Pintaras-AnnualReport 2000

A
PINTARAS JAYA BERHAD
CONTENTS
NOTICE OF ANNUAL GENERAL MEETING CORPORATE INFORMATION CHAIRMANS STATEMENT FINANCIAL HIGHLIGHTS DIRECTORS REPORT INCOME STATEMENTS BALANCE SHEETS STATEMENTS OF CHANGES IN EQUITY CONSOLIDATED CASH FLOW STATEMENT COMPANY CASH FLOW STATEMENT NOTES TO THE ACCOUNTS STATEMENT BY DIRECTORS STATUTORY DECLARATION REPORT OF THE AUDITORS ANALYSIS OF SHAREHOLDINGS LIST OF PROPERTIES AUDIT COMMITTEE PROXY FORM
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2 4 5 7 9 14 15 16 17 19 21 40 40 41 42 44 45

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NOTICE OF A N N UA L G E N E R A L M E E T I N G
NOTICE IS HEREBY GIVEN that the Eleventh Annual General Meeting of the Company will be held at Mauna Lani B, The Pan Pacific Glenmarie Resort, 1, Jalan Usahawan U1/8, Seksyen U1, 40250 Shah Alam, Selangor Darul Ehsan on Tuesday, 21 November 2000 at 10:00 a.m. for the following purposes :AGENDA 1. To receive and consider the Audited Accounts for the year ended 30 June 2000 together with the Reports of the Directors and Auditors thereon. To approve the declaration of a first and final dividend of 5% less tax for the year ended 30 June 2000. To approve the Directors fees for the financial year ended 30 June 2000. To re-elect the following Directors :Under Article 79 (i) Mr Chang Cheng Wah (ii) Mr Khoo Keow Pin To re-appoint Messrs PricewaterhouseCoopers as Auditors and to authorise the Directors to fix their remuneration. (Resolution 1)
2.
(Resolution 2)
3. 4.
(Resolution 3)
(Resolution 4) (Resolution 5) (Resolution 6)
5.
Special Business To consider and, if thought fit, to pass the following Resolution 7 as Ordinary Resolution :Ordinary Resolution 6. Authority To Issue Shares THAT subject always to the Companies Act, 1965, Articles of Association of the Company and approvals from the Stock Exchange and other governmental/regulatory bodies, where such approvals shall be necessary, full authority be and is hereby given to the Directors pursuant to Section 132D of the Companies Act, 1965 from time to time to allot and issue ordinary shares from the unissued share capital of the Company upon such terms and conditions and at such times as may be determined by the Directors of the Company to be in the interest of the Company provided always that the aggregate number of shares to be issued pursuant to this Resolution shall not exceed 10% of the issued share capital of the Company for the time being. To transact any other ordinary business of which due notice shall have been given. (Resolution 7)
7.
NOTICE OF BOOKS CLOSURE
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NOTICE IS HEREBY GIVEN that the Share Transfer Books and the Register of Members of the Company will be closed from 16 January 2001 to 17 January 2001 (both dates inclusive) for the purpose of determining entitlement to the dividend. Duly completed transfers received by the Companys Registrar, Malaysian Share Registration Services Sdn Bhd, 7th Floor, Exchange Square, Bukit Kewangan, 50200 Kuala Lumpur up to the close of business at 5:00 p.m. on 15 January 2001 will be registered before entitlement to the dividend is determined. The dividend, if approved, will be paid on 13 February 2001. A depositor shall qualify for entitlement only in respect of :(a) Shares transferred into the Depositors Securities Account before 12:30 p.m. on 15 January 2001 in respect of ordinary transfers; and (b) Shares bought on the Kuala Lumpur Stock Exchange on a cum entitlement basis according to the Rules of the Kuala Lumpur Stock Exchange.
By Order of The Board
CHIU GIT PING Company Secretary
Shah Alam 27 October 2000

Notes :(1) A member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote in his stead. (2) A proxy may but need not be a member of the Company and the provisions of Section 149(1)(b) of the Companies Act, 1965 shall not apply to the Company. (3) To be valid this form duly completed must be deposited at the Registered Office, No. 8, Jalan Majistret U1/26, HICOM-Glenmarie Industrial Park, 40150 Shah Alam, Selangor Darul Ehsan not less than forty-eight (48) hours before the time for holding the meeting. (4) A member shall be entitled to appoint more than one (1) proxy to attend and vote at the same meeting. (5) Where a member appoints more than one (1) proxy the appointment shall be invalid unless he specifies the proportion of his holdings to be represented by each proxy. (6) If the appointer is a corporation, this form must be executed under its common seal or under the hand of its attorney. Explanatory Note on Special Business (7) Resolution pursuant to Section 132D of the Companies Act, 1965 The Ordinary Resolution No. 7, if passed, will give powers to the Directors of the Company to issue ordinary shares in the capital of the Company up to an aggregate amount of not exceeding 10% of the issued share capital of the Company for the time being for such purposes as the Directors consider would be in the interest of the Company. This would avoid any delay and cost involved in convening a General Meeting to specifically approve such an issue of shares. This authority, unless revoked or varied at a General Meeting, will expire at the next Annual General Meeting of the Company.

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C O R P O R AT E I N F O R M AT I O N
DIRECTORS DR CHIU HONG KEONG (Chairman/Managing Director) KHOO KEOW PIN KHOO YOK KEE KOO GIT LOO @ CHIU GIT LOO KONG KIM PIEW CHANG CHENG WAH COMPANY SECRETARY CHIU GIT PING REGISTERED OFFICE NO. 8, JALAN MAJISTRET U1/26 HICOM-GLENMARIE INDUSTRIAL PARK 40150 SHAH ALAM SELANGOR DARUL EHSAN TEL : 03-5191516 REGISTRAR MALAYSIAN SHARE REGISTRATION SERVICES SDN BHD 7TH FLOOR, EXCHANGE SQUARE BUKIT KEWANGAN 50200 KUALA LUMPUR TEL : 03-2068099 PRINCIPAL BANKER MALAYAN BANKING BERHAD AUDITORS MESSRS PRICEWATERHOUSECOOPERS PUBLIC ACCOUNTANTS 11TH FLOOR, WISMA SIME DARBY JALAN RAJA LAUT 50706 KUALA LUMPUR SOLICITOR MESSRS CHIU & ASSOCIATES 15, JALAN CEMPAKA SD 12/4C BANDAR SRI DAMANSARA 52200 KUALA LUMPUR STOCK EXCHANGE LISTING KUALA LUMPUR STOCK EXCHANGE MAIN BOARD
C H A I R M A N S S TAT E M E N T
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On behalf of the Board of Directors, it is with pleasure that I present the Annual Report of the Group and the Company for the year ended 30 June 2000. REVIEW OF RESULTS The Group achieved a pretax profit of RM4.62 million and an after-tax profit of RM4.56 million for the financial year 2000. Profits were down from the previous period. In essence, our construction division recorded a loss of about RM2.0 million, however, our manufacturing division and other investments performed well to not only cover the loss from construction but yield an overall positive profit result for the Group. At the Company level, profit before tax and after tax increased substantially to RM10.93 million and RM9.28 million respectively. This is mainly due to dividend payments from the Companys subsidiaries. DIVIDENDS The Board of Directors has recommended a first and final dividend of 5 sen gross per share, less tax at 28%, amounting to RM1,801,440 subject to the approval of shareholders at our forthcoming Annual General Meeting. REVIEW OF OPERATIONS For this financial year under review, the Groups turnover increased from RM22.9 million to RM30.7 million. This increase is attributable to a maiden contribution of RM21.0 million from our manufacturing division. Construction turnover shrunk severely to about RM7.8 million. Considering the generally weak construction industry during the year and our practice of securing new projects from reputable clients and projects which can yield a reasonable profit, it is unavoidable that turnover has tapered off so drastically. However, the Groups diversification into the manufacturing sector in 1999 through Prima Packaging Sdn Bhd has contributed very positively to its overall performance. More importantly, we have also been able to turn around the profitability of Prima Packaging and improved on its operations. CORPORATE DEVELOPMENTS The Group completed the 100% acquisition of Prima Packaging on 30 November 1999. YEAR 2000 COMPLIANCE The Group entered the new millennium without any hitches from its computer systems.

