YTL Corp AR 99.pdf - Announcements
YTL Corp AR 99.pdf - Announcements
YTL Corp AR 99.pdf - Announcements
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<strong>YTL</strong> <strong>Corp</strong>oration Berhad Annual Report 1999<br />
92647-H<br />
‘There is a science of Dynamics in man’s fortune and nature...
Contents<br />
Rationale<br />
Notice of Annual General Meeting<br />
<strong>Corp</strong>orate Information<br />
Audit Committee: Composition, Terms of Reference and Functions<br />
CHAIRMAN’S STATEMENT & Financial Highlights<br />
Operations Review<br />
Construction Contracting<br />
Power Generation<br />
Cement & Manufacturing<br />
Property Development<br />
Hotels, Resorts & Leisure<br />
<strong>Corp</strong>orate Events<br />
FINANCIAL STATEMENTS<br />
<strong>YTL</strong><br />
CORPORATION<br />
BERHAD<br />
SINCE 1955<br />
ANNUAL GENERAL MEETING<br />
Date: Tuesday, 21st December 1999 Time: 11.45am Venue: Salon A, Lower Level 3, JW Marriott Hotel Kuala Lumpur, 183 Jalan Bukit Bintang,<br />
55100 Kuala Lumpur, Malaysia<br />
2<br />
4<br />
6<br />
8<br />
10<br />
18<br />
22<br />
30<br />
38<br />
46<br />
54<br />
62<br />
70<br />
1
In 1655, an idea was born that changed and expanded our knowledge of mathematics. The great British scientist, Sir Isaac Newton<br />
(1642-1727) discovered the Principles of Calculus and the Laws of Motion. Before, we believed ‘celestial’ bodies - planets and stars<br />
- conformed to divine rules of law. It was only in the last few hundred years we have grasped, understood and formulated these<br />
laws into cogent scientific and mathematical studies built on Newton’s methods. They demonstrate how the universe functions, how<br />
nature evolves, and to an extent, how Man thinks and acts. As opposed to abstract philosophical considerations, these rules offer<br />
a scientific alternative to Man’s logic and endeavours, provided the foundation for the creation of modern industries that fulfil Man’s<br />
rapacious needs and desires, and enabled productivity to be managed and sustained in a perpetually complex world business<br />
environment. <strong>YTL</strong> started in 1955. The Group’s inherent strengths - its pragmatism, its emphasis on innovative practices and its<br />
civic aspirations - which gave it direction four decades ago, remain the principle tenets even as it adapts to meet the challenges<br />
of a fast-shifting landscape.<br />
Calculus A branch of mathematics dealing with differentiation and integration. The rate of change calculates the difference of anything in motion.<br />
Laws of Motion A body continues in a state of rest or uniform motion in a straight line unless it is acted upon by external forces. The rate of change of<br />
momentum of a moving body is proportional to and in the same direction as the force acting on it. If one body exerts a force on another, there is an<br />
equal and opposite force called a reaction, exerted on the first body by the second.<br />
rate of change<br />
dy<br />
_<br />
dx<br />
=<br />
ds (distance)<br />
dt (time)<br />
= velocity (speed)
3<br />
A body continues in a state of rest or uniform motion in a straight line unless it is acted upon by external forces. The rate of change of momentum<br />
of a moving body is proportional to and in the same direction as the force acting on it. If one body exerts a force on another, there is an equal<br />
and opposite force called a reaction, exerted on the first body by the second. A body continues in a state of rest or uniform motion in a straight<br />
line unless it is acted upon by external forces. The rate of change of momentum of a moving body is proportional to and in the same direction<br />
as the force acting on it. If one body exerts a force on another, there is an equal and opposite force called a reaction, exerted on the first body<br />
by the second. A body continues in a state of rest or uniform motion in a straight line unless it is acted upon by external forces. The rate of<br />
change of momentum of a moving body is proportional to and in the same direction as the force acting on it. If one body exerts a force on<br />
another, there is an equal and opposite force called a reaction, exerted on the first body by the second. A body continues in a state of rest or<br />
uniform motion in a straight line unless it is acted upon by external forces. The rate of change of momentum of a moving body is proportional<br />
to and in the same direction as the force acting on it. If one body exerts a force on another, there is an equal and opposite force called a reaction,<br />
exerted on the first body by the second. A body continues in a state of rest or uniform motion in a straight line unless it is acted upon by external<br />
forces. The rate of change of momentum of a moving body is proportional to and in the same direction as the force acting on it. If one body<br />
exerts a force on another, there is an equal and opposite force called a reaction, exerted on the first body by the second. A body continues in a<br />
state of rest or uniform motion in a straight line unless it is acted<br />
upon by external forces. The rate of change of momentum of a<br />
moving body is proportional to and in the same direction as the<br />
force acting on it. If one body exerts a force on another, there is<br />
an equal and opposite force called a reaction, exerted on the first<br />
body by the second. A body continues in a state of rest or uniform<br />
motion in a straight line unless it is acted upon by external<br />
forces. The rate of change of momentum of a moving body is<br />
proportional to and in the same direction as the force acting on<br />
it. If one body exerts a force on another, there is an equal and<br />
opposite force called a reaction, exerted on the first body by the<br />
second. A body continues in a state of rest or uniform motion in<br />
a straight line unless it is acted upon by external forces. The rate<br />
of change of momentum of a moving body is proportional to and<br />
in the same direction as the force acting on it. If one body exerts<br />
a force on another, there is an equal and opposite force A body<br />
continues in a state of rest or uniform motion in a straight line<br />
unless it is acted upon by external forces. The rate of change of<br />
momentum of a moving body is proportional to and in the same<br />
direction as the force acting on it. If one body exerts a force on<br />
another, there is an equal and opposite force called a reaction,<br />
exerted on the first body by the second. A body continues in a<br />
state of rest or uniform motion in a straight line unless it is acted<br />
upon by external forces. The rate of change of momentum of a<br />
moving body is proportional to and in the same direction as the<br />
force acting on it. If one body exerts a force on another, there is<br />
an equal and opposite force called a reaction, exerted on the first<br />
body by the second. A body continues in a state of rest or uniform<br />
motion in a straight line unless it is acted upon by external<br />
forces. The rate of change of momentum of a moving body is<br />
proportional to and in the same direction as the force acting on<br />
it. If one body exerts a force on another, there is an equal and<br />
opposite force called a reaction, exerted on the first body by the<br />
second. A body continues in a state of rest or uniform motion in<br />
a straight line unless it is acted upon by external forces. The rate<br />
of change of momentum of a moving body is proportional to and<br />
in the same direction as the force acting on it. If one body exerts<br />
a force on another, there is an equal and opposite force called a<br />
reaction, exerted on the first body by the second. A body<br />
continues in a state of rest or uniform motion in a straight line unless it is acted upon by external forces. The rate of change of momentum of<br />
a moving body is proportional to and in the same direction as the force acting on it. If one body exerts a force on another, there is an equal and<br />
opposite force called a reaction, exerted on the first body by the second. A body continues in a state of rest or uniform motion in a straight line<br />
unless it is acted upon by external forces. The rate of change of momentum of a moving body is proportional to and in the same direction as<br />
the force acting on it. If one body exerts a force on another, there is an equal and opposite force called a reaction, exerted on the first body by<br />
the second. A body continues in a state of rest or uniform motion in a straight line unless it is acted upon by external forces. The rate of change<br />
of momentum of a moving body is proportional to and in the same direction as the force acting on it. If one body exerts a force on another, there<br />
is an equal and opposite force called a reaction, exerted on the first body by the second. A body continues in a state of rest or uniform motion<br />
in a straight line unless it is acted upon by external forces. The rate of change of momentum of a moving body is proportional to and in the<br />
same direction as the force acting on it. If one body exerts a force on another, there is an equal and opposite force A body continues in a state<br />
of rest or uniform motion in a straight line unless it is acted upon by external forces. The rate of change of momentum of a moving body is<br />
proportional to and in the same direction as the force acting on it. If one body exerts a force on another, there is an equal and opposite force<br />
called a reaction, exerted on the first body by the second. A body continues in a state of rest or uniform motion in a straight line unless it is<br />
acted upon by external forces. The rate of change of momentum of a moving body is proportional to and in the same direction as the force acting<br />
on it. If one body exerts a force on another, there is an equal and opposite force called a reaction, exerted on the first body by the second. A<br />
body continues in a state of rest or uniform motion in a straight line unless it is acted upon by external forces. The rate of change of momentum
4<br />
NOTICE IS HEREBY GIVEN that the Sixteenth Annual General Meeting of<br />
the members of <strong>YTL</strong> <strong>Corp</strong>oration Berhad will be held at Salon A, Lower<br />
Level 3, JW Marriott Hotel Kuala Lumpur, 183 Jalan Bukit Bintang, 55100<br />
Kuala Lumpur on Tuesday, the 21st day of December, 1999 at 11.45am to<br />
transact the following business:<br />
1<br />
2<br />
3<br />
AS ORDIN<strong>AR</strong>Y BUSINESS<br />
To receive and adopt the Accounts for the year<br />
ended 30th June, 1999 and the Reports of the<br />
Directors and Auditors thereon;<br />
Resolution 1<br />
To sanction the declaration of a First and Final<br />
Dividend of 20% Tax Exempt in respect of the<br />
financial year ended 30th June, 1999;<br />
Resolution 2<br />
To re-elect the following Directors who retire<br />
pursuant to Article No. 74 of the Company’s<br />
Articles of Association:<br />
i YBhg Dato’ Yeoh Seok Hong<br />
Resolution 3<br />
Notice<br />
ii YBhg Mej Jen (B) Dato’ Haron bin Mohd Taib<br />
Resolution 4<br />
4 To re-elect the following Director who retires<br />
pursuant to Article No. 80 of the Company’s<br />
Article of Association:<br />
i<br />
5<br />
i<br />
ii<br />
6<br />
7<br />
Tuan Syed Abdullah bin Syed Abd Kadir<br />
Resolution 5<br />
To re-elect the following Directors who retire<br />
pursuant to Section 129(6) of the Companies<br />
Act, 1965 and hold office until the next Annual<br />
General Meeting:<br />
YBhg Tan Sri Dato’ Seri (Dr) Yeoh Tiong Lay<br />
Resolution 6<br />
YBhg Dato’ (Dr) Yahya bin Ismail<br />
Resolution 7<br />
To approve the payment of Directors’ Fees;<br />
Resolution 8<br />
To re-appoint the Auditors and to authorise<br />
the Directors to fix their remuneration.<br />
Resolution 9
8<br />
AS SPECIAL BUSINESS<br />
To consider and, if thought fit, pass the following as<br />
Ordinary Resolution:<br />
“That, subject to the Companies Act, 1965 and the Articles<br />
of Association of the Company, the Directors be and are<br />
hereby authorised to allot and issue shares in the Company<br />
at any time until the conclusion of the next Annual General<br />
Meeting and upon such terms and conditions and for such<br />
purposes as the Directors may, in their absolute discretion,<br />
deem fit provided that the aggregate number of shares<br />
to be issued does not exceed ten per centum (10%) of the<br />
issued and paid-up share capital of the Company for the<br />
time being and that the Directors be and are also empowered<br />
to obtain the approval for the listing and quotation for<br />
the additional shares so issued on the Kuala Lumpur Stock<br />
Exchange and Tokyo Stock Exchange.”<br />
Resolution 10<br />
NOTICE OF BOOK CLOSURE<br />
NOTICE IS ALSO HEREBY GIVEN THAT the First and Final Dividend of<br />
20% Tax Exempt in respect of the financial year ended 30th June, 1999,if<br />
approved, will be paid on the 12th day of January, 2000 to shareholders<br />
registered in the books of the Company at the close of business on the<br />
23rd day of December, 1999.<br />
of Annual General Meeting<br />
A<br />
B<br />
C<br />
FURTHER NOTICE IS HEREBY GIVEN THAT a Depositor shall qualify for<br />
entitlement only in respect of:<br />
Shares deposited into the Depositor’s Securities Account before 12.30pm<br />
on the 21st day of December, 1999 (in respect of shares which are exempted<br />
from mandatory deposit);<br />
Shares transferred into the Depositor’s Securities Account before 12.30pm<br />
on the 23rd day of December, 1999 in respect of ordinary transfers; and<br />
Shares bought on the Kuala Lumpur Stock Exchange on a cum entitlement<br />
basis according to the Rules of the Kuala Lumpur Stock Exchange.<br />
By Order of the Board,<br />
Ho Say Keng<br />
Secretary<br />
Kuala Lumpur<br />
Dated: 6th December, 1999<br />
NOTE 1:<br />
A member entitled to attend<br />
and vote at the meeting may<br />
appoint a proxy, who need not<br />
be a member to vote in his<br />
stead, subject to the provisions<br />
of Section 149(1) of the<br />
Companies Act, 1965. A proxy<br />
for a corporate member<br />
nominated for such purpose<br />
under Seal of the <strong>Corp</strong>oration<br />
may be the proxy for any<br />
other member. An instrument<br />
appointing a proxy shall be<br />
deposited at the Registered<br />
Office of the Company at least<br />
48 hours before the appointed<br />
time for holding the meeting.<br />
NOTE 2:<br />
Resolution pursuant to Section<br />
132D of theCompanies Act,<br />
1965 The Company is actively<br />
pursuing business opportunities<br />
in prospective areas so as to<br />
broaden the operating base<br />
and earnings potential of the<br />
Company. Such expansion<br />
plans may require the issue of<br />
new shares not exceeding 10<br />
per centum of the Company’s<br />
issued share capital. With the<br />
passing of the Resolution 10<br />
mentioned above by the<br />
shareholders of the Company<br />
at the forthcoming Annual<br />
General Meeting, the directors<br />
would avoid delay and cost<br />
of convening further general<br />
meetings to approve issue of<br />
such shares for such purposes.<br />
5
6<br />
BO<strong>AR</strong>D OF DIRECTORS<br />
Executive Chairman<br />
YBhg Tan Sri Dato’ Seri (Dr) Yeoh Tiong Lay<br />
PSM, SPMS, KMN, PPN, PJK<br />
Hon D Eng (Heriot-Watt) Chartered Builder, FCIOB,<br />
FAIB, FFB, FBIM, FSIET, FBGAM, FMID<br />
Managing Director<br />
YBhg Tan Sri Dato’ Francis Yeoh Sock Ping<br />
PSM, DPMS, DPMP, JMN, JP<br />
BSc (Hons) Civ Eng, FFB, F Inst D, MBIM, RIM<br />
Deputy Managing Director<br />
YBhg Dato’ Yeoh Seok Kian<br />
DSSA<br />
BSc (Hons) Bldg, MCIOB, FFB<br />
Directors<br />
YBhg Dato’ (Dr) Yahya bin Ismail<br />
DPMJ, DPMC, KMN, PPT, PJK<br />
YBhg Mej Jen (R) Dato’ Haron bin Mohd Taib<br />
PSAT, DPMJ, DPMT, JMN, PMK, SMT, PIS, PJK, PKB, psc<br />
Yeoh Soo Min<br />
BA (Hons) Accounting<br />
YBhg Dato’ Yeoh Seok Hong<br />
DSPN, JP<br />
BE (Hons) Civil & Structural Engineer, FFB<br />
YBhg Dato’ Michael Yeoh Sock Siong<br />
DIMP<br />
BE (Hons) Civil & Structural Engineer, FFB<br />
Yeoh Soo Keng<br />
BSc (Hons) Civil Engineer<br />
Yeoh Seok Kah<br />
LLB (Hons) King’s College London<br />
Barrister-At-Law (Gray’s Inn)<br />
Tuan Syed Abdullah bin Syed Abd Kadir<br />
BSc (Engineering Production) & B Com (Economics)<br />
Advisor to the Board<br />
YABM Raja Tun Mohar bin Raja Badiozaman<br />
JMN, PSM, PMN, SPCM, SSM, SSSA<br />
BA Cantab Et Oxon<br />
Advisor<br />
Dr Bernard T H Wang<br />
BA (Economics), PhD, FSCA, FMSA, FBIM, FCIOB,<br />
FAIB, FLArbA, FMIC<br />
Secretary<br />
Ho Say Keng<br />
(MIA 3708/RA)<br />
<strong>Corp</strong>orate
Registered Office<br />
11th Floor<br />
Yeoh Tiong Lay Plaza<br />
55 Jalan Bukit Bintang<br />
55100 Kuala Lumpur<br />
Malaysia<br />
Telephone 603 242 6633<br />
Facsimile 603 241 2703<br />
Representative Office<br />
Hong Kong<br />
Rooms 2610 & 2611<br />
Tower Two<br />
Lippo Centre<br />
89 Queensway<br />
Hong Kong<br />
Telephone 852 252 371 33<br />
Facsimile 852 252 331 77<br />
Thailand<br />
39th Floor<br />
Paholyothin Place<br />
408 Paholyothin Road<br />
Bangkok 10400<br />
Thailand<br />
Telephone 662 619 0273/76<br />
Facsimile 662 619 0277<br />
Registrar<br />
11th Floor<br />
Yeoh Tiong Lay Plaza<br />
55 Jalan Bukit Bintang<br />
55100 Kuala Lumpur<br />
Malaysia<br />
Telephone 603 242 6633<br />
Information<br />
Solicitors<br />
Dorairaj, Low & Teh<br />
Lee, Perara & Tan<br />
Shook Lin & Bok<br />
Audit Committee<br />
YBhg Dato’ (Dr) Yahya bin Ismail<br />
(Committee Chairman and<br />
Independent Non-Executive Director)<br />
YBhg Mej Jen (R) Dato’ Haron bin Mohd Taib<br />
(Independent Non-Executive Director)<br />
YBhg Tan Sri Dato’ Francis Yeoh Sock Ping<br />
(Group Managing Director)<br />
Auditors<br />
Ler Lum & Co.<br />
Public Accountants<br />
(Associated worldwide with<br />
JEFFREYS HENRY INTERNATIONAL)<br />
Principal Banks of the Group<br />
Amanah Merchant Bank Berhad<br />
Arab-Malaysian Merchant Bank Berhad<br />
Aseambankers Malaysia Berhad<br />
Bumiputra-Commerce Bank Berhad<br />
Citibank Berhad<br />
Commerce International Merchant<br />
Bankers Berhad<br />
Deutsche Bank (Malaysia) Berhad<br />
Hong Leong Bank Berhad<br />
HSBC Bank Malaysia Berhad<br />
Malayan Banking Berhad<br />
National Westminster Bank Plc<br />
OCBC Bank Berhad<br />
Overseas Union Bank (Malaysia) Berhad<br />
Perwira Affin Bank Berhad<br />
RHB Sakura Merchant Bankers Berhad<br />
RHB Bank Berhad<br />
Southern Bank Berhad<br />
Stock Exchange Listing<br />
Kuala Lumpur Stock Exchange<br />
Main Board (3.4.85)<br />
Tokyo Stock Exchange<br />
Foreign Section (29.2.96)<br />
7
8<br />
Audit Committee Composition, Terms of Reference and Functions<br />
Composition<br />
The Board shall elect an Audit Committee, comprising at least three directors, the majority of whom shall be independent<br />
of senior management and operating executives of the holding company or any of its subsidiaries and unencumbered by<br />
any relationships that might in the opinion of the Board of Directors be considered to be a conflict of interest.<br />
One of the members, who is not an executive director or employee of the Company or its related corporations, shall<br />
be appointed Chairman by the Board of Directors. In the absence of such an appointment, one of the members shall be<br />
elected Chairman by the committee members.<br />
A<br />
B<br />
C<br />
D<br />
E<br />
F<br />
G<br />
A<br />
B<br />
C<br />
D<br />
E<br />
Functions<br />
Primary Purposes<br />
The committee shall:<br />
Provide assistance to the Board in fulfilling its fiduciary responsibilities relating to the corporate accounting<br />
and practices of <strong>YTL</strong> <strong>Corp</strong>oration Berhad and all its wholly and majority owned subsidiaries (Group).<br />
Maintain through regularly scheduled meetings, a direct line of communication between the Board and<br />
the external auditors as well as internal auditors.<br />
Avail to the external and internal auditors a private confidential audience at any time when the desire and<br />
request is made through the committee chairman, with or without the prior knowledge of the Management.<br />
Act upon the Board of Directors’ request to investigate and report on any issues or concerns in regard to<br />
the management of the Group.<br />
Review existing practices and recommend to Management to formalise an ethics code for all executives<br />
and members of the staff of the Group.<br />
The committee shall review, appraise and report to the Board<br />
on:<br />
The quality and effectiveness of the entire accounting and<br />
internal control system.<br />
The adequacy of the audit effort by both the external and<br />
internal auditors.<br />
The propriety of accounting policies adopted by management<br />
and accepted by external auditors, where alternatives are<br />
also acceptable.<br />
Any significant difficulties encountered or material discoveries<br />
made by the external or internal auditors.<br />
The adequacy of the disclosure of information essential to a<br />
fair and full presentation of the financial affairs of the Group.<br />
The effects of any changes in accounting principles or of<br />
any developments emanating from the accounting profession<br />
or any statutory authority.<br />
The firm of external auditors retained by the Group, and the<br />
committee’s recommendation to retain or replace such firm<br />
in the ensuing year.<br />
Meetings<br />
The Audit Committee shall hold at least two (2) meetings<br />
per year, and such additional meetings as the Chairman<br />
shall in his discretion, deem necessary.<br />
The Audit Committee may invite any person(s) to be in<br />
attendance to assist in its deliberation.<br />
Upon request by the auditors, the Chairman shall convene<br />
a meeting of the committee to consider any matters<br />
the auditor believes should be brought to the attention of<br />
the directors or shareholders.<br />
The Audit Committee may regulate its own procedure<br />
and in particular the calling of meetings, the notice to be<br />
given of such meetings, the voting and proceedings thereat,<br />
the keeping of minutes and the custody, production and<br />
inspection of such minutes.<br />
A quorum shall be two (2) members.<br />
The Secretary to the Audit Committee shall be the<br />
Company Secretary.
