Annual Report 2012 Puncak Niaga Holdings Berhad


407

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(f) ABASS (continued)

Kuala Lumpur High Court Writ Summons No: 22NCC-543-2011 (continued)

The High Court had adjourned the proceedings to 29 March 2013 for case management to enable the parties
to exhaust their affidavits and to revert to the Kuala Lumpur High Court if the parties are proceeding with the
applications. This is pursuant to the Plaintiff serving their application to stay proceedings and to strike out SYABAS
application to strike out the Plaintiffs claim and SYABAS Defence and counterclaim on 19 March 2013 following
which SYABAS had on 20 March 2013 filed their affidavit in reply.

At the case management held on 27 March 2013, the Federal Court had fixed 28 August 2013 for hearing of SYABAS
motion for leave to appeal against the decision of the Court of Appeal dated 21 January 2013.

At the case management held on 29 March 2013, the parties informed the Kuala Lumpur High Court that they
are proceeding with SYABAS application to strike out the Plaintiffs claim and the Plaintiffs application to stay
proceedings and to strike out SYABAS application to strike out the Plaintiffs claim and SYABAS Defence and
Counterclaim.

The High Court has now fixed the case management for both the applications on 17 April 2013. As the Trial has
been fixed on 22 April 2013, 23 April 2013 and 24 April 2013, the High Court fixed case management for the Trial on
8 April 2013 and 17 April 2013.

At the case management held on 8 April 2013, the High Court had fixed SYABAS application to strike out the
Plaintiffs claim and the Plaintiffs application to stay proceedings and to strike out SYABAS application to strike out
the Plaintiffs claim and SYABAS Defence and Counterclaim for hearing on 24 April 2013. The High Court maintained
the case management for both the applications on 17 April 2013, as previously announced.

The High Court vacated the case management for Trial on 17 April 2013 and the Trial dates fixed on 22 April 2013,
23 April 2013 and 24 April 2013 pending the disposal of SYABAS application for leave to appeal at the Federal Court which
has been fixed for hearing on 28 August 2013 and further fixed the case management for Trial on 4 September 2013.

At the case management held on 17 April 2013, the Kuala Lumpur High Court had vacated the hearing fixed on
24 April 2013 in respect of the following:

i) SYABAS application to strike out the Plaintiffs Writ of Summons & Statement of Claim dated 28 March 2011
filed based on the assignment given by the Plaintiff to the Security Agent vide Deed of Assignment dated
23 August 2012 whereby the Plaintiff has absolutely and irrevocably assigned its right to receive payments from
the Defendant to the Security Agent; and

ii) the Plaintiffs application to stay proceedings and to strike out SYABAS application to strike out Plaintiffs claim
and SYABAS Defence and Counterclaim pursuant to the Plaintiffs contention that SYABAS has similarly executed
an assignment of its legal rights, title, benefits and interest of its assigned properties to SYABAS Security Agent.

Puncak Niaga Holdings Berhad Annual Report 2012


408

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(f) ABASS (continued)

Kuala Lumpur High Court Writ Summons No: 22NCC-543-2011 (continued)

The Kuala Lumpur High Court had further fixed the case management on the abovementioned applications on
4 September 2013 pending the disposal of SYABAS application for leave to appeal at the Federal Court against the
decision made by the Court of Appeal dated 21 January 2013, whereby the Court of Appeal had dismissed SYABAS
appeal against the decision of the Kuala Lumpur High Court on 31 July 2012 in allowing the Third Partys application
to set aside the Third Party Notice and Statement of Claim filed by SYABAS against the Third Party.

(g) Kerajaan Negeri Selangor (State Government)

Kuala Lumpur High Court Suit No: 22NCC-1478-09/2011 - SYABAS vs State Government

On 8 September 2011, SYABAS has instituted legal proceedings against the State Government via the filing of a Writ
and Statement of Claim at the High Court for a sum of RM1,054,208,382 being compensation from 1 January 2009
to 31 March 2011 from the State Government under the term of the Concession Agreement dated 15 December 2004
between SYABAS, the Federal Government and the State Government.

In the Statement of Claim, SYABAS is praying for the following Orders:-

i) A declaration that upon a true construction of the Concession Agreement dated 15 December 2004,
there is a sum of RM1,054,208,382.00 due and owing from the State Government to SYABAS for the period
from 1 January 2009 to 31 March 2011;

ii) That the State Government do pay the said sum of RM1,054,208,382.00 to SYABAS forthwith upon making of
the Order;

iii) Costs of the action be paid by the State Government to SYABAS in any event; and

iv) Such further or other relief or remedy as the Court shall deem just.

At the case management held on 10 October 2011, the State Governments solicitors informed the High Court
that the Memorandum of Appearance was filed on 30 September 2011 and an application for leave to file
Defence was filed in the Kuala Lumpur High Court on 10 October 2011. The Court then fixed a further case management
on 4 November 2011 for further directions. On 14 October 2011, the Court allowed the defendant to file the Defence
latest by 4 November 2011 and the plaintiff to file the Reply latest by 18 November 2011. The Court maintained
the case management scheduled on 4 November 2011 to monitor the progress of the suit. On 4 November
2011, the State Governments solicitors informed the Court that the Defence was filed on 4 November 2011.
The Court directed SYABAS to file the notice to attend pre-trial case management after filing the Reply by
18 November 2011. The Court fixed the next case management on 29 November 2011.

Annual Report 2012 Puncak Niaga Holdings Berhad


409

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(g) Kerajaan Negeri Selangor (State Government) (continued)

Kuala Lumpur High Court Suit No: 22NCC-1478-09/2011 - SYABAS vs State Government (continued)

On 21 November 2011, SYABAS Reply had been filed in the High Court and served on the defendants solicitors on
18 November 2011.

At the case management held on 29 November 2011, the High Court had fixed a further case management on
14 December 2011 for SYABAS to file the notice to attend pre-trial case management upon the close of pleadings
and for the State Government to apply for leave to issue a third party notice against the Federal Government.

The matter which came up for case management on 14 December 2011 was fixed for mention on 23 December 2011
in order to fix a hearing date for the defendants application for leave to issue a Third Party Notice against the Federal
Government, which was filed in Court on 14 December 2011.

At the mention held on 23 December 2011, the Federal Government had objected to the defendants application for
leave to issue a Third Party Notice against the Federal Government. The High Court had fixed the matter for another
case management on 26 January 2012 and hearing on 16 February 2012.

At the case management held on 26 January 2012 for the defendants application to issue a third party notice
(in Enclosure 13), the High Court had fixed 8 February 2012 for the plaintiff to file in an affidavit in reply to the
defendants affidavit dated 25 January 2012 and further fixed 13 February 2012 for parties to file their respective
submissions simultaneously. The hearing date previously fixed on 16 February 2012 was maintained.

At the hearing held on 16 February 2012, the Defendants application for leave to issue a Third Party Notice against
the Federal Government (Application), the High Court had allowed the Defendants Application with no order as to
cost and had further fixed the matter for case management for Third Party Direction on 5 March 2012, and Trial of
the main Suit on 29 May 2012 and 30 May 2012, respectively.

On 5 March 2012, the Kuala Lumpur High Court had fixed the matter for case management on 28 March 2012 to
allow the State Government and the Federal Government to file and serve their respective pleadings in the third
party proceedings.

On 28 March 2012, the Kuala Lumpur High Court had fixed the matter for further case management on 17 April 2012
to allow the parties to finalise the issues to be tried, bundle of documents and list of witnesses. The High Court had
also fixed two (2) further trial dates for the matter on 14 and 15 June 2012 in addition to the 29 and 30 May 2012
which had been fixed earlier. The High Court had rescheduled the call management for application of the Defendant
to 27 April 2012 which was subsequently adjourned to 30 April 2012.

The Kuala Lumpur High Court had fixed the matter for further case management on 8 May 2012 and 15 May 2012.

Puncak Niaga Holdings Berhad Annual Report 2012


410

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(g) Kerajaan Negeri Selangor (State Government) (continued)

Kuala Lumpur High Court Suit No: 22NCC-1478-09/2011 - SYABAS vs State Government (continued)

At the case management held on 15 May 2012 which was heard together with the hearing fixed for the application
to amend the Statement of Claim filed by SYABAS on 14 May 2012, the Kuala Lumpur High Court had fixed a further
hearing date on 22 May 2012 to allow the parties to file and serve their respective affidavits. The case management
is also fixed on the same date.

At the case management held on 22 May 2012 on the application to amend the Statement of Claim filed by SYABAS,
the High Court had adjourned the matter to 25 May 2012 for decision.

On 25 May 2012, the High Court had adjourned the decision on the application to amend the Statement of Claim
filed by SYABAS to 29 May 2012 to allow the parties to further deliberate and submit on the matter. The trial dates
fixed on 29 May 2012 and 30 May 2012 as announced earlier are now vacated for the aforementioned purpose.
The trial dates fixed on 14 June 2012 and 15 June 2012 remain unchanged.

On 29 May 2012, the High Court had allowed the application to amend the Statement of Claim filed by SYABAS and
further fixed the matter for case management on 14 June 2012. The trial dates of 14 June 2012 and 15 June 2012 as
announced previously have been vacated.

The High Court has further fixed 4 September 2012, 6 September 2012 and 7 September 2012 as the new trial dates.

At the case management held on 14 June 2012, the High Court had fixed three (3) additional trial dates on
30 October 2012, 31 October 2012 and 1 November 2012 respectively. The High Court had further directed the
parties to file additional bundle of documents (if any) and the issues to be tried on or before 31 July 2012, and their
respective witness statements one (1) week before the trial.

On 22 June 2012, the Defendant has filed an appeal to the Court of Appeal against the Order dated 29 May 2012 of
the High Court allowing the Plaintiffs application to amend the Statement of Claim.

On 28 June 2012, the Court of Appeal had fixed the Defendants appeal against the Order dated 29 May 2012
of the High Court allowing SYABAS application to amend the Statement of Claim, for Case Management on
12 July 2012.

At the case management held on 12 July 2012 for the Defendants appeal against the Order dated 29 May 2012 of
the High Court allowing SYABAS application to amend the Statement of Claim, the Court of Appeal had fixed the
matter for further case management on 14 August 2012 for further direction.

The Court of Appeal had also directed the Defendant to file in the Record of Appeal by 9 August 2012.