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OUTLOOK There is little doubt that the Malaysian economy has turned around positively. We have seen increased activities in the construction and manufacturing sectors. Our volume of business should increase substantially for the period ending June 2001. We are particularly optimistic that the construction industry will pick up strongly in the year 2001. Many large infrastructure and public sector projects are on the brink of commencement and the low to medium cost residential property market has performed most encouragingly. We are certain that we have emerged from the economic doldrums. We have remained intact, cohesive and financially strong over the last three years. We still see challenges ahead, it will not be smooth sailing but we believe we will perform better in the future. ACKNOWLEDGEMENT On behalf of the Board of Directors, I wish to express our appreciation and gratitude to our shareholders, clients, suppliers, sub-contractors, bankers and business associates for their continued support and co-operation during the year. I also wish to record our deep appreciation to our loyal and dedicated employees for their continued hardwork and commitment to the Group.
DR CHIU HONG KEONG Chairman/Managing Director October 2000
FINANCIAL HIGHLIGHTS
2000 RM000 Turnover Profit before taxation Profit after taxation but before extraordinary item Extraordinary item Profit after taxation and extraordinary item Paid up Capital Shareholders funds Total assets Gross earnings per share (RM) Net earnings per share (RM) Gross Dividend rate (%) 30,677 4,624 4,557 1999 RM000 22,944 6,268 7,103
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1998 RM000 73,738 7,949 5,527
1997 RM000 67,396 10,052 7,256
1996 RM000 38,328 8,977 6,240
4,557
7,103
5,527
7,256
6,240
50,040 104,379 126,694 0.09 0.09 5
50,040 100,933 117,651 0.13 0.14 5
50,040 96,331 124,510 0.20 0.14 8
30,272 53,540 85,042 0.33 0.24 10
18,920 47,615 63,875 0.31 0.22 10
PROFIT T U R N OV E R
80 70 60 67.4 8 73.7 10 9.0 7.9 6.3 10.0
B E F O R E TA X
(RM Million)
(RM Million)
50 40 30 20 38.3 30.7 22.9
6 4.6 4
2 10 0 '96 '97 '98 '99 '00 0
'96
'97
'98
'99
'00

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PROFIT A F T E R TA X
8 7.3 7 6.2 6
(RM Million)
SHAREHOLDERS' FUNDS
100 96.3 100.9 104.4
7.1
5.5
(RM Million)
80 4.6
5 4 3 2
60 47.6 40
53.5
20 1 0 0 '96 '97 '98 '99 '00
'96
'97
'98
'99
'00
NET EARNINGS PER SHARE

0.4 150
TOTA L A S S E T S
126.7 117.7
124.5 120 0.3 0.22 0.2 0.14 0.14 0.1 0.09 30 0.24
(RM Million)
(RM)
90 63.9 60
85.0
'96
'97
'98
'99
'00
0 '96 '97 '98 '99 '00
Based on weighted average paid-up capital of 28,608,548 shares.
Based on paid-up capital of 30,272,000 shares.
# Based on weighted average paid-up capital of 39,560,092 shares.
Based on paid-up capital of 50,040,000 shares.
DIRECTORS REPORT
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The directors have pleasure in submitting their report together with the audited accounts of the Group and Company for the financial year ended 30 June 2000.
PRINCIPAL ACTIVITIES The principal activities of the Company consist of investment holding and undertaking of piling contracts, civil engineering and building construction works and rental of plant and machinery. There have been no significant changes in these activities during the financial year. The principal activities of the subsidiary companies are set out in Note 10 to the accounts.
FINANCIAL RESULTS Group RM Company RM
Profit after taxation
4,557,081
9,276,272
DIVIDENDS The amount of dividends paid by the Company since 30 June 1999 are as follows: RM Final dividend of 5 sen per share, tax exempt, paid on 22 February 2000
2,502,000
The directors now recommend the payment of a final dividend of 5 sen gross per share, less income tax of 28%, amounting to RM1,801,440 for the financial year ended 30 June 2000, subject to the approval of members at the forthcoming Annual General Meeting of the Company.
RESERVES AND PROVISIONS There were no material transfers to or from reserves and provisions during the financial year other than as disclosed in the accounts.

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EMPLOYEES' SHARE OPTION SCHEME The Company's Employees' Share Option Scheme ('ESOS') was approved by the Securities Commission on 21 April 1997. The Kuala Lumpur Stock Exchange ('KLSE') had also approved in principle the listing of the new ordinary shares to be issued pursuant to the ESOS on 13 June 1997. The main features of the ESOS are: (a) the aggregate number of ordinary shares under the ESOS shall not exceed 10% of the issued and paid-up share capital of the Company at any point of time during the existence of the ESOS; (b) the ESOS shall be in force for a period of 5 years commencing on 5 September 1997 and expiring on 4 September 2002; (c) the ESOS is for eligible persons who are executive directors and confirmed employees of the Pintaras Jaya Berhad group of companies with at least 1 year of continuous service for Malaysian employees and at least 3 years of continuous service for non-Malaysian employees; (d) the options are non-assignable; and (e) the persons to whom the options are granted have no right to participate by virtue of the options in any share issue of any other related company. On 5 September 1997, the Company granted options under the ESOS to subscribe 2,315,000 unissued ordinary shares of RM1.00 each in the Company at an option price of RM5.45 per share to eligible executive directors and employees. The number of ordinary shares and option price under the ESOS were adjusted to 2,893,750 and RM4.36 respectively following the bonus issue of 10,008,000 new ordinary shares of RM1.00 each on 8 April 1998 pursuant to the Bye-laws of the ESOS. None of the options has been exercised as at 30 June 2000.
DIRECTORS The directors who have held office during the period since the date of the last report are: Dr Chiu Hong Keong Khoo Keow Pin Khoo Yok Kee Koo Git Loo @ Chiu Git Loo Kong Kim Piew Chang Cheng Wah In accordance with Article 79 of the Company's Articles of Association, Chang Cheng Wah and Khoo Keow Pin retire by rotation at the forthcoming Annual General Meeting and, being eligible, offer themselves for re-election.
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DIRECTORS' BENEFITS During and at the end of the financial year, no arrangements subsisted to which the Company is a party, with the object or objects of enabling directors of the Company to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate except for the share options granted to executive directors of the Company pursuant to the ESOS. Since the end of the previous financial year, no director has received or become entitled to receive a benefit (other than benefits disclosed in Note 5 to the accounts) by reason of a contract made by the Company or a related corporation with a director or with a firm of which he is a member, or with a company in which he has a substantial financial interest.
DIRECTORS' INTERESTS According to the register of directors' shareholdings, the interests of the directors in office at the end of the financial year in shares in the Company were as follows: Number of ordinary shares of RM1.00 each At At 1.7.1999 Acquired Disposed 30.6.2000 Dr Chiu Hong Keong Khoo Keow Pin Khoo Yok Kee Koo Git Loo @ Chiu Git Loo 5,392,100 6,426,783 1,872,500 5,250 600,000 (600,000) 5,392,100 5,826,783 2,472,500 5,250
Options over ordinary shares of RM1.00 each At At 1.7.1999 Granted Exercised 30.6.2000 Dr Chiu Hong Keong Khoo Keow Pin Khoo Yok Kee Koo Git Loo @ Chiu Git Loo 500,000 350,000 350,000 350,000 500,000 350,000 350,000 350,000
By virtue of their interests in the Company, the above directors are deemed to have an interest in the shares of the subsidiary companies to the extent held by the Company. None of the other directors held any interest in shares in the Company or its related corporations during the financial year.
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STATUTORY INFORMATION ON THE ACCOUNTS Before the profit and loss accounts and balance sheets of the Group and of the Company were made out, the directors took reasonable steps: (a) to ascertain that action had been taken in relation to the writing off of bad debts and the making of 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 (b) to ensure that any current assets, other than debts, which were unlikely to realise in the ordinary course of business their value as shown in the accounting records of the Group and of the Company have been written down to an amount which they might be expected so to realise. At the date of this report, the directors are not aware of any circumstances: (a) which would render the amounts written off for bad debts or the amount of the provision for doubtful debts in the accounts of the Group and of the Company inadequate to any substantial extent; or (b) which would render the values attributed to current assets in the accounts of the Group and of the Company misleading; or (c) which have arisen which render adherence to the existing method of valuation of assets or liabilities of the Group and of the Company misleading or inappropriate. No contingent or other liability has become enforceable or is likely to become enforceable within the period of twelve months after the end of the financial year which, in the opinion of the directors, will or may substantially affect the ability of the Group and of the Company to meet their obligations when they fall due. At the date of this report, there does not exist: (a) any charge on the assets of the Group and of the Company which has arisen since the end of the financial year which secures the liability of any other person; or (b) any contingent liability of the Group and of the Company which has arisen since the end of the financial year.
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OTHER STATUTORY INFORMATION At the date of this report, the directors are not aware of any circumstances not otherwise dealt with in this report or the accounts which would render any amount stated in the accounts misleading. In the opinion of the directors, (a) the results of the operations of the Group and of the Company during the financial year were not substantially affected by any item, transaction or event of a material and unusual nature except for the acquisition of subsidiary companies as set out in Note 28 to the accounts; and (b) there has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely to affect substantially the results of the operations of the Group and of the Company for the financial year in which this report is made.
AUDITORS The auditors, PricewaterhouseCoopers, have expressed their willingness to continue in office.
On behalf of the Board
DR CHIU HONG KEONG DIRECTOR
KHOO KEOW PIN DIRECTOR
Shah Alam 5 October 2000
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I N C O M E S TAT E M E N T S
for the financial year ended 30 June 2000
Group Note 2000 RM 30,676,883 1999 RM 22,943,566
Company 2000 1999 RM RM 12,864,433 12,864,433 3,878,712 (793,598) (5,019,073) 10,930,474 10,930,474 (1,654,202) 9,276,272 4,826,707 4,826,707 3,019,821 (364,562) (5,100,116) 2,381,850 2,381,850 842,702 3,224,552
REVENUE COST OF SALES GROSS PROFIT OTHER OPERATING INCOME ADMINISTRATIVE EXPENSES OTHER OPERATING EXPENSES PROFIT FROM OPERATIONS FINANCE COST PROFIT BEFORE TAXATION TAXATION PROFIT AFTER TAXATION EARNINGS PER SHARE (SEN) - Basic - Fully diluted
(24,486,988) (12,896,123) 6,189,895 6,437,394 (2,080,527) (5,512,240) 5,034,522 (410,279) 5 6 4,624,243 (67,162) 4,557,081 10,047,443 4,319,460 (619,956) (7,478,793) 6,268,154 6,268,154 835,327 7,103,481
8 8
9.1 9.1
14.2 14.2
The notes set out on pages 21 to 39 form an integral part of the accounts.
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BALANCE SHEETS
as at 30 June 2000
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R e p o r t
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Group Note FIXED ASSETS INVESTMENTS IN SUBSIDIARY COMPANIES INVESTMENT PROPERTIES PRELIMINARY AND PRE-OPERATING EXPENSES CURRENT ASSETS Amount due from customers on contracts Inventories Debtors Amounts due from subsidiary companies Dividend receivable Marketable securities Short term deposits Cash and bank balances 9 10 11 2000 RM 51,126,301 11,627,442 17 12 13 14 15 16 228,900 5,898,596 25,699,981 5,730,837 26,149,526 232,459 63,940,299 CURRENT LIABILITIES Amount due to customers on contracts Creditors Amounts due to subsidiary companies Taxation Proposed dividend Short term borrowings 17 18 14 19 6,698,262 553,175 1,801,440 10,042,401 19,095,278 NET CURRENT ASSETS 44,845,021 1999 RM 38,065,688 11,274,222 36,851 2,023,207 23,951,229 4,155,290 38,048,110 96,900 68,274,736 1,516,662 6,984,423 2,340,715 2,502,000 13,343,800 54,930,936
Company 2000 1999 RM RM 31,866,215 5,000,006 55,865 124,544 34,715,629 8,627,600 5,730,837 15,628,393 119,822 65,002,690 424,736 1,394,879 106,826 1,801,440 3,727,881 61,274,809 98,141,030 (1,982,000) 96,159,030 35,671,319 5,000,006 1,993,124 18,096,880 2,500,000 4,155,290 31,169,327 69,059 57,983,680 2,275,064 1,420,217 783,526 2,502,000 6,980,807 51,002,873 91,674,198 (2,990,000) 88,684,198
107,598,764 104,307,697 DEFERRED TAXATION 20 (3,219,700) (3,375,100)
104,379,064 100,932,597 Representing: SHARE CAPITAL SHARE PREMIUM CAPITAL RESERVE UNAPPROPRIATED PROFITS SHAREHOLDERS' FUNDS 21 22 50,040,000 33,509,518 690,826 20,138,720 50,040,000 33,509,518 17,383,079
50,040,000 33,509,518 12,609,512 96,159,030
50,040,000 33,509,518 5,134,680 88,684,198
104,379,064 100,932,597
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STATEMENTS OF CHANGES IN EQUITY