A body continues in a state of rest or uniform motion in a straight line unless it is acted<br />
upon by external forces. The rate of change of momentum of a moving body is<br />
proportional to and in the same direction as the force acting on it. If one body exerts<br />
a force on another, there is an equal and opposite force called a reaction, exerted on<br />
the first body by the second. A body continues in a state of rest or uniform motion in<br />
a straight line unless it is acted upon by external forces. The rate of change of<br />
momentum of a moving body is proportional to and in the same direction as the force<br />
acting on it. If one body exerts a force on another, there is an equal and opposite force<br />
called a reaction, exerted on the first body by the second. A body continues in a state<br />
of rest or uniform motion in a straight line unless it is acted upon by external forces.<br />
The rate of change of momentum of a moving body is proportional to and in the same<br />
direction as the force acting on it. If one body exerts a force on another, there is an<br />
equal and opposite force called a reaction, exerted on the first body by the second. A<br />
body continues in a state of rest or uniform motion in a straight line unless it is acted<br />
upon by external forces. The rate of change of momentum of a moving body is<br />
proportional to and in the same direction as the force acting on it. If one body exerts<br />
a force on another, there is an equal and opposite force called a reaction, exerted on<br />
the first body by the second. A body continues in a state of rest or uniform motion in<br />
a straight line unless it is acted upon by external forces. The rate of change of<br />
momentum of a moving body is proportional to and in the same direction as the force<br />
acting on it. If one body exerts a force on another, there is an equal and opposite force<br />
called a reaction, exerted on the first body by the second. A body continues in a state<br />
of rest or uniform motion in a straight line unless it is acted upon by external forces.<br />
The rate of change of momentum of a moving body is proportional to and in the same<br />
direction as the force acting on it. If one body exerts a force on another, there is an<br />
equal and opposite force called a reaction, exerted on the first body by the second. A<br />
body continues in a state of rest or uniform motion in a straight line unless it is acted<br />
upon by external forces. The rate of change of momentum of a moving body is<br />
proportional to and in the same direction as the force acting on it. If one body exerts<br />
a force on another, there is an equal and opposite force called a reaction, exerted on<br />
the first body by the second. A body continues in a state of rest or uniform motion in<br />
a straight line unless it is acted upon by external forces. The rate of change of<br />
momentum of a moving body is proportional to and in the same direction as the force<br />
acting on it. If one body exerts a force on another, there is an equal and opposite force
The First Law of Motion.<br />
A body is in continuous motion in a straight line at a steady speed.<br />
Chairman’s Statement<br />
<strong>YTL</strong>, as one of Malaysia’s leading<br />
integrated infrastructure groups,<br />
consistently anticipates development<br />
needs of the country and of the<br />
emerging markets.<br />
the journey continues...
...as well as of Mechanics’.
ate of dy _<br />
hange dx
Tan Sri Dato’ Seri (Dr) Yeoh Tiong Lay<br />
PSM, SPMS, KMN, PPN, PJK<br />
Executive Chairman<br />
OVERVIEW<br />
Reflecting the strength of the Group,<br />
operating profit rose by 18.25 per cent to<br />
RM706 million. Despite the economic<br />
turmoil, which seriously affected the<br />
region in the first half of the financial year,<br />
our Group has managed this significant<br />
achievement. These excellent results testify<br />
to our financial strength and the benefits<br />
of focussing on the Group’s five core<br />
activities - power generation, construction<br />
contracting, cement and manufacturing,<br />
property development and hotels, resorts<br />
& leisure. The Group recognizes that this<br />
convergence and integration are critical to<br />
retaining our competitive advantage; hence<br />
our Group remains committed to growing<br />
our core businesses and making them<br />
leaders in their respective sectors.<br />
n behalf of the Board of <strong>YTL</strong> <strong>Corp</strong>oration Berhad, I have pleasure in presenting<br />
to you the Annual Report and Audited Accounts of the Group and the Company<br />
for the financial year ended 30th June 1999.<br />
FINANCIAL REVIEW<br />
The Group achieved a pre-tax profit of<br />
RM703.3 million for the year ended 30th<br />
June 1999, against RM596.4 million reported<br />
in the previous year, despite a dip in<br />
turnover of 11.4 per cent to RM1.89 billion.<br />
For the year under review, the profit<br />
attributable to shareholders was RM420.5<br />
million compared to RM277.5 million as<br />
reported previously. At the Company level<br />
pre-tax profit also increased to RM150.6<br />
million from RM78.4 million with a corresponding<br />
increase in turnover of RM234.5<br />
million in the year under review. In tandem<br />
with improved earnings, our Group’s net<br />
tangible assets backing per 50 sen share<br />
increased by 7.13 per cent to 307.9 sen.<br />
The improvement in profit was due to the<br />
significantly higher contribution from power<br />
generation. Construction also posted an<br />
improvement when compared to the<br />
preceding financial year as a result of<br />
improved market conditions. However, due<br />
to intense market competition the profit<br />
contribution from cement and ready-mixed<br />
concrete activities deteriorated. Spurred by<br />
the easing of interest rates and the more<br />
positive economic environment, sale of low<br />
and medium cost properties increased<br />
during the financial year and is poised to<br />
contribute to the Group’s future profits.<br />
13
14<br />
DIVIDENDS<br />
Given our confidence in the country’s<br />
economic recovery and our improved<br />
financial results, the Board is pleased to<br />
recommend for the shareholders’ approval<br />
the payment of a First and Final Dividend<br />
of 20 per cent (tax exempt) for the year<br />
ended 30th June 1999. It represents the<br />
payment of dividend to our shareholders<br />
for the fifteenth consecutive year.<br />
CORPORATE DEVELOPMENT<br />
The following corporate events of the<br />
Company and the Group during the year<br />
under review and subsequent to our year<br />
end are as follows:<br />
•A RM500 million nominal amount of<br />
8.5% five-year Redeemable Non-Guaranteed<br />
Unsecured Bonds 1999/2004 together with<br />
303,775,911 1999/2009 Warrants subscribed<br />
by Aseambankers Malaysia Berhad who<br />
offered for sale the 303,775,911 1999/2009<br />
Warrants to shareholders of the entitled<br />
shareholders of the Company on a nonrenounceable<br />
basis on the basis of one<br />
Warrant for every ten existing ordinary<br />
shares held. The 1999/2009 Warrants were<br />
listed on the Kuala Lumpur Stock Exchange<br />
on 13th September 1999.<br />
The bonds issue marks another success<br />
for the Company in raising cost-effective<br />
funds as an alternative to long-term funding<br />
from the private debt capital market.<br />
More importantly, the issue contributed to<br />
the country’s economic recovery and is<br />
acknowledged to be a direct response to the<br />
Government’s call for a greater use<br />
of the bond market to finance long-term<br />
infrastructure projects.<br />
• On 1st July 1999, approval was obtained<br />
from the shareholders and warrant holders<br />
for the extension of the exercise period of<br />
<strong>YTL</strong> Cement Berhad’s outstanding Warrants<br />
to a period of ten years, thereby extending<br />
the expiry of the Warrants from 8th<br />
December 1999 to 8th December 2004.<br />
1,025.4<br />
1,597.7<br />
TURNOVER RM MILLION<br />
356.3<br />
231.3<br />
1,947.3<br />
1,255.8<br />
PROFIT BEFORE TAX RM MILLION<br />
2,136.5<br />
596.4<br />
• On 24th August 1999, the shareholders of <strong>YTL</strong> Power<br />
International Berhad approved the bonus issue of<br />
381,444,225 new ordinary shares of RM1.00 each on the<br />
basis of one new ordinary share for every five existing<br />
ordinary shares held. The new shares were listed on the<br />
Kuala Lumpur Stock Exchange on 1st October 1999.<br />
• On 22nd September 1999, <strong>YTL</strong> <strong>Corp</strong>oration Berhad<br />
signed an agreement with CLP Power International Limited<br />
for the sale of 114,433,267 shares in <strong>YTL</strong> Power<br />
International Berhad at a total purchase price of RM388<br />
million, representing approximately five per cent of its<br />
share capital. The approval of the Foreign Investment<br />
Committee was obtained on 11th November 1999 and the<br />
sale completed on 24th November 1999.<br />
• On 2nd November 1999, approval was obtained from<br />
the shareholders and warrant holders for the extension<br />
of the subscription period of <strong>YTL</strong> <strong>Corp</strong>oration Berhad’s<br />
outstanding Warrants 1997/2002 to a period of ten years,<br />
thereby extending the maturity date of 20th September<br />
2002 to 21st September 2007.<br />
• On 2nd November 1999, the shareholders of<br />
<strong>YTL</strong> <strong>Corp</strong>oration Berhad approved the bonus issue up to<br />
323,518,679 new ordinary shares of RM0.50 each on the<br />
basis of one new ordinary share for every five existing<br />
ordinary shares held.<br />
1,897.3<br />
703.3
CHALLENGES AND PROSPECTS<br />
Although economic recovery is gaining<br />
momentum, the Group is committed to<br />
ensuring that its five core business activities<br />
are able to meet the challenges of the<br />
rapidly changing business environment and<br />
for each to remain at the forefront of their<br />
respective businesses as in the new<br />
millennium.<br />
The Group is committed to investing in<br />
new technology and business procedures<br />
that will enhance efficiency and enable its<br />
business to remain innovative and cost<br />
effective. Over the past two years, the Group<br />
has made substantial investments in new<br />
technology in critical areas of operations to<br />
ensure Y2K compliant.<br />
The Group is also constantly upgrading<br />
the skills and competence of its staff as the<br />
success of the Group is founded on the<br />
strength of its management and workforce.<br />
Both on-the-job training and specialized<br />
courses are provided at all levels and where<br />
necessary, new expertise is recruited to<br />
complement existing skills.<br />
273.5<br />
383.9<br />
1,918.2<br />
2,158.8<br />
PROFIT AVAILABLE FOR DISTRIBUTION TO SH<strong>AR</strong>EHOLDERS RM MILLION<br />
197.9<br />
306.0<br />
1,181.5<br />
PROFIT AFTER TAX RM MILLION<br />
The year also saw the Group embarking on new plans<br />
for long term growth.<br />
For the Group’s proposed subscription of new shares in<br />
Taiping Consolidated Berhad pending the completion of<br />
Taiping Consolidated Berhad’s corporate restructuring<br />
exercise, the Securities Commission has granted the Group<br />
a waiver from having to make a mandatory general offer<br />
in respect of the remaining shares in Taiping Consolidated<br />
Berhad. The proposed subscription of new shares will<br />
result in the Group taking a controlling stake in Taiping<br />
Consolidated Berhad.<br />
2,556.3<br />
429.3<br />
646.5<br />
15
16 On 22nd September 1999, the Group<br />
through its subsidiary, <strong>YTL</strong> Power<br />
International Berhad entered into a Joint<br />
Development Agreement with Hong Kong’s<br />
CLP Power International Limited to jointly<br />
bid for Tenaga Nasional Berhad’s (TNB)<br />
generation assets. The bid for the Kapar<br />
Power Station in which <strong>YTL</strong> Power<br />
International Berhad has participated, is<br />
ongoing. The Group views such strategic<br />
alliances as important in meeting the<br />
challenges ahead and will continue to<br />
seek strong and competent partners in its<br />
respective businesses.<br />
Y2K COMPLIANCE<br />
As at 30th September 1999, the Group<br />
has completed testings on all critical<br />
systems supporting the respective<br />
businesses. To the best of its knowledge<br />
and belief, the Group is in a Y2K ready<br />
environment for its primary financial and<br />
business systems. The Group’s contingency<br />
operating procedures and plans have been<br />
developed to ensure that the transition<br />
into the new millennium will not<br />
unduly disrupt business operations. This<br />
contingency plan will mitigate any residual<br />
Y2K risks that may impact the Group’s<br />
business operations.<br />
2,423.9<br />
1,699.4<br />
TOTAL ASSETS RM MILLION<br />
EXCELLENCE<br />
The Company is honoured to be given the opportunity<br />
to participate in the Government’s initiative to chart a<br />
strategic blueprint and direction for the country’s capital<br />
market. The Group’s Managing Director, Tan Sri Dato’<br />
Francis Yeoh Sock Ping was named a member of the sevenmember<br />
Capital Market Committee established under the<br />
auspices of the Securities Commission which is tasked to<br />
help develop a capital market master plan.<br />
37.6<br />
8,574.5 8,550.3<br />
54.0<br />
117.2<br />
E<strong>AR</strong>NINGS PER SH<strong>AR</strong>E SEN<br />
23.1<br />
9,457.6<br />
34.6
754.1<br />
1,268.3<br />
3,117.5<br />
3,566.9<br />
SH<strong>AR</strong>EHOLDERS’ FUND RM MILLION<br />
134.1<br />
219.8<br />
ACKNOWLEDGMENT AND APPRECIATION<br />
389.8<br />
NET TANGIBLE ASSET BACKING PER SH<strong>AR</strong>E SEN<br />
On behalf of the Board, I would like to congratulate<br />
Tuan Syed Abdullah bin Syed Abd Kadir on being appointed<br />
an executive director of <strong>YTL</strong> <strong>Corp</strong>oration Berhad. His<br />
extensive experience across a wide range of businesses<br />
particularly in banking and financial services will<br />
undoubtedly be very valuable to the Group. Since our last<br />
annual report, Dato’ Aripin bin Mokhtar, who was an<br />
executive director, has resigned from the Board. We wish<br />
him well in his new endeavours.<br />
3,849.2<br />
287.4<br />
307.9<br />
Our continued success was possible<br />
because of the dedication, hard work and<br />
enthusiasm of all my fellow colleagues on<br />
the Board, and the entire management and<br />
staff of the Group. Their unwavering commitment<br />
to uphold the vision of the Group, in<br />
both difficult and better times is very much<br />
appreciated.<br />
Finally, we would like to thank our shareholders,<br />
financiers and business associates<br />
for their continued support and the<br />
Government authorities for their guidance<br />
and advice.<br />
Tan Sri Dato’ Seri (Dr) Yeoh Tiong Lay<br />
PSM, SPMS, KMN, PPN, PJK<br />
Executive Chairman<br />
17
18 POWER GENERATION<br />
T<br />
CONSTRUCTION CONTRACTING<br />
D<br />
his year saw several<br />
major achievements in the power<br />
generation division. In May 1999, the power<br />
stations of the Group achieved the highest<br />
level of plant availability since the<br />
uring the year under<br />
commencement of commercial operations.<br />
review, notable achievements of the<br />
The combined time availability of the two<br />
construction contracting division include the<br />
plants at Paka and Pasir Gudang was 99.90<br />
civil works for the Express Rail Link Project<br />
per cent, delivering their highest output<br />
that will connect the new Kuala Lumpur<br />
with 779,616 MWh supplied to the national<br />
Sentral Station and Kuala Lumpur<br />
grid.<br />
International Airport. The RM2.2 billion<br />
Engineering Procurement and Construction<br />
On 22nd September 1999, <strong>YTL</strong><br />
Contract was awarded to a consortium<br />
<strong>Corp</strong>oration Berhad signed an agreement<br />
comprising Siemens AG, Siemens Electrical<br />
with CLP Power International Limited for<br />
Engineering Sdn Bhd and Syarikat<br />
the sale of 114,433,267 shares in <strong>YTL</strong> Power<br />
Pembenaan Yeoh Tiong Lay Sdn Bhd.<br />
International Berhad at a total purchase<br />
Construction is progressing smoothly in two<br />
price of RM388 million, representing<br />
sectors over a 12 kilometre stretch from the<br />
approximately five per cent of its share<br />
Kuala Lumpur International Airport. The<br />
capital. The approval of the Foreign<br />
project is scheduled for completion by the<br />
Investment Committee was obtained on<br />
first quarter of 2002. The Express Rail Link<br />
11th November 1999 and the sale comple-<br />
will herald a new era in rail-air intermodal<br />
ted on 24th November 1999.<br />
travel and will be the world’s first rail<br />
operator to provide check-through service at<br />
In addition, <strong>YTL</strong> Power International<br />
the Kuala Lumpur Air Terminal at the Kuala<br />
Berhad and CLP Power International Limited<br />
Lumpur Sentral Station. Apart from providing<br />
signed a Joint Development Agreement to<br />
the comfort and convenience of a non-stop<br />
jointly undertake investment opportunities<br />
high speed rail service from the heart of the<br />
for the acquisition of Malaysian power<br />
city to Kuala Lumpur International Airport,<br />
generating assets. The strategic alliance<br />
the Express Rail Link will also provide<br />
allows the two companies to synergise their<br />
commuter rail services at intermediate<br />
expertise within the whole spectrum of<br />
stations.<br />
thermal power plants.<br />
The construction contracting division has<br />
Since my last report to you, no significant<br />
completed the Vistana Hotel, Kuantan and<br />
development has taken place in connection<br />
Vistana Hotel, Penang. The Seri Alam Medical<br />
with the Hwange project in Zimbabwe as<br />
Centre in Johor is also in an advanced stage<br />
detailed proposals are still being studied by<br />
of completion. Other projects in progress<br />
both parties.<br />
include the construction and completion of<br />
residential developments in Plentong, Johor<br />
and Puchong, Selangor.<br />
Operations<br />
The division has been selected to<br />
construct and complete a housing project<br />
comprising 230 units of houses at Cato<br />
Manor, South Africa known as Cato Manor<br />
Pilot Social Housing Project as part of the<br />
Malaysia-South Africa Friendship Housing<br />
Scheme. It is an honour given by the<br />
Government of the two countries in<br />
recognition of our services, for promoting<br />
a much needed social project. The Group<br />
will continue to explore opportunities and<br />
to extend our expertise in construction<br />
contracting in South Africa.