Annual Report 2012 Puncak Niaga Holdings Berhad


411

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(g) Kerajaan Negeri Selangor (State Government) (continued)

Kuala Lumpur High Court Suit No: 22NCC-1478-09/2011 - SYABAS vs State Government (continued)

On 14 August 2012, the Court of Appeal had fixed the hearing for the Defendants appeal against the Order dated
29 May 2012 of the Kuala Lumpur High Court allowing SYABAS application to amend the Statement of Claim on
8 October 2012. The Court of Appeal also directed the parties to file their respective written submission on or before
24 September 2012.

The Kuala Lumpur High Court had via letter dated 13 August 2012 fixed the matter for case management on
16 August 2012.

At the case management held on 16 August 2012, the solicitors for the Defendant had requested for the trial dates
on 4 September 2012, 6 September 2012 and 7 September 2012 to be vacated pending disposal of the Defendants
appeal against the Order dated 29 May 2012 of the Kuala Lumpur High Court allowing SYABAS application to
amend the Statement of Claim (Appeal). The Appeal is fixed for hearing at the Court of Appeal on 8 October 2012,
as previously announced by the Company on 14 August 2012.

The High Court agreed to vacate the trial dates on 4 September 2012 and 7 September 2012. The witness
for SYABAS will give evidence in chief on 6 September 2012. The trial will continue on 30 October 2012,
31 October 2012, and 1 November 2012 respectively. The parties are to file their respective witness statements one
(1) week before the commencement of the trial.

The trial held on 6 September 2012 had been adjourned to 30 October 2012, 31 October 2012 and 1 November 2012,
the trial dates previously fixed and announced on 17 August 2012, pending the Plaintiff and the Third Party to file in
their respective supplementary/fresh witness statements.

At the hearing held on 8 October 2012 for the State Governments appeal against the Order dated 29 May 2012 of
the High Court allowing SYABAS application to amend the Statement of Claim (Appeal), the Court of Appeal had
allowed the Appeal with costs.

On 15 October 2012, SYABAS solicitors had filed a motion for leave at the Federal Court to appeal against the
decision made by the Court of Appeal dated 8 October 2012. The Federal Court had also fixed the motion for hearing
on 23 October 2012.

At the hearing held on 23 October 2012, the Federal Court had granted leave to SYABAS to appeal to the Federal
Court against the decision made by the Court of Appeal dated 8 October 2012 (Appeal). The Federal Court had
also directed for an early date to be fixed for the hearing of the Appeal. Pursuant to the leave granted by the Federal
Court, SYABAS will instruct its solicitors to proceed with the filing of the relevant notice of appeal and appeal record.

Puncak Niaga Holdings Berhad Annual Report 2012


412

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(g) Kerajaan Negeri Selangor (State Government) (continued)

Kuala Lumpur High Court Suit No: 22NCC-1478-09/2011 - SYABAS vs State Government (continued)

In view of the fact that the Federal Court had on 23 October 2012 granted leave to SYABAS to appeal to the
Federal Court against the decision dated 8 October 2012 of the Court of Appeal (which allowed the defendants
appeal against the decision of the High Court on 29 May 2012 granting leave to SYABAS to amend its claim),
the High Court had on 30 October 2012 adjourned the trial fixed for 30 October 2012, 31 October 2012 and
1 November 2012 pending the outcome of SYABAS appeal to the Federal Court. The High Court had fixed new
trial dates on 11 January 2013, 13 February 2013, 14 February 2013 and 15 February 2013 and also fixed case
management on 17 December 2012 for the parties to inform the Kuala Lumpur High Court on the outcome of
SYABAS appeal to the Federal Court.

On 20 November 2012, the Federal Court had fixed SYABAS appeal to the Federal Court against the decision made
by the Court of Appeal dated 8 October 2012, for case management on 22 November 2012.

At the case management held on 22 November 2012, the Federal Court had fixed 10 December 2012 for further case
management pending the extraction of the notes of evidence and the grounds of judgment delivered by the Court of
Appeal on 8 October 2012.

At the case management held on 10 December 2012, the Federal Court had fixed 31 January 2013 for hearing of the
appeal against the decision delivered by the Court of Appeal on 8 October 2012.

At the case management held on 17 December 2012, the High Court had vacated the trial date fixed on
11 January 2013 and maintained the trial dates on 13 February 2013, 14 February 2013 and 15 February 2013.

The High Court had also fixed the case management on 4 February 2013 for the parties to inform KLHC on the
outcome of SYABAS appeal to the Federal Court which has been fixed for hearing on 31 January 2013.

On 31 January 2013, the hearing for the appeal against the decision delivered by the Court of Appeal on
8 October 2012 had been vacated by the Federal Court to a date to be fixed in due course following re-arrangement
of cases by the Federal Court.

On 4 February 2013, the Federal Court had fixed 6 February 2013 as the hearing date for the appeal against the
decision delivered by the Court of Appeal on 8 October 2012.

At the case management held on 4 February 2013, the High Court (KLHC) had vacated the Trial dates fixed on
13 February 2013, 14 February 2013 and 15 February 2013, as announced previously, on the request made by the
Defendants Solicitors. KLHC had fixed the new Trial dates on 1 July 2013, 2 July 2013, 3 July 2013, 4 July 2013,
8 July 2013, 9 July 2013 and 10 July 2013.

Annual Report 2012 Puncak Niaga Holdings Berhad


413

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(g) Kerajaan Negeri Selangor (State Government) (continued)

Kuala Lumpur High Court Suit No: 22NCC-1478-09/2011 - SYABAS vs State Government (continued)

KLHC had also fixed the case management on 15 February 2013 for the parties to inform KLHC on the outcome of
SYABAS appeal to the Federal Court which has been fixed for hearing on 6 February 2013.

At the hearing held on 6 February 2013, the Federal Court had allowed the appeal made by SYABAS against the
decision delivered by the Court of Appeal on 8 October 2012, which earlier dismissed SYABAS application to
amend the Statement of Claim and awarded cost to SYABAS.

The High Court postponed the case management fixed on 15 February 2013 to 28 February 2013.

At the case management held on 28 February 2013, the Kuala Lumpur High Court has maintained the Trial dates
on 1 July 2013, 2 July 2013, 3 July 2013, 4 July 2013, 8 July 2013, 9 July 2013 and 10 July 2013, as previously
announced.

The High Court had via a letter dated 8 April 2013 vacated the Trial dates on 1 July 2013, 2 July 2013,
3 July 2013, 4 July 2013, 8 July 2013, 9 July 2013 and 10 July 2013, as announced previously and has
now rescheduled the Trial to 2 September 2013, 3 September 2013, 4 September 2013, 5 September 2013,
9 September 2013, 10 September 2013 and 11 September 2013 accordingly.

(h) SPLASH vs State Government

Shah Alam High Court Civil Suit No : 21NCVC-34-2011 - SPLASH vs State Government

On 28 October 2011, SYABAS received a Third Party Notice issued by the State Government.

In the suit, SPLASH had commenced action against the State Government for the sum of RM563,732,669.62 together
with costs and interest. The State Government claims against the Company in the event of the State Governments
liability to SPLASH, an indemnity for the said sum together with costs and interest. The company is required to enter
appearance to the Third Party Notice within twelve (12) days of the service of the Notice and has appointed solicitors
to act on its behalf in the matter.

On 1 November 2011, the SYABASs solicitors had filed the memorandum of appearance to the Third Party Notice
at the Shah Alam High Court and served on the State Governments solicitor.

The Plaintiff had withdrawn the Writ of Summons dated 8 March 2012 with liberty to file afresh. As such, the Third
Party Notice dated 3 October 2011 filed by the Defendant against SYABAS to join SYABAS as third party in the main
suit is now rendered academic.

Puncak Niaga Holdings Berhad Annual Report 2012


414

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(h) SPLASH vs State Government (continued)

Shah Alam High Court Civil Suit No : 21NCVC-34-2011 - SPLASH vs State Government (continued)

On 14 April 2013, the High Court had via a letter dated 8 April 2013 vacated the Trial dates on 1 July 2013,
2 July 2013, 3 July 2013, 4 July 2013, 8 July 2013, 9 July 2013 and 10 July 2013, as announced previously and
has now rescheduled the Trial to 2 September 2013, 3 September 2013, 4 September 2013, 5 September 2013,
9 September 2013, 10 September 2013 and 11 September 2013 accordingly.

(i) PNSB vs SYABAS

Kuala Lumpur High Court Civil Suit No : 22NCC-1336-08/2012

On 30 August 2012, PNSB had instituted legal proceedings against SYABAS via the filing of a Writ of Summons and
Statement of Claim dated 30 August 2012 at the High Court for amount due for payment as of 30 April 2012 for the
supply and purchase of treated water. (Amount Due as of 30 April 2012).

In the Statement of Claim, PNSB is claiming the following:-

i) The Amount Due For Payment of RM1,211,156,583.09 being the unpaid due amount accrued as of 30 April 2012;
in the alternative, the Amount Due For Payment of RM1,072,725,761.32 being the unpaid due amount accrued as
of 30 April 2012;

ii) Alternatively, such other sum or sums as may be assessed by the Honourable Court to be due to the Plaintiff
from the Defendant as at 30 April 2012;

iii) Further, all sums arising and due to the Plaintiff from the Defendant under the provisions of the Water Supply
Agreements accruing after 30 April 2012 until the date of Judgment;

iv) Costs;

v) Interest;

vi) Such further and alternative reliefs as the Honourable Court deems fit and proper.

The solicitors of PNSB had on 4 September 2012 served on SYABAS the Writ of Summons and Statement of Claim
dated 30 August 2012 for Amount Due as of 30 April 2012.

The High Court has fixed the matter for case management on 21 September 2012.

Annual Report 2012 Puncak Niaga Holdings Berhad


415

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(i) PNSB vs SYABAS (continued)

Kuala Lumpur High Court Civil Suit No : 22NCC-1336-08/2012 (continued)

SYABAS solicitors had filed a Memorandum of Appearance on behalf of SYABAS on 14 September 2012 and the
said Memorandum of Appearance was served on PNSBs solicitors on 18 September 2012. At the Case Management
of this matter held on 21 September 2012, a further Case Management date of 8 November 2012 was fixed pending
SYABAS filing of its Statement of Defence. SYABAS filed its Statement of Defence on 17 October 2012 and had
subsequently filed the Amended Statement of Defence dated 25 October 2012.

On 30 October 2012, in addition to the Defence which was filed by the Defendant on 17 October 2012 as previously
announced, the Defendants Amended Defence dated 25 October 2012 had been served on the Plaintiffs solicitors
on 25 October 2012.

On 8 November 2012, the High Court had directed the Plaintiff to file its Reply to the Defendants Amended Defence
dated 25 October 2012 by 22 November 2012. The High Court had also fixed the next case management date on
3 December 2012.