Note
Share capital RM
Non-distributable Share Capital premium reserve RM RM
Distributable Unappropriated profits RM
Total RM
Group At 1 July 1999 Profit after taxation for the financial year Reserve arising from subsidiary acquired Dividends At 30 June 2000 At 1 July 1998 Profit after taxation for the financial year Dividends At 30 June 1999 Company At 1 July 1999 Profit after taxation for the financial year Dividends At 30 June 2000 At 1 July 1998 Profit after taxation for the financial year Dividends At 30 June 1999 50,040,000 33,509,518 5,134,680 88,684,198 50,040,000 33,509,518 17,383,079 100,932,597
50,040,000 50,040,000
33,509,518 33,509,518
690,826 690,826 -
4,557,081 (1,801,440)
4,557,081 690,826 (1,801,440)
20,138,720 104,379,064 12,781,598 96,331,116
50,040,000
33,509,518
7,103,481 (2,502,000)
7,103,481 (2,502,000)
17,383,079 100,932,597
50,040,000 50,040,000
33,509,518 33,509,518
9,276,272 (1,801,440) 12,609,512 4,412,128
9,276,272 (1,801,440) 96,159,030 87,961,646
50,040,000
33,509,518
3,224,552 (2,502,000) 5,134,680
3,224,552 (2,502,000) 88,684,198
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CONSOLIDATED CASH FLOW STATEMENT
A n n u a l
R e p o r t
2 0 0 0
Note
2000 RM
1999 RM
CASH FLOWS FROM OPERATING ACTIVITIES Profit before taxation Adjustments for: Depreciation of fixed assets (Gain)/loss on disposal of fixed assets Gain on disposal of marketable securities Interest income Dividend income Preliminary expenses written off Provision for bad and doubtful debts written back Provision for bad and doubtful debts Bad debts recovered Provision for write-down of property acquired for resale 4,624,243 6,268,154
5,811,838 (26,498) (2,640,274) (916,391) (145,887) 36,851 (1,288,230) 5,455,652
4,320,236 9,721 (972,801) (3,025,141) (28,861) 14,427 2,557,226 (30,736) 109,492 9,221,717 (6,687,666) 272,891 8,626,235 (4,158,288) 7,274,889 (37,987) 208,937 2,948,989 22,583 10,417,411
Decrease in amount due to customers on contracts Decrease in inventories Decrease in debtors Decrease in creditors Cash generated from operations Taxation paid Taxation refunded Interest received Dividend received Net cash inflow from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Payment for acquisition of investment properties Purchase of fixed assets Proceeds from disposal of fixed assets Acquisition of a subsidiary company Purchase of marketable securities Proceeds from disposal of marketable securities Preliminary and pre-operating expenses incurred Net cash outflow from investing activities
(1,836,793) 776,452 9,005,835 (3,038,203) 10,362,943 (3,330,609) 37,614 882,232 117,213 8,069,393
(353,220) (10,774,222) (595,687) (314,719) 26,500 341,500 (10,526,792) (1,998) (5,225,397) (4,975,734) 6,484,325 2,284,818 (26,271) (10,190,271) (13,466,626)
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A n n u a l R e p o r t 2 0 0 0
Note
2000 RM
1999 RM
CASH FLOWS FROM FINANCING ACTIVITIES Short term borrowing repaid Deposits pledged as security Dividends paid Net cash outflow from financing activities NET DECREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT BEGINNING OF FINANCIAL YEAR CASH AND CASH EQUIVALENTS AT END OF FINANCIAL YEAR Summary of effects of acquisition of shares in subsidiary companies: Net assets/(liabilities) acquired: Fixed assets Stock Trade debtors Other debtors and prepayment Short term deposit Cash and bank Trade creditors Other creditors and accruals Short term borrowings Provision for taxation Deferred taxation Preliminary expenses Pre-operating expenses Cash in hand Amounts owing to Director (7,182,548) (1,500,000) (2,502,000) (11,184,548) (13,305,426) (2,305,843) (2,305,843) (5,355,058)
38,145,010
43,500,068
23
24,839,584
38,145,010
18,185,535 4,651,841 8,866,702 492,051 1,500,000 352,227 (979,349) (1,572,561) (17,224,949) (364,053) (880,000) 13,027,444
(300) 1,768 532 2 (2,000) 2 2,000 (2) 1,998
Cash paid for shares acquired Cash balance of subsidiary company acquired Short term borrowings (bank overdraft) of subsidiary company acquired Cashflow on acquisition, net of cash paid
12,336,618 (1,852,227) 42,401 10 ,526,792
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COMPANY CASH FLOW STATEMENT
A n n u a l
R e p o r t
2 0 0 0
Note
2000 RM
1999 RM
CASH FLOWS FROM OPERATING ACTIVITIES Profit before taxation Adjustments for: Depreciation of fixed assets (Gain)/loss on disposal of fixed assets Gain on disposal of marketable securities Interest income Dividend income Provision for bad and doubtful debts written back Provision for bad and doubtful debts Bad debts recovered 10,930,474 2,381,850
3,982,907 (25,500) (2,640,274) (825,565) (11,177,887) (40,000) 204,155
4,013,429 7,904 (972,801) (1,909,615) (2,528,861) 467,066 (30,736) 1,428,236 4,853,286 1,348,330 (457,293) 7,172,559 (15,458) 144,087 1,850,694 22,583 9,174,465
Increase in inventories Decrease in debtors (Decrease)/increase in creditors Increase in intercompany balances Cash (used in)/generated from operations Taxation paid Taxation refunded Interest received Dividend received Net cash (outflow)/inflow from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Purchase of fixed assets Proceeds from disposal of fixed assets Purchase of marketable securities Proceeds from disposal of marketable securities Net cash inflow/(outflow) from investing activities CASH FLOWS FROM FINANCING ACTIVITY Dividends paid Net cash outflow from financing activity
(55,865) 1,929,954 (2,050,459) (16,644,087) (16,616,302) (907,828) 810,121 2,619,213 (14,094,796)
(177,803) 25,500 (5,225,397) 6,484,325 1,106,625
(392,771) 376,501 (4,975,735) 2,284,817 (2,707,188)
(2,502,000) (2,502,000)
(2,305,843) (2,305,843)
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A n n u a l R e p o r t 2 0 0 0
Note
2000 RM (15,490,171)
1999 RM 4,161,434
NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT BEGINNING OF FINANCIAL YEAR CASH AND CASH EQUIVALENTS AT END OF FINANCIAL YEAR
31,238,386
27,076,952
23
15,748,215
31,238,386
20
NOTES TO THE ACCOUNTS