CEMENT MANUFACTURING &<br />
RELATED PRODUCTS<br />
The division remained<br />
profitable, albeit the contribution to the<br />
Group has been reduced. It has reported a<br />
drop in pre-tax profits of 14.8 per cent to<br />
RM5.03 million against a 38.75 per cent dip<br />
in turnover of RM177 million.<br />
The ready-mixed concrete division<br />
continued to maintain its market share<br />
despite increased competition in the market.<br />
This was possible because of its position<br />
as a market leader and its ability to remain<br />
competitive, both in terms of product<br />
quality and quality of its delivery services.<br />
The Group’s investment in cement manufacturing<br />
is primarily through Pahang<br />
Cement Sdn Bhd which suffered a drop in<br />
performance due to poor demand in the<br />
industry and to the intense competition.<br />
However, difficult economic conditions<br />
affecting the industry, the quality of its<br />
products improved. In September 1999,<br />
Pahang Cement Sdn Bhd was awarded a<br />
quality system registration certificate<br />
after having implemented a quality system<br />
complying with MS ISO 9002 in the<br />
manufacture of clinker and ordinary<br />
portland cement. The ordinary portland<br />
cement produced by Pahang Cement Sdn<br />
Bhd is marketed under the brand name<br />
‘ORANG KUAT’.<br />
The division had during the previous year<br />
already procured SIRIM recognition and<br />
certification for the slag cement products<br />
Review<br />
marketed under the ‘SLAGCEM’ brand name.<br />
PROPERTY DEVELOPMENT<br />
I<br />
n February 1999, the<br />
Company through its wholly owned subsidiary,<br />
<strong>YTL</strong> Land Sdn Bhd completed the<br />
purchase of three prime properties in Kuala<br />
Lumpur, Lot 10 Shopping Centre, Star Hill<br />
Shopping Centre and the JW Marriott Hotel,<br />
Kuala Lumpur. The acquisition is expected<br />
to contribute to the Group’s profits on a<br />
recurring basis in the future.<br />
The Group has embarked on a project to<br />
transform the area surrounding Lot 10, Star<br />
Hill Centre and JW Marriott Hotel into a<br />
multi-million ringgit environmentally-friendly<br />
shopping walkway known as ‘Bintang Walk’.<br />
The redevelopment includes ‘streetscaping’<br />
the area to make it people-friendly. A<br />
pedestrian walkway circling the designated<br />
areas and shaded by trees and flowering<br />
plants has been created. Inspired by the<br />
famous Spanish Steps in Rome, the internal<br />
road between Star Hill Centre and KL Plaza<br />
is being transformed into an attractive side<br />
walk called Bintang Steps, complete with<br />
landscaping, outdoor restaurants and trendy<br />
cafes.<br />
The lower ground floor of Star Hill Centre<br />
is currently undergoing a complete renovation<br />
to introduce a new concept restaurant<br />
named ‘Shook!’, designed by renowned<br />
Japanese designers, Super Potato. Another<br />
first will be the opening of a customer<br />
service centre in Star Hill to attend to shoppers<br />
needs. Customers will be able to leave<br />
their shopping bags with the concierge to<br />
be gift wrapped or delivered to their cars or<br />
homes.<br />
The Government’s recent move to remove<br />
duties on hand bags, shoes, luggage, leather<br />
goods, accessories and related items will<br />
give a real boost to the retail industry and<br />
will undoubtedly contribute to the goal of<br />
making Malaysia Asia’s newest shopping<br />
paradise.<br />
The property division, seized the<br />
opportunities presented by the improving<br />
economic conditions and, launched Taman<br />
Puncak Kinrara, Taman Cahaya Masai and<br />
Taman Pakatan Jaya, residential developments<br />
undertaken by Syarikat Kemajuan<br />
Perumahan Negara Sdn Bhd, Bayumaju<br />
Development Sdn Bhd and PYP Sdn Bhd<br />
respectively.<br />
19
20 PROPERTY DEVELOPMENT<br />
The Taman Puncak Kinrara project<br />
comprises a development of 640 units of<br />
low medium cost apartments and low cost<br />
apartments, 215 units of double-storey<br />
houses and double and single-storey<br />
shophouses in Puchong, Selangor. In June<br />
1999, the launching of 240 units of low<br />
medium apartments was extremely well<br />
received by the public, while another 160<br />
units of double-storey houses launched in<br />
October 1999 were also sold.<br />
Bayumaju Development Sdn Bhd, a joint<br />
venture with Kumpulan Prasana Rakyat<br />
Johor Development Sdn Bhd, is undertaking<br />
the development of Taman Cahaya Masai<br />
comprising 4,722 units of low to medium<br />
cost apartments, houses and shophouses.<br />
The initial launch in December 1998 of 1,001<br />
units of low medium cost houses was<br />
completely sold.<br />
PYP Sdn Bhd, an associate company which<br />
launched Phases 2A, 2B 1D, 2C and 2D of<br />
Taman Pakatan Jaya in Perak, continued<br />
development with new phases comprising<br />
244 units of linked houses under Phases 2E,<br />
2F and 2G.<br />
THOTELS, RESORTS & LEISURE<br />
he hotel division added<br />
yet another property under its ‘Vistana Hotel’<br />
chain this time in Penang - a 17-storey block<br />
with 238 rooms and a 26-floor block with<br />
service apartments situated in Bukit Gambir,<br />
Penang. The hotel is a joint venture between<br />
Penang Development <strong>Corp</strong>oration and<br />
Business & Budget Hotels Sdn Bhd, a subsidiary<br />
of <strong>YTL</strong>. Today, three Vistana hotels are now<br />
in operation, namely Vistana Hotel Kuala<br />
Lumpur, Vistana Hotel Kuantan and Vistana<br />
Hotel Penang.<br />
The JW Marriott Hotel Kuala Lumpur, a<br />
520-room hotel in the heart of the city, was<br />
added to the hotel division‘s stable as a result<br />
of the Group’s acquisition of this hotel in<br />
February, 1999.<br />
The Tanjong Jara Resort which has undergone<br />
extensive renovation is being reopened<br />
as a deluxe five-star resort under the<br />
management of <strong>YTL</strong> Hotels & Properties Sdn<br />
Bhd. Located along the pristine coastline of<br />
Terengganu, the resort features accommodation<br />
built with indigenous timber and<br />
tastefully furnished using fabrics and materials<br />
crafted in Malaysia.<br />
The hotel division has been the proud<br />
recipient of various awards during the year.<br />
In the latest Business Traveller Asia/Pacific<br />
Magazine’s Travel Awards, the Ritz Carlton<br />
Kuala Lumpur was voted the best hotel in<br />
the Asia-Pacific. This is perhaps the highest<br />
accolade received since it opened for business<br />
two years ago. Apart from this prestigious<br />
award, the Ritz Carlton Kuala Lumpur was<br />
named the Best Business Hotel in Malaysia<br />
in a poll conducted by CNBC Asia and<br />
International Business Asia.<br />
We are also proud that Pangkor Laut<br />
Island is selected the World’s Second Best<br />
Island by Conde Nast’s Travellers’ magazine.<br />
The opening of the exclusive Marina Bay<br />
Resort located on the island in November<br />
1999 has given Malaysia a new world-class<br />
holiday destination, and helped secure for<br />
Malaysia a premier position on the international<br />
tourist map.
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body forces. is The proportional rate of change to and of in momentum the same direction of a moving<br />
the force acting on it. If one body exerts a force on as<br />
another, reaction, there exerted is an on equal the first and body opposite by the force second. called a<br />
A body continues in a state of rest or uniform motion in a straight line unless it is acted upon by external forces. The rate of change<br />
of momentum of a moving body is proportional to and in the same direction as the force acting on it. If one body exerts a force on another, there<br />
is an equal and opposite force called a reaction, exerted on the first body by the second.<br />
A<br />
upon<br />
body<br />
by<br />
continues<br />
external<br />
in<br />
forces.<br />
a state<br />
The<br />
of rest<br />
rate<br />
or uniform<br />
of change<br />
motion<br />
of momentum<br />
in a straight<br />
of<br />
line<br />
a<br />
unless<br />
moving<br />
it is<br />
body<br />
acted<br />
proportional to and in the same direction as the force acting on it. If one body exerts<br />
is<br />
a<br />
the<br />
force<br />
first<br />
on<br />
body<br />
another,<br />
by the<br />
there<br />
second.<br />
is an equal and opposite force called a reaction, exerted on<br />
A in body a straight continues line in unless a state it is of acted rest or upon uniform by external motion<br />
body forces. is The proportional rate of change to and of in momentum the same direction of a moving<br />
the force acting on it. If one body exerts a force on as<br />
another, reaction, there exerted is an on equal the first and body opposite by the force second. called a<br />
A body continues in a state of rest or uniform motion in a straight line unless it is acted upon by external forces. The rate of change<br />
of momentum of a moving body is proportional to and in the same direction as the force acting on it. If one body exerts a force on another, there<br />
is an equal and opposite force called a reaction, exerted on the first body by the second.<br />
A<br />
upon<br />
body<br />
by<br />
continues<br />
external<br />
in<br />
forces.<br />
a state<br />
The<br />
of rest<br />
rate<br />
or uniform<br />
of change<br />
motion<br />
of momentum<br />
in a straight<br />
of<br />
line<br />
a<br />
unless<br />
moving<br />
it is<br />
body<br />
acted<br />
proportional to and in the same direction as the force acting on it. If one body exerts<br />
is<br />
a force on another, there is an equal and opposite force called a reaction, exerted on
22<br />
A body continues in a state of uniform motion unless<br />
it is acted upon by external forces.<br />
Construction Contracting<br />
Construction Contracting is the bedrock<br />
of the Group’s activities. Notwithstanding<br />
the recent regional financial crisis,<br />
the Group has prevailed and continues<br />
to spearhead infrastructure and<br />
development projects.
Construction<br />
PROJECTS<br />
1<br />
Express Rail Link<br />
Kuala Lumpur, Federal Territory<br />
2<br />
Seri Alam Medical Centre<br />
Plentong, Johor<br />
3<br />
Taman Cahaya Masai<br />
Johor Bahru, Johor<br />
4<br />
Taman Pakatan Jaya<br />
Ipoh, Perak<br />
5<br />
Taman Puncak Kinrara<br />
Puchong, Selangor<br />
6<br />
Vistana Hotel<br />
Kuantan, Pahang<br />
7<br />
Vistana Hotel<br />
Penang
Contracting<br />
In counteracting economic constraints in Malaysia and in<br />
neighbouring countries that have resulted is a contraction in<br />
construction activities, <strong>YTL</strong> introduced further streamlining<br />
Express Rail Link: The launching of twin T-Beams onto the bridge<br />
abutment is in progress.<br />
1<br />
measures and initiated new<br />
projects in the residential sector<br />
to meet the ever growing<br />
demand for low and medium<br />
cost housing.<br />
25
26 <strong>YTL</strong> engineers and workers at the Express Rail Link<br />
construction site. Once completed, the ERL project will<br />
provide a direct high speed rail service between the new<br />
Kuala Lumpur Sentral Station and the Kuala Lumpur<br />
Lifting Crawler Cranes<br />
are assembled to<br />
begin work at dawn.<br />
Express Rail Link:<br />
Launching of T-Beams<br />
Control survey for the bridge<br />
work gets underway. A T-Beam is lifted onto a transport trailer.<br />
2.1 2.2 2.3<br />
International Airport. <strong>YTL</strong> has 40% equity shareholding in<br />
Express Rail Link Sdn Bhd, the concession company for the<br />
ERL project. The engineering procurement construction<br />
(EPC) contract is undertaken by the SYZ Consortium,
comprising Siemens AG, Siemens Electrical Engineering<br />
Sdn Bhd and Syarikat Pembenaan Yeoh Tiong Lay Sdn<br />
Bhd (SP<strong>YTL</strong>), a wholly owned subsidiary of <strong>YTL</strong>. Under<br />
the EPC contract, SP<strong>YTL</strong> undertakes the civil works and<br />
The bridge pier is inspected prior to<br />
beam launching. T-Beam is launched into position.<br />
Siemens AG and Siemens Electrical Engineering Sdn Bhd,<br />
the mechanical and electrical supply. The project is<br />
expected to be completed in the year 2002.<br />
The launched T-Beam on the<br />
bridge pier is inspected.<br />
2.4 2.5 2.5 2.6 2.6<br />
27
28<br />
Seri Alam Medical Centre Project:<br />
a six-storey premier medical facility at<br />
Mukim Plentong, Daerah Masai, Johor<br />
has reached an advanced stage of<br />
completion.<br />
3 3 3 3 4<br />
Taman Pakatan Jaya: an integrated<br />
satellite town in Ipoh, Perak<br />
comprising semi-detached houses,<br />
bungalows, office blocks, shopping<br />
complex and hotel. Developed by PYP<br />
Sdn Bhd, a <strong>YTL</strong> associate company.
Taman Cahaya Masai:<br />
undertaken by Bayumaju<br />
Development Sdn Bhd, a<br />
wholly owned subsidiary<br />
of <strong>YTL</strong>, in a joint venture<br />
with Kumpulan Prasana<br />
Rakyat Johor Development<br />
Sdn Bhd.<br />
Taman Puncak Kinrara: undertaken by Syarikat<br />
Kemajuan Perumahan Negara Sdn Bhd, a 65%<br />
subsidiary of <strong>YTL</strong>. The project comprises Phase 1 -<br />
640 units of low-medium cost and low cost<br />
apartments, and Phase 2 - 215 units of doublestorey<br />
houses and shophouses, and single-storey<br />
shophouses. The launching of 240 units of lowmedium<br />
cost apartments and 160 double-storey<br />
terrace houses in June 1999 and October 1999<br />
respectively was an overwhelming success.<br />
5 6 7 7<br />
Vistana Hotels, Penang & Kuantan,<br />
Pahang: part of <strong>YTL</strong>’s chain of<br />
Vistana Hotels. Vistana Penang, a<br />
joint venture between the Penang<br />
Development <strong>Corp</strong>oration and<br />
Business & Budget Hotels Sdn Bhd, a<br />
subsidiary of <strong>YTL</strong>. Both the Penang<br />
(top) and Kuantan (bottom) Vistanas<br />
have commanding views of their<br />
surrounding areas. Affording superior<br />
accommodation and services, they are<br />
well equipped to meet the needs of<br />
holiday-makers and business people<br />
each having car-park facilities,<br />
ballroom, recreational, business and<br />
conference centres.<br />
29
30<br />
The rate of change in the momentum of the body corresponds<br />
to the force acting on it.<br />
Power Generation<br />
Reliable and efficient energy sources<br />
are indispensable modern necessities<br />
and essential to the creation of wealth.<br />
<strong>YTL</strong>’s expertise and efficacy in this<br />
specialized sector support Malaysia’s<br />
growing economy.
Power<br />
PLANTS<br />
1<br />
Paka Power Station<br />
Paka, Terengganu<br />
2<br />
Pasir Gudang Power Station<br />
Pasir Gudang, Johor
Generation<br />
A strategic partnership with CLP Power International<br />
of Hong Kong established this year strengthens its position<br />
as a leading power producer in Asia. Concurrently with the<br />
execution of a Joint Development Agreement, CLP Power<br />
purchased 5% of <strong>YTL</strong> Power International. Together they will<br />
bid for Malaysian power<br />
generation assets. CLP Power’s<br />
capability in the development and<br />
operation of thermal-based assets such as coal-fired power<br />
plants compliments <strong>YTL</strong> Power’s track record in the power<br />
generating industry.<br />
<strong>YTL</strong> Power International & CLP Power International Signing Ceremony: [L to R]<br />
Joseph Cheung, CLP Business Development Manager, Tom Watters, CLP Business<br />
Development Director, Raja Tun Mohar Raja Badiozaman, <strong>YTL</strong> Power Director, Tan Sri Dato’<br />
Francis Yeoh Sock Ping, <strong>YTL</strong> Power Managing Director, and Dato’ Yeoh Seok Hong, <strong>YTL</strong><br />
Power Executive Director.<br />
1<br />
33
34 Both the Paka Power Station in Terengganu and the Pasir<br />
Gudang Power Station in Johor employ state-of-the-art<br />
gas turbine combined cycle technology. The Paka Power<br />
Gas Turbine<br />
Compressor Inlet -<br />
tightening of bolts.<br />
Paka Power Station:<br />
Servicing of the Gas Turbine<br />
Exhaust Duct<br />
Gas Turbine Last Stage Blade -<br />
measurement of blade radial<br />
clearence.<br />
Gas Turbine Exhaust<br />
Diffuser<br />
2.1 2.2 2.3 2.4<br />
Gas Turbine Combustion Chamber -<br />
Flame Tubes Fuel Nozzles.
Station has an aggregate capacity of 808MW. Last year,<br />
the station underwent a complete inspection on all gas<br />
turbines. This year, a similar inspection is being carried<br />
Gas Turbine Exhaust Diffuser -<br />
closing of manhole door.<br />
out on the gas turbines installed at the 404MW Pasir<br />
Gudang Station which will be completed in January 2000.<br />
Gas Turbine Combustion<br />
Chamber - tightening of<br />
manhole cover bolts. Gas Turbine Combustion Chamber<br />
2.5 2.6 2.7 2.8<br />
Gas Turbine Hall -<br />
combustion chamber in background.<br />
35
36<br />
Gas Turbine<br />
Generator -<br />
live exciter<br />
brushgear<br />
maintenance.<br />
Thermography<br />
Monitoring<br />
Thermography Monitoring<br />
at Generator Exciter.<br />
Testing chemical<br />
concentrations in the<br />
water treatment plant.<br />
3 4 5 6 7<br />
Testing of water purity in the water<br />
treatment plant. High purity water is<br />
required for the boilers.
A view of the<br />
Steam Turbine<br />
hall in Paka. Central Control Room<br />
Boilers and Bypass Stacks<br />
Steaming - Boiler<br />
Safety Valve Floating<br />
Test.<br />
8 9 10 11 12<br />
Switchyard - Inspection of 275KV Circuit<br />
Breaker Panel.<br />
37
38<br />
If a body exerts a force on another, there is an equal and opposite force.<br />
Cement & Manufacturing<br />
The Group’s ability to forecast<br />
infrastructure and construction projects<br />
augurs well for its manufacturing arm<br />
to sustain and broaden its high grade<br />
products and technically-advanced<br />
services.
Cement<br />
PROJECTS<br />
PLANTS<br />
Buildcon Concrete, Kuchai Lama<br />
1<br />
Kuala Lumpur, Federal Territory<br />
2<br />
Pahang Cement<br />
Bukit Sagu, Kuantan, Pahang<br />
3<br />
Slag Cement, West Port<br />
Klang, Selangor<br />
Slag Cement (Southern)<br />
Pasir Gudang, Johor<br />
1<br />
Berjaya Star City<br />
Kuala Lumpur, Federal Territory<br />
2<br />
Cyberjaya Bridge<br />
Kuala Lumpur, Federal Territory<br />
3<br />
Express Rail Link<br />
Kuala Lumpur, Federal Territory<br />
International Islamic University<br />
4<br />
Gombak, Selangor<br />
5<br />
Menara Great Eastern Life<br />
Kuala Lumpur, Federal Territory<br />
6<br />
New Straits Times<br />
Kuala Lumpur, Federal Territory<br />
7<br />
Putrajaya (Parcel C & D)<br />
Kuala Lumpur, Federal Territory<br />
8<br />
Securities Commission<br />
Kuala Lumpur, Federal Territory
& Manufacturing<br />
Optimising efficiency of materials and human resources,<br />
simultaneous emphasis on research and development, and<br />
continued investment in technology are <strong>YTL</strong>’s strategies<br />
Raw Meal Silo<br />
and Electrostatic<br />
Precipitator<br />
Section Rotary Packer Raw Mill<br />
1 2 3 4<br />
in readiness for economic<br />
resurgence.<br />
Mr Richard Hawthornwaite, CEO of Blue Circle pays a courtesy call to<br />
Tan Sri Dato’ Francis Yeoh Sock Ping at the Penthouse, <strong>YTL</strong> Plaza in July<br />
1999. Also present are Ms Yeoh Soo Keng, Executive Director of <strong>YTL</strong><br />
Cement Berhad, Mr Alistair Cox, Managing Director of Malayan Cement<br />
and Dato’ Michael Yeoh, Executive Director of <strong>YTL</strong> Cement Berhad.<br />
41
42 Pahang Cement is a joint venture with the Pahang State<br />
Government. The RM700 million integrated cement<br />
plant at Bukit Sagu, manufactures ordinary portland<br />
Pahang Cement: Research<br />
and development<br />
Gravimetric Analysis Loss of Ignition Test Preparation for Concrete Cube<br />
Testing<br />
5.1 5.2 5.3 5.4<br />
Curing concrete cubes in water before crushing
cement to a capacity of 1.2 million tonnes per annum.<br />
Quality control procedures are implemented from<br />
production, the quarrying of raw materials to processing,<br />
packing, marketing and distributing of the final product.<br />
Ordinary portland cement is marketed under the brand<br />
name Orang Kuat.<br />
Concrete Cubes Crushing Test Pelletised samples for X-Ray analysis Statistical analysis and model development<br />
5.5 5.6 5.7<br />
43
44<br />
West Port grinding plant,<br />
Port Klang: owned by Slag<br />
Cement Sdn Bhd, a subsidiary<br />
of <strong>YTL</strong> Cement, manufactures<br />
slag cement, a specialised<br />
product distributed under the<br />
brand name, Slagcem. Another<br />
<strong>YTL</strong> Cement subsidiary, Slag<br />
Cement (Southern) Sdn Bhd in<br />
Pasir Gudang, Johor also<br />
produces slag cement.<br />
Putrajaya (Parcel C & D):<br />
the Government’s new<br />
’intelligent’ administrative<br />
centre.<br />
Buildcon Concrete<br />
batching plant in<br />
Kuchai Lama:<br />
MS ISO 9002 Quality<br />
Management System is<br />
implemented in all areas<br />
of operations at the plant.<br />
6 6 7 8 9<br />
Cyberjaya Bridge 3: in Cyberjaya<br />
city, a major component of<br />
the Multimedia Super Corridor.