At the case management held on 3 December 2012, the High Court had fixed the matter for further case management
on 16 January 2013 and 8 July 2013 and also fixed the trial dates on 15, 16, 17 and 18 July 2013.

(j) PNSB vs State Government

Kuala Lumpur High Court Originating Summons No. 24NCVC-369-02/2013

PNSB had on 18 February 2013 instituted legal proceedings against the Selangor State Government via the filing of
the relevant cause papers all dated 18 February 2013 at the High Court in relation to the Operation and Maintenance
Agreement dated 7 March 2008 in respect of the Sungai Sireh Water Treatment Plant between PNSB and the
Selangor State Government and the Novation Agreement dated 7 March 2008 in respect of the Sungai Sireh Water
Treatment Plant between PNSB, SYABAS and the Selangor State Government (the Agreements).

In the Originating Summons and the Notice of Application dated 18 February 2013, PNSB is seeking for the following:-

i) A declaration that the Agreements between PNSB and the Selangor State Government dated 7 March 2008 in
respect of the Sungai Sireh Water Treatment Plant between PNSB, SYABAS and the Selangor State Government
are valid and enforceable pursuant to the Water Services Industry Act 2006;

ii) An order against the Selangor State Government for specific performance of the Agreements;

iii) that the Selangor State Government whether by its servants, agents or howsoever be restrained from terminating
the Operation and Maintenance Agreement dated 7 March 2008 in respect of the Sungai Sireh Water Treatment
Plant between PNSB and the Selangor State Government and the Novation Agreement dated 7 March 2008 in
respect of the Sungai Sireh Water Treatment Plant between PNSB, SYABAS and the Selangor State Government;

Puncak Niaga Holdings Berhad Annual Report 2012


416

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

50. MATERIAL LITIGATIONS (CONTINUED)

(j) PNSB vs State Government (continued)

Kuala Lumpur High Court Originating Summons No. 24NCVC-369-02/2013 (continued)

iv) that the Selangor State Government whether by its servants, agents or howsoever be restrained from handing
over howsoever the operations and managements of the Sungai Sireh Water Treatment Plant as defined in the
Agreements to Konsortium Air Selangor Bhd or whomsoever;

v) Costs; and

vi) Such further or other relief as the Honourable Court deems just and fit.

The solicitors of PNSB had on 20 February 2013 served the Sealed Copy of Originating Summons, Sealed Copy of
Notice of Application and a copy of the Plaintiffs Affidavit in respect of the Suit on the Selangor State Government.

The High Court has fixed the matter for hearing on 11 March 2013.

At the hearing held on 11 March 2013, the High Court has directed as follows:-

i) That Parties are to exhaust the exchange of affidavits by 4 June 2013; and

ii) The Originating Summons has been fixed for hearing on 4 June 2013.

51. AUTHORISATION OF FINANCIAL STATEMENTS FOR ISSUE

The financial statements for the year ended 31 December 2012 were authorised for issue in accordance with a resolution
of the directors on 29 April 2013.

Annual Report 2012 Puncak Niaga Holdings Berhad


417

Notes to the
Financial Statements
For the financial year
ended 31 December 2012

52. SUPPLEMENTARY INFORMATION BREAKDOWN OF RETAINED EARNINGS INTO REALISED AND UNREALISED

The breakdown of the retained earnings of the Group and of the Company as at 31 December 2012 into realised and
unrealised profits is presented in accordance with the directive issued by Bursa Malaysia Securities Berhad dated
25 March 2010 and prepared in accordance with Guidance on Special Matter No. 1, Determination of Realised and
Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Securities Main Market Listing Requirements,
as issued by the Malaysian Institute of Accountants.

Group Company
RM RM

Total (accumulated losses)/retained earnings of the Company and its subsidiaries


- Realised (834,630,218) 473,905,759
- Unrealised 393,924,257 (29,136,589)

(440,705,961) 444,769,170
Total share of (accumulated losses) from associated companies:
- Realised (2,835)

Total share of retained earnings from jointly controlled entities:


- Realised 1,104,156

(439,604,640) 444,769,170

Less: Consolidation adjustments 710,846,016

Total group retained earnings as per consolidated accounts 271,241,376 444,769,170

Puncak Niaga Holdings Berhad Annual Report 2012


418

Distribution
Schedule of
Equity Securities
as at 25 April 2013

ANALYSIS OF SHAREHOLDINGS

Authorised Share Capital : RM1,300,000,000.00


Issued And Paid-Up Share Capital : RM411,142,895.00 comprising 411,142,895 ordinary shares of RM1.00 each
Class of Shares : Ordinary shares of RM1.00 each
Voting Rights : One vote per ordinary share

DISTRIBUTION OF SHAREHOLDINGS

Shareholders No. of Shares Held


Malaysian Foreigner Total Malaysian Foreigner Total
Size of Shareholdings No % No % No % No % No % No %

Less than 100 463 5.40 5 0.06 468 5.46 12,419 * 154 * 12,573 *
100-1,000 1,271 14.83 9 0.10 1,280 14.93 927,471 0.23 5,645 * 933,116 0.23
1,001-10,000 5,109 59.60 78 0.91 5,187 60.51 19,150,937 4.68 330,311 0.08 19,481,248 4.76
10,001-100,000 1,293 15.08 69 0.81 1,362 15.89 40,723,402 9.95 3,033,686 0.74 43,757,088 10.69
100,001-20,455,303 231# 2.69# 39 0.45 270# 3.14# 155,479,383# 38.01# 20,363,750 4.98 175,843,133# 42.99#
(less than 5% of the
issued share capital)
20,455,304 6 0.07 0 0 6 0.07 169,078,937 41.33 0 0 169,078,937 41.33
(5% of the issued
share capital) and above

TOTAL 8,373# 97.67# 200 2.33 8,573# 100.00# 385,372,549# 94.20# 23,733,546 5.80 409,106,095# 100.00#
Notes :
* Negligible
# Excluding a total of 2,036,800 PNHB Shares bought back by PNHB and retained as treasury shares as at 25 April 2013.

LIST OF TOP THIRTY SECURITIES ACCOUNT HOLDERS AS PER RECORD OF DEPOSITORS


(Without aggregating the securities from different securities accounts belonging to the same Depositors)

% of Issued and
No Name of Shareholder No. of Shares Held Paid-Up Share Capital #

1. CIMB Group Nominees (Tempatan) Sdn Bhd 39,000,000 9.53


Pledged Securities Account For Corporate Line (M) Sdn Bhd (WWE Holdings)

2. RHB Capital Nominees (Tempatan) Sdn Bhd 33,000,700 8.07


Pledged Securities Account For Central Plus (M) Sdn Bhd (681055)

3. Central Plus (M) Sdn Bhd 27,359,537 6.69

4. Lembaga Tabung Haji 26,198,700 6.40

5. AmSec Nominees (Tempatan) Sdn Bhd 21,920,000 5.36


Pledged Securities Account Ambank (M) Berhad For Central Plus (M) Sdn Bhd

Note :
# Excluding a total of 2,036,800 PNHB Shares bought back by PNHB and retained as treasury shares as at 25 April 2013.

Annual Report 2012 Puncak Niaga Holdings Berhad


419

Distribution
Schedule of
Equity Securities
as at 25 April 2013

% of Issued and
No Name of Shareholder No. of Shares Held Paid-Up Share Capital #

6. HLIB Nominees (Tempatan) Sdn Bhd 21,600,000 5.28


Pledged Securities Account For Corporate Line (M) Sdn Bhd

7. UOBM Nominees (Tempatan) Sdn Bhd 19,900,000 4.86


Pledged Securities Account For Central Plus (M) Sdn Bhd (PCB)

8. Citigroup Nominees (Tempatan) Sdn Bhd 14,864,583 3.63


Employees Provident Fund Board

9. Citigroup Nominees (Tempatan) Sdn Bhd 7,912,400 1.93


Employees Provident Fund Board (CIMB PRIN)

10. AmanahRaya Trustees Berhad 7,209,640 1.76


Amanah Saham Wawasan 2020

11. TA Nominees (Tempatan) Sdn Bhd 5,250,000 1.28


Pledged Securities Account For Ong Siok Wan

12. Cartaban Nominees (Tempatan) Sdn Bhd 4,812,800 1.18


Exempt An For Eastspring Investments Berhad

13. Citigroup Nominees (Tempatan) Sdn Bhd 3,945,200 0.96


Kumpulan Wang Persaraan (Diperbadankan) (CIMB Equities)

14. Citigroup Nominees (Tempatan) Sdn Bhd 3,341,700 0.82


Employees Provident Fund Board (RHB INV)

15. Maybank Nominees (Tempatan) Sdn Bhd 3,006,100 0.73


Etiqa Takaful Berhad (Family PRF EQ)

16. Ng Yim Hoo 2,979,600 0.73

17. Maybank Nominees (Tempatan) Sdn Bhd 2,500,000 0.61


Pledged Securities Account For Corporate Line (M) Sdn Bhd
(41210162038A)

18. HSBC Nominees (Asing) Sdn Bhd 2,256,200 0.55


Exempt An For The Bank Of New York Mellon (Mellon Acct)

19. Kok Chew Leng 2,050,000 0.50

20. ECML Nominees (Tempatan) Sdn Bhd 2,000,000 0.49


Pledged Securities Account For Leong Kam Chee (002)

21. Maybank Nominees (Tempatan) Sdn Bhd 2,000,000 0.49


Etiqa Insurance Berhad (Life Par Fund)

22. Central Plus (M) Sdn Bhd 1,738,250 0.42


Note :
# Excluding a total of 2,036,800 PNHB Shares bought back by PNHB and retained as treasury shares as at 25 April 2013.

Puncak Niaga Holdings Berhad Annual Report 2012


420

Distribution
Schedule of
Equity Securities
as at 25 April 2013

% of Issued and
No Name of Shareholder No. of Shares Held Paid-Up Share Capital #

23. Rozali Bin Ismail 1,729,000 0.42


24. KAF Trustee Berhad 1,660,040 0.41
KAF Fund Management Sdn Bhd For KAF Seagroatt & Campbell Berhad

25. HSBC Nominees (Asing) Sdn Bhd 1,645,200 0.40


BNY Brussels For Powershares Global Water Portfolio

26. HSBC Nominees (Asing) Sdn Bhd 1,509,200 0.37


Exempt An For JPMorgan Chase Bank, National Association (U.S.A)

27. HLB Nominees (Tempatan) Sdn Bhd 1,500,000 0.37


Quek Sue Yian

28. Employees Provident Fund Board 1,494,000 0.37


29. M & A Nominee (Tempatan) Sdn Bhd 1,450,000 0.35
Pledged Securities Account For Sarah Pauline A/P Melkees (M&A)

30. DB (Malaysia) Nominee (Asing) Sdn Bhd 1,383,900 0.34


Exempt An For Deutsche Bank AG London (Prime Brokerage)

Total 267,216,750 65.30

Note :
# Excluding a total of 2,036,800 PNHB shares bought back by PNHB and retained as treasury shares as at 25 April 2013.