1 GENERAL INFORMATION
A n n u a l
R e p o r t
2 0 0 0
The principal activities of the Company consist of investment holding and undertaking of piling contracts, civil engineering and building construction works and rental of plant and machinery. There have been no significant changes in these activities during the financial year. The number of person employed at the end of the financial year ended 30 June 2000 amounted to 214 (1999: 69) employees in the Group and 22 (1999: 26) employees in the Company respectively. The Company is a limited liability company, incorporated and domiciled in Malaysia, and listed on the Main Board of the Kuala Lumpur Stock Exchange. The address of the registered office and principal place of business of the Group and Company is as follows: No. 8, Jalan Majistret U1/26, HICOM-Glenmarie Industrial Park, 40150 Shah Alam, Selangor Darul Ehsan.
BASIS OF ACCOUNTING The accounts are prepared under the historical cost convention in accordance with the applicable approved accounting standards in Malaysia and comply with the Companies Act, 1965.
SIGNIFICANT ACCOUNTING POLICIES The following accounting policies have been used consistently in dealing with items which are considered material in relation to the accounts. (a) Basis of consolidation The consolidated accounts include the accounts of the Company and all its subsidiary companies made up to the end of the financial year. Subsidiary companies are those companies in which the Group has power to exercise control over the financial and operating policies so as to obtain benefits from their activities. The results of the subsidiary companies acquired or disposed of during the financial year are included in the consolidated income statement from the date of their acquisition or up to the date of their disposal. Intra-Group transactions and resulting unrealised profits or losses are eliminated fully on consolidation and the consolidated accounts reflect external transactions only.
21

A n n u a l R e p o r t 2 0 0 0
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) (b) Revenue recognition (i) Construction contracts Revenue from contracts are recognised on the percentage of completion method based on certified work done. (ii) Sale of goods Revenue from the sale of goods is based on the value invoiced to customers during the financial year less returns. (iii) Rental of machinery Revenue from the rental of machinery is based on the amount charged to subsidiary companies based on the duration and number of machineries rented. (iv) Dividend Dividend income is recognised when the dividend is proposed or declared by subsidiary companies. (v) Interest Interest income is recognised as it accrues unless collectability is in doubt. (c) Fixed assets and depreciation Fixed assets are stated at cost less accumulated depreciation. Freehold land is not depreciated. Depreciation is calculated on a straight line method to write off the cost of the other fixed assets over their estimated useful lives. The principal annual depreciation rates used are as follows: Freehold buildings Plant and machinery Motor vehicles Site equipment Site office and workshop Office equipment Furniture and fittings Office renovations 2% 10% - 20% 20% 10% - 20% 10% 10% - 40% 10% 10%
22

A n n u a l R e p o r t 2 0 0 0
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) (d) Investments Investments in subsidiary companies are stated at cost. Provision is made when the directors consider that there has been a permanent diminution in value. Permanent diminution in the value of an investment is recognised as an expense in the financial year in which the diminution is identified. Marketable securities are carried at the lower of cost and market value, determined on an aggregate portfolio basis by category of investment. Cost is derived at on the weighted average basis. Market value is calculated by reference to stock exchange quoted selling prices at the close of business on the balance sheet date. (e) Investment properties Investment properties comprise real properties acquired for investment purposes and are stated at cost. Provision is made when the directors consider that there has been a permanent diminution in value. (f) Inventories (i) Properties acquired for resale purposes are stated at lower of cost and net realisable value. (ii) Inventories are stated at the lower of cost and net realisable value. Cost is determined on a weighted average basis. Work-in-progress and finished goods comprise raw materials, direct labour, other direct charges and related production overheads, but excludes interest expense. In the previous financial year, the cost of inventories was determined on a first-in, first-out basis. The change in the accounting policy is to ensure consistency within the Group. There is no prior year adjustment as the effect of the change in the accounting policy is not material. (g) Construction contracts Profits from contracts are recognised on the percentage of completion method based on certified work done. No profit is recognised on a contract which has not reached a stage of completion where it is possible to assess the financial outcome of the contract with reasonable certainty. Anticipated losses are recognised immediately in the income statement. The aggregate of the costs incurred and the profit/loss recognised on each contract is compared against the progress billings up to the year end. Where the sum of the costs incurred and recognised profit/loss exceeds the progress billings, the balance is also shown as Amounts due from customers on contracts. Conversely, where progress billings exceed the sum of the costs incurred and recognised profit/loss, the balance is shown as Amount due to customers on contracts.
23

A n n u a l R e p o r t 2 0 0 0
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) (h) Provision for bad and doubtful debts Specific provisions are made for doubtful debts which have been individually reviewed and identified by the directors as bad or doubtful. (i) Deferred taxation Provision is made using the liability method for taxation deferred by capital allowances and other timing differences except to the extent that it can be demonstrated with reasonable probability that such timing differences will continue in the foreseeable future. (j) Goodwill/capital reserve Goodwill and capital reserve arising on consolidation represents the diference of the purchase price and the fair value of the net assets of subsidiary companies at the date of acquisition. Goodwill is amortised through the income statements on a straight line basis over a period of 20 years or the expected useful life, whichever is the shorter. Capital reserve is carried in the balance sheet indefinitely. (k) Foreign currencies Transactions in foreign currencies during the year are converted into Ringgit Malaysia at the rates of exchange ruling on the transaction dates. Foreign currency assets and liabilities at the balance sheet date are translated into Ringgit Malaysia at rates of exchange approximating those ruling on that date. Exchange gains and losses are dealt with in the income statements. (l) Cash and cash equivalents Cash comprises cash on hand and balances with licensed financial institutions. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash, net of short-term bank borrowings which are repayable on demand.
REVENUE Group 2000 RM Construction contracts Sale of goods Dividends Rental of machinery 7,758,192 22,918,691 30,676,883 1999 RM 22,530,016 380,000 33,550 22,943,566 Company 2000 1999 RM RM 11,030,000 1,834,433 12,864,433 2,449,207 2,377,500 4,826,707
24

A n n u a l R e p o r t 2 0 0 0
5 PROFIT BEFORE TAXATION Profit before taxation is arrived at after charging: Group 2000 RM Auditors' remuneration Directors' remuneration - fees - other emoluments Depreciation of fixed assets Interest expense Preliminary and pre-operating expenses written off Office rental Provision for write-down of property acquired for resale Provision for bad and doubtful debts - trade Bad debts written off Loss on disposal of fixed assets Rental of accommodation Staff costs Contract cost recognised as expense Cost of inventories recognised as expense and after crediting: Auditors' remuneration - overprovision in prior year Gain on disposal of fixed assets Gain on disposal of marketable securities Interest income Income from rental of machinery Dividend income (gross) Provision for bad and doubtful debts written back Bad debts recovered - trade - others Provision for stocks obsolescence written back 58,900 30,000 732,450 5,811,830 410,279 36,851 398 14,850 4,348,876 5,364,567 19,122,421 1999 RM 36,300 30,000 553,150 4,320,236 14,427 5,600 109,492 2,557,226 9,721 2,335,737 12,512,567 383,556 Company 2000 1999 RM RM 24,700 30,000 576,850 3,982,907 1,166,016 16,000 30,000 553,150 4,013,429 5,600 467,066 7,904 1,191,820 -
4,660 26,498 2,640,274 916,391 145,887 1,288,230 30,630
972,801 3,025,141 33,550 28,861 5,000 25,736 -
25,500 2,640,274 825,565 1,834,433 11,177,887 40,000 -
972,801 1,909,615 2,377,500 2,528,861 5,000 25,736 -
The estimated monetary value of benefits provided to directors by way of usage of the Group's assets and provision of other benefits during the financial year amounted to RM14,100 (1999: RM14,100).
25