Securities<br />
Commission<br />
building,<br />
Bukit Kiara<br />
Express<br />
Rail Link<br />
Berjaya Star City: comprising an office block, an<br />
hotel & service apartments, a shopping complex<br />
and entertainment centre in Kuala Lumpur.<br />
International Islamic University,<br />
Gombak: the new campus for Malaysia’s<br />
first international universities.<br />
New Straits Times factory: New Straits<br />
Times Press is one of Malaysia’s leading<br />
print media corporations.<br />
10 11 12 13 14 15<br />
Menara Great Eastern Life: a new<br />
commercial complex for a major insurance<br />
company.<br />
45
46<br />
The rate of change of momentum of a propelling object is in the same direction<br />
as the force acting on it.<br />
Property Development<br />
A basic condition to human security<br />
is the assurance of shelter. Over four<br />
decades of experience in property<br />
development gives <strong>YTL</strong> the<br />
competitive edge and unparalleled<br />
advantage of maintaining its<br />
reputable standing in the industry.
Property<br />
PROJECTS<br />
1<br />
Lot 10 Shopping Centre<br />
Kuala Lumpur, Federal Territory<br />
2<br />
Star Hill Centre<br />
Kuala Lumpur, Federal Territory<br />
3<br />
JW Marriott Hotel<br />
Kuala Lumpur, Federal Territory<br />
4<br />
Taman Cahaya Masai<br />
Johor Baru, Johor
Development<br />
Diversification amplifies the chief strategy in property<br />
development for the Group that includes the construction<br />
and ownership of first-class to budget hotels, superior<br />
shopping malls, and the development of residential projects.<br />
<strong>YTL</strong> Land Sdn Bhd, a wholly owned subsidiary of <strong>YTL</strong>, added<br />
Lot 10 Shopping Centre: an established shopping centre in<br />
the heart of the capital, Kuala Lumpur comprising an office<br />
annexe, main shopping area, car-park facility and food court.<br />
1<br />
Lot 10 Shopping Centre, Star Hill<br />
Centre and the JW Marriott Hotel<br />
Kuala Lumpur to its portfolio of<br />
investments through an acquisition<br />
completed in February 1999.<br />
49
50 In an extremely competitive arena such as the retail and<br />
service industries where the battle is for consumer<br />
attention and loyalty, <strong>YTL</strong> aims to stay at the forefront of<br />
Maintenance of Lot 10<br />
HAWKERS Food Court,<br />
as in other areas of Lot<br />
10, is set to the highest<br />
hygiene and safety<br />
standards.<br />
Lot 10 Shopping Centre:<br />
Lot 10 HAWKERS Food Court<br />
2.1 2.1 2.1 2.2<br />
Chefs and individual hawkers prepare the<br />
day’s fare. The variety of different cuisine<br />
include western and eastern dishes.
innovative planning and positive changes in providing<br />
products and services of international standard. A<br />
reorganisation of Lot 10 and Star Hill promises to offer<br />
The Lot 10<br />
HAWKERS<br />
Food Court<br />
opens for<br />
business.<br />
2.3 2.4 2.5<br />
the highest quality in shopping and entertainment values<br />
in the region, enhancing Malaysia’s ambition to be a<br />
premier shopping hub in Asia.<br />
By 11am, Lot 10 HAWKERS Food Court sees brisk<br />
business. Peak hours are during lunch and dinner. A bustling Lot 10 HAWKERS Food Court.<br />
51
52<br />
Star Hill Centre: a superior seven-storey shopping<br />
centre including car-park facility, a food court and<br />
several restaurants in the popular Bukit Bintang<br />
commercial district, Kuala Lumpur. The Kuala Lumpur Symphony Orchestra performing at Star Hill Centre in May 1999.<br />
3 3 4
Shanghai Restaurant,<br />
JW Marriott Hotel,<br />
Kuala Lumpur: serving the<br />
legendary cuisine of Shanghai, the<br />
city once touted ‘Paris of the East’.<br />
JW Marriott Hotel, Kuala Lumpur:<br />
adjoining to Star Hill is the 28-storey<br />
five-star JW Marriott hotel, Kuala Lumpur.<br />
5 6 7 7<br />
Taman Cahaya Masai: the project comprises of 4,722 units of<br />
low to medium apartments, houses and shophouses. The initial<br />
launch of 1,001 units of low-medium houses in December 1998<br />
was sold out.<br />
53
54<br />
A solid mass remains inert until it collides with extraneous elements.<br />
Hotels, Resorts & Leisure<br />
In an industry that is influenced by<br />
many external factors, the Group’s<br />
Hotels, Resorts & Leisure division has<br />
retained and augmented its market<br />
position against global economic &<br />
fiscal pressures of the past two years.
Hotels,<br />
HOTELS<br />
1<br />
JW Marriott Hotel<br />
Kuala Lumpur, Federal Territory<br />
2<br />
Pangkor Laut Resort<br />
Lumut, Perak<br />
3<br />
Tanjung Jara Resort<br />
Kemaman, Terengganu<br />
4<br />
Vistana Hotel<br />
Kuantan, Pahang<br />
5<br />
Vistana Hotel<br />
Penang
Resorts<br />
Product and service excellence<br />
& Leisure<br />
are the drivers behind <strong>YTL</strong>’s<br />
commitment to the tourism and service industries. Setting<br />
and preserving high quality standards have led to growing<br />
JW Marriott Hotel, Kuala Lumpur: a luxury hotel<br />
located in Kuala Lumpur’s Golden Triangle.<br />
1 2<br />
recognition within a select market<br />
niche that values the attention<br />
that we put into the finest detail.<br />
Tan Sri Dato’ Francis Yeoh Sock Ping accompanied by Mr Mark Yeoh,<br />
President of <strong>YTL</strong> Hotels and Properties Sdn Bhd, escort Datuk<br />
Abdul Kadir Sheikh Fadzir, Minister of Culture, Arts and Tourism at<br />
JW Marriott Hotel, Kuala Lumpur in June 1999.<br />
57
58<br />
A first-class housekeeping<br />
service at work.<br />
JW Mariott Hotel, Kuala Lumpur:<br />
Housekeeping and room service<br />
3.1 3.1 3.2<br />
The JW Marriott Hotel, Kuala Lumpur is a prized addition<br />
to the Group’s diverse range of hotels and properties. At<br />
the centre of a vibrant commercial area that daily attracts<br />
A housekeeping staff airs a room.<br />
All JW Marriott hotel rooms are<br />
spacious and modern.
thousands of consumers, foreign and local, the hotel with<br />
its distinctive charm, is reputed for its delightful eateries<br />
and first-rate service.<br />
A room service staff<br />
clears out the breakfast<br />
table. The room service<br />
at JW Marriott hotel is<br />
available 24 hours-aday<br />
and offers an<br />
extensive range of<br />
cuisine and services.<br />
The housekeeping staff cleans and<br />
tidies the room, ensuring the highest<br />
quality in hotel service.<br />
3.3 3.4 3.4 3.4<br />
59
60<br />
Tanjung Jara Resort, Terengganu:<br />
recipient of the coveted Aga Khan<br />
Awardfor Architecture in 1987.<br />
Situated near the State capital,<br />
Kuala Terengganu, the exclusive<br />
resort comprises 12 single-storey<br />
beach rooms and another 88<br />
well-appointed accommodations.<br />
Facilities include a variety of dining<br />
and entertainment facilities, an<br />
excellent fitness centre, sports<br />
and other recreational services.<br />
Dr Karl-Hermann Baumann,<br />
Chairman, Supervisory Board of<br />
Siemens AG entertained to lunch<br />
by Tan Sri Dato’ Francis Yeoh<br />
Sock Ping and Dato’ Yeoh Seok<br />
Hong at Emerald Bay, Pangkor<br />
Laut Resort in April 1999.<br />
Marina Bay, Pangkor Laut Resort:<br />
set in the verdant natural beauty of the<br />
island and incorporating traditional<br />
architectural elements of the region. The<br />
resort was built employing the strictest<br />
environmentally-safe methods, ensuring<br />
minimum impact to the ecosystem.<br />
4 4 5 6 6
Vistana Hotel, Penang: a proud<br />
edition to the range of <strong>YTL</strong> Vistana<br />
hotels in Kuantan and Kuala Lumpur.<br />
The Penang Vistana includes a 17storey<br />
block with 238 rooms and a<br />
26-storey block of service apartments<br />
in Bukit Gambir, Penang. The project<br />
was completed in August 1999 and<br />
opened in November the same year.<br />
Tan Sri Dato’ Francis Yeoh Sock Ping<br />
dining with Mr Jon Corzine, CEO at<br />
Goldman Sachs & Co. in November<br />
1998 at the Chairman Suite, Ritz<br />
Carlton Hotel, Kuala Lumpur.<br />
7 7 8 9 9<br />
Vistana Hotel, Kuantan, Pahang: opened in<br />
February 1999. Located near the town centre and<br />
the beautiful Teluk Chempedak Beach, it has 215<br />
rooms and suites, conference and banquet services,<br />
recreational facilities and a business centre.<br />
61
62<br />
A solid mass moves at a harmonious pace until it is confronted with obstacles.<br />
<strong>Corp</strong>orate Events Behind the Mechanics and Dynamics<br />
of <strong>YTL</strong> is the resourcefulness and<br />
resilience of its people to creatively<br />
invent and realize opportunities both<br />
at home and abroad.
<strong>Corp</strong>orate<br />
Resoluteness, ingenuity, and informed<br />
and firm decision-making are essential<br />
to success. To broaden its scope of<br />
activities, <strong>YTL</strong>’s management and staff<br />
constantly strives to scale new heights<br />
in their corporate and cultural efforts.
Events<br />
Tan Sri Dato’ Francis Yeoh Sock<br />
Ping and Mr Christian Murach,<br />
First Vice President, Kreditanstalt<br />
fur Wiederaufbau representing<br />
the German banks, exchange the<br />
signed agreement for the DM665<br />
million Export Credit Financing<br />
Facility for the ERL project at the<br />
JW Marriott Hotel in April 1999.<br />
<strong>YTL</strong>’s RM 500 Million Bond Issue: oversubscribed by two times; <strong>YTL</strong>’s Managing<br />
Director Tan Sri Dato’ Francis Yeoh Sock Ping seals the deal with the Managing<br />
Director and Head of Global Markets Asia-Pacific, Mr Martin Loat of Deutsche Bank<br />
at the signing ceremony witnessed by Dato’ Yeoh Seok Kian, <strong>YTL</strong>’s Deputy<br />
Managing Director (left), Dato’ Mohammed Hussain, the Managing Director<br />
of Aseambankers Malaysia Berhad, (second from left), and Bank Negara Governor,<br />
Tan Sri Dato’ Seri Ali Abul Hassan Sulaiman (second from right).<br />
APEC Business Summit: Tan Sri Dato’ Francis Yeoh Sock Ping<br />
moderating the session, Parallel Session on Smart Partnerships in<br />
Key Economic Sectors - Challenges and Opportunities: Infrastructure<br />
Development, in November 1998, Kuala Lumpur. Session presenters<br />
are (L to R) Mr A Ian Gillespie, President & CEO, Canada’s Export<br />
Development <strong>Corp</strong>oration, Dr Robert L Thompson, Senior Advisor,<br />
World Bank, Washington DC and Sir Gordon Wu Ying Sheung,<br />
Chairman and Managing Director, Hopewell Holdings Ltd, Hong Kong.<br />
1<br />
2<br />
3<br />
4<br />
5<br />
(L to R) ERL Executive Chairman, Datuk Mohd Nadzmi<br />
Mohd Salleh, Transport Minister, Datuk Seri Dr Ling Liong<br />
Sik and Tan Sri Dato’ Francis Yeoh Sock Ping at the site<br />
briefing of the ERL project in July 1999.<br />
Tan Sri Dato’ Francis Yeoh Sock Ping with Dr Karl-Hermann<br />
Baumann, Chairman, Supervisory Board of Siemens AG at<br />
the Penthouse, <strong>YTL</strong> <strong>Corp</strong>oration Berhad, in April 1999.<br />
65
66<br />
Asian Investment Conference, March 1999, Shangri-la Hotel, Hong<br />
Kong: session titled Malaysia - Capital Controls: Opportunities &<br />
Threats. Panelists - (L to R) Dr Zeti Akhtar Aziz, Deputy Governor,<br />
Bank Negara Malaysia, Tan Sri Dato’ Dr Noordin Sopiee, Chairman<br />
& CEO Institute of Strategic & International Studies, Tan Sri Dato’<br />
Francis Yeoh Sock Ping, Mr Stephen E Stonefield, Chairman, Pacific<br />
Region of Credit Suisse First Boston, Encik Azman Yahya, Managing<br />
Director, Danaharta Nasional Bhd and Encik Mohamad Daud<br />
Dolmoin, Managing Director, Danamodal Nasional Bhd.<br />
Tan Sri Dato’ Francis Yeoh Sock Ping and Dato’ Yeoh Seok Hong<br />
with Mr JS Dickson Leach, Vice Chairman CLP Holdings and<br />
Mr Kenneth Oberg, Managing Director, CLP Power International<br />
at Pangkor Laut Resort in June 1999.<br />
6<br />
7<br />
8<br />
9<br />
Tan Sri Dato’ Francis Yeoh Sock Ping briefing Mr Joe Ulatoski,<br />
Director, US Russell 20-20 Investment Group on the economic<br />
and investment climate in Malaysia at the Penthouse, <strong>YTL</strong> Plaza,<br />
August 1999.<br />
Courtesy call: Tan Sri Dato’ Francis Yeoh Sock Ping discusses<br />
with Mr J Mark Mobius, President, Templeton Emerging Markets<br />
Fund, Hong Kong at the Penthouse, <strong>YTL</strong> Plaza in January 1999.
The Right Honourable, Dato’ Seri Abdullah Badawi,<br />
the Deputy Prime Minister of Malaysia with Tan Sri Dato’<br />
Francis Yeoh Sock Ping at the Kuala Lumpur Ritz Carlton<br />
Hotel in March 1999.<br />
Malaysian British Business Council: inaugural meeting in London in<br />
March 1999. (L to R) Mr John Hawkins, Director of International<br />
Investment in Britain Bureau, Tan Sri Dato’ Francis Yeoh Sock Ping,<br />
head of Infrastructure sub-committee, Sir Patrick Gillam, Chairman,<br />
Standard Chartered Bank and Encik Mirzan Mahathir, President,<br />
Asian Strategy and Leadership Institute.<br />
10<br />
11<br />
12<br />
13<br />
Tan Sri Dato’ Seri (Dr) Yeoh Tiong Lay with His Majesty,<br />
The King at the Ritz Carlton Hotel, Kuala Lumpur in June 1999.<br />
Presentation of Letter of Invitation to set up a branch campus of<br />
University of Nottingham in Malaysia. Officiated by (centre) the<br />
Minister of Education, Dato’ Sri Mohd Najib Tun Abdul Razak<br />
Witnessed by (L to R) Professor Sir Collin Campbell, Vice-Chancellor,<br />
University of Nottingham, Tengku Tan Sri Dato’ Seri Rithauddeen<br />
Tengku Ismail, Chairman, University of Nottingham Malaysia Sdn Bhd,<br />
Dato’ Abdul Shukor Abdullah, Secretary-General, Ministry of Education<br />
and Tan Sri Dato’ Francis Yeoh Sock Ping.<br />
67
68<br />
Panel Discussion with Retailers: Tan Sri Dato’ Francis Yeoh Sock<br />
Ping with a group of retailers lauding the Government’s recent<br />
decision to abolish taxes on branded leather goods, in June 1999<br />
at JW Marriott Hotel, Kuala Lumpur.<br />
Tan Sri Dato’ Seri (Dr) Yeoh Tiong Lay, Puan Sri Datin<br />
Yeoh Kai Yong, Mr Xu Daquan, Chairman of Baosteel Group of<br />
Shanghai, China and Tan Sri Dato’ Francis Yeoh Sock Ping at<br />
the Shang Palace, China World Hotel, Beijing in August 1999.<br />
14<br />
15<br />
16<br />
17<br />
Tan Sri Dato’ Francis Yeoh Sock Ping addresses the international<br />
conference, Managing the Asian Financial Crisis, in November 1998<br />
at the Palace of Golden Horses, Kuala Lumpur.<br />
Tan Sri Dato’ Francis Yeoh Sock Ping and Dato’ Yeoh Seok Kian discussing<br />
with Datuk Abdul Kadir Sheikh Fadzir, Minister of Culture, Arts & Tourism,<br />
on Malaysia’s potential to become an exceptional regional shopping hub<br />
in June 1999 at the JW Marriott Hotel, Kuala Lumpur.
(L-R) Flautist Andrea Griminelli, Tenor Warren Mok, Soprano Yin Huang<br />
and Conductor Paul Mann of the London Symphony Orchestra at the<br />
Concert Celebration in November 1998, Emerald Bay, Pangkor Laut Resort.<br />
The Kuala Lumpur Symphony Orchestra performing with dancers<br />
from the Jean Gan Academy of Ballet and Music at the Johan and<br />
Si Belang Young Audience concert in June 1999.<br />
18<br />
19<br />
20<br />
21<br />
22<br />
(L - R) YABM Raja Tun Mohar Raja Badiozaman, advisor to the<br />
<strong>YTL</strong> Board, Tan Sri Ramli Ngah Talib, Perak Chief Minister, Tan Sri<br />
Dato’ Seri (Dr) Yeoh Tiong Lay, Tan Sri Dato Francis Yeoh Sock Ping,<br />
and The Right Honourable, Dato Seri Dr Mahathir Mohamad,<br />
Prime Minister of Malaysia at the Concert Celebration in<br />
November 1998, Emerald Bay, Pangkor Laut Resort.<br />
Tan Sri Dato’ Francis Yeoh Sock Ping discusses classical music<br />
appreciation with Dato’ Leo Moggie, Minister of Energy,<br />
Telecommunications and Post, and Mr Eduardo Browne,<br />
Guest Conductor, Kuala Lumpur Symphony Orchestra.<br />
A scene from The Sound of Music performed by an all-Malaysian<br />
cast and supported by the Kuala Lumpur Symphony Orchestra.<br />
Staged in August 1999, it was co-presented by <strong>YTL</strong> <strong>Corp</strong>oration<br />
Berhad, MUI and Deutsche Bank.<br />
69
70<br />
Differential calculus is a powerful tool with which to study,<br />
evaluate and use derivatives and differentials.<br />
Financial Statements<br />
The Group as a constantly expanding<br />
and indivisible corporate body has its<br />
business legacy built on disassembling<br />
complexities and devising simpler<br />
equations and solutions.