DIRECTORS INTEREST IN ORDINARY SHARES AS PER REGISTER OF DIRECTORS SHAREHOLDINGS

No of Shares Held in the Company


No Name Of Director Direct Interest %# Indirect Interest % #

1. YBhg Tan Sri Rozali Bin Ismail 1,729,000 0.42 167,037,114 + 40.83 +
2. YBhg Dato Ruslan Bin Hassan
3. YBhg Dato Ir Lee Miang Koi 10,000 **
4. YBhg Dato Syed Danial Bin Syed Ariffin
5. YBhg Tan Sri Dato Hari Narayanan Govindasamy
6. YBhg Tan Sri Dato Seri Dr Ting Chew Peh 42,000 ^ 0.01 ^
7. Mr Ng Wah Tar
8. YAM Tengku Dato Rahimah Binti
Almarhum Sultan Mahmud
9. YBhg Tan Sri Dato Ahmad Fuzi Bin Haji Abdul Razak

Note :
+ Deemed interest by virtue of 100% equity interest each in Central Plus (M) Sdn Bhd and Corporate Line (M) Sdn Bhd of which 92.5% is held in
own name and 7.5% is held in his childrens names, respectively.
^ Deemed interest by virtue of shares held by spouse, Tay Boon Ling pursuant to Section 134 of the Companies Act, 1965.
# Excluding a total of 2,036,800 PNHB Shares bought back by PNHB and retained as treasury shares as at 25 April 2013.
** Negligible

Annual Report 2012 Puncak Niaga Holdings Berhad


421

Distribution
Schedule of
Equity Securities
as at 25 April 2013

SUBSTANTIAL SHAREHOLDERS BASED ON THE REGISTER OF SUBSTANTIAL SHAREHOLDERS


(Excluding Bare Trustees)

No of Shares Held in the Company


No Name Of Substantial Shareholder Direct Interest %# Indirect Interest % #

1. YBhg Tan Sri Rozali Bin Ismail 1,729,000 0.42 167,037,114 + 40.83 +
2. Central Plus (M) Sdn Bhd 29,097,787 7.11 74,820,700 * 18.29 *
3. Corporate Line (M) Sdn Bhd 18,627 ** 63,100,000 * 15.42 *
4. Employees Provident Fund Board 1,494,000 0.37 26,086,483 ^ 6.38 ^
5. Lembaga Tabung Haji 26,198,700 6.40

Note :
+ Deemed interest by virtue of 100% equity interest each in Central Plus (M) Sdn Bhd and Corporate Line (M) Sdn Bhd of which 92.5% is held in
own name and 7.5% is held in his childrens names, respectively.
* Held in nominee name(s).
^ Shares held and managed by Portfolio Managers.
# Excluding a total of 2,036,800 PNHB Shares bought back by PNHB and retained as treasury shares as at 25 April 2013.
** Negligible

Puncak Niaga Holdings Berhad Annual Report 2012


422

List Of
Properties
as at 31 December 2012

Date of Net Book


Acquisition Value Remaining
Description & Date of Valuation (RM) Leasehold Existing
Location (if applicable) (V) Land Area as at 31.12.2012 Tenure (Expiry Date) Use

Building & Adjacent Land


Wisma Rozali 01/08/2005 12,952 sq.m 53,178,562 99 years 90 years Office
No. 4 & 6, Persiaran Sukan 31/12/2011 (V) Leasehold expiring on Premises
Seksyen 13 22/01/2102 and
40100 Shah Alam Vacant Land
Selangor Darul Ehsan

Ofce Lots
No. 8 Eu Tong Sen Street 03/10/2008 86 sq.m 99 years 87 years Office
# 22-85, The Central N/A (V) Leasehold expiring on Premises
Singapore 059818 8,553,690 01/01/2100

No. 8 Eu Tong Sen Street 26/09/2008 60 sq.m 99 years 87 years Office


# 22-86, The Central N/A (V) Leasehold expiring on Premises
Singapore 059818 01/01/2100

Vacant Land
H.S.(D) 142037 14/02/1998 10,364 sq.m 19,391,860 99 years 87 years Rented out
PT 32, Seksyen 14 31/12/2011 (V) Leasehold expiring on to a car park
Bandar Shah Alam 17/12/2099 operator
District of Petaling
Selangor Darul Ehsan

Vacant Land
H.S.(D) 226605, PT 332 06/04/2006 691 sq.m
H.S.(D) 226606, PT 333 06/04/2006 711 sq.m 1,267,188 Freehold N/A None
H.S.(D) 226607, PT 334 06/04/2006 862 sq.m
Mukim Pekan N/A (V)
Subang Jaya
Daerah Petaling
Selangor Darul Ehsan

Vacant Land
H.S.(D) 6163, PT 10653 16/02/2007 331,438 sq.m 99 years 89 years None
31/12/2011 (V) Leasehold expiring on
24/10/2101
H.S.(D) 6164, PT 10654 213,092 sq.m 115,079,391 None
H.S.(D) 6165, PT 10655 # 229,299 sq.m Rented out
H.S.(D) 6166, PT 10656 229,733 sq.m None
Mukim Of Ijok
District Of Kuala Selangor
Selangor Darul Ehsan

# Included a single storey building complete with parking facilities

Annual Report 2012 Puncak Niaga Holdings Berhad


423

List Of
Properties
as at 31 December 2012

Date of Net Book


Acquisition Value Remaining
Description & Date of Valuation (RM) Leasehold Existing
Location (if applicable) (V) Land Area as at 31.12.2012 Tenure (Expiry Date) Use

4 Storey Shophouse
No. 12, Jalan Todak 5 21/03/2007 238 sq.m 1,664,651 99 years 80 years Office
Pusat Bandar Seberang Jaya 31/12/2011 (V) Leasehold expiring on Premises
13700 Perai 21/10/2092
Pulau Pinang

Ofce Lot
No. 20-1 & 20-2 01/02/2008 164 sq.m 1,892,000 Freehold N/A Office
Jalan Presiden F U1/F 31/12/2011 (V) Premises
Accentra Business Park
Glenmarie, Seksyen U1
40150 Shah Alam
(Lot 63191, H.S. (D) 224581
No. hakmilik 211790
District Of Petaling
Selangor Darul Ehsan)

Vacant Land
No. 8, Jalan Sultan Mahmud 02/07/2008 2,058 sq.m 1,300,000 Freehold N/A None
21080 Kuala Terengganu 31/12/2011 (V)
Terengganu
(Lot 2119, Mukim of Batu Buruk
District Of Kuala Terengganu
Terengganu Darul Iman)

Vacant Land
H.S. (D) 2605, PT 1563 01/08/2010 159,996 sq.m 18,076,309 99 years 83 years None
Mukim Jeram 31/12/2011 (V) Leasehold expiring on
District Of Kuala Selangor 1/12/2095
Selangor Darul Ehsan

5 Storey Shophouse
Lot 37, Persiaran Sukan 07/06/2011 38,755 sq.m 8,010,047 99 years 96 years Office
Laman Seri Business Park N/A (V) Leasehold expiring on Premises
Seksyen 13, Shah Alam 21/3/2109
Selangor Darul Ehsan

Building
No. 12B, Jalan PJS 8/11 19/10/2011 331 sq.m 5,027,216 90 years 89 years Rented out
Dataran Mentari N/A (V) Leasehold expring on
46150 Petaling Jaya 06/11/2102
Selangor Darul Ehsan

Puncak Niaga Holdings Berhad Annual Report 2012


424

GRI Index

GRI G3.1 CONTENT INDEX

In ensuring our compliance to the highest level of transparency in our Corporate Social Responsibility (CSR) section of this
Report, we have adopted the internationally-recognised reporting framework, the Global Reporting Initiatives (GRI). G3.1 is a
finalised update of GRIs most recent generation of CSR Reporting Guidelines, and is the most comprehensive CSR reporting
guidance currently available. Application Levels indicate the extent to which the G3.1 Guidelines have been applied in our
sustainability reporting. The GRI Content Index table is presented to guide where information on each GRI indicator can be
found.

PROFILE DISCLOSURES

Strategy and Analysis


1.1 Statement from the most senior decision-maker of the organisation P8-16
1.2 Description of key impacts, risks, and opportunities P8-16, P84

Organisational Prole
2.1 Name of the organisation Front Cover
2.2 Primary brands, products, and/or services P18-19
2.3 Operational structure of the organisation P35
2.4 Location of organisation's headquarters P20
2.5 Number of countries where the organisation operates P20
2.6 Nature of ownership and legal form P35
2.7 Markets served P35
2.8 Scale of the reporting organisation P17
2.9 Significant changes during the reporting period P84
2.10 Awards received in the reporting period P32

Report Parameters
3.1 Reporting period P17
3.2 Date of most recent previous report P17
3.3 Reporting cycle P17
3.4 Contact point for questions regarding the report or its contents P20
3.5 Process for defining report content P17
3.6 Boundary of the report P17
3.7 Specific limitations on the scope or boundary of the report P17
3.8 Basis for reporting on joint ventures, subsidiaries, etc P17
3.9 Data measurement techniques and the bases of calculations P163
3.10 Explanation of the effect of any re-statements of information P8-16
3.11 Significant changes from previous reporting period P8-16, P84
3.12 Table identifying the location of the Standard Disclosures GRI G3.1 Index Table
3.13 Policy and current practice with regard to seeking external assurance for the report P218 - Audited
Financial Statement

Annual Report 2012 Puncak Niaga Holdings Berhad


425

GRI Index

Governance, Commitments, and Engagement


4.1 Governance structure of the organisation P177
4.2 Indicate whether the Chair of the highest governance body is also P174
an executive officer
4.3 Independent and/or non-executive members of the Board P176
4.4 Mechanisms for shareholders and employees to provide recommendations or P187
direction to the highest governance body
4.5 Linkage between compensation and the organisation's performance P183
4.6 Processes in place to ensure conflicts of interest are avoided P178
4.7 Qualifications and expertise of the Board P44
4.8 Internally developed statements of mission or values, codes of conduct, and P5
principles
4.9 Identification and management of economic, environmental, and social P13
performance, conduct, and principles
4.10 Processes for evaluating the highest governance body's own performance P180
4.11 Explanation of whether and how the precautionary approach or principle is P189
addressed by the organisation
4.12 Externally developed economic, environmental, and social charters, principles P164
4.13 Memberships in associations P24
4.14 List of stakeholder groups engaged by the organisation P140
4.15 Basis for identification and selection of stakeholders with whom to engage P13, P165
4.16 Approaches to stakeholder engagement P13, P165
4.17 Key topics and concerns that have been raised through stakeholder engagement, P13, P165
and how the organisation has responded to those key topics