A n n u a l R e p o r t 2 0 0 0
TAXATION Group 2000 RM Current taxation - Malaysian Income Tax (Under)/over provision in prior years Deferred taxation (Note 20) (1,096,100) (6,462) 1,035,400 (67,162) 1999 RM 45,527 789,800 835,327 Company 2000 1999 RM RM (2,662,800) 598 1,008,000 (1,654,202) 35,702 807,000 842,702
The effective tax rate for the Group is lower than the statutory rate mainly due to tax on certain portion of the income of a newly acquired subsidiary company which has been waived in accordance with the Malaysian Income Tax (Amendment) Act, 1999 and capital gains which were not taxable. The effective tax rate for the Company is lower than the statutory rate mainly due to the tax exempt dividends receivable from subsidiary companies and capital gains which were not taxable.
DIVIDENDS Group and Company 2000 1999 RM RM Proposed final: 5 sen gross per share, less tax at 28% (1999: 5 sen gross tax exempt) 1,801,440 2,502,000
EARNINGS PER SHARE The basic earnings per share is calculated based on the Group's profit after taxation of RM4,557,081 (1999: RM7,103,481) and the weighted average number of ordinary shares in issue during the financial year of 50,040,000 (1999: 50,040,000). The assumed conversion of the options during the financial year would be antidilutive; accordingly, the basic and fully diluted earnings per share are the same.
26

A n n u a l R e p o r t 2 0 0 0
FIXED ASSETS On acquisition of subsidiary companies RM
At 1.7.1999 RM Group 2000 Cost Freehold land Freehold buildings Plant and machinery Motor vehicles Site equipment Site office and workshop Office equipment Furniture and fittings Office renovations 5,668,774 4,396,061 40,641,223 1,390,462 3,478,726 97,924 405,119 68,042 30,184 56,176,515
Additions RM
Disposals RM
At 30.6.2000 RM
338,911 97,127 148,609 240 10,800 595,687
6,141,340 6,560,982 15,040,065 640,021 1,172,084 29,554,492
- 11,810,114 - 10,957,043 (403,590) 55,616,609 (24,500) 2,103,110 3,478,726 97,924 (9,775) 1,716,037 68,282 40,984 (437,865) 85,888,829
At 1.7.1999 RM Accumulated depreciation Freehold buildings Plant and machinery Motor vehicles Site equipment Site office and workshop Office equipment Furniture and fittings Office renovations 132,952 15,243,655 808,413 1,626,075 45,662 212,532 37,498 4,040 18,110,827
On Charge acquisition of for the subsidiary financial year companies RM RM
Reversed on disposals RM
At 30.6.2000 RM
169,933 4,786,570 287,530 283,524 9,277 174,030 6,635 3,108 5,720,607
702,323 9,359,070 486,172 821,392 11,368,957
1,005,208 (403,590) 28,985,705 (24,500) 1,557,615 1,909,599 54,939 (9,773) 1,198,181 44,133 7,148 (437,863) 34,762,528
27

A n n u a l R e p o r t 2 0 0 0
FIXED ASSETS (CONTINUED) At 1.7.1998 RM Group 1999 Cost Freehold land Freehold buildings Plant and machinery Motor vehicles Site equipment Site office and workshop Office equipment Furniture and fittings Office renovations 5,668,774 4,482,454 40,774,524 1,560,974 3,447,375 97,924 371,582 60,069 18,930 56,482,606 165,307 175,300 31,351 33,537 7,973 11,254 424,722 Charge for the financial year RM 5,668,774 (251,700) 4,396,061 (133,301) 40,641,223 (345,812) 1,390,462 3,478,726 97,924 405,119 68,042 30,184 (730,813) 56,176,515 Reversed on disposals RM At 30.6.1999 RM
Additions RM
Disposals RM
At 1.7.1998 RM Accumulated depreciation Freehold buildings Plant and machinery Motor vehicles Site equipment Site office and workshop Office equipment Furniture and fittings Office renovations 49,971 11,566,475 766,076 1,337,454 35,870 164,571 31,159 1,209 13,952,785
At 30.6.1999 RM
90,391 3,724,916 256,780 288,621 9,792 47,961 6,339 2,831 4,427,631
(7,410) 132,952 (47,736) 15,243,655 (214,443) 808,413 1,626,075 45,662 212,532 37,498 4,040 (269,589) 18,110,827
28

A n n u a l R e p o r t 2 0 0 0
FIXED ASSETS (CONTINUED) 2000 RM Net book value Freehold land Freehold buildings Plant and machinery Motor vehicles Site equipment Site office and workshop Office equipment Furniture and fittings Office renovations 11,810,114 9,951,835 26,630,904 545,495 1,569,127 42,985 517,856 24,149 33,836 51,126,301 5,668,774 4,263,109 25,397,568 582,049 1,852,651 52,262 192,587 30,544 26,144 38,065,688 1999 RM
The freehold land and fixed assets of a subsidiary company, Prima Packaging Sdn. Bhd. have been pledged as securities for borrowings (Note 19). At 1.7.1999 RM Company 2000 Cost Freehold land Freehold buildings Plant and machinery Motor vehicles Site equipment Site office and workshop Office equipment Furniture and fittings Office renovations 5,668,774 4,396,061 38,974,223 1,022,424 1,942,742 52,291 316,822 60,374 25,744 52,459,455 154,225 12,778 10,800 177,803 5,668,774 4,396,061 (403,590) 38,724,858 (24,500) 997,924 1,942,742 52,291 329,600 60,374 36,544 (428,090) 52,209,168 At 30.6.2000 RM
Additions RM
Disposals RM
29

A n n u a l R e p o r t 2 0 0 0
FIXED ASSETS (CONTINUED) Charge for the financial year RM Reversed on disposals RM
At 1.7.1999 RM Company 2000 Accumulated depreciation Freehold buildings Plant and machinery Motor vehicles Site equipment Site office and workshop Office equipment Furniture and fittings Office renovations 132,952 14,594,372 616,048 1,196,915 34,059 175,931 35,230 2,629 16,788,136 At 1.7.1998 RM Company 1999 Cost Freehold land Freehold buildings Plant and machinery Motor vehicles Site equipment Site office and workshop Office equipment Furniture and fittings Office renovations 5,668,774 4,482,454 39,107,524 1,055,936 1,942,742 52,291 283,805 52,481 14,490 52,660,497
At 30.6.2000 RM
87,921 3,552,836 159,990 129,926 4,714 38,997 5,859 2,664 3,982,907
220,873 (403,590) 17,743,618 (24,500) 751,538 1,326,841 38,773 214,928 41,089 5,293 (428,090) 20,342,953 At 30.6.1999 RM
Additions RM
Disposals RM
165,307 175,300 33,017 7,893 11,254 392,771
5,668,774 (251,700) 4,396,061 (133,301) 38,974,223 (208,812) 1,022,424 1,942,742 52,291 316,822 60,374 25,744 (593,813) 52,459,455
30

A n n u a l R e p o r t 2 0 0 0
FIXED ASSETS (CONTINUED) Charge for the financial year RM Reversed on disposals RM
At 1.7.1998 RM Company 1999 Accumulated depreciation Freehold buildings Plant and machinery Motor vehicles Site equipment Site office and workshop Office equipment Furniture and fittings Office renovations 49,971 11,083,892 589,937 1,061,764 28,830 139,821 29,658 242 12,984,115
At 30.6.1999 RM
90,391 3,558,216 180,373 135,151 5,229 36,110 5,572 2,387 4,013,429
(7,410) 132,952 (47,736) 14,594,372 (154,262) 616,048 1,196,915 34,059 175,931 35,230 2,629 (209,408) 16,788,136 2000 RM 1999 RM
Net book value Freehold land Freehold buildings Plant and machinery Motor vehicles Site equipment Site office and workshop Office equipment Furniture and fittings Office renovations 5,668,774 4,175,188 20,981,240 246,386 615,901 13,518 114,672 19,285 31,251 31,866,215 5,668,774 4,263,109 24,379,851 406,376 745,827 18,232 140,891 25,144 23,115 35,671,319
31

A n n u a l R e p o r t 2 0 0 0
10 INVESTMENTS IN SUBSIDIARY COMPANIES Company 1999 RM 5,000,006
2000 RM Unquoted shares, at cost The subsidiary companies, all of which are incorporated in Malaysia, are as follows:
5,000,006
Name of company
Principal activities
Percentage of equity interest 2000 1999 % % 100 100
Pintaras Geotechnics Sdn. Bhd.
Geotechnical and foundation engineering services Manufacturing of pre-cast concrete piles and concrete related products Foundation and civil engineering contractor Dormant Property investment and development Building superstructure contractor Driven pile contractor Dormant Dormant
Readycast Concrete Industries Sdn. Bhd. Pintaras (East Malaysia) Sdn. Bhd. Pintaras Equipment Sdn. Bhd. Pintaras Development Sdn. Bhd. Pintaras Megah Sdn. Bhd. Pintaras Piling Sdn. Bhd. Pintaras Prima Sdn. Bhd. Solidprop Sdn. Bhd. Subsidiary company of Pintaras Geotechnics Sdn. Bhd. System Micro-Piling Sdn. Bhd. Subsidiary company of Pintaras Prima Sdn. Bhd. * Prima Packaging Sdn. Bhd.
100
100
100
100
100 100 100 100 100 100
100 100 100 100 100 100
Specialised geotechnical contractor
100
100
Manufacturing of metal containers
100
32