72<br />
Contents<br />
Directors’ Report<br />
73<br />
83<br />
84<br />
85<br />
86<br />
87<br />
89<br />
92<br />
132<br />
134<br />
143<br />
Statement by Directors<br />
Statutory Declaration<br />
Auditors’ Report<br />
Profit & Loss Account<br />
Balance Sheet<br />
Consolidated Cash Flow Statement<br />
Notes to the Accounts<br />
Statement of Shareholdings<br />
List of Properties<br />
FORM OF PROXY
DIRECTORS’ REPORT 73<br />
The directors have pleasure in submitting their report together with the audited accounts of the Group and of the Company for the<br />
financial year ended 30 June, 1999.<br />
Principal Activities<br />
The principal activities of the Company are those of an investment holding and management company.<br />
The principal activities of the Group are that of an integrated infrastructure development comprising construction contracting, power<br />
generation, property development, manufacturing of industrial products and supplies and hotel development and management.<br />
There have been no significant changes in the nature of these activities during the financial year.<br />
Financial Results<br />
Profit for the year after taxation and minority interests<br />
Retained profit brought forward<br />
Profit available for distribution<br />
Capitalisation on redemption of preference shares by one of the subsidiaries<br />
Proposed dividends: First and Final dividend of 20% tax exempt<br />
Retained profit carried forward<br />
Dividends<br />
The amounts of dividend paid or declared since the end of the last financial year were as follows:<br />
In respect of the year ended 30 June, 1998:<br />
First and Final dividend of 5% less tax, paid on 12 January, 1999<br />
The First and Final dividend recommended by the directors in respect of the current financial year<br />
ended 30 June,1999 is 20% tax exempt amounting to<br />
Reserves and Provisions<br />
Group Company<br />
RM RM<br />
420,552,265 149,769,347<br />
2,135,823,119 1,237,044,107<br />
2,556,375,384 1,386,813,454<br />
(882,049) -<br />
(121,469,452) (121,469,452)<br />
2,434,023,883 1,265,344,002<br />
There were no material transfers to or from reserves and provisions during the financial year except as disclosed in the Notes to the<br />
Accounts.<br />
RM<br />
21,864,213<br />
121,469,452
74<br />
Issue of Shares<br />
DIRECTORS’ REPORT<br />
During the financial year, the following shares were issued by the Company:<br />
Class Of Shares Number Term Of Issue Purpose Of Issue<br />
Ordinary 1,000 Cash Exercise of Warrants<br />
Ordinary 15,000 Cash Exercise of Employees<br />
Share Option Scheme<br />
Bonds and Warrants<br />
During the financial year, the Company issued RM500,000,000 8.5% Redeemable Non-Guaranteed Unsecured Bonds 1999/2004 with<br />
303,775,911 detachable Warrants. The Warrants were issued on 29 June, 1999 and were subsequently allotted to existing shareholders on<br />
1 September, 1999.<br />
The main features of the Bonds and Warrants are as follows:<br />
i) Nominal value of the Bonds is RM500 million in denominations or multiples of RM50,000 and constituted by a Trust Deed dated 28<br />
June, 1999.<br />
ii) Unless previously redeemed or repurchased and cancelled, the Company shall redeem the Bonds at their nominal value on maturity<br />
due on 29 June, 2004.<br />
iii) The Warrants are transferable and are quoted on the Kuala Lumpur Stock Exchange.<br />
iv) Each warrant entitles its registered holder the right to subscribe for one new ordinary share at RM5.45 subject to adjustment under<br />
prescribed conditions in accordance with the Deed Poll at each interval year during the exercise period, expiring on 26 June, 2009.<br />
Directorate<br />
The directors who served on the Board of the Company since the date of the last report are:<br />
YBhg Tan Sri Dato' Seri (Dr) Yeoh Tiong Lay<br />
YBhg Tan Sri Dato' Francis Yeoh Sock Ping, JP<br />
YBhg Dato' Yeoh Seok Kian<br />
YBhg Dato' (Dr) Yahya bin Ismail<br />
YBhg Mej Jen (R) Dato' Haron bin Mohd Taib<br />
Ms Yeoh Soo Min<br />
YBhg Dato' Yeoh Seok Hong, JP<br />
YBhg Dato' Michael Yeoh Sock Siong<br />
YBhg Dato' Aripin bin Mokhtar (Resigned on 30 April 1999)<br />
Ms Yeoh Soo Keng<br />
Mr Yeoh Seok Kah<br />
Tuan Syed Abdullah bin Syed Abd Kadir (Appointed on 20 October 1999)
DIRECTORS’ REPORT 75<br />
In accordance with Article No 74 of the Company’s Articles of Association, YBhg Dato' Yeoh Seok Hong, JP and YBhg Mej Jen (R) Dato'<br />
Haron bin Mohd Taib retire from the Board at the forthcoming Annual General Meeting and, being eligible, offer themselves for re-election.<br />
In accordance with Article No 80 of the Company’s Articles of Association, Tuan Syed Abdullah bin Syed Abd Kadir retires from the Board<br />
at the forthcoming Annual General Meeting and, being eligible, offers himself for re-election.<br />
YBhg Tan Sri Dato' Seri (Dr) Yeoh Tiong Lay, YBhg Dato' (Dr) Yahya bin Ismail, being over seventy years of age, retire in accordance with<br />
Section 129 of the Companies Act, 1965 and offer themselves for re-appointment to hold office until the conclusion of the next Annual<br />
General Meeting.<br />
Directors’ Interests<br />
The directors holding office at the end of the financial year and their interests in the share capital, options and warrants of the Company<br />
and their interests in the share capital of the holding company during the financial year were:<br />
Direct interest in the Company<br />
Tan Sri Dato' Seri (Dr) Yeoh Tiong Lay<br />
Tan Sri Dato' Francis Yeoh Sock Ping, JP<br />
Dato' Yeoh Seok Kian<br />
Dato' (Dr) Yahya bin Ismail<br />
Yeoh Soo Min<br />
Dato' Yeoh Seok Hong, JP<br />
Dato' Michael Yeoh Sock Siong<br />
Yeoh Soo Keng<br />
Yeoh Seok Kah<br />
Ordinary Shares of 50 Sen Each<br />
Balance Acquired Disposed Balance<br />
At 1.7.98 At 30.6.99<br />
3,721,875 - - 3,721,875<br />
7,156,440 - - 7,156,440<br />
2,183,445 1,000 - 2,184,445<br />
336,888 26,771 - 363,659<br />
2,244,585 338,500 - 2,583,085<br />
2,145,690 14,000 - 2,159,690<br />
1,792,575 38,000 - 1,830,575<br />
1,944,000 237,500 - 2,181,500<br />
919,500 50,000 (65,000) 904,500<br />
Shares held by Yeoh Tiong Lay & Sons<br />
Holdings Sdn Bhd (holding company) in the Company 552,776,080 945,912 - 553,721,992<br />
By virtue of their substantial interests in Yeoh Tiong Lay & Sons Holdings Sdn Bhd, YBhg Tan Sri Dato’ Seri (Dr) Yeoh Tiong Lay, YBhg Tan<br />
Sri Dato’ Francis Yeoh Sock Ping, JP, YBhg Dato’ Yeoh Seok Kian, Ms Yeoh Soo Min, YBhg Dato’ Yeoh Seok Hong, JP, YBhg Dato’ Michael<br />
Yeoh Sock Siong, Ms Yeoh Soo Keng and Mr Yeoh Seok Kah are deemed to be interested in the shares of the Company held by Yeoh<br />
Tiong Lay & Sons Holdings Sdn Bhd.
76<br />
Direct interest in the Company<br />
Tan Sri Dato' Seri (Dr) Yeoh Tiong Lay<br />
Tan Sri Dato' Francis Yeoh Sock Ping, JP<br />
Dato' Yeoh Seok Kian<br />
Yeoh Soo Min<br />
Dato' Yeoh Seok Hong, JP<br />
Dato' Michael Yeoh Sock Siong<br />
Yeoh Soo Keng<br />
Yeoh Seok Kah<br />
Direct interest in the Company<br />
Tan Sri Dato’ Seri (Dr) Yeoh Tiong Lay<br />
Tan Sri Dato’ Francis Yeoh Sock Ping, JP<br />
Dato' Yeoh Seok Kian<br />
Dato' (Dr) Yahya bin Ismail<br />
Yeoh Soo Min<br />
Dato' Yeoh Seok Hong, JP<br />
Dato' Michael Yeoh Sock Siong<br />
Yeoh Soo Keng<br />
Yeoh Seok Kah<br />
Warrants held by Yeoh Tiong Lay & Sons Holdings<br />
Sdn Bhd (holding company) in the Company<br />
DIRECTORS’ REPORT<br />
Options Over Ordinary Shares of 50 Sen Each<br />
Balance Granted Exercised/ Balance<br />
At 1.7.98 Lapsed At 30.6.99<br />
500,000 - - 500,000<br />
500,000 - - 500,000<br />
500,000 - - 500,000<br />
500,000 - - 500,000<br />
500,000 - - 500,000<br />
500,000 - - 500,000<br />
500,000 - - 500,000<br />
500,000 - - 500,000<br />
Number of Warrants<br />
Balance Acquired Exercised/ Balance<br />
At 1.7.98 #Disposed At 30.6.99<br />
237,000 - - 237,000<br />
478,000 - - 478,000<br />
146,000 - - 146,000<br />
12,600 16,000 - 28,600<br />
150,000 - - 150,000<br />
144,000 - - 144,000<br />
120,000 - - 120,000<br />
130,000 - - 130,000<br />
62,000 - #(62,000) -<br />
46,851,738 14,000 - 46,865,738<br />
By virtue of their substantial interests in Yeoh Tiong Lay & Sons Holdings Sdn Bhd, YBhg Tan Sri Dato’ Seri (Dr) Yeoh Tiong Lay, YBhg Tan<br />
Sri Dato’ Francis Yeoh Sock Ping, JP, YBhg Dato’ Yeoh Seok Kian, Ms Yeoh Soo Min, YBhg Dato’ Yeoh Seok Hong, JP, YBhg Dato’ Michael<br />
Yeoh Sock Siong, Ms Yeoh Soo Keng and Mr Yeoh Seok Kah are deemed to be interested in the warrants of the Company held by Yeoh<br />
Tiong Lay & Sons Holdings Sdn Bhd.
DIRECTORS’ REPORT 77<br />
Holding Company - Yeoh Tiong Lay & Sons Holdings Sdn Bhd<br />
Direct interest in the company<br />
Tan Sri Dato' Seri (Dr) Yeoh Tiong Lay<br />
Tan Sri Dato' Francis Yeoh Sock Ping, JP<br />
Dato' Yeoh Seok Kian<br />
Yeoh Soo Min<br />
Dato' Yeoh Seok Hong, JP<br />
Dato' Michael Yeoh Sock Siong<br />
Yeoh Soo Keng<br />
Yeoh Seok Kah<br />
Ordinary Shares of RM1 Each<br />
Balance Acquired Disposed Balance<br />
At 1.7.98 At 30.6.99<br />
8,220,004 - - 8,220,004<br />
5,000,000 - - 5,000,000<br />
5,000,000 - - 5,000,000<br />
1,250,000 - - 1,250,000<br />
5,000,000 - - 5,000,000<br />
5,000,000 - - 5,000,000<br />
1,250,000 - - 1,250,000<br />
5,000,000 - - 5,000,000<br />
By virtue of the directors' interests in the Company through their substantial interests in Yeoh Tiong Lay & Sons Holdings Sdn Bhd, YBhg<br />
Tan Sri Dato' Seri (Dr) Yeoh Tiong Lay, YBhg Tan Sri Dato' Francis Yeoh Sock Ping, JP, Ms Yeoh Soo Min, YBhg Dato' Yeoh Seok Kian, YBhg<br />
Dato’ Yeoh Seok Hong, JP, YBhg Dato' Michael Yeoh Sock Siong, Ms Yeoh Soo Keng and Mr Yeoh Seok Kah are deemed to be interested in<br />
the shares of all the subsidiaries (except for <strong>YTL</strong> Power International Berhad and <strong>YTL</strong> Cement Berhad which are disclosed in the following<br />
paragraph) of the Company to the extent of the Company’s interests in the respective subsidiaries as disclosed under Note 9 to the<br />
Accounts.
78<br />
DIRECTORS’ REPORT<br />
The directors' interests in the share capital of <strong>YTL</strong> Cement Berhad and <strong>YTL</strong> Power International Berhad are as follows:<br />
<strong>YTL</strong> Cement Berhad<br />
Direct interest in the Company<br />
Tan Sri Dato' Seri (Dr) Yeoh Tiong Lay<br />
Tan Sri Dato' Francis Yeoh Sock Ping, JP<br />
Dato' Yeoh Seok Kian<br />
Dato' (Dr) Yahya bin Ismail<br />
Mej Jen (R) Dato' Haron bin Mohd. Taib<br />
Yeoh Soo Min<br />
Dato' Yeoh Seok Hong, JP<br />
Dato' Michael Yeoh Sock Siong<br />
Yeoh Soo Keng<br />
Shares held by <strong>YTL</strong> Industries Berhad<br />
Shares held by <strong>YTL</strong> <strong>Corp</strong>oration Berhad<br />
Shares held by Yeoh Tiong Lay & Sons<br />
Holdings Sdn Bhd<br />
Ordinary Shares of RM1 Each<br />
Balance Acquired Disposed Balance<br />
At 1.7.98 At 30.6.99<br />
39,200 - - 39,200<br />
39,200 - - 39,200<br />
39,200 7,000 - 46,200<br />
19,600 - - 19,600<br />
20,680 - - 20,680<br />
39,200 - - 39,200<br />
39,200 - - 39,200<br />
39,200 - - 39,200<br />
15,680 - - 15,680<br />
40,113,360 - - 40,113,360<br />
4,760,040 370,000 - 5,130,040<br />
- 233,750 - 233,750<br />
By virtue of their substantial interests in Yeoh Tiong Lay & Sons Holdings Sdn Bhd, which has a substantial interest in <strong>YTL</strong> Industries<br />
Berhad and <strong>YTL</strong> <strong>Corp</strong>oration Berhad, YBhg Tan Sri Dato’ Seri (Dr) Yeoh Tiong Lay, YBhg Tan Sri Dato’ Francis Yeoh Sock Ping, JP, YBhg Dato’<br />
Yeoh Seok Kian, Ms Yeoh Soo Min, YBhg Dato’ Yeoh Seok Hong, JP, YBhg Dato’ Michael Yeoh Sock Siong, Ms Yeoh Soo Keng and Mr Yeoh<br />
Seok Kah are deemed to be interested in the shares of <strong>YTL</strong> Cement Berhad held by <strong>YTL</strong> Industries Berhad, <strong>YTL</strong> <strong>Corp</strong>oration Berhad and<br />
Yeoh Tiong Lay & Sons Holdings Sdn Bhd.
<strong>YTL</strong> Power International Berhad<br />
Direct interest in the Company<br />
Tan Sri Dato’ Seri (Dr) Yeoh Tiong Lay<br />
Tan Sri Dato’ Francis Yeoh Sock Ping, JP<br />
Dato’ Yeoh Seok Kian<br />
Dato’ (Dr) Yahya bin Ismail<br />
Mej Jen (R) Dato’ Haron bin Mohd Taib<br />
Yeoh Soo Min<br />
Dato’ Yeoh Seok Hong, JP<br />
Dato’ Michael Yeoh Sock Siong<br />
Yeoh Soo Keng<br />
Yeoh Seok Kah<br />
Shares held by <strong>YTL</strong> <strong>Corp</strong>oration Berhad<br />
Shares held by Yeoh Tiong Lay & Sons<br />
Holdings Sdn Bhd<br />
DIRECTORS’ REPORT 79<br />
Ordinary Shares of RM1 Each<br />
Balance Acquired Disposed Balance<br />
At 1.7.98 At 30.6.99<br />
246,025 - - 246,025<br />
887,096 - - 887,096<br />
195,563 15,000 - 210,563<br />
224,133 10,744 - 234,877<br />
40,000 - - 40,000<br />
159,639 22,500 - 182,139<br />
153,046 - - 153,046<br />
129,505 - - 129,505<br />
139,600 12,500 - 152,100<br />
71,300 - (71,000) 300<br />
1,180,853,746 20,763,000 - 1,201,616,746<br />
36,850,738 648,378 - 37,499,116<br />
By virtue of their substantial interests in Yeoh Tiong Lay & Sons Holdings Sdn Bhd, which has a substantial interest in <strong>YTL</strong> <strong>Corp</strong>oration<br />
Berhad, YBhg Tan Sri Dato’ Seri (Dr) Yeoh Tiong Lay, YBhg Tan Sri Dato’ Francis Yeoh Sock Ping, JP, YBhg Dato’ Yeoh Seok Kian, Ms Yeoh<br />
Soo Min, YBhg Dato’ Yeoh Seok Hong, JP, YBhg Dato’ Michael Yeoh Sock Siong, Ms Yeoh Soo Keng and Mr Yeoh Seok Kah are deemed<br />
to be interested in the shares of <strong>YTL</strong> Power International Berhad held by <strong>YTL</strong> <strong>Corp</strong>oration Berhad and Yeoh Tiong Lay & Sons Holdings<br />
Sdn Bhd.
80<br />
DIRECTORS’ REPORT<br />
None of the directors holding office at the end of the financial year held any direct and indirect interests in the warrants of the subsidiary<br />
during the financial year except as follows:<br />
<strong>YTL</strong> Cement Berhad<br />
Direct interest in the Company<br />
Tan Sri Dato’ Seri (Dr) Yeoh Tiong Lay<br />
Tan Sri Dato’ Francis Yeoh Sock Ping, JP<br />
Dato’ Yeoh Seok Kian<br />
Yeoh Soo Min<br />
Dato’ Yeoh Seok Hong, JP<br />
Dato’ Michael Yeoh Sock Siong<br />
Yeoh Soo Keng<br />
Warrants held by <strong>YTL</strong> Industries Berhad<br />
Warrants held by <strong>YTL</strong> <strong>Corp</strong>oration Berhad<br />
Warrants held by Yeoh Tiong Lay & Sons<br />
Holdings Sdn Bhd<br />
Number of Warrants<br />
Balance Acquired Exercised/ Balance<br />
At 1.7.98 Disposed At 30.6.99<br />
15,039 - - 15,039<br />
15,039 - - 15,039<br />
15,039 - - 15,039<br />
15,039 - - 15,039<br />
15,039 - - 15,039<br />
15,039 - - 15,039<br />
6,015 - - 6,015<br />
15,391,255 - - 15,391,255<br />
1,604,960 - - 1,604,960<br />
- 42,877 - 42,877<br />
By virtue of their substantial interests in Yeoh Tiong Lay & Sons Holdings Sdn Bhd, which has a substantial interest in <strong>YTL</strong> Industries<br />
Berhad and <strong>YTL</strong> <strong>Corp</strong>oration Berhad, YBhg Tan Sri Dato’ Seri (Dr) Yeoh Tiong Lay, YBhg Tan Sri Dato’ Francis Yeoh Sock Ping, JP, YBhg Dato’<br />
Yeoh Seok Kian, Ms Yeoh Soo Min, YBhg Dato’ Yeoh Seok Hong, JP, YBhg Dato’ Michael Yeoh Sock Siong, Ms Yeoh Soo Keng and Mr Yeoh<br />
Seok Kah are deemed to be interested in the warrants of <strong>YTL</strong> Cement Berhad held by <strong>YTL</strong> Industries Berhad, <strong>YTL</strong> <strong>Corp</strong>oration Berhad and<br />
Yeoh Tiong Lay & Sons Holdings Sdn Bhd.
Directors’ Benefits<br />
DIRECTORS’ REPORT 81<br />
During and at the end of the financial year, no arrangement subsisted to which the Company is a party, with the object or objects of<br />
enabling directors of the Company to acquire benefits by means of the acquisition of shares in or debentures of the Company or any<br />
other body corporate.<br />
Since the end of the previous financial year, no director has received or become entitled to receive any benefit (other than a benefit<br />
included in the aggregate amount of remuneration received by directors as shown in the accounts of the Group and of the Company<br />
and the options over shares granted by the Company under ESOS) by reason of a contract made by the Company or a related corporation<br />
with the director or with a firm of which he is a member, or with a company in which he has a substantial financial interest except as disclosed<br />
in the Accounts.<br />
Information On the Accounts<br />
Before the profit and loss account and balance sheet of the Group and of the Company were made out, the directors took reasonable<br />
steps:<br />
a) to ascertain the action taken in relation to the writing off of bad debts and the making of provision for doubtful debts and satisfied<br />
themselves that all known bad debts have been written off and that adequate provision has been made for doubtful debts; and<br />
b) to ensure that any current assets which were unlikely to realise their values as shown in the accounting records of the Group and of<br />
the Company in the ordinary course of business have been written down to an amount which they might be expected so to realise.<br />
At the date of this report, the directors are not aware of any circumstances:<br />
a) which would render the amount written off for bad debts or the amount of the provision for doubtful debts in the accounts of the<br />
Group and of the Company inadequate to any substantial extent; or<br />
b) which would render the values attributed to current assets in the accounts of the Group and of the Company misleading; or<br />
c) which have arisen which render adherence to the existing method of valuation of assets or liabilities of the Group and of the<br />
Company misleading or inappropriate.<br />
At the date of this report, there does not exist:<br />
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<br />
liability of any other person; or<br />
b) any contingent liability of the Group and of the Company which has arisen since the end of the financial year.<br />
No contingent or other liability has become enforceable or is likely to become enforceable within the period of twelve months after the<br />
end of the financial year which, in the opinion of the directors, will or may affect the ability of the Group and of the Company to meet<br />
their obligations as and when they fall due.