PERFORMANCE INDICATORS : ECONOMIC

Economic Performance
EC1 Direct economic value generated and distributed P78
EC2 Financial implications and other risks and opportunities for the organisation's P162
activities due to climate change
EC3 Coverage of the organisation's defined benefit plan obligations P134
EC4 Significant financial assistance received from government P10, P90

Market Presence
EC5 Standard entry level wage vs. local minimum wage P134
EC6 Policy, practices, and proportion of spending on locally-based suppliers P149
EC7 Procedures for local hiring P101, P126

Indirect economic impacts


EC8 Development and impact of infrastructure investments and services provided P164
primarily for public benefit
EC9 Understanding and describing significant indirect economic impacts P164

Puncak Niaga Holdings Berhad Annual Report 2012


426

GRI Index

PERFORMANCE INDICATORS : ENVIRONMENTAL


Materials
EN1 Materials used by weight or volume P162
EN2 Percentage of materials used that are recycled input materials P162
EN3 Direct energy consumption by primary energy source P162-163
EN4 Indirect energy consumption by primary source P162-163
EN5 Energy saved due to conservation and efficiency improvements P162
EN6 Initiatives to provide energy-efficient or renewable energy P163
EN7 Initiatives to reduce indirect energy consumption and reductions achieved P162

EN8 Total water withdrawal by source P161


EN9 Significant impact of withdrawal of water P161
EN10 Percentage and total volume of water recycled and reused. P161
Biodiversity
EN11 Location and size of land owned, leased, managed in, or adjacent to, protected X
areas
EN12 Description of significant impacts of activities, products, and services on X
biodiversity in protected areas
EN13 Habitats protected or restored X
EN14 Strategies, current actions, and future plans for managing impacts on biodiversity X
EN15 Number of IUCN Red List species and national conservation list species with X
habitats in areas affected by operations
Emissions, Efuents and Waste
EN16 Total direct and indirect greenhouse gas emissions by weight P163
EN17 Other relevant indirect greenhouse gas emissions by weight P163
EN18 Initiatives to reduce greenhouse gas emissions and reductions achieved P163
EN19 Emissions of ozone-depleting substances by weight N/A
EN20 NOx, SOx, and other significant air emissions by type and weight X
EN21 Total water discharge by quality and destination. P161
EN22 Total weight of waste by type and disposal method P161
EN23 Total number and volume of significant spills P142
EN24 Weight of transported, imported, exported, or treated waste deemed hazardous P161
EN25 Identity, size, protected status, and biodiversity value of water bodies and related P161
habitats significantly affected by the reporting organisation's discharges of water
and runoff
Products and Services
EN26 Initiatives to mitigate environmental impacts of products and services, and extent of P150
impact mitigation.
EN27 Percentage of products sold and their packaging materials that are reclaimed by N/A
category

Annual Report 2012 Puncak Niaga Holdings Berhad


427

GRI Index

Compliance
EN28 Monetary value of significant fines and total number of non-monetary sanctions for P150-151
non-compliance with environmental laws and regulations.
Transport
EN29 Significant environmental impacts of transporting products and other goods and P163
materials used for the organisation's operations, and transporting members of the
workforce.
Overall
EN30 Total environmental protection expenditures and investments by type. P163

PERFORMANCE INDICATORS : SOCIAL - LABOUR PRACTICES AND DECENT WORK


Employment
LA1 Total workforce by employment type, employment contract, and region P25, P126
LA2 Total number and rate of employee turnover by age group, gender, and region P127-133
LA3 Benefits provided to full-time employees that are not provided to temporary or P133-134
part-time employees, by major operations
LA15 Return to work and retention rates after parental leave, by gender X
Labour/Management Relations
LA4 Percentage of employees covered by collective bargaining agreements P137
LA5 Minimum notice period(s) regarding significant operational changes, including P137
whether it is specified in collective agreements
Occupational Health and Safety
LA6 Percentage of total workforce represented in formal joint management-worker P139
health and safety committees that help monitor and advise on occupational health
and safety programs
LA7 Rates of injury, occupational diseases, lost days, and absenteeism, and number P142
of work-related fatalities by region
LA8 Education, training, counselling, prevention, and risk-control programs in place P140-141
to assist workforce members, their families, or community members regarding
serious diseases
LA9 Health and safety topics covered in formal agreements with trade unions. P137
Training and Education
LA10 Average hours of training per year per employee by employee category P135
LA11 Programs for skills management and lifelong learning that support the continued P135-136
employability of employees and assist them in managing career endings
LA12 Percentage of employees receiving regular performance and career development P135
reviews

Puncak Niaga Holdings Berhad Annual Report 2012


428

GRI Index

Diversity and Equal Opportunity


LA13 Composition of governance bodies and breakdown of employees per category P25, P126
according to gender, age group, minority group membership, and other indicators
of diversity.
LA14 Ratio of basic salary of men to women by employee category. P134

PERFORMANCE INDICATORS : SOCIAL - HUMAN RIGHTS


Diversity and Equal Opportunity
HR1 Percentage and total number of significant investment agreements that include P135
human rights clauses or that have undergone human rights screening
HR2 Percentage of significant suppliers and contractors that have undergone screening P149
on human rights and actions taken.
HR3 Total hours of employee training on policies and procedures concerning aspects of P135
human rights that are relevant to operations, including the percentage of employees
trained.
HR4 Total number of incidents of discrimination and actions taken. X
HR5 Operations identified in which the right to exercise freedom of association and P137
collective bargaining may be at significant risk, and actions taken to support
these rights.
Child Labour
HR6 Operations identified as having significant risk for incidents of child labour, and X
measures taken to contribute to the elimination of child labour.
Forced and Compulsory Labour
HR7 Operations identified as having significant risk for incidents of forced or compulsory X
labour, and measures to contribute to the elimination of forced or compulsory
labour.
Security Practices
HR8 Percentage of security personnel trained in the organisation's policies or P148
procedures concerning aspects of human rights that are relevant to operations.
Indigenous Rights
HR9 Total number of incidents of violations involving rights of indigenous people and X
actions taken.
Assessment
HR10 Percentage and total number of operations that have been subject to human rights X
reviews and/or impact assessments
Remediation
HR11 Number of grievances related to human rights filed, addressed, and resolved X
through formal grievance mechanism

Annual Report 2012 Puncak Niaga Holdings Berhad


429

GRI Index

PERFORMANCE INDICATORS : SOCIETY


Local Community
SO1 Nature, scope, and effectiveness of any programs and practices that assess and P164
manage the impacts of operations on communities, including entering, operating,
and exiting
SO9 Operations with significant potential or actual negative impacts on local P164-165
communities
SO10 Prevention and mitigation measured implemented in operations with significant P164-165
potential or actual negative impacts on local community
Corruption
SO2 Percentage and total number of business units analysed for risks related to P138
corruption.
SO3 Percentage of employees trained in organisation's anti-corruption policies and P135
procedures
SO4 Actions taken in response to incidents of corruption P138
Public Policy
SO5 Public policy positions and participation in public policy development and X
lobbying
SO6 Total value of financial and in-kind contributions to political parties, politicians, and X
related institutions by country
Anti-competitive Behaviour
SO7 Total number of legal actions for anti-competitive behavior, anti-trust, and X
monopoly practices and their outcomes.
Compliance
SO8 Monetary value of significant fines and total number of non-monetary sanctions for P164-165
non-compliance with laws and regulations.

PERFORMANCE INDICATORS : PRODUCT RESPONSIBILITY


Customer Health and Safety
PR1 Life cycle stages in which health and safety impacts of products and services are P150
assessed for improvement, and percentage of significant products and services
categories subject to such procedures.
PR2 Total number of incidents of non-compliance with regulations and voluntary codes P150
concerning health and safety impacts of products and services during their life
cycle, by type of outcomes.

Puncak Niaga Holdings Berhad Annual Report 2012


430

GRI Index

Product and Service Labelling


PR3 Type of product and service information required by procedures, and percentage of P109
significant products and services subject to such information requirements.
PR4 Total number of incidents of non-compliance with regulations and voluntary codes P109
concerning product and service information and labelling, by type of outcomes.
PR5 Practices related to customer satisfaction, including results of surveys measuring P117, P119
customer satisfaction.
Marketing Communications
PR6 Programs for adherence to laws, standards, and voluntary codes related to X
marketing communications, including advertising, promotion, and sponsorship.
PR7 Total number of incidents of non-compliance with regulations and voluntary codes X
concerning marketing communications, including advertising, promotion, and
sponsorship by type of outcomes.
Customer Privacy
PR8 Total number of substantiated complaints regarding breaches of customer privacy P119
and losses of customer data.
Compliance
PR9 Monetary value of significant fines for non-compliance with laws and regulations P119
concerning the provision and use of products and services.

Note :

The disclosed GRI indicators above refer to fully or partially disclosed data.

x : Not Available. We will continue to improve our data collection and monitoring processes for improved disclosure levels in future reports.

N/A : Not Applicable. These indicators have been found to be irrelevant or not directly related to our nature of operations.