A n n u a l R e p o r t 2 0 0 0
10 INVESTMENTS IN SUBSIDIARY COMPANIES (CONTINUED) Name of company Principal activities Percentage of equity interest 2000 1999 % %
Subsidiary company of Pintaras Development Sdn. Bhd. * SMPP Development Sdn. Bhd. (Formerly known as SMP Packaging (M) Sdn. Bhd.) Property developer 100 -
* These companies in the Group are audited by other firms of auditors. 11 INVESTMENT PROPERTIES Group 2000 RM At cost: Leasehold land Buildings 10,459,872 1,167,570 11,627,442 10,459,872 814,350 11,274,222 1999 RM
The title deed to the leasehold land has not been transferred to the subsidiary company as at 30 June 2000. Directors are of the view that the fair values of the properties held at the balance sheet date are not significantly different from the carrying amounts shown in the accounts. 12 INVENTORIES Group 2000 RM At cost: Properties acquired for resale Raw materials Work-in-progress Finished goods Goods in transit Less: Provision for inventories obsolescence 741,522 2,808,793 863,785 1,248,844 265,652 (30,000) 5,898,596 1,921,916 101,291 2,023,207 55,865 55,865 1999 RM Company 2000 1999 RM RM
33

A n n u a l R e p o r t 2 0 0 0
13 DEBTORS Group 2000 RM Progress billings receivable Retention sums 15,183,477 6,562,162 1999 RM 22,111,549 6,673,571 Company 2000 1999 RM RM 2,581,145 732,004 3,313,149 (3,283,149) 30,000 266,018 (171,474) 94,544 124,544 2,948,808 732,004 3,680,812 (3,388,984) 291,828 1,872,770 (171,474) 1,701,296 1,993,124
Less: Provision for bad and doubtful debts
21,745,639 28,785,120 (5,942,887) (7,347,631) 15,802,752 21,437,489 2,685,214 (171,474) 2,513,740 23,951,229
Trade debtors Other debtors, deposits and prepayments Less: Provision for bad and doubtful debts
9,632,625 891,707 (627,103) 9,897,229
Total
25,699,981
14 AMOUNTS DUE FROM/TO SUBSIDIARY COMPANIES The amounts due from/to subsidiary companies are unsecured, interest free and have no fixed terms of repayment.
15 MARKETABLE SECURITIES Group and Company 2000 1999 RM RM Quoted shares in Malaysia: At cost At market value
5,730,837 6,886,794
4,155,290 4,988,920
34

A n n u a l R e p o r t 2 0 0 0
16 SHORT TERM DEPOSITS Group 2000 RM Deposits with licensed financial institutions: - Banks - Finance companies - Other corporation 1999 RM Company 2000 1999 RM RM
1,500,000 24,649,526 26,149,526
18,303,464 17,394,280 2,350,366 38,048,110
15,628,393 15,628,393
15,096,378 13,722,583 2,350,366 31,169,327
The deposits with licensed banks of RM1,500,000 (1999: Nil) have been pledged as a security for the bank overdrafts (Note 19).
17 AMOUNT DUE FROM/(TO) CUSTOMERS ON CONTRACTS Group 2000 RM Work-in-progress Attributable profit Less: Provision for foreseeable losses 1999 RM
4,565,086 55,441,882 45,921 6,794,486 (450,000) 4,161,007 62,236,368 (3,932,107) (63,753,030) 228,900 (1,516,662) (1,516,662) (1,516,662) 1,855,902
Progress billings
Amount due from customers on contracts Amount due to customers on contracts
521,595 (292,695) 228,900
Retention on contracts (included in trade debtors) Costs capitalised during the financial year in the cost of contracts work-in-progress are: Depreciation of fixed assets Hire of plant and machinery
311,661
129,804 1,784,200
221,035 2,367,500
35

A n n u a l R e p o r t 2 0 0 0
18 CREDITORS Group 2000 RM Trade creditors Other creditors and accruals 5,235,167 1,463,095 6,698,262 1999 RM 4,819,501 2,164,922 6,984,423 Company 2000 1999 RM RM 119,673 305,063 424,736 180,284 2,094,780 2,275,064
19 SHORT TERM BORROWINGS Group 2000 RM Bank overdrafts (unsecured) Guaranteed Revolving Underwriting Facility ('GRUF') loan (secured) 42,401 10,000,000 10,042,401 The short term borrowings in the financial year carried interest rates ranging from 3.5% to 5.0% per annum. The bank overdrafts are secured by the pledge of the deposits with licensed banks (Note 16). The GRUF loan is secured by bank guarantees. These bank guarantees are secured by way of a fixed charge on the freehold land and a floating charge on fixed assets and all other assets of a subsidiary company, Prima Packaging Sdn. Bhd. 1999 RM -
20 DEFERRED TAXATION Group 2000 RM At beginning of the financial year On acquisition of subsidiary companies Transfer to income statements (Note 6) At end of the financial year 3,375,100 880,000 (1,035,400) 3,219,700 1999 RM 4,164,900 (789,800) 3,375,100 Company 2000 1999 RM RM 2,990,000 (1,008,000) 1,982,000 3,797,000 (807,000) 2,990,000
The deferred taxation balance is in respect of excess of capital allowances over depreciation.
36

A n n u a l R e p o r t 2 0 0 0
21 SHARE CAPITAL Group and Company 2000 1999 RM RM Authorised: 100,000,000 ordinary shares of RM1.00 each Issued and fully paid: 50,040,000 ordinary shares of RM1.00 each 22 UNAPPROPRIATED PROFITS There are sufficient Malaysian tax credits and tax exempt amount available to frank all of the unappropriated profits of the Company as at 30 June 2000 if paid out as dividends. The Company has tax exempt income amounting to approximately RM4,350,000 (1999: RM1,900,000) to be distributed as tax exempt dividends to the shareholders. 23 CASH AND CASH EQUIVALENTS Group 2000 RM Short term deposits (Note 16) Deposits pledged as security Cash and bank balances Short term borrowings - bank overdrafts (Note 19) 1999 RM Company 2000 1999 RM RM 15,628,393 119,822 15,748,215 31,169,327 69,059 31,238,386 50,040,000 50,040,000 100,000,000 100,000,000
26,149,526 38,048,110 (1,500,000) 232,459 96,900 (42,401) 24,839,584 38,145,010
24 COMMITMENTS Group 2000 RM Authorised and contracted: (i) Commitment for balance of purchase consideration in respect of new subsidiary acquired subsequent to the financial year end (ii) Commitments for payments of future billings in respect of long term investment properties acquired (iii) Commitments for the purchase of fixed assets 2,707,613 331,000 10,224,000 2,707,613 1999 RM
37

A n n u a l R e p o r t 2 0 0 0
25 CONTINGENT LIABILITIES Company 2000 1999 RM RM Corporate guarantee for bank facilities granted to subsidiary companies 26 SIGNIFICANT RELATED PARTY BALANCES AND TRANSACTIONS Related parties and relationships The related parties and their relationship with the Company are as follows: Related parties Pintaras Geotechnics Sdn. Bhd. System Micro-Piling Sdn. Bhd. Pintaras (East Malaysia) Sdn. Bhd. Pintaras Megah Sdn. Bhd. Readycast Concrete Industries Sdn. Bhd. Pintaras Piling Sdn. Bhd. Pintaras Prima Sdn. Bhd. Prima Packaging Sdn. Bhd. Pintaras Equipment Sdn. Bhd. Pintaras Development Sdn. Bhd. SMPP Development Sdn. Bhd. Solidprop Sdn. Bhd. Significant related party transactions During the financial year, the Company has engaged in the following significant related party transactions on terms agreed to and by the relevant parties as follows: Company 2000 1999 RM RM Rental of machinery received and receivable from: - subsidiary companies Interest income received and receivable from: - subsidiary company Assets purchased from: - subsidiary company Assets sold to: - subsidiary company Related party balances The related party balances which remain outstanding at the end of the financial year are disclosed in the balance sheet. 1,834,433 243,789 2,367,500 60,000 50,000 Relationship Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company 18,500,000 3,000,000
38