82<br />
Other Statutory Information<br />
The directors state that:<br />
DIRECTORS’ REPORT<br />
At the date of this report, they are not aware of any circumstances not otherwise dealt with in this report or the accounts of the Group<br />
and of the Company which would render any amount stated in the respective accounts misleading.<br />
In their opinion,<br />
a) the results of the operations of the Group and of the Company during the financial year were not substantially affected by any items,<br />
transaction or event of a material and unusual nature; and<br />
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<br />
a material and unusual nature likely to affect substantially the results of the operations of the Group and of the Company for the<br />
financial year in which this report is made.<br />
Auditors<br />
The auditors, Messrs Ler Lum & Co, Public Accountants, have expressed their willingness to continue in office.<br />
On behalf of the Board,<br />
Tan Sri Dato' Seri (Dr) Yeoh Tiong Lay<br />
Tan Sri Dato' Francis Yeoh Sock Ping, JP<br />
Dated: 6 December 1999<br />
Kuala Lumpur
STATEMENT BY DIRECTORS 83<br />
We, TAN SRI DATO' SERI (DR) YEOH TIONG LAY and TAN SRI DATO' FRANCIS YEOH SOCK PING, JP, being two of the directors of <strong>YTL</strong><br />
CORPORATION BERHAD, do hereby state that, in the opinion of the directors, the accompanying accounts together with the notes thereon<br />
are drawn up in accordance with applicable approved Accounting Standards so as to give a true and fair view of the state of affairs<br />
of the Group and of the Company as at 30 June, 1999 and of the results of the operations of the Group and of the Company and cash<br />
flow of the Group for the year ended on that date.<br />
On behalf of the Board,<br />
Tan Sri Dato' Seri (Dr) Yeoh Tiong Lay<br />
Tan Sri Dato' Francis Yeoh Sock Ping, JP<br />
Dated: 6 December 1999<br />
Kuala Lumpur
84<br />
STATUTORY DECL<strong>AR</strong>ATION<br />
I, TAN SRI DATO’ FRANCIS YEOH SOCK PING, JP, being the director primarily responsible for the accounting records and financial management<br />
of <strong>YTL</strong> CORPORATION BERHAD, do solemnly and sincerely declare that to the best of my knowledge and belief the accompanying<br />
accounts together with the notes thereon are correct, and I make this solemn declaration conscientiously believing the same to be<br />
true and by virtue of the provisions of the Statutory Declarations Act, 1960.<br />
Tan Sri Dato’ Francis Yeoh Sock Ping, JP<br />
Subscribed and solemnly declared<br />
at Kuala Lumpur on 6th day of December, 1999<br />
Before me:<br />
Ali bin Isa, AMN<br />
Commissioner for Oaths
AUDITORS’ REPORT TO THE MEMBERS<br />
OF <strong>YTL</strong> CORPORATION BERHAD<br />
(INCORPORATED IN MALAYSIA)<br />
We have audited the accounts set out on pages 86 to 131. These accounts are the responsibility of the Company’s directors. Our responsibility<br />
is to express an opinion on these accounts based on our audit.<br />
We conducted our audit in accordance with approved Standards on Auditing. These standards require that we plan and perform the audit<br />
to obtain reasonable assurance about whether the accounts are free of material misstatement. An audit includes examining, on a test<br />
basis, evidence supporting amounts and disclosures in the accounts. An audit also includes assessing the accounting principles used and<br />
significant estimates made by directors, as well as evaluating the overall accounts presentation. We believe that our audit provides a reasonable<br />
basis for our opinion.<br />
In our opinion:<br />
a) the accounts and notes which have been prepared under the historical cost convention, including the revaluation of certain assets,<br />
are properly drawn up in accordance with the provisions of the Companies Act, 1965 and applicable approved Accounting Standards<br />
so as to give a true and fair view of:<br />
and<br />
i) the matters required by Section 169 of the Companies Act, 1965 to be dealt with in the accounts of the Group and of the<br />
Company; and<br />
ii) the state of affairs of the Group and of the Company as at 30 June, 1999 and of the results of the operations of the Group and<br />
of the Company and of the cash flow of the Group for the year ended on that date;<br />
b) the accounting and other records and the registers required by the Companies Act, 1965 to be kept by the Company and its<br />
subsidiaries, of which we are the auditors, have been properly kept in accordance with the provisions of the said Act.<br />
The names of the subsidiaries of which we have not acted as auditors are indicated in Note 9 to the Accounts. We have considered the<br />
accounts of these subsidiaries and the auditors’ report thereon except as disclosed in Note 9(c) to the Accounts.<br />
We are satisfied that the accounts of the subsidiaries that have been consolidated with the Company’s accounts are in form and content<br />
appropriate and proper for the purposes of the preparation of the consolidated accounts and we have received satisfactory information<br />
and explanations as required by us for these purposes.<br />
The auditors’ report on the accounts of the subsidiaries were not subject to any qualification and did not include any comment made<br />
under subsection (3) of Section 174 of the Companies Act, 1965.<br />
Ler Lum & Co<br />
(Firm Number: AF 0276)<br />
Public Accountants<br />
Lum Tuck Cheong<br />
1005/3/01(J/PH)<br />
Partner of the Firm<br />
Dated: 6 December 1999<br />
Kuala Lumpur<br />
85
96<br />
NOTES TO ACCOUNTS<br />
And crediting:<br />
Dividend (gross) from quoted investment in subsidiaries<br />
Dividend (gross) from quoted investments<br />
- within Malaysia<br />
- outside Malaysia<br />
Dividend (gross) from unquoted investment<br />
- within Malaysia<br />
Gain on disposal of fixed assets<br />
Gain on foreign exchange<br />
Gain arising on the waiver of amount due to a former<br />
shareholder of a subsidiary<br />
Gain on deemed disposal of subsidiary<br />
Gain on disposal of property<br />
- (net of tax of RM108,470 and related expenses)<br />
Fixed deposit interest<br />
Hiring of plant, machinery & equipment<br />
Interest received from subsidiaries<br />
Other interest received<br />
Profit on disposal of investments<br />
Rental income<br />
4 Taxation<br />
In Malaysia<br />
Tax on dividend received<br />
Malaysian taxation based on profit for the year<br />
Under-provision in previous years<br />
Transferred to deferred taxation<br />
Tax on share of profit of associated companies<br />
Over-provision of tax on share of<br />
profit of associated company<br />
Outside Malaysia<br />
Taxation based on profit for the year<br />
Share of tax of associated companies<br />
Under/(Over)-provision in previous years<br />
Group Company<br />
1999 1998 1999 1998<br />
RM RM RM RM<br />
- - 133,382,143 29,870,745<br />
617,144 538,515 50,179 49,565<br />
- 253,172 - 253,172<br />
- - 2,722,222 -<br />
1,202,490 818,044 - -<br />
19,461 115,630 - -<br />
- 1,200,000 - -<br />
437,770 294,153 - -<br />
809,113 - - -<br />
232,115,587 282,210,070 56,387,826 72,841,350<br />
1,043,770 101,361 - -<br />
- - 41,946,287 34,914,608<br />
353,725 158,555 - -<br />
8,060,054 4,195,663 281,984 2,934,236<br />
2,115,462 2,419,476 - -<br />
Group Company<br />
1999 1998 1999 1998<br />
RM RM RM RM<br />
977,084 - 887,522 -<br />
- 129,592,530 - 22,390,000<br />
11,794,068 1,376,278 - -<br />
44,000,000 34,860,000 - -<br />
7,092 1,724,381 - -<br />
(7,000) - - -<br />
56,771,244 167,553,189 887,522 22,390,000<br />
6,141 7,264 - -<br />
3,645 11,987 - -<br />
92,490 (401,681) - -<br />
56,873,520 167,170,759 887,522 22,390,000
NOTES TO ACCOUNTS 97<br />
No provision has been made for Malaysian income tax in respect of the year ended 30 June, 1999 in accordance with the waiver<br />
granted under the Income Tax (Amendment) Act 1999. Subject to agreement with the Inland Revenue Board, the chargeable income<br />
of RM18,215,702 on which the tax is waived shall be credited to an exempt account from which tax exempt dividends can be<br />
declared.<br />
The unutilised capital allowances of the Company carried forward as at 30 June, 1999 is estimated at RM942,192 (1998:<br />
RM839,380). This is, however, subject to confirmation by the Inland Revenue Board.<br />
The Company has sufficient tax credit under Section 108 of the Income Tax Act, 1967 to frank the payment of dividends amounting<br />
to approximately RM26,013,074 out of all its distributable reserves as at 30 June, 1999. This is, however, subject to confirmation by<br />
the Inland Revenue Board.<br />
5 Dividends<br />
Proposed First and Final dividend<br />
- 20% tax exempt<br />
(1998: 5% less tax)<br />
Dividends in respect of those additional ordinary shares converted, if any, from the Zero Coupon Convertible Bonds due 2002 at the<br />
book closure date will be entitled to dividends. The maximum additional dividends that will have to be paid if all the Zero Coupon<br />
Convertible Bonds due 2002 are converted into ordinary shares at the book closure date is RM737,341.<br />
6 Earnings Per 50 Sen Share<br />
Company<br />
1999 1998<br />
RM RM<br />
121,469,452 21,864,213<br />
a) The earnings per 50 sen share has been calculated based on Group’s earnings of RM420,552,265 (1998: RM277,500,022) and<br />
on the weighted average number of ordinary shares of 1,214,678,519 (1998: 1,200,467,917) in issue during the year after<br />
taking into account the conversion of warrants and Employees Share Option Scheme during the year.<br />
b) The fully diluted earnings per share is calculated by dividing the Group’s adjusted earnings of RM437,294,379 (1998:<br />
RM292,596,493) by the enlarged weighted average number of ordinary shares in issue during the financial year of<br />
1,293,502,533 (1998: 1,279,292,413) on the assumption that the remaining 78,823,514 (1998: 78,824,514) warrants were<br />
converted at the date of issue.<br />
The Group’s earnings have been adjusted to take into account the notional interest income (1998:after tax) deemed to be<br />
received from a fixed deposit at 6% (1998: 7%) per annum on the cash received of RM279,035,240 (1998: RM299,533,153)<br />
arising from the conversion of 78,823,514 (1998: 78,824,514) warrants to ordinary shares.
98<br />
7 Fixed Assets<br />
Group 1999<br />
Cost/Valuation<br />
Freehold land & buildings<br />
Leasehold land & buildings<br />
Factory & other buildings<br />
Mining lease<br />
Mains & lines<br />
Freehold oil palm plantation<br />
Infrastructure & site facilities<br />
Plant, machinery & equipment<br />
Furniture, fixtures & equipment<br />
Motor vehicles<br />
Motor vehicles accessories<br />
Yachts & boats<br />
Helicopters<br />
Aircraft<br />
Other buildings-in-progress<br />
Tipper trucks-in-progress<br />
Aircraft-in-progress<br />
Renovation work-in-progress<br />
NOTES TO ACCOUNTS<br />
# Included herein are assets transferred from development expenditure amounting to RM26,888,229.<br />
Balance Additions Disposals<br />
at 1.7.98<br />
RM RM RM<br />
114,131,506 3,089,378 (138,800)<br />
31,871,083 6,540,059 -<br />
909,633,977 19,000 -<br />
343,522 - -<br />
22,699,942 - -<br />
2,000,000 - -<br />
107,496 15,300 -<br />
2,740,508,844 4,166,800 (4,935,395)<br />
30,726,850 961,880 (37,304)<br />
90,167,345 1,384,180 (2,100,438)<br />
48,508 - -<br />
11,247,998 - -<br />
15,152,214 - -<br />
- - -<br />
2,223,684 - -<br />
454,000 - -<br />
1,323,707 - -<br />
- 287,624 -<br />
3,972,640,676 16,464,221 (7,211,937)<br />
Included in plant & machinery are current charges of RM NIL (1998: RM703,627) and RM NIL.(1998: RM8,333) being term loan<br />
interest and trust receipt interest capitalised respectively.
NOTES TO ACCOUNTS 99<br />
Written Transfers/ Translation Subsidiary Subsidiary Balance<br />
Off Others Differences Acquired Disposed of at 30.6.99<br />
RM RM RM RM RM RM<br />
(431,056) 25,020,485 (373,463) - - 141,298,050<br />
- 38,889,813# - - (26,888,229) 50,412,726<br />
(894,083) (36,195,836) - - - 872,563,058<br />
- - - - - 343,522<br />
- - - - - 22,699,942<br />
- - - - - 2,000,000<br />
- 575,417 - - - 698,213<br />
(5,032,687) 1,300,877 - - - 2,736,008,439<br />
(500,343) 400,656 (104,629) 108,000 - 31,555,110<br />
(1,121,031) - - - - 88,330,056<br />
- - - - - 48,508<br />
- - - - - 11,247,998<br />
- - - - - 15,152,214<br />
- 1,323,708 - - - 1,323,708<br />
- (2,223,684) - - - -<br />
- (454,000) - - - -<br />
- (1,323,707) - - - -<br />
- - - - - 287,624<br />
(7,979,200) 27,313,729 (478,092) 108,000 (26,888,229) 3,973,969,168
100<br />
Group 1999<br />
Accumulated Depreciation<br />
Freehold land & buildings<br />
Leasehold land & buildings<br />
Factory & other buildings<br />
Mining lease<br />
Mains & lines<br />
Freehold oil palm plantation<br />
Infrastructure & site facilities<br />
Plant, machinery & equipment<br />
Furniture, fixtures & equipment<br />
Motor vehicles<br />
Motor vehicles accessories<br />
Yachts & boats<br />
Helicopters<br />
Aircraft<br />
Other buildings-in-progress<br />
Tipper trucks-in-progress<br />
Aircraft-in-progress<br />
Renovation work-in-progress<br />
NOTES TO ACCOUNTS<br />
Balance Charge for Disposals<br />
at 1.7.98 the Year<br />
RM RM RM<br />
387,249 160,595 (9,405)<br />
1,672,958 563,061 -<br />
103,330,687 34,076,228 -<br />
343,519 - -<br />
3,972,490 1,134,997 -<br />
- - -<br />
80,623 94,826 -<br />
339,042,810 101,842,593 (3,327,106)<br />
13,039,901 4,600,313 (8,645)<br />
58,333,901 12,148,224 (1,339,692)<br />
48,500 - -<br />
2,573,502 1,124,800 -<br />
2,512,996 909,133 -<br />
- 79,422 -<br />
- - -<br />
- - -<br />
- - -<br />
- - -<br />
525,339,136 156,734,192 (4,684,848)
NOTES TO ACCOUNTS 101<br />
Written Transfers/ Translation Subsidiary Subsidiary Balance<br />
Off Others Differences Acquired Disposed of at 30.6.99<br />
RM RM RM RM RM RM<br />
- 1,536,955 - - - 2,075,394<br />
- 95,199 - - - 2,331,218<br />
(894,060) (2,375,998) - - - 134,136,857<br />
- - - - - 343,519<br />
- - - - - 5,107,487<br />
- - - - - -<br />
- 235,170 - - - 410,619<br />
(4,812,197) 267,639 - - - 433,013,739<br />
(416,523) 241,239 (61,721) 900 - 17,395,464<br />
(1,117,973) (208) - - - 68,024,252<br />
- - - - - 48,500<br />
- - - - - 3,698,302<br />
- (1) - - - 3,422,128<br />
- - - - - 79,422<br />
- - - - - -<br />
- - - - - -<br />
- - - - - -<br />
- - - - - -<br />
(7,240,753) (5) (61,721) 900 - 670,086,901
102<br />
Freehold land & buildings<br />
Leasehold land & buildings<br />
Factory & other buildings<br />
Mining lease<br />
Mains & lines<br />
Freehold oil palm plantation<br />
Infrastructure & site facilities<br />
Plant, machinery & equipment<br />
Furniture, fixtures & equipment<br />
Motor vehicles<br />
Motor vehicles accessories<br />
Yachts & boats<br />
Helicopters<br />
Aircraft<br />
Other buildings-in-progress<br />
Tipper trucks-in-progress<br />
Aircraft-in-progress<br />
Renovation work-in-progress<br />
NOTES TO ACCOUNTS<br />
Group<br />
Net Book Net Book Depreciation<br />
Value Value for the year<br />
at 30.6.99 at 30.6.98 ended 30.6.98<br />
RM RM RM<br />
139,222,656 113,744,257 166,216<br />
48,081,508 30,198,125 342,850<br />
738,426,201 806,303,290 34,403,632<br />
3 3 -<br />
17,592,455 18,727,452 1,134,997<br />
2,000,000 2,000,000 -<br />
287,594 26,873 5,375<br />
2,302,994,700 2,401,466,034 99,286,466<br />
14,159,646 17,686,949 4,585,793<br />
20,305,804 31,833,444 12,523,485<br />
8 8 -<br />
7,549,696 8,674,496 1,026,581<br />
11,730,086 12,639,218 909,133<br />
1,244,286 - -<br />
- 2,223,684 -<br />
- 454,000 -<br />
- 1,323,707 -<br />
287,624 - -<br />
3,303,882,267 3,447,301,540 154,384,528
11 Quoted Investments<br />
NOTES TO ACCOUNTS 113<br />
Name of Company Place of Principal Activities Effective Equity Interest<br />
Incorporation 1999 1998<br />
% %<br />
Trans-Pacific Hotels Sdn Bhd Malaysia Inactive 50 50<br />
Trans-Pacific Resorts Sdn Bhd Malaysia Hotel & resort management 50 50<br />
Udapakat Bina Sdn Bhd Malaysia Property development 22.96 19.60<br />
* <strong>YTL</strong> Power Services Sdn Bhd Malaysia Operation & maintenance of power stations 49 49<br />
ZE-SP<strong>YTL</strong> Sdn Bhd Malaysia Civil engineering works & construction 50 50<br />
* Eastern & Oriental Express Ltd Bermuda Operating & management of the<br />
luxury train known as the<br />
‘Eastern & Oriental Express’<br />
32 32<br />
* Surin Bay Company Limited Thailand Hotel & resort operations 50 49<br />
* Companies not audited by Ler Lum & Co<br />
b) Amount Due From/To Associated Companies<br />
The amount due from/to associated companies pertain mainly to fees charged, payments on behalf and advances. The outstanding amounts are<br />
unsecured, interest free and have no fixed terms of repayment except for RM1,351,073 which is subject to interest at a rate of 12% per annum.<br />
The investments are quoted shares of corporations within and outside Malaysia, stated at cost. The cost and market value of the<br />
quoted investments are as follows:<br />
Cost<br />
Within Malaysia<br />
Outside Malaysia<br />
Market value<br />
Within Malaysia<br />
Outside Malaysia<br />
Group Company<br />
1999 1998 1999 1998<br />
RM RM RM RM<br />
43,427,708 38,983,883 847,014 4,039,287<br />
106,134 106,134 106,134 106,134<br />
43,533,842 39,090,017 953,148 4,145,421<br />
93,111,735 26,932,465 1,393,800 2,346,095<br />
52,747 17,359 52,747 17,359<br />
93,164,482 26,949,824 1,446,547 2,363,454
114<br />
12 Development Expenditure<br />
Freehold land, at cost<br />
Leasehold land, at cost<br />
Development expenditure<br />
13 Contracts Work-In-Progress<br />
Progress payments received and receivable<br />
Contracts work-in-progress<br />
NOTES TO ACCOUNTS<br />
Included in the development expenditure are current charges/(credits):<br />
Auditors’ remuneration<br />
Rental of premises<br />
Term loan interest<br />
Fixed deposit interest<br />
Rental income<br />
Current charges/(credits) in the contracts work-in-progress include:<br />
Depreciation on fixed assets<br />
Hiring of motor vehicles<br />
Hiring of plant, machinery & equipment<br />
Interest expenses<br />
- bankers acceptances, trust receipts, hire purchase & others<br />
Other rental<br />
Rental of premises<br />
Gain on foreign exchange<br />
Hiring of plant & machinery income<br />
Group<br />
1999 1998<br />
RM RM<br />
19,000,000 -<br />
8,045,032 28,155,032<br />
102,596,179 79,373,428<br />
129,641,211 107,528,460<br />
3,300 5,600<br />
- 2,370<br />
3,888,223 2,063,350<br />
- (162,620)<br />
- (9,000)<br />
Group<br />
1999 1998<br />
RM RM<br />
(1,169,589,377) (1,318,145,810)<br />
1,444,411,635 1,469,184,544<br />
274,822,258 151,038,734<br />
2,300,700 3,475,943<br />
1,919 64,830<br />
30,462 1,902,305<br />
42,505,667 4,431,237<br />
300 96,444<br />
59,600 147,104<br />
- (17,802)<br />
(66,528) (41,729)
14 Stocks<br />
Completed units<br />
Finished goods<br />
Work-in-progress<br />
Raw materials<br />
Consumable stores<br />
15 Property Development Projects<br />
Freehold land - at cost<br />
- at valuation<br />
Leasehold land - at cost<br />
Development expenditure<br />
Add: Profit recognised on projects<br />
Less: Progress billings<br />
NOTES TO ACCOUNTS 115<br />
Less: Provision for inventory obsolescence<br />
Included in the development expenditure are current charges of:<br />
Bank interest<br />
Rental of equipment & furniture<br />
Rental of premises<br />
Group<br />
1999 1998<br />
RM RM<br />
7,451,606 4,352,922<br />
2,419,303 3,242,605<br />
47,362 46,519<br />
6,669,566 9,692,189<br />
89,160,386 41,176,193<br />
105,748,223 58,510,428<br />
(301,682) -<br />
105,446,541 58,510,428<br />
Group<br />
1999 1998<br />
RM RM<br />
3,698,120 3,698,120<br />
4,350,000 6,022,909<br />
15,548,335 18,368,895<br />
23,596,455 28,089,924<br />
14,175,203 86,514,684<br />
107,657 32,094,325<br />
14,282,860 118,609,009<br />
(8,897,350) (112,461,383)<br />
5,385,510 6,147,626<br />
28,981,965 34,237,550<br />
192,110 1,703,308<br />
952 -<br />
22,450 -
116<br />
16 Trade Debtors<br />
Trade debtors<br />
Less: Provision for doubtful debts<br />
17 Other Debtors, Deposits & Prepayments<br />
Other debtors, deposits & prepayments<br />
Less: Provision for doubtful debts<br />
NOTES TO ACCOUNTS<br />
Included in prepayments is an amount of RM24,862,045 being prepaid interest in relation to the RM500 million 8.50% Redeemable<br />
Non-Guaranteed Unsecured Bonds 1999/2004. The prepaid interest will be amortised over 60 months commencing from July 1999.<br />
18 Amount Due From/To Related Companies<br />
Group<br />
1999 1998<br />
RM RM<br />
337,365,979 216,723,395<br />
(3,451,555) (4,884,713)<br />
333,914,424 211,838,682<br />
Group Company<br />
1999 1998 1999 1998<br />
RM RM RM RM<br />
429,679,726 70,308,806 192,386,740 21,287,349<br />
(260,750) (175,750) - -<br />
429,418,976 70,133,056 192,386,740 21,287,349<br />
The amount due from/to related companies pertain mainly to trade receivables/payables, advances and payments on behalf. These are<br />
unsecured, interest free and have no fixed terms of repayment.