Annual Report 2012 Puncak Niaga Holdings Berhad


431

Notice
Of Annual
General
Meeting
NOTICE IS HEREBY GIVEN THAT the Sixteenth Annual General Meeting of Puncak Niaga Holdings Berhad (416087-U) will
be held at Concorde I, Concorde Hotel Shah Alam, Level 2, No. 3, Jalan Tengku Ampuan Zabedah C9/C, 40100 Shah Alam,
Selangor Darul Ehsan on Wednesday, 26 June 2013 at 10.00 a.m. for the following purposes: -

AS ORDINARY BUSINESSES

1. To receive the Audited Financial Statements of the Group and of the Company for the financial year
ended 31 December 2012 together with the Reports of the Directors and Auditors thereon. Resolution 1

2. To declare a final single tier dividend of 5 sen per ordinary share in respect of the financial year ended
31 December 2012 as recommended by the Directors of the Company. Resolution 2

3. To re-elect the following Directors of the Company who retire by rotation pursuant to Article 98 of the
Companys Articles of Association: -

(a) YBhg Dato Ruslan Bin Hassan Resolution 3


(b) YBhg Dato Syed Danial Bin Syed Ariffin Resolution 4
(c) YAM Tengku Dato Rahimah Binti Almarhum Sultan Mahmud Resolution 5

4. To consider and, if thought fit, to pass the following Ordinary Resolution in accordance with Section
129 of the Companies Act, 1965:-

Ordinary Resolution 1

Re-appointment Pursuant To Section 129 Of The Companies Act, 1965

THAT YBhg Tan Sri Dato Seri Dr Ting Chew Peh, retiring pursuant to Section 129 of the Companies
Act, 1965, be and is hereby re-appointed as a Director of the Company and to hold office until the
next Annual General Meeting of the Company. Resolution 6

5. To consider and, if thought fit, to pass the following resolution of which the Notice of Nomination of
Auditors pursuant to Section 172(11) of the Companies Act, 1965 is set out in Appendix A of this
Notice of Meeting:-

THAT Messrs KPMG having given their consent in writing to act, be and are hereby appointed as
Auditors of the Company for the financial year ending 31 December 2013 in place of Messrs Ernst
& Young who had indicated their intention not to seek for re-election at the forthcoming Sixteenth
Annual General Meeting of the Company and to hold office until the conclusion of the next Annual
General Meeting of the Company AND THAT authority be and is hereby given for the Directors of the
Company to fix their remuneration. Resolution 7

Puncak Niaga Holdings Berhad Annual Report 2012


432

Notice
Of Annual
General
Meeting

AS SPECIAL BUSINESSES

To consider and, if thought fit, to pass the following Ordinary Resolutions: -

6. Ordinary Resolution 2

Allotment Of Shares Pursuant To Section 132D Of The Companies Act, 1965

THAT subject always to the Companies Act, 1965, the Articles of Association of the Company and
the approvals of the relevant governmental/regulatory authorities, the Directors of the Company be
and are hereby empowered, pursuant to Section 132D of the Companies Act, 1965, to issue and
allot shares in the Company, from time to time, and upon such terms and conditions and for such
purposes as the Directors of the Company may deem fit provided that the aggregate number of
shares to be issued pursuant to this resolution does not exceed ten per centum (10%) of the issued
share capital of the Company for the time being AND THAT the Directors of the Company be and
are hereby also empowered to obtain the approval for the listing of and quotation for the additional
shares so issued on Bursa Malaysia Securities Berhad AND FURTHER THAT such authority shall
continue to be in force until the conclusion of the next Annual General Meeting of the Company. Resolution 8

7. Ordinary Resolution 3

Continuing In Ofce As Independent Non-Executive Director

THAT authority be and is hereby given to YBhg Tan Sri Dato Seri Dr Ting Chew Peh who has
served as an Independent Non-Executive Director of the Company for a cumulative term of more
than nine years, to continue to act as an Independent Non-Executive Director of the Company
and to hold office until the conclusion of the next Annual General Meeting of the Company. Resolution 9

8. Ordinary Resolution 4

Continuing In Ofce As Independent Non-Executive Director

THAT authority be and is hereby given to YBhg Tan Sri Dato Hari Narayanan A/L Govindasamy
who has served as an Independent Non-Executive Director of the Company for a cumulative
term of more than nine years, to continue to act as an Independent Non-Executive Director of
the Company and to hold office until the conclusion of the next Annual General Meeting of the
Company. Resolution 10

9. To transact any other ordinary business of which due notice shall have been given.

Annual Report 2012 Puncak Niaga Holdings Berhad


433

Notice
Of Annual
General
Meeting

NOTICE OF DIVIDEND ENTITLEMENT AND PAYMENT

NOTICE IS ALSO HEREBY GIVEN THAT subject to the approval of the shareholders of the Company at the Sixteenth
Annual General Meeting of the Company of a final single tier dividend of 5 sen per ordinary share for the financial year ended
31 December 2012 under Resolution 2, the dividends will be paid on 6 August 2013 to the Depositors whose names appear
in the Record of Depositors of the Company on 15 July 2013.

A Depositor shall qualify for entitlement to the dividends only in respect of:-

a. Shares transferred into the Depositors Securities Account before 4.00 p.m. on 15 July 2013 in respect of transfers;

b. Shares bought on Bursa Malaysia Securities Berhad on a cum entitlement basis according to the Rules of Bursa Malaysia
Securities Berhad.

BY ORDER OF THE BOARD

TAN BEE LIAN (MAICSA 7006285)


LIM YEW HEANG (MAICSA 7007653)
Secretaries

Shah Alam
4 June 2013

Notes: -

1. In respect of deposited securities, only Members whose names appear in the Record of Depositors on 18 June 2013 (General Meeting Record
of Depositors) shall be entitled to attend, speak and vote at this Sixteenth Annual General Meeting.

2. A Member entitled to attend and vote at the Meeting is entitled to appoint another person to attend and vote in his stead.

3. A proxy need not be a Member of the Company and the provision of Section 149(1)(b) of the Companies Act, 1965 shall not apply to the
Company. There shall be no restriction as to the qualification of the proxy.

4. A Member shall not be entitled to appoint more than two (2) proxies to attend and vote at the Meeting provided that,

(a) where a Member is an authorised nominee as defined in the Central Depositories Act, it may appoint up to two (2) proxies in respect of each
Securities Account it holds with ordinary shares of the Company standing to the credit of the said Securities Account.

(b) where a Member is an exempt authorised nominee which holds ordinary shares in the Company for multiple beneficial owners in one
securities account namely, Omnibus Securities Account, there is no limit to the number of proxies which the exempt authorised nominee
may appoint in respect of each Omnibus Securities Account it holds with ordinary shares of the Company standing to the credit of the said
Omnibus Securities Account.

Where a Member appoints two (2) or more proxies (as the case maybe), the appointments shall be invalid unless he specifies the proportions of
his holdings to be represented by each proxy.

Puncak Niaga Holdings Berhad Annual Report 2012


434

Notice
Of Annual
General
Meeting

5. The instrument appointing a proxy shall be in writing under the hand of the appointer or his attorney duly appointed under a power of attorney
or if such appointer is a corporation, either under its common seal or under the hand of an officer or attorney duly appointed under a power of
attorney. If this Proxy Form is signed under the hand of an officer duly authorised, it should be accompanied by a statement reading signed as
authorised officer under an Authorisation Document which is still in force, no notice of revocation having been received. If this Proxy Form is
signed under the attorney duly appointed under a power of attorney, it should be accompanied by a statement reading signed under a power
of attorney which is still in force, no notice of revocation having been received. A copy of the Authorisation Document or the power of attorney,
which should be valid in accordance with the laws of the jurisdiction in which it was created and is exercised, should be enclosed with this
Proxy Form.

6. Any corporation which is a Member of the Company may by resolution of its Directors or other governing body authorise such person as it thinks
fit to act as its representative at the Meeting in accordance with Article 82 of the Companys Articles of Association.

7. The instrument appointing the proxy must be deposited at the Office of the Companys Share Registrar, Tricor Investor Services Sdn Bhd at
Level 17, The Gardens North Tower, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur not less than 48 hours before the time set for
holding the Meeting or any adjournment thereof.

8. At any general meeting, a resolution put to the vote of the Meeting shall be decided on a show of hands unless a poll be (before or on the
declaration of the result of the show of hands) demanded by either:-

(a) the Chairman (being a person entitled to vote); or

(b) not less than two Members present in person or by proxy and entitled to vote; or

(c) a Member or Members present in person or by proxy and representing not less than one-twentieth of the total voting rights of all the
Members having the right to vote at the Meeting; or

(d) a Member or Members present in person or by proxy and holding shares in the Company conferring a right to vote at the Meeting being
shares on which an aggregate sum has been paid up equal to not less than one-twentieth of the total sum paid up on all the shares
conferring that right.

9. A demand for a poll may be withdrawn. Unless a poll be so demanded (and the demand be not withdrawn), a declaration by the Chairman that
a resolution has been carried or carried unanimously, or by a particular majority, or lost and an entry to that effect in the minute book, shall be
conclusive evidence of the fact without proof of the number or proportion of the votes recorded for or against such resolution.

10. No poll shall be demanded on the election of a Chairman or on a question of adjournment. A poll demanded on any other question shall be taken
either immediately or at such subsequent time (not being more than thirty days from the date of the meeting) and place as the Chairman may
direct. No notice need to be given of a poll not taken immediately.

11. On a poll, votes may be given either personally or by proxy and a person entitled to more than one vote need not use all his votes or cast all the
votes he uses in the same way.

12. Explanatory Notes And Statement Of Effect For Ordinary Businesses and Special Businesses: -

Ordinary Businesses

Resolution 6: Ordinary Resolution 1 - Re-appointment Pursuant To Section 129 of the Companies Act, 1965

The Nomination Committee and the Board of Directors of the Company had assessed the independence of YBhg Tan Sri Dato Seri Dr Ting Chew
Peh as an Independent Director of the Company. With YBhg Tan Sri Dato Seri Dr Ting Chew Pehs consent, the Nomination Committee and the
Board of Directors of the Company had recommended for YBhg Tan Sri Dato Seri Dr Ting Chew Peh who will attain the age of 70 years to be
re-appointed as Director of the Company pursuant to Section 129 of the Companies Act, 1965 based on the following reasons:-

(i) YBhg Tan Sri Dato Seri Dr Ting Chew Peh has served the Company as an Independent Director for almost thirteen (13) years. YBhg Tan Sri
Dato Seri Dr Ting Chew Peh had, during his tenure as Independent Director of the Company, Senior Independent Director of the Company,
Chairman of Audit Committee of the Company and Chairman of Compliance, Internal Control and Risk Policy (CICR) Committee of the
Company, acted in the best interests of the Company, exercising his independent judgement during deliberations and decision-making
during the Audit Committee Meetings, Board of Directors Meetings and CICR Meetings.

Annual Report 2012 Puncak Niaga Holdings Berhad


435

Notice
Of Annual
General
Meeting

(ii) YBhg Tan Sri Dato Seri Dr Ting Chew Peh has proven to be a reliable Independent Director/Chairman of Audit Committee/Chairman of
CICR with his professionalism, aptitude and outlook of business perspective.

Resolution 7: Appointment Of Messrs KPMG as the Auditors of the Company in place of the retiring Auditors, Messrs Ernst & Young

Our auditors, Messrs Ernst & Young had indicated that they do not wish to seek for re-election at the Sixteenth Annual General Meeting of
the Company. The Company received a Notice of Nomination of Auditors pursuant to Section 172(11) of the Companies Act, 1965 for the
nomination of Messrs KPMG as the Auditors of the Company in place of the retiring Auditors, Messrs Ernst & Young. A copy of the Notice of
Nomination of Auditors dated 22 May 2013 is annexed as Appendix A to the Notice of this Sixteenth Annual General Meeting.