A n n u a l R e p o r t 2 0 0 0
27 SEGMENTAL INFORMATION The Group's operations are conducted within Malaysia: Profit/(loss) before taxation RM
Turnover RM By industries: 2000 Piling, civil engineering and construction works Manufacturing Investment holding and property development 7,758,192 20,978,691 1,940,000 30,676,883 1999 Piling, civil engineering and construction works Investment holding and property development 22,563,566 380,000 22,943,566
Assets employed RM
(2,003,390) 46,150,355 2,791,928 31,575,249 3,835,705 48,968,438 4,624,243 126,694,042
6,367,557 55,901,107 (99,403) 61,750,390 6,268,154 117,651,497
28 ACQUISITION OF SUBSIDIARY COMPANIES
(a) Prima Packaging Sdn. Bhd. (Formerly known as Superior Metal Printing (M) Sdn. Bhd.) On 23 September 1999, Pintaras Prima Sdn. Bhd., a wholly owned subsidiary of the Company, acquired 87.2% equity interest in Prima Packaging Sdn. Bhd. comprising 7,412,000 ordinary shares of RM1 each. The purchase of the remaining 12.8% of Prima Packaging Sdn. Bhd. comprising 1,088,000 ordinary shares of RM1 each was completed on 30 November 1999 making it a wholly owned subsidiary of the Group. The total purchase consideration amounted to RM12,336,618. (b) SMPP Development Sdn. Bhd. (Formerly known as SMP Packaging (M) Sdn. Bhd.) Prior to the acquisition of Prima Packaging Sdn. Bhd., SMPP Development Sdn. Bhd. was the wholly owned subsidiary of Prima Packaging Sdn. Bhd.. Subsequent to the acquisition, SMPP Development Sdn. Bhd. became a wholly owned subsidiary of Pintaras Development Sdn. Bhd., a wholly owned subsidiary of the Company.
39

A n n u a l R e p o r t 2 0 0 0
S TAT E M E N T B Y D I R E C TO R S
pursuant to section 169(15) of the Companies Act, 1965
We, Dr Chiu Hong Keong and Khoo Keow Pin, being two of the directors of Pintaras Jaya Berhad, state that, in the opinion of the directors, the accounts set out on pages 14 to 39 are drawn up so as to give a true and fair view of the state of affairs of the Group and of the Company as at 30 June 2000 and of the results of the Group and of the Company and cash flows of the Group for the financial year ended on that date in accordance with the applicable approved accounting standards in Malaysia and comply with the Companies Act, 1965.
On behalf of the Board
DR CHIU HONG KEONG DIRECTOR Shah Alam 5 October 2000
KHOO KEOW PIN DIRECTOR
S TAT U TO R Y D E C L A R AT I O N
pursuant to section 169(16) of the Companies Act, 1965
I, Khoo Yok Kee, the director primarily responsible for the financial management of Pintaras Jaya Berhad, do solemnly and sincerely declare that the accounts set out on pages 14 to 39 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.
KHOO YOK KEE
Subscribed and solemnly declared by the abovenamed Khoo Yok Kee at Petaling Jaya in Malaysia on 5 October 2000, before me.
CHIN THEN SHOONG @ CHUN TEN CHONG COMMISSIONER FOR OATHS Petaling Jaya
40
R E P O RT O F T H E AU D I TO R S
to the members of Pintaras Jaya Berhad
A n n u a l
R e p o r t
2 0 0 0
We have audited the accounts set out on pages 14 to 39. These accounts are the responsibility of the Company's directors. Our responsibility is to express an opinion on these accounts based on our audit. We conducted our audit in accordance with approved auditing standards in Malaysia. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the accounts are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the accounts. An audit also includes assessing the accounting principles used and significant estimates made by directors, as well as evaluating the overall accounts presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion: (a) the accounts have been prepared in accordance with the provisions of the Companies Act, 1965 and applicable approved accounting standards in Malaysia so as to give a true and fair view of: (i) the matters required by Section 169 of the Companies Act, 1965 to be dealt with in the accounts; and (ii) the state of affairs of the Group and of the Company as at 30 June 2000 and of the results and cash flows of the Group and Company for the financial year ended on that date; and (b) the accounting and other records and the registers required by the Act to be kept by the Company and by the subsidiary companies of which we have acted as auditors have been properly kept in accordance with the provisions of the Act. We are satisfied that the accounts of the subsidiary companies that have been consolidated with the Company's accounts are in form and content appropriate and proper for the purposes of the preparation of the consolidated accounts and we have received satisfactory information and explanations required by us for those purposes. The names of the subsidiary companies of which we have not acted as auditors are indicated in Note 10 on the accounts. We have considered the accounts of the subsidiary and the auditors' reports thereon. The audit reports on the accounts of the subsidiary companies were not subject to any qualification and did not include any comment made under subsection (3) of Section 174 of the Act.
PRICEWATERHOUSECOOPERS (No. AF: 1146) Public Accountants
GUMURI BIN HUSSAIN (No. 892/4/02 (J)) Partner of the firm Kuala Lumpur 5 October 2000
41

A n n u a l R e p o r t 2 0 0 0
A NA LY S I S O F S H A R E H O L D I N G S
as at 22 September 2000
As per Share Register on 22 September 2000 Class of Share Voting rights : Ordinary Share of RM1.00 each : 1 vote per ordinary share
SUBSTANTIAL SHAREHOLDERS The substantial shareholders according to the Companys Register of Substantial Shareholders as at 22 September 2000 are as follows :Name of Shareholders 1. 2. 3. 4. 5. 6. Pintaras Bina Sdn Bhd Dr Chiu Hong Keong Permodalan Nasional Berhad Khoo Keow Pin Khoo Yok Kee Talasco Insurance Berhad No. of Shares 17,247,721 25,112,321 * 5,630,250 5,826,783 25,112,321 ** 1,700,000 % 34.47 50.18 11.25 11.64 50.18 3.40
Direct and deemed interest through his shareholding in Pintaras Bina Sdn Bhd and interest held by his spouse, Mdm KhooYok Kee in Pintaras Jaya Berhad
** Direct and deemed interest through her shareholding in Pintaras Bina Sdn Bhd and interest held by her spouse, Dr Chiu Hong Keong in Pintaras Jaya Berhad
ANALYSIS OF SHAREHOLDINGS BY SIZE Size of Holdings 1 499 500 5,000 5,001 10,000 10,001 100,000 100,001 1,000,000 Above 1,000,000 No. of Shareholders 129 1,253 169 156 14 6 1,727 % 7.47 72.55 9.79 9.03 0.81 0.35 100.00 No. of Shares 25,201 2,621,520 1,300,158 3,532,842 4,290,925 38,269,354 50,040,000 % 0.05 5.24 2.60 7.06 8.57 76.48 100.00
42
TWENTY LARGEST SHAREHOLDERS
A n n u a l
R e p o r t
2 0 0 0
The twenty largest shareholders according to the Companys Register of Members as at 22 September 2000 Name of Shareholders 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19. 20. Pintaras Bina Sdn Bhd Khoo Keow Pin Permodalan Nasional Berhad Chiu Hong Keong Khoo Yok Kee Talasco Insurance Berhad FT Land Sdn Bhd Kingsburg Holdings Limited Leu Leang @ Liew Yong Choy John Yong Wei Chau Teh Chor Tik Multi-Purpose Vision Fund Soo Jian Yeu Employees Provident Fund Chong Ik Poh Lim Kau Ker Ken Wa Lee Kung Wah Lee Oi Hian Cheng Yoke Chang No. of Shares 17,247,721 5,826,783 5,630,250 5,392,100 2,472,500 1,700,000 738,000 624,750 534,500 413,325 375,000 360,000 332,750 210,000 135,000 126,225 116,375 112,000 107,000 106,000 42,560,279 % 34.47 11.64 11.25 10.78 4.94 3.40 1.47 1.25 1.07 0.83 0.75 0.72 0.67 0.42 0.27 0.25 0.23 0.22 0.21 0.21 85.05
43