19 Fixed Deposits<br />
Licensed banks<br />
Licensed finance companies<br />
Other corporation<br />
NOTES TO ACCOUNTS 117<br />
Fixed deposits of certain subsidiaries amounting to RM74,388 (1998: RM27,293) have been pledged to a financial institution for bank<br />
guarantee facility granted to the subsidiaries.<br />
Included in the Group’s fixed deposits are:<br />
i) RM1,031,750 (1998: RM306,000) being monies received from the exercise of warrants of the Company and one of the<br />
subsidiaries to subscribe for the ordinary shares in the Company and the subsidiary respectively; and<br />
ii) RM Nil (1998: RM94,000,000) being monies received from the exercise of Transferable Subscription Rights of the Company to<br />
subscribe for the ordinary shares in the Company.<br />
The funds will be utilised for the repayment of the Bonds upon their maturity.<br />
20 Cash & Bank Balances<br />
Group Company<br />
1999 1998 1999 1998<br />
RM RM RM RM<br />
2,715,109,265 3,037,935,231 503,369,883 928,068,124<br />
649,056,442 506,848,469 50,831,650 116,440,494<br />
901,617 - - -<br />
3,365,067,324 3,544,783,700 554,201,533 1,044,508,618<br />
Included in the Group’s Cash & Bank balances is an amount of RM5,936 (1998: RM946) being monies received from the exercise of<br />
warrants of the Company and one of the subsidiaries to subscribe for the ordinary shares in the Company and the subsidiary<br />
respectively. The funds will be utilised for the repayment of the Bonds upon their maturity.<br />
21 Property Maintenance Fund<br />
Included in property maintenance fund accounts are current charges/(credits):<br />
Depreciation on fixed assets<br />
Rental of equipment<br />
Fixed deposit interest received<br />
Other interest received<br />
Rental income<br />
Group<br />
1999 1998<br />
RM RM<br />
55,841 66,659<br />
- 985<br />
(46,864) (74,027)<br />
(34,383) (23,802)<br />
(30,860) (13,240)
118<br />
22 Hire Purchase Creditors<br />
Balance at year end<br />
Less: Hire purchase interest in suspense<br />
Represented by:<br />
Repayable within one year<br />
Repayable after one year and up to two years<br />
Repayable after two years and<br />
up to three years<br />
23 Holding Company<br />
NOTES TO ACCOUNTS<br />
Group Company<br />
1999 1998 1999 1998<br />
RM RM RM RM<br />
10,660,121 29,509,818 26,193 230,481<br />
1,640,747 4,528,822 3,410 38,208<br />
9,019,374 24,980,996 22,783 192,273<br />
8,360,526 16,367,351 22,783 169,490<br />
658,848 7,482,173 - 22,783<br />
- 1,131,472 - -<br />
9,019,374 24,980,996 22,783 192,273<br />
The Company regards Yeoh Tiong Lay & Sons Holdings Sdn Bhd, a company incorporated in Malaysia as its holding company.<br />
The amount due to holding company pertains mainly to payments on behalf and advances. The outstanding amount is unsecured, interest<br />
free and has no fixed terms of repayment.<br />
24 Bank Borrowings<br />
Term loans<br />
Revolving credits & Time loans<br />
Repayable within one year<br />
Repayable after one year and up to five years<br />
Repayable after five years and up to ten years<br />
Repayable after ten years and up to fifteen years<br />
Group Company<br />
1999 1998 1999 1998<br />
RM RM RM RM<br />
1,421,881,597 1,477,982,263 - -<br />
791,998,000 754,698,000 609,455,000 609,455,000<br />
2,213,879,597 2,232,680,263 609,455,000 609,455,000<br />
945,332,316 894,515,001 609,455,000 609,455,000<br />
715,944,742 748,865,185 - -<br />
518,254,539 588,260,077 - -<br />
34,348,000 1,040,000 - -<br />
2,213,879,597 2,232,680,263 609,455,000 609,455,000
NOTES TO ACCOUNTS 119<br />
Group<br />
Amount<br />
1999 1998<br />
RM RM<br />
- 100,278<br />
- 5,000,000<br />
2,353,253 3,722,047<br />
1,183,850 1,292,798<br />
109,394 100,450<br />
3,840,000 6,080,000<br />
1,188,000,000 1,313,000,000<br />
791,998,000 754,698,000<br />
8,392,934 15,871,690<br />
168,654,166 97,475,000<br />
49,348,000 35,340,000<br />
2,213,879,597 2,232,680,263<br />
Company<br />
Amount<br />
1999 1998<br />
RM RM<br />
609,455,000 609,455,000<br />
Securities<br />
- A legal mortgage of the freehold properties of subsidiaries<br />
- Assignment of all rights under a joint-venture agreement between one of the<br />
subsidiaries and Dewan Bandaraya Kuala Lumpur<br />
- A charge of the leasehold properties of a subsidiary<br />
- Letter of comfort from the Company<br />
- A legal charge over the freehold land & building of a subsidiary<br />
- <strong>Corp</strong>orate guarantee by the Company.<br />
- Assignment of a subsidiary’s freehold land and buildings<br />
- A charge on the helicopter of a subsidiary<br />
- <strong>Corp</strong>orate guarantee by the Company<br />
- By fixed and floating charges over all assets of a subsidiary, both present and<br />
future<br />
- Clean<br />
- <strong>Corp</strong>orate guarantee by the Company<br />
- A first & floating charge over all of the assets of two of the subsidiaries<br />
- An assignment by two of the subsidiaries of all their rights, titles and interests<br />
under all project contracts and construction contracts<br />
- An assignment of Debt Service Reserve Account (“DSRA”) maintained by two of<br />
the subsidiaries<br />
- A first party first fixed charge over the leasehold land and projects of two of the<br />
subsidiaries to be erected thereon<br />
- A debenture creating a first fixed and floating charge over two of the subsidiaries’<br />
present & future assets<br />
Securities<br />
- Clean<br />
The Group’s term loans are repayable by monthly, quarterly and semi-annual instalments. One of the term loans amounting to<br />
RM1,187,500,000 bears interest at a fixed rate of 10% while the other term loans carry interest at rates which vary from 0.125%<br />
p.a. to 1.75% p.a. above the respective financial institutions’ prevailing Cost Of Funds or Base Lending Rate.
120<br />
25 Block Discount Payables<br />
Owing to financial institutions<br />
Less: Unexpired charges<br />
NOTES TO ACCOUNTS<br />
The block discount facilities are secured by a pledge on lease and hire purchase receivables.<br />
26 Bankers Acceptances, Trust Receipts & Bank Overdrafts<br />
Group 1999<br />
Secured<br />
Unsecured<br />
Group 1998<br />
Unsecured<br />
The bankers acceptances and bank overdrafts of the subsidiaries are secured by a corporate guarantee by the Company.<br />
Interest charges on trust receipts and bank overdrafts during the year ranged between 1.00% p.a. to 2.00% p.a. above the respective<br />
financial institutions’ Base Lending Rate.<br />
27 Dividends<br />
Group<br />
1999 1998<br />
RM RM<br />
2,454,837 7,576,817<br />
143,267 660,207<br />
2,311,570 6,916,610<br />
Bankers Trust Bank<br />
Acceptances Receipts Overdrafts<br />
RM RM RM<br />
- - 78,790,024<br />
13,079,857 1,476,733 5,539,297<br />
13,079,857 1,476,733 84,329,321<br />
13,525,493 1,230,626 95,552,754<br />
Included herein is an amount of RM42,910 (1998: RM242,270) being dividends declared in prior years and unclaimed as at end of the<br />
financial year.
28 Goodwill On Consolidation<br />
Goodwill arising on consolidation<br />
Capital reserve on consolidation<br />
29 Deferred Expenditure<br />
Preliminary expenses<br />
Pre-operating expenses<br />
NOTES TO ACCOUNTS 121<br />
Included in pre-operating expenses are current charges of:<br />
Auditors’ remuneration<br />
- current year<br />
- under/(over)-provision in previous year<br />
Depreciation on fixed assets<br />
Group<br />
1999 1998<br />
RM RM<br />
108,545,489 74,748,310<br />
(1,597,074) (1,597,074)<br />
106,948,415 73,151,236<br />
Group<br />
1999 1998<br />
RM RM<br />
223,159 233,164<br />
1,866,246 1,706,112<br />
2,089,405 1,939,276<br />
7,050 8,213<br />
1,000 (400)<br />
730 960
122<br />
30 Share Capital<br />
Authorised:<br />
NOTES TO ACCOUNTS<br />
As at beginning of the year<br />
- 3,000,000,000 (1998: 1,000,000,000) ordinary shares of<br />
50 sen each<br />
Created during the year<br />
- NIL (1998: 2,000,000,000) ordinary shares of 50 sen each<br />
As at end of the year<br />
- 3,000,000,000 ordinary shares of 50 sen each<br />
Issued and Fully Paid:<br />
As at beginning of the year<br />
- 1,214,678,519 (1998: 785,592,983)<br />
ordinary shares of 50 sen each<br />
Issued and credited as fully paid during the year<br />
Bonus Issue 1: 2<br />
- NIL (1998: 395,079,073) ordinary shares of 50 sen each<br />
Exercise of Transferable Subscription Rights<br />
- NIL (1998: 4,565,163) ordinary shares of 50 sen each<br />
Special Issue<br />
- NIL (1998: 29,250,000) ordinary shares of 50 sen each<br />
Exercise of Employees Share Option Scheme<br />
- 15,000 (1998: NIL) ordinary shares of 50 sen each<br />
Exercise of Warrants<br />
- 1,000 (1998: 191,300) ordinary shares of 50 sen each<br />
As at end of the year<br />
- 1,214,694,519 (1998: 1,214,678,519) ordinary shares of<br />
50 sen each<br />
Company<br />
1999 1998<br />
RM RM<br />
1,500,000,000 500,000,000<br />
- 1,000,000,000<br />
1,500,000,000 1,500,000,000<br />
607,339,260 392,796,492<br />
- 197,539,537<br />
- 2,282,581<br />
- 14,625,000<br />
7,500 -<br />
500 95,650<br />
607,347,260 607,339,260
31 Share Premium<br />
NOTES TO ACCOUNTS 123<br />
As at beginning of the year<br />
Premium arising from:<br />
Bonus and TSRs issue expenses<br />
Bonds/Warrants issue expenses<br />
Capitalised for Bonus Issue<br />
Shares issued upon exercise of Employees<br />
Share Option Scheme<br />
Special issue<br />
Shares issued upon exercise of TSRs<br />
Shares issued upon exercise of Warrants<br />
As at end of the year<br />
32 Capital Reserve<br />
Arising from Bonus Issue created out of post-acquisition profit<br />
As at beginning and end of the year<br />
Arising from the redemption of preference shares<br />
As at beginning of the year<br />
Capitalised from retained profit due to redemption<br />
of preference shares by one of the subsidiaries<br />
As at end of the year<br />
Share of share issue expenses in a subsidiary<br />
As at beginning of the year<br />
Written off against capital reserves<br />
As at end of the year<br />
Company<br />
1999 1998<br />
RM RM<br />
742,776,204 822,996,111<br />
- (746,820)<br />
- (1,128,995)<br />
- (197,539,536)<br />
41,550 -<br />
- 111,442,500<br />
- 7,121,654<br />
3,300 631,290<br />
742,821,054 742,776,204<br />
Group<br />
1999 1998<br />
RM RM<br />
19,010,737 19,010,737<br />
2,451,239 1,336,771<br />
882,049 1,114,468<br />
3,333,288 2,451,239<br />
(459,409) -<br />
- (459,409)<br />
(459,409) (459,409)<br />
21,884,616 21,002,567
124<br />
33 Non-Distributable Reserves<br />
Exchange differences<br />
As at beginning of the year<br />
Exchange differences<br />
As at end of the year<br />
34 Bonds<br />
Repayable within one year:<br />
4% Redeemable Bank Guaranteed Unsecured<br />
Bonds 1994/1999<br />
3% Redeemable Unsecured Bank<br />
Guaranteed Bonds 1993/1998<br />
Repayable after one year:<br />
4% Redeemable Bank Guaranteed Unsecured<br />
Bonds 1994/1999<br />
Zero Coupon Convertible Bonds due 2002<br />
Zero Coupon Redeemable Unsecured<br />
Bonds 1997/2002<br />
8.50% Redeemable Non-Guaranteed<br />
Unsecured Bonds 1999/2004<br />
NOTES TO ACCOUNTS<br />
The 4% Redeemable Bank Guaranteed Unsecured Bonds 1994/1999 with 16,791,250 Warrants were constituted under a Trust Deed<br />
and Deed Poll both dated 16 August, 1993 and 30 November, 1994 respectively.<br />
The Zero Coupon Convertible Bonds due 2002 were constituted under a Trust Deed dated 15 August, 1995.<br />
Group<br />
1999 1998<br />
RM RM<br />
59,955,784 40,200<br />
(16,819,032) 59,915,584<br />
43,136,752 59,955,784<br />
Group Company<br />
1999 1998 1999 1998<br />
RM RM RM RM<br />
40,000,000 - - -<br />
- 91,000,000 - 91,000,000<br />
40,000,000 91,000,000 - 91,000,000<br />
- 40,000,000 - -<br />
44,240,708 44,240,708 44,240,708 44,240,708<br />
300,000,000 300,000,000 300,000,000 300,000,000<br />
500,000,000 - 500,000,000 -<br />
844,240,708 384,240,708 844,240,708 344,240,708<br />
884,240,708 475,240,708 844,240,708 435,240,708<br />
The Zero Coupon Redeemable Unsecured Bonds 1997/2002 with 79,015,814 Warrants were constituted under a Trust Deed and Deed<br />
Poll both dated 20 September, 1997.<br />
The 8.50% Redeemable Non-Guaranteed Unsecured Bonds 1999/2004 with 303,775,911 Warrants were constituted under a Trust<br />
Deed and Deed Poll both dated 28 June, 1999 and 31 July, 1999 respectively.
NOTES TO ACCOUNTS 125<br />
4% Redeemable Bank Guaranteed Unsecured Bonds 1994/1999<br />
The Bonds carry interest at the fixed rate of 4% per annum which are payable annually in arrears and have a maturity period of five<br />
years from the date of issue.<br />
The redemption and purchase of the Bonds may be made in the following manner:<br />
a) Redemption<br />
Unless previously purchased as provided below, the subsidiary shall redeem the Bonds at 100% of its nominal value on 8<br />
December, 1999 and may not, subject to the provisions of conditions (b) and (c) below redeem them in whole or in part prior<br />
to that date.<br />
b) Purchase<br />
The subsidiary may at any time purchase or otherwise acquire the Bonds (and such Bonds purchased or acquired shall be<br />
deemed not to remain outstanding) at any price in the open market or otherwise.<br />
c) Cancellation<br />
All the Bonds which are purchased or redeemed, shall forthwith be cancelled (together with all interest accrued cancelled<br />
therewith). All the Bonds so cancelled may not be reissued or resold.<br />
The details of the Warrants are as disclosed in Note 9(a) to the Accounts.<br />
Zero Coupon Convertible Bonds Due 2002<br />
The Bonds having a principal amount of US$50,000,000 carry no interest and have a maturity period of 7 years from the date of<br />
issue.<br />
The redemption and purchase of the Bonds may be made in the following manner:<br />
a) Redemption AtThe Option of The Bondholders<br />
The Bonds may be redeemed in whole or part in US dollar at the option of the Bondholders at their principal amount plus a<br />
payment of interest at 40.38% of their principal amount on 15 August, 2000.<br />
b) Redemption At The Option of The Company<br />
The Bonds may be redeemed in US dollar at the option of the Company in whole but not in part at their principal amount plus<br />
a payment of interest at 40.38% of the principal amount at any time on or after 15 August, 1998.<br />
c) Purchase<br />
The Company or any of its subsidiaries may at any time and from time to time purchase Bonds at any price in the open market<br />
or otherwise.<br />
d) Cancellation<br />
All Bonds which are redeemed or converted or purchased by the Company or its subsidiaries will forthwith be cancelled.<br />
e) Conversion<br />
Each Bond (in integral multiples of US$5,000) will at the option of the Bondholder be convertible on or after 28 September,<br />
1995 to 8 August, 2002 or 7 days before date of redemption, into ordinary shares of the Company at current conversion price<br />
of RM5.00 (initial conversion price was RM14.52 per share) with a fixed rate of exchange on conversion of RM2.4585 :<br />
US$1.00.
126<br />
f) Redemption At Maturity<br />
NOTES TO ACCOUNTS<br />
Unless previously purchased and cancelled, redeemed or converted, the Bonds will be redeemed at their principal amount on<br />
15 August, 2002 at an amount of RM12,292.50 for each US$5,000 principal amount of the Bonds.<br />
Zero Coupon Redeemable Unsecured Bonds 1997/2002<br />
The Bonds having a principal amount of RM300,000,000 carry no interest and have a maturity period of 5 years from the date of<br />
issue.<br />
The redemption and purchase of the Bonds may be made in the following manner:<br />
a) Redemption and Purchase<br />
i) Unless previously purchased as provided below, the Company shall redeem the Bonds at its nominal amount of RM1.00<br />
only each on the maturity date ie 20 September, 2002 and may not subject to the provisions of Condition (b) below redeem<br />
them in whole or in part prior to that date.<br />
ii) The Company or any of its subsidiaries may at any time purchase or otherwise acquire the Bonds (and such Bonds<br />
purchased or acquired shall be deemed not to remain outstanding) at any price by way of private treaty.<br />
iii) All Bonds which are purchased or redeemed shall forthwith be cancelled. In the event the Company wishes to cancel any<br />
Bonds which have been purchased by the Company, the Company shall, in accordance with the provisions of the Code of<br />
Conduct and Market Practices for Malaysia Bond Market and the Depository Paying Agency Agreement instruct the<br />
Authorised Depository Institution and the Central Depository to make the necessary entries in their records.<br />
b) Early Redemption At The Option of The Company<br />
i) The Company may, on giving not less than thirty (30) days prior notice to the Bondholders of its intention to redeem part or<br />
all of the then outstanding Bonds at its nominal value or at a premium as the Company may at its absolute discretion<br />
determine by stipulating in the said notice the date, time and place and manner for redemption of the same.<br />
ii) In the case of any partial redemption, the Directors of the Company shall have the full power to make such provisions as<br />
they may consider appropriate in relation to fractions (including provisions whereby, in whole or in part, fractional<br />
entitlements are aggregated and purchased in lieu of redemption pro tanto or are disregarded or are rounded up) so as to<br />
ensure that after such redemption no Bond is held otherwise than in values or multiples of RM1.00.<br />
The Warrants were offered to the existing shareholders on a non-renounceable basis in the proportion of one Warrant for every ten<br />
ordinary shares held at a price of RM1.275 per Warrant.<br />
As at 30 June, 1999, there were 78,823,514 Warrants outstanding which entitled the holders to the allotment of one ordinary share<br />
in the Company for every Warrant held at a current subscription price of RM2.95 per share.<br />
The Warrants may be exercised by the holders at any time up to five years commencing on 22 September, 1997 and expiring on 20<br />
September, 2002.<br />
At the Extraordinary General Meeting held on 2 November, 1999, the shareholders and warrant holders have approved the<br />
extension of the expiry date of these Warrants from 20 September, 2002 to 21 September, 2007; thereafter the outstanding Warrants<br />
will cease to be valid for any purpose.