Special Businesses

Resolution 8: Ordinary Resolution 2 - Allotment Of Shares Pursuant To Section 132D Of The Companies Act, 1965

The Ordinary Resolution proposed under Agenda 6 of the Notice of this Sixteenth Annual General Meeting dated 4 June 2013 is for the purpose
of seeking a renewal of the general mandate to empower the Directors of the Company pursuant to Section 132D of the Companies Act, 1965,
from the date of the above Meeting, to issue and allot ordinary shares from the unissued share capital of the Company for such purposes as the
Directors of the Company consider would be in the interest of the Company. This authority will, unless revoked or varied at a General Meeting,
expire at the next Annual General Meeting of the Company.

This authority will provide flexibility to the Company for allotment of shares for any possible fund raising activities, including but not limited to
placement of shares, funding future investment(s) and/or working capital.

As at the date of this Notice, the Company did not implement its proposal for new allotment of shares under the general mandate pursuant to
Section 132D of the Companies Act, 1965 as granted at the Fifteenth Annual General Meeting of the Company held on 26 June 2012.

Resolutions 9 & 10: Ordinary Resolutions 3 & 4 - Continuing In Ofce As Independent Non-Executive Directors

The Nomination Committee of the Company and the Board of Directors of the Company had assessed the independence of YBhg Tan Sri Dato
Seri Dr Ting Chew Peh and YBhg Tan Sri Dato Hari Narayanan A/L Govindasamy, who have served as Independent Non-Executive Directors of
the Company for a cumulative term of more than nine (9) years, and with their consents, had recommended for both of them to continue to act
as Independent Non-Executive Directors of the Company based on the following justifications:-

a. they fulfilled the criteria of the definition of Independent Director as stated in the Main Market Listing Requirements of Bursa Malaysia
Securities Berhad and had expressed their willingness to continue in office as Independent Non-Executive Directors of the Company;

b. their vast experiences would enable them to provide the Board with a diverse set of experience, expertise and independent judgement to
better manage and run the Group;

c. they have served the Company as Independent Directors for a cumulative term of more than nine (9) years during which they had acted in
the best interests of the Company, exercising their independent judgement during deliberations and decision making during the Companys
meetings and were familiar with the Companys business operations and the water industry market; and

d. both YBhg Tan Sri Dato Seri Dr Ting Chew Peh and YBhg Tan Sri Dato Hari Narayanan A/L Govindasamy had proven to be reliable
Independent Directors with their professionalism aptitude and outlook of business perspective, devoted sufficient time and attention to
their professional obligations for informed and balance decision making and had also exercised due care during their tenure in the best
interests of the Company and the shareholders.

Puncak Niaga Holdings Berhad Annual Report 2012


436

Notice
Of Annual
General
Meeting

APPENDIX A

Wong Shey Lan


No. 38, Laluan Pinji Wani
Taman Pinji Wani
31650 Ipoh, Perak

22 May 2013

To:
The Board of Directors
Puncak Niaga Holdings Berhad
10th Floor, Wisma Rozali,
No. 4, Persiaran Sukan
Seksyen 13, 40100 Shah Alam
Selangor Darul Ehsan

Dear Sirs,

RE: NOTICE OF NOMINATION OF AUDITORS PURSUANT TO SECTION 172(11) OF THE COMPANIES ACT, 1965

I, Wong Shey Lan, being the registered holder of 7,565 ordinary shares of RM1.00 each fully paid-up in the capital of Puncak Niaga Holdings Berhad
(Puncak), hereby give notice pursuant to Section 172(11) of the Companies Act, 1965 of my nomination of Messrs KPMG for appointment as new
Auditors of Puncak in place of Messrs Ernst & Young at the forthcoming Sixteenth Annual General Meeting of Puncak.

Therefore, I propose that the following resolution be considered at the forthcoming Sixteenth Annual General Meeting of Puncak:-

THAT Messrs KPMG having given their consent in writing to act, be and are hereby appointed as Auditors of the Company for the financial year
ending 31 December 2013 in place of Messrs Ernst & Young who had indicated their intention not to seek for re-election at the forthcoming Sixteenth
Annual General Meeting of the Company and to hold office until the conclusion of the next Annual General Meeting of the Company AND THAT
authority be and is hereby given for the Directors of the Company to fix their remuneration.

Thank you.

Yours faithfully

Wong Shey Lan


(NRIC: 691124-08-5372)

Annual Report 2012 Puncak Niaga Holdings Berhad


437

Statement
Accompanying
The Notice
Of Annual
General Meeting
DETAILS OF DIRECTORS STANDING FOR RE-ELECTION AT THE SIXTEENTH ANNUAL GENERAL MEETING:-

YBhg Dato YAM Tengku Dato YBhg Tan Sri YBhg Tan Sri
Name of YBhg Dato Syed Danial Bin Rahimah Almarhum Dato Seri Dr Ting Dato Hari Narayanan
Retiring Director Ruslan Bin Hassan Syed Ariffin Sultan Mahmud Chew Peh A/L Govindasamy
Re-election By rotation of Directors By rotation of Directors By rotation of Directors Pursuant to Section Pursuant to MCCG 2012
pursuant to Article 98 of pursuant to Article 98 of pursuant to Article 98 of 129 of the Companies (serving more than 9 years
the Companys Articles of the Companys Articles of the Companys Articles of Act, 1965 as Independent Director)
Association Association Association Pursuant to MCCG
2012 (serving more
than 9 years as
Independent Director)

(Resolution 3) (Resolution 4) (Resolution 5) (Resolutions 6 & 9) (Resolution 10)


Age 57 55 47 70 63
Nationality Malaysian Malaysian Malaysian Malaysian Malaysian
Qualication Bachelor of Laws Degree BSc (Hons) BSc in Economics and Bachelor of Arts Degree Bachelors
Degree in Accountancy Master of Science Degree Degree in Electrical and
Civil Engineering Doctorate in Philosophy Electronics Engineering
Position In Non-Independent Chief Operating Officer Non-Independent Independent Independent
PNHB Non-Executive Director Non-Executive Director Non-Executive Director Non-Executive Director
Working Experience & For details of YBhg For details of YBhg For details of YAM For details of YBhg Tan For details of YBhg
Occupation Dato Ruslan Hassans Dato Syed Danial Syed Tengku Dato Rahimah Sri Dato Seri Dr Ting Tan Sri Dato Hari
profile, please refer to Ariffins profile, please Almarhum Sultan Chew Pehs profile, Narayanan A/L
his profile on page 47 refer to his profile on Mahmuds profile, please refer to his profile Govindasamys profile,
of this Annual Report page 49 of this please refer to her on page 51 of this please refer to his profile
Annual Report profile on page 52 of Annual Report on page 50 of this
this Annual Report Annual Report
Directorships in the None None Loh & Loh Corporation 1. Pan Malaysia Capital 1. Tenaga Nasional
public companies Berhad Berhad Group Berhad
2. Hua Yang 2. SP Setia Berhad
Berhad
3. Johan Holdings Berhad
4. Huaren Education
Foundation
Equity securities None None None For details of YBhg Tan None
interests in PNHB and Sri Dato Seri Dr Ting
its subsidiaries Chew Pehs equity
securities interests in
PNHB, please refer to
page 420 of this Annual
Report
Family relationship None None None None None
with any director
and/or major
shareholder of PNHB
Any conict None None None None None
of interests
with PNHB
List of convictions None None None None None
for offences (other than
trafc offences, if any)
within the past 10 years

Nota :
MCCG 2012 denotes Malaysian Code on Corporate Governance 2012.

Puncak Niaga Holdings Berhad Annual Report 2012


Notes
Number of shares held Please fill in CDS Account No.
Proxy
Form
I/We (full name of shareholders as per NRIC, in CAPITAL LETTERS)
NRIC No./ Company No. (new) (old)
of
(full address)
being a Member/Members of Puncak Niaga Holdings Berhad hereby appoint
(full name of proxy as per NRIC, in CAPITAL LETTERS)
NRIC No. (new) (old)
of
(full address)
or failing him/her, the Chairman of the Meeting as my/our proxy to attend and vote for me/us and on my/our behalf at the Sixteenth Annual General Meeting of Puncak
Niaga Holdings Berhad to be held at Concorde I, Concorde Hotel Shah Alam, Level 2, No. 3, Jalan Tengku Ampuan Zabedah C9/C, 40100 Shah Alam, Selangor Darul
Ehsan on Wednesday, 26 June 2013 at 10.00 a.m. and at any adjournment thereof, as indicated below:-
NO. RESOLUTION FOR AGAINST
ORDINARY BUSINESSES
1. To receive the Audited Financial Statements of the Group and of the Company for the financial year ended 31 December 2012 together with
the Reports of the Directors and Auditors thereon.
2. To declare a final single tier dividend of 5 sen per ordinary share in respect of the financial year ended 31 December 2012 as recommended
by the Directors of the Company.
3. To re-elect YBhg Dato Ruslan Bin Hassan as Director of the Company.
4. To re-elect YBhg Dato Syed Danial Bin Syed Ariffin as Director of the Company.
5. To re-elect YAM Tengku Dato Rahimah Binti Almarhum Sultan Mahmud as Director of the Company.
6. Ordinary Resolution 1: To re-appoint YBhg Tan Sri Dato Seri Dr Ting Chew Peh retiring pursuant to Section 129 of the Companies Act, 1965,
as Director of the Company.
7. To appoint Messrs KPMG as Auditors of the Company for the financial year ending 31 December 2013 in place of Messrs Ernst & Young and
to authorise the Directors of the Company to fix their remuneration.
SPECIAL BUSINESSES
8. Ordinary Resolution 2: To empower the Directors of the Company to issue shares pursuant to Section 132D of the Companies Act, 1965.
9. Ordinary Resolution 3: To approve the continuing in office by YBhg Tan Sri Dato Seri Dr Ting Chew Peh as an Independent Non-Executive
Director of the Company and to hold office until the conclusion of the next Annual General Meeting of the Company.
10. Ordinary Resolution 4: To approve the continuing in office by YBhg Tan Sri Dato Hari Narayanan A/L Govindasamy as an Independent
Non-Executive Director of the Company and to hold office until the conclusion of the next Annual General Meeting of the Company.

Please indicate with a cross (X) how you wish your votes to be cast in respect of each Resolution. In the absence of specific directions, your proxy will vote or abstain as
he thinks fit.