A n n u a l R e p o r t 2 0 0 0
as at 30 June 2000
LIST OF PROPERTIES
Net Book Value at 30.06.2000 RM000 5,459
Location Lot 46, Seksyen U1 Glenmarie Industrial Estate Mukim of Damansara District of Klang Selangor Darul Ehsan Lot 6100, Mukim of Kapar District of Klang Selangor Darul Ehsan PT 12207, Unit No. A1.05.05 Genting View Resort Kempas Apartment Genting Highlands Pahang Darul Makmur No. 4, Jalan 7/155 Off Jalan 3A/155 Bukit Jalil Integrated Business Park Mukim Petaling 58200 Kuala Lumpur No. 2-2, Arab-Malaysian Business Centre Jalan Tuanku Munawir 70000 Seremban Negeri Sembilan H.S. (D) 48952, P.T. No. 5195 Mukim Petaling Daerah Petaling Negeri Selangor H.S. (D) 80039, P.T. No. 14351 Mukim Damansara Daerah Petaling Negeri Selangor H.S. (D) 248312, PTD 67291 Mukim of Tebrau, Johor H.S. (D) 248325, PTD 67304 Mukim of Tebrau, Johor Unit No. MA104, Phase RP 16 Bandar Puchong Jaya Puchong, Selangor
Tenure Freehold
Description / Existing Use Office Warehouse
Age Of Buildings 3 years
Land Area (Sq. m.) 4,249
Freehold
Industrial Land (Store and Casting Yard) 3 Bedrooms Apartment
40,468
4,134
Freehold
7 years
99
252
Freehold
3-Storey Shop/Office
4 years
164
622
Leasehold (99 years) Expiring on 7.4.2082 Leasehold (99 years) Expiring on 11.12.2089 Freehold
Business Complex Shop/Office
2 years
105
192
Industrial Land (for future development) Factory cum Office Building
30,513
10,460
8 years
19,983
11,917
Freehold
Industrial Land (for future development) Hawker Centre (vacant) 21/2 Storey Terrace House (under construction)
2,461
451
Freehold Freehold
2 years -
1,355 146
291 353
44
AU D I T C O M M I T T E E
Kong Kim Piew - Chairman (Independent Non-Executive Director) Chang Cheng Wah (Independent Non-Executive Director) Khoo Yok Kee (Executive Director)
A n n u a l
R e p o r t
2 0 0 0
TERMS OF REFERENCE MEMBERSHIP The Committee shall be appointed by the Board from among them and shall consist of not less than three (3) members of whom a majority shall be independent Non-Executive Directors. The members of the Committee shall elect a Chairman from among their number who is an independent Non-Executive Director. If a member of the Committee resigns, dies or for any other reason ceases to be a member with the result that the number of members is reduced below three (3), the Board shall, within three (3) months of that event, appoint such number of new members as may be required to make up the minimum number of three (3) members. AUTHORITY The Committee is authorised by the Board to investigate any activity within its terms of reference. It is authorised to seek any information if requires from any employee and all employees are directed to co-operate with any request made by the Committee. The Committee is authorised by the Board to seek outside legal or other professional assistance if it considers necessary. FUNCTIONS The functions of the Committee shall be :a) to review i) with the external auditors, the audit plan; ii) with the external auditors, their evaluation of the system of internal accounting controls; iii) with the external auditors, their audit report; iv) the assistance given by the Companys officers to the external auditors; v) the financial statements of the Company and the Group before submission to the Board; and vi) any related party transactions that may arise within the Company or the Group.
45

A n n u a l R e p o r t 2 0 0 0
FUNCTIONS (CONTINUED) b) to consider the nomination of a person or persons as external auditors, the audit fees and any questions of resignation or dismissal. c) to carry out any functions as may be agreed to by the Committee and the Board. MEETINGS The Committee will meet at least 4 times a year and such additional meetings as the Chairman shall decide in order to fulfill its duties. The external auditors may request a meeting if they consider that one is necessary. The quorum for each meeting shall be two members. The Finance Manager, or any other authorised Officers and a representative of the external auditors shall normally attend meetings. Other Board members shall also have the right of attendance. If necessary, the Committee shall meet with the external auditors without executive Board members present. The Company Secretary shall be the Secretary of the Committee. The Company Secretary shall be responsible, in conjunction with the Chairman, for drawing up the agenda and circulating it to the Committee members prior each meeting. The Secretary will also be responsible for keeping the minutes of the meetings of the Committee, and circulating to the Committee members and to other members of the Board.
46

(Incorporated in Malaysia)
(189900-H)
PROXY FORM
I/We ........................................................................................... NRIC No ................................................................
(Full Name In Capital Letters)
of ................................................................................................................................................................................
(Address)
being a member/members of PINTARAS JAYA BERHAD hereby appoint .................................................................... ................................................................................................... NRIC No ...............................................................
of ...............................................................................................................................................................................
(Address)
or failing him/her, ........................................................................ NRIC No ...............................................................

of ...............................................................................................................................................................................
(Address)
as *my/our proxy to vote for *me/us on *my/our behalf at the Eleventh Annual General Meeting of Pintaras Jaya Berhad to be held at Mauna Lani B, The Pan Pacific Glenmarie Resort, 1, Jalan Usahawan U1/8, Seksyen U1, 40250 Shah Alam, Selangor Darul Ehsan on Tuesday, 21 November 2000 at 10:00 a.m. and at any adjournment thereof. The proportion of *my/our holding to be represented by *my/our proxies are as follows :(The next paragraph should be completed only when two proxies are appointed) *First Proxy (1) ..................................... % Number of shares held : *Second Proxy (2) ................................ %
NO 1.
2. 3. 4.
5. 6.
RESOLUTIONS To receive and consider the Audited Accounts for the year ended 30 June 2000 together with the Reports of the Directors and Auditors thereon. To approve the declaration of a first and final dividend of 5% less tax for the year ended 30 June 2000. To approve the Directors fees for the financial year ended 30 June 2000. To re-elect the following Directors :Under Article 79 (i) Mr Chang Cheng Wah (ii) Mr Khoo Keow Pin To re-appoint Messrs PricewaterhouseCoopers as Auditors and to authorise the Directors to fix their remuneration. Authority To Issue Shares.
FOR
AGAINST
(Please turn over)

A n n u a l R e p o r t 2 0 0 0
Please indicate with (X) how you wish your vote to be cast. If no specific direction as to voting is given, the proxy will vote or abstain at his/her discretion.
Dated this ............................................ day of .................................................................................. 2000
.................................................................... Signature(s)/Common Seal of Shareholder(s)
(* Delete if not applicable)
Notes :(1) (2) (3) A member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote in his stead. A proxy may but need not be a member of the Company and the provisions of Section 149(1)(b) of the Companies Act, 1965 shall not apply to the Company. To be valid this form duly completed must be deposited at the Registered Office, No. 8, Jalan Majistret U1/26, HICOM-Glenmarie Industrial Park, 40150 Shah Alam, Selangor Darul Ehsan not less than forty-eight (48) hours before the time for holding the meeting. A member shall be entitled to appoint more than one (1) proxy to attend and vote at the same meeting. Where a member appoints more than one (1) proxy the appointment shall be invalid unless he specifies the proportion of his holdings to be represented by each proxy. If the appointer is a corporation, this form must be executed under its common seal or under the hand of its attorney.
(4) (5)
(6)
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A

PINTARAS JAYA BERHAD

PINTARAS JAYA BERHAD

(Resolution 4) (Resolution 5) (Resolution 6)

PINTARAS JAYA BERHAD

NOTICE OF BOOKS CLOSURE

By Order of The Board

CHIU GIT PING Company Secretary

Shah Alam 27 October 2000

PINTARAS JAYA BERHAD

PINTARAS JAYA BERHAD

PINTARAS JAYA BERHAD

DR CHIU HONG KEONG Chairman/Managing Director October 2000

PINTARAS JAYA BERHAD

1998 RM000 73,738 7,949 5,527

1997 RM000 67,396 10,052 7,256

1996 RM000 38,328 8,977 6,240

50,040 104,379 126,694 0.09 0.09 5

50,040 100,933 117,651 0.13 0.14 5

50,040 96,331 124,510 0.20 0.14 8

30,272 53,540 85,042 0.33 0.24 10

18,920 47,615 63,875 0.31 0.22 10

50 40 30 20 38.3 30.7 22.9

2 10 0 '96 '97 '98 '99 '00 0

PINTARAS JAYA BERHAD

20 1 0 0 '96 '97 '98 '99 '00

NET EARNINGS PER SHARE

0 '96 '97 '98 '99 '00

Based on weighted average paid-up capital of 28,608,548 shares.

Based on paid-up capital of 30,272,000 shares.

# Based on weighted average paid-up capital of 39,560,092 shares.

Based on paid-up capital of 50,040,000 shares.

PINTARAS JAYA BERHAD

FINANCIAL RESULTS Group RM Company RM

Profit after taxation

PINTARAS JAYA BERHAD

PINTARAS JAYA BERHAD

PINTARAS JAYA BERHAD

PINTARAS JAYA BERHAD

On behalf of the Board

DR CHIU HONG KEONG DIRECTOR

KHOO KEOW PIN DIRECTOR

Shah Alam 5 October 2000

PINTARAS JAYA BERHAD

Group Note 2000 RM 30,676,883 1999 RM 22,943,566

PINTARAS JAYA BERHAD

107,598,764 104,307,697 DEFERRED TAXATION 20 (3,219,700) (3,375,100)

50,040,000 33,509,518 12,609,512 96,159,030

50,040,000 33,509,518 5,134,680 88,684,198

PINTARAS JAYA BERHAD

STATEMENTS OF CHANGES IN EQUITY

Non-distributable Share Capital premium reserve RM RM

Distributable Unappropriated profits RM

4,557,081 690,826 (1,801,440)

20,138,720 104,379,064 12,781,598 96,331,116

9,276,272 (1,801,440) 12,609,512 4,412,128

9,276,272 (1,801,440) 96,159,030 87,961,646

3,224,552 (2,502,000) 5,134,680

3,224,552 (2,502,000) 88,684,198

PINTARAS JAYA BERHAD

CONSOLIDATED CASH FLOW STATEMENT

for the financial year ended 30 June 2000

5,811,838 (26,498) (2,640,274) (916,391) (145,887) 36,851 (1,288,230) 5,455,652