Signed this day of 2013

Signature(s)/Common Seal of Shareholder


NRIC/Company No. : Tel. No. :

Notes:
1. In respect of deposited securities, only Members whose names appear in the Record of Depositors on 18 June 2013 (General Meeting Record of Depositors) shall be entitled to attend, speak and vote at this
Sixteenth Annual General Meeting.
2. A Member entitled to attend and vote at the Meeting is entitled to appoint another person to attend and vote in his stead.
3. A proxy need not be a Member of the Company and the provision of Section 149(1)(b) of the Companies Act, 1965 shall not apply to the Company. There shall be no restriction as to the qualification of the proxy.
4. A Member shall not be entitled to appoint more than two (2) proxies to attend and vote at the Meeting provided that,
(a) where a Member is an authorised nominee as defined in the Central Depositories Act, it may appoint up to two (2) proxies in respect of each Securities Account it holds with ordinary shares of the Company
standing to the credit of the said Securities Account.
(b) where a Member is an exempt authorised nominee which holds ordinary shares in the Company for multiple beneficial owners in one securities account namely, Omnibus Securities Account, there is no limit
to the number of proxies which the exempt authorised nominee may appoint in respect of each Omnibus Securities Account it holds with ordinary shares of the Company standing to the credit of the said
Omnibus Securities Account.
Where a Member appoints two (2) or more proxies (as the case maybe), the appointments shall be invalid unless he specifies the proportions of his holdings to be represented by each proxy.
5. The instrument appointing a proxy shall be in writing under the hand of the appointer or his attorney duly appointed under a power of attorney or if such appointer is a corporation, either under its
common seal or under the hand of an officer or attorney duly appointed under a power of attorney. If this Proxy Form is signed under the hand of an officer duly authorised, it should be accompanied by
a statement reading signed as authorised officer under an Authorisation Document which is still in force, no notice of revocation having been received. If this Proxy Form is signed under the attorney
duly appointed under a power of attorney, it should be accompanied by a statement reading signed under a power of attorney which is still in force, no notice of revocation having been received.
A copy of the Authorisation Document or the power of attorney, which should be valid in accordance with the laws of the jurisdiction in which it was created and is exercised, should be enclosed with this
Proxy Form.
6. Any corporation which is a Member of the Company may by resolution of its Directors or other governing body authorise such person as it thinks fit to act as its representative at the Meeting in accordance with
Article 82 of the Companys Articles of Association.
7. The instrument appointing the proxy must be deposited at the Office of the Companys Share Registrar, Tricor Investor Services Sdn Bhd at Level 17, The Gardens North Tower, Mid Valley City, Lingkaran Syed
Putra, 59200 Kuala Lumpur not less than 48 hours before the time set for holding the Meeting or any adjournment thereof.
8. At any general meeting, a resolution put to the vote of the Meeting shall be decided on a show of hands unless a poll be (before or on the declaration of the result of the show of hands) demanded by either:-
(a) the Chairman (being a person entitled to vote); or
(b) not less than two Members present in person or by proxy and entitled to vote; or
(c) a Member or Members present in person or by proxy and representing not less than one-twentieth of the total voting rights of all the Members having the right to vote at the Meeting; or
(d) a Member or Members present in person or by proxy and holding shares in the Company conferring a right to vote at the Meeting being shares on which an aggregate sum has been paid up equal to not less
than one-twentieth of the total sum paid up on all the shares conferring that right.
9. A demand for a poll may be withdrawn. Unless a poll be so demanded (and the demand be not withdrawn), a declaration by the Chairman that a resolution has been carried or carried unanimously, or by a particular
majority, or lost and an entry to that effect in the minute book, shall be conclusive evidence of the fact without proof of the number or proportion of the votes recorded for or against such resolution.
10. No poll shall be demanded on the election of a Chairman or on a question of adjournment. A poll demanded on any other question shall be taken either immediately or at such subsequent time (not being more
than thirty days from the date of the meeting) and place as the Chairman may direct. No notice need to be given of a poll not taken immediately.
11. On a poll, votes may be given either personally or by proxy and a person entitled to more than one vote need not use all his votes or cast all the votes he uses in the same way.
PLEASE FOLD HERE

STAMP

Share Registrar for


Puncak Niaga Holdings Berhad (416087-U)
Tricor Investor Services Sdn Bhd (118401-V)
Level 17, The Gardens North Tower
Mid Valley City
Lingkaran Syed Putra
59200 Kuala Lumpur
Malaysia

PLEASE FOLD HERE


PUNCAK NIAGA SUBSIDIARY OFFICES KGL LTD.
HOLDINGS BERHAD c/o Lot 1, 2nd Floor
Wisma Rozali In Malaysia Wisma Siamloh
No. 4, Persiaran Sukan Jalan Kemajuan
Seksyen 13, 40100 Shah Alam PUNCAK NIAGA (M) SDN BHD 87007
Selangor Darul Ehsan Wisma Rozali Federal Territory of Labuan
Tel : +603-5522 8589 No. 4, Persiaran Sukan
Seksyen 13, 40100 Shah Alam
Tel : +608-741 7810 Corporate
Fax : +603-5522 8598 Fax : +608-742 4220
e-mail (general): Selangor Darul Ehsan
Tel : +603-5522 8589
Directory
corpcom@puncakniaga.com.my In Singapore
e-mail (investors): Fax : +603-5522 8598
investors@puncakniaga.com.my SINO WATER PTE LTD and
Website: SYARIKAT BEKALAN AIR PUNCAK NIAGA OVERSEAS
www.puncakniaga.com.my SELANGOR SDN BHD CAPITAL PTE LTD
LUANCHENG DAYU WATER
(SYABAS) No. 8, Eu Tong Sen Street
SUPPLY CO. LTD
BRANCH OFFICES SYABAS Head Office #22-85 & #22-86
Jalan Pantai Baharu No. 17, Xinyuan Road
Kuala Terengganu Ofce The Central
59200 Kuala Lumpur Luancheng County
201B, Jalan Sultan Zainal Abidin Singapore 059818
Tel : +603-2282 6244 / Hebei Province
20000 Kuala Terengganu Tel : +65 6224 9220 (Main Line)
+603-2088 5400 051430
Terengganu Darul Iman +65 6222 7926
Fax : +603-2282 7976 Peoples Republic of China
Tel : +609-623 8589 Fax : +65 6222 6812
e-mail: puspel@syabas.com.my Tel / Fax: +86-311-8803 1652
Fax : +609-624 8589
Website: www.syabas.com.my In China
HEBEI SINO PANLONG
Penang Ofce INDUSTRIAL WATER SUPPLY
No. 12C, Jalan Todak 5 Pusat Perkhidmatan SINO WATER
Pelanggan (PUSPEL) ENVIRONMENTAL CO. LTD
Pusat Bandar Seberang Jaya No. 117, Renmin Road
13700 Perai, Pulau Pinang Toll Free Helpline: CONSULTANCY (SHANGHAI)
1-800-88-5252 CO. LTD Yuanshi County
Tel : +604-397 8589 Hebei Province
Fax : +603-2295 5168 Unit 301, No. 398
SMS to 39222 type City Gateway 051130
Sarawak Ofce
PUSPEL<space><your Caoxi (North) Road Peoples Republic of China
Lot 10864 & 10865
complaints/feedback> Xuhui District Tel / Fax: +86-311-8463 8813
Section 64, KTLD
Jalan Mendu e-mail: puspel@syabas.com.my 200030 Shanghai
In India
93200 Kuching, Sarawak Network: follow@puspel Peoples Republic of China
Tel : +6082-332 589 (on Twitter and Facebook) Tel : +86-21-6090 5282 PUNCAK NIAGA
Fax : +6082-337 589 Fax : +86-21-6090 5281 INFRASTRUCTURES &
PUNCAK OIL & GAS SDN BHD
PROJECTS PRIVATE LIMITED
Sri Aman Site Ofce Level 17, Tower 1 Liaison Office
No. 12, 7th Main Road
1st Floor, Lot 440 Etiqa Twins Level 28, One Aerospace Center
First Floor
Block 3, Jalan Council No. 11, Jalan Pinang No. 7, Xin Guang Hua Street
Kasturibai Nagar
95000 Sri Aman, Sarawak 50450 Kuala Lumpur Jin Jiang District
Adyar
Tel : +6083-320 335 Wilayah Persekutuan 610016 Chengdu
Chennai 600020
Fax : +6083-320 340 Tel : +603-2176 2000 Peoples Republic of China
Tamil Nadu, India
Fax : +603-2176 2100 Tel : +86 28 6283 3442/
Tel : +91-44-4210 2058
Sarikei Site Ofce 43/46/48
GOM RESOURCES SDN BHD Fax : +91-44-4210 2028
1st Floor, No. 82C Fax : +86 28 6283 3550
Wisma CS Kua Level 15, 16 & 17, Tower 1
In Myanmar
Jalan Masjid Lama Etiqa Twins LUWEI (PINGDINGSHAN)
96100 Sarikei, Sarawak No. 11, Jalan Pinang WATER CO. LTD GOM RESOURCES LIMITED
Tel : +6084-656 206 50450 Kuala Lumpur No. 6, ShunCheng Road (East) c/o No. 79, Taw Win Road
Fax : +6084-656 208 Wilayah Persekutuan Lushan County Dagon Township
Tel : +603-2176 2000 Henan Province 11191 Yangon
Sabah Ofce Fax : +603-2176 2100 467300 Myanmar
No. 5, 1st Floor, Block A Peoples Republic of China Tel : +95-973 9999 11/
Lorong Plaza Permai 1 PUNCAK RESEARCH CENTRE Tel / Fax: +86-375-5891036 +95-973 9999 66
Alamesra, Sulaman Coastal SDN BHD
Fax : +95-1221 789
Highway Wisma Rozali XINNUO WATER (BINZHOU)
88400 Kota Kinabalu No. 4, Persiaran Sukan CO. LTD REPRESENTATIVE OFFICE
Sabah Seksyen 13, 40100 Shah Alam Chenlou Industrial &
Tel : +6088-486 070 Selangor Darul Ehsan Commerce Park In Vietnam
Fax : +6088-486 069 Tel : +603-5522 8589 Laodian Town
Fax : +603-5522 8598 Yangxin County The Representative
Shandong Province Ofce of Puncak Niaga
251802 Holdings Berhad
Peoples Republic of China 16F, Saigon Tower
Tel / Fax: +86-543-898 3008 29, Le Duan Street
District 1, Ho Chi Minh City
Saigon, Vietnam
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