NOTES TO ACCOUNTS 127<br />
8.5% Redeemable Non-Guaranteed Unsecured Bonds 1999/2004<br />
The Bonds carry interest at the rate of 8.50% per annum, which are payable semi-annually in arrears and which are redeemable on<br />
or before the fifth anniversary of date of Bonds issued.<br />
The redemption and purchase of the Bonds may be made in the following manner:<br />
a) Redemption At Maturity<br />
Unless previously redeemed, repurchased, cancelled as provided below, the Company shall redeem the Bonds at 100% of its<br />
nominal value together with unpaid interest on the surrender of the Bond Certificate.<br />
b) Purchase<br />
The Company may at any time and from time to time purchase the Bonds at any price in the open market or by way of private<br />
treaty.<br />
c) Cancellation<br />
All the Bonds which are purchased or redeemed, shall forthwith be cancelled (together with all interest accrued cancelled<br />
therewith). All the Bonds so cancelled may not be reissued or resold.<br />
The Warrants were offered to the existing shareholders on a non-renounceable basis in the proportion of one Warrant for every four<br />
ordinary shares held at a price of RM0.50 per Warrant. As at 30 June, 1999, there were 303,775,911 Warrants issued which when<br />
allotted will entitle the holders to the allotment of one ordinary share in the Company for every Warrant held at a subscription price<br />
of RM5.45 per share (current subscription price is RM4.54 per share), subject to adjustments under the terms and conditions set out<br />
in the Deed Poll. The Initial Exercise Price of the Warrants will be increased annually by a premium of 5% over the prior year’s<br />
exercise price at every anniversary of the issue date of the Warrants commencing the fifth anniversary but excluding the tenth<br />
anniversary.<br />
Furthermore, this step-up pricing mechanism, with effect from the fifth anniversary of the issue date of the Warrants, shall only be<br />
effective provided the Warrants are “in-the-money” (the prior year’s exercise price together with the 5% premium on the prior year’s<br />
exercise price should be lower that the five days weighted average of the Company’s shares on the Market Day immediately prior to<br />
the relevant anniversary date).<br />
The Warrants may be exercised by the holders at any time up to ten years commencing on 13 September, 1999 and expiring on 26<br />
June, 2009; thereafter the outstanding Warrants will cease to be valid for any purpose.
128<br />
35 Deferred Accured Liabilities<br />
NOTES TO ACCOUNTS<br />
The deferred liabilities comprise custom duties, sales and withholding taxes which are payable as follows:<br />
Payable within one year<br />
(included in other creditors and accruals)<br />
Payable after one year<br />
Group<br />
1999 1998<br />
RM RM<br />
57,729,664 67,184,814<br />
17,341,482 33,592,407<br />
75,071,146 100,777,221<br />
The duties and taxes are payable on an instalment basis from 1996 to 2001 with interest accruing on the outstanding amounts at<br />
4% per annum.
36 Contingent Liabilities - unsecured<br />
NOTES TO ACCOUNTS 129<br />
a) The Company has given corporate guarantees amounting to RM500,553,820 (1998: RM422,493,820) to financial institutions for<br />
facilities granted by the financial institutions to its subsidiaries as follows:<br />
Block discounting/hire purchase facility<br />
Bank overdrafts<br />
Letters of credit/trust receipts/bankers acceptances/<br />
shipping guarantees<br />
Revolving loans/advances<br />
Suppliers credit facility<br />
Bankers guarantees:<br />
Advance payment bonds/performance bonds,<br />
pre-bid bonds and other related guarantees<br />
Block discounting/hire purchase facility<br />
Bank overdrafts<br />
Letters of credit/trust receipts/bankers acceptances/<br />
shipping guarantees<br />
Revolving loans/advances<br />
Suppliers credit facility<br />
Bankers guarantees:<br />
Advance payment bonds/performance bonds,<br />
pre-bid bonds and other related guarantees<br />
b) A subsidiary has contingent liabilities in respect of supply of goods granted by a supplier to a fellow subsidiary to the extent of<br />
RM500,000 (1998: RM500,000).<br />
c) An unsecured claim for RM713,142 (1998: RM713,142) in relation to consultancy services has not been provided for in the<br />
subsidiary's accounts. The directors of the subsidiary are of the opinion that the subsidiary is not liable for the amount claimed.<br />
d) A subsidiary has a contingent liability of RM578,877 (1998: RM Nil) in respect of trade disputes.<br />
Total Amount<br />
Guaranteed<br />
1999 1998<br />
RM RM<br />
23,400,000 28,740,000<br />
37,600,000 42,100,000<br />
88,100,000 142,600,000<br />
130,230,000 56,530,000<br />
500,000 5,500,000<br />
220,723,820 147,023,820<br />
500,553,820 422,493,820<br />
Amount Utilised<br />
1999 1998<br />
RM RM<br />
2,512,412 6,916,610<br />
18,649,387 33,503,068<br />
14,055,041 57,267,167<br />
104,523,850 52,876,040<br />
500,000 350,621<br />
94,498,410 98,701,404<br />
234,739,100 249,614,910<br />
e) A subsidiary is subject to a claim for damages in the amount of RM930,000 (1998: RM Nil), plus interest and costs. The trial has<br />
commenced and is expected to be completed in 1999.
130<br />
37 Capital Commitments<br />
Contracted but not provided for<br />
Purchase commitment<br />
Lease rental on sublease of land<br />
38 Segment Information<br />
Construction<br />
Manufacturing & trading<br />
Property development, management services,<br />
hotel operation & others<br />
Power generation<br />
Profit from associated companies<br />
Construction<br />
Manufacturing & trading<br />
Property development, management services,<br />
hotel operation & others<br />
Construction<br />
Manufacturing & trading<br />
Property development, management services,<br />
hotel operation & others<br />
Power generation<br />
NOTES TO ACCOUNTS<br />
Group<br />
1999 1998<br />
RM RM<br />
46,590,036 39,552,569<br />
16,135,375 5,218,000<br />
21,140,781 23,533,606<br />
Turnover Profit Before<br />
Taxation<br />
1999 1998 1999 1998<br />
RM’000 RM’000 RM’000 RM’000<br />
324,179 390,755 28,150 3,639<br />
208,937 363,683 11,299 4,031<br />
237,169 259,645 154,630 164,424<br />
1,127,046 1,122,480 511,778 424,922<br />
1,897,331 2,136,563 705,857 597,016<br />
(13) (4)<br />
(1,992) 3,355<br />
(496) (3,921)<br />
703,356 596,446<br />
Assets Employed<br />
1999 1998<br />
RM’000 RM’000<br />
1,214,787 942,705<br />
623,746 577,651<br />
3,911,742 3,546,445<br />
3,707,378 3,483,492<br />
9,457,653 8,550,293
39 Comparative Figures<br />
NOTES TO ACCOUNTS 131<br />
Certain comparative figures have been reclassified to conform with current year’s presentation.<br />
40 Significant Event<br />
<strong>YTL</strong> Land Sdn Bhd, a wholly-owned subsidiary of the Company had on 20 October, 1998 entered into an agreement with Mayang<br />
Sari Sdn Bhd, Medan Canggih Sdn Bhd, Crescent Hotels Sdn Bhd, Punca Makmur Sdn Bhd, and Taiping Consolidated Berhad for<br />
the purchase of Lot 10 Shopping Centre, Star Hill Shopping Centre and JW Marriott Hotel for a total purchase consideration of<br />
RM323 million.<br />
41 Subsequent Events<br />
a) At an Extraordinary General Meeting convened on 1 July, 1999, one of its subsidiaries, <strong>YTL</strong> Cement Berhad has extended the<br />
exercise period of its Warrants from 8 December, 1999 to 8 December, 2004.<br />
b) At Extraordinary General Meetings convened on 2 November, 1999 and 24 August 1999, the shareholders of the Company and<br />
its subsidiary, <strong>YTL</strong> Power International Berhad respectively have both approved a Bonus Issue in the proportion of one (1) new<br />
ordinary share for every five (5) existing ordinary shares held.<br />
c) At an Extraordinary General Meeting convened on 2 November, 1999, the Company has extended the expiry date of its<br />
Warrants from 20 September, 2002 to 21 September, 2007.<br />
d) One of the subsidiaries, <strong>YTL</strong> Power International Berhad has at an Extraordinary General Meeting convened on 17 November,<br />
1999 approved an issue of RM750 million nominal value of 7.0% Fixed Rate Seven-Year Redeemable Non-Guaranteed<br />
Unsecured Bonds 1999/2006. The Bonds are to be issued with the rights to the provisional allotment of 572,166,338 Warrants<br />
at an offer price of RM0.50 per Warrant on a non-renounceable basis to the shareholders of the subsidiary on the basis of one<br />
(1) Warrant for every four (4) ordinary shares held. The said issue is subject to approval by the Securities Commission.<br />
e) On 17 November, 1999 the Company has disposed of 114,433,267 ordinary shares in <strong>YTL</strong> Power International Berhad to CLP<br />
Power International Limited for a total consideration of RM387,928,775.
132<br />
Class of shares: 50 sen ordinary shares<br />
Voting rights: 1 vote per share<br />
Analysis of Shareholdings<br />
Size of Holding<br />
1 - 500<br />
501 - 1000<br />
1001 - 5000<br />
5001 - 10000<br />
10001 - 100000<br />
100001 - 1000000<br />
1000001 & above<br />
Twenty Largest Shareholders<br />
Name<br />
STATEMENT OF SH<strong>AR</strong>EHOLDINGS<br />
Yeoh Tiong Lay & Sons Holdings Sdn Bhd<br />
Lembaga Tabung Angkatan Tentera<br />
Employees Provident Fund Board<br />
Mayban Nominess (Tempatan) Sdn Bhd<br />
- Pledged Sec A/C For Yeoh Tiong Lay & Sons Holdings Sdn Bhd<br />
Chase Malaysia Nominees (Asing) Sdn Bhd<br />
- Emerging Markets Growth Fund<br />
UOBM Nominess (Asing) Sdn Bhd<br />
- A/C Steeloak International Limited<br />
Seri Yakin Sdn Bhd<br />
UOBM Nominees (Asing) Sdn Bhd<br />
- A/C Flawless Beauty Limited<br />
Law Chin Wat<br />
UOBM Nominees (Asing) Sdn Bhd<br />
- A/C Water City Limited<br />
UOBM Nominees (Asing) Sdn Bhd<br />
- A/C Jamaican Gold Limited<br />
UOBM Nominees (Asing) Sdn Bhd<br />
- A/C Windchime Developments Limited<br />
UOBM Nominees (Asing) Sdn Bhd<br />
- A/C Orchestral Harmony Limited<br />
Malaysia Nominees (Tempatan) Sendirian Berhad<br />
- Great Eastern Life Assurance (Malaysia) Berhad<br />
Cartaban Nominees (Asing) Sdn Bhd<br />
- American Variable Insurance International Series<br />
as at 31 October 1999<br />
No of % No of %<br />
Shareholders Shares<br />
758 11.70 271,581 0.02<br />
1,563 24.13 1,516,149 0.12<br />
2,399 37.03 6,904,320 0.57<br />
614 9.48 4,843,994 0.40<br />
859 13.26 27,405,053 2.26<br />
219 3.38 64,931,759 5.34<br />
66 1.02 1,109,252,950 91.29<br />
6,478 100.00 1,215,125,806 100.00<br />
No of Shares %<br />
486,221,992 40.01<br />
172,319,950 14.18<br />
70,345,400 5.79<br />
67,500,000 5.55<br />
25,145,900 2.07<br />
20,565,863 1.69<br />
20,022,920 1.65<br />
17,880,000 1.47<br />
17,372,000 1.43<br />
17,014,000 1.40<br />
16,565,000 1.36<br />
14,047,000 1.16<br />
13,447,000 1.11<br />
11,212,000 0.92<br />
10,000,000 0.82<br />
(cont’d)
STATEMENT OF SH<strong>AR</strong>EHOLDINGS<br />
UOBM Nominees (Asing) Sdn Bhd<br />
- A/C Velvet Properties Limited<br />
UOBM Nominees (Asing) Sdn Bhd<br />
- A/C Tien Shia International Limited<br />
Tan Sri Dato’ Francis Yeoh Sock Ping<br />
Cartaban Nominees (Asing) Sdn Bhd<br />
- Japan Securities Clearing <strong>Corp</strong>oration<br />
Permodalan Nasional Berhad<br />
Substantial Shareholders<br />
Yeoh Tiong Lay & Sons Holdings Sdn Bhd<br />
Lembaga Tabung Angkatan Tentera<br />
Tan Sri Dato’ Seri (Dr) Yeoh Tiong Lay<br />
Puan Sri Datin Seri Tan Kai Yong @ Tan Kay Neong<br />
Tan Sri Dato’ Francis Yeoh Sock Ping, JP<br />
Dato’ Yeoh Seok Kian<br />
Yeoh Soo Min<br />
Dato’ Yeoh Seok Hong, JP<br />
Dato’ Michael Yeoh Sock Siong<br />
Yeoh Soo Keng<br />
Yeoh Seok Kah<br />
Employees Provident Fund Board<br />
The Capital Group Companies Inc<br />
as at 31 October 1999<br />
* Deemed interested by virtue of their interest in Yeoh Tiong Lay & Sons Holdings Sdn Bhd and their spouses.<br />
No of Shares %<br />
9,700,000 0.80<br />
9,431,605 0.78<br />
7,156,440 0.59<br />
6,774,000 0.56<br />
4,612,067 0.38<br />
1,017,333,137 83.72<br />
No of Shares Held<br />
Direct % Indirect %<br />
553,721,992 45.57 - -<br />
172,289,950 14.18 - -<br />
3,721,875 0.31 555,544,492* 45.72<br />
1,822,500 0.15 557,443,867* 45.88<br />
7,156,440 0.59 554,179,442* 45.61<br />
2,184,445 0.18 554,044,717* 45.60<br />
2,583,085 0.21 553,798,992* 45.58<br />
2,159,690 0.18 555,363,457* 45.70<br />
1,830,575 0.15 555,545,867* 45.72<br />
2,181,500 0.18 553,766,492* 45.57<br />
904,500 0.07 554,084,242* 45.60<br />
72,567,400 5.97 - -<br />
44,491,000 3.66 - -<br />
133
134<br />
LIST OF PROPERTIES<br />
as at 30 June 1999<br />
Location Tenure Land Area Description and<br />
Existing Use<br />
Lot 6416 & 6435, Mukim Johol Freehold 119.28 ha Oil palm plantation<br />
State of Negeri Sembilan<br />
Lot 8907, 8909, 8911 to 8915, 8931 & 11170/1 Freehold 38.26 ha Industrial land with 1 storey<br />
Mukim Bagan Serai, District of Kerian, State of Perak brick factory<br />
Lot 964, 976, 2181, 3169/4 & 3802/3 Freehold 22.43 ha Agricultural land/Industrial land<br />
Mukim Port Dickson, State of Negeri Sembilan<br />
Lot 876 (Mukim Pontain) Lot 1055 (Mukim Endau) Freehold 6.07 ha Agricultural land<br />
Lot 736 (Mukim Bebar) Daerah Rompin,<br />
State of Pahang<br />
Lot 3434, Mukim Kapar, Kelang, State of Selangor Freehold 3.71 ha Industrial and with 3 single<br />
storey factory units<br />
Lot 1387, Mukim Kuala Paka, Freehold 2.04 ha Property development<br />
Dungun, State of Terengganu<br />
HS(D) 60573/LotA/607573, Mukim Kuala Lumpur Leasehold 0.809 ha Industrial land with<br />
batching plant<br />
QT(R), 23/PTKS 3/33/65 Lot 9, Mukim Kuala Selangor, Leasehold 4,046.86 sq.m. Vacant land<br />
Daerah Kuala Selangor, State of Selangor<br />
Lot 20 to 29, Section 1, Pekan Sungai Buloh, Leasehold 4,026.00 sq.m. Commercial land<br />
State of Selangor<br />
Geran CL 015379478 Kota Kinabalu, State of Sabah Leasehold 3,936.30 sq.m. 4 storey office building<br />
Lot 37, Sek 20, Town of Petaling Jaya, Leasehold 3,318.42 sq.m. Industrial land with one storey<br />
State of Selangor building<br />
Lot 1316, Mukim Ampang, Daerah Gombak, Freehold 3,036.14 sq.m. Property development<br />
Federal Territory of Kuala Lumpur<br />
Lot 30, 31, 32 and 62 to 66, Mukim Tanjong Karang, Freehold 2,590.41 sq.m. Commercial land<br />
Daerah Kuala Selangor, State of Selangor
LIST OF PROPERTIES<br />
as at 30 June 1999<br />
Built Up Area (sq.m.) Approximate Age of Lease Expiry Date Net Book Value<br />
Buildings (Years) as at 30 June 1999<br />
RM ‘000<br />
- - - 2,000<br />
6,013.2 16 - 4,913<br />
- - - 2,183<br />
- - - 200<br />
13,183 1 - 6,707<br />
- - - 152<br />
- - Year 2067 1,157<br />
- - Year 2028 126<br />
- - Year 2023 451<br />
1,798.4 14 Year 2034 1,669<br />
2,092.30 22 Year 2058 2,556<br />
- - - 1,500<br />
- - - 950<br />
135
136<br />
LIST OF PROPERTIES<br />
as at 30 June 1999<br />
Location Tenure Land Area Description and<br />
Existing Use<br />
Lot 4935, Mukim Kapar, Kelang, State of Selangor Freehold 1,024.35 sq.m. Industrial land/store<br />
8th Floor, Menara Aetna Universal, Freehold 832.78 sq.m. Office space<br />
Jalan Raja Chulan, Federal Territory of Kuala Lumpur<br />
Lot 2228 to 2229, CT 13478/13479 Section 41, Freehold 287.44 sq.m. 5 storey office building<br />
Town of Kuala Lumpur<br />
Lot 665, 668 to 673 and 768 Mukim Kuala Lumpur Freehold 288.19 sq.m. 8 units of 2 storey shophouses<br />
Lot 21 to 22, Mukim Kelang, Freehold 392.88 sq.m. Vacant land<br />
Daerah Kelang, State of Selangor<br />
G19584/4/1069-4-4 parcel no 1069-4-4 Freehold 279.64 sq.m. 3rd floor of a 4 storey<br />
Wilayah Persekutuan shophouse<br />
CT 4253, Lot 73, Section 17 Town of Kuala Lumpur Freehold 229.84 sq.m 3 storey shophouse building<br />
Lot 254, Section 19, Town of Kuala Lumpur Freehold 148.65 sq.m. 1 storey residential building<br />
Geran 10020/M1/18/2/Lot 41276, 299-19-2 Freehold 139.36 sq.m. Condominium Apartment<br />
Menara Bangsar, Kuala Lumpur<br />
CT 7404/Lot 70, Section 13 Town of Kuala Lumpur Freehold 123.40 sq.m. 5 1<br />
/2 storey office building<br />
CT 26285, Lot 42845, Mukim Ulu Kinta, Freehold 130.06 sq.m. 2 storey shophouse<br />
Ipoh, State of Perak<br />
14th Floor, Seasons Tower, Jalan Horley, Freehold 104.05 sq.m. Apartment<br />
Federal Territory of Kuala Lumpur<br />
HS(D) 2099, PT2136/120, Mukim & District Freehold 83.41 ha Vacant land<br />
of Bentong, State of Pahang<br />
Lot No PT2467 HS(D) 340, Leasehold 16.187 ha Power plant<br />
Mukim of Kuala Paka, Terengganu<br />
Lot No PT64062, HS(D) 69515, Mukim of Plentong, Johor Leasehold 2.0577 ha Power plant
LIST OF PROPERTIES<br />
as at 30 June 1999<br />
Built Up Area (sq.m.) Approximate Age of Lease Expiry Date Net Book Value<br />
Buildings (Years) as at 30 June 1999<br />
RM ‘000<br />
- 7 - 8,652<br />
832.78 14 - 5,951<br />
703.8 17 - 2,863<br />
2,117.50 Pre-War - 3,935<br />
- - - 192<br />
288.5 24 - 380<br />
689.5 Pre-war - 2,000<br />
148.7 Pre-war - 382<br />
139.4 13 - 392<br />
598.8 31 - 2,050<br />
243.6 13 - 107<br />
104.5 15 - 236<br />
- - - 62,434<br />
- 4 Year 2018 1,928,233<br />
- 4 Year 2018 986,626<br />
137
138<br />
LIST OF PROPERTIES<br />
as at 30 June 1999<br />
Location Tenure Land Area Description and<br />
Existing Use<br />
Geran 44701, Lot 20213, Bandar Johor Bahru, Johor Freehold 2,079 sq.m. 15 units of apartments<br />
known as Indera Putera Courts<br />
HS(M) 776, PT 799, Mukim of Ulu Kelang Freehold 353 sq.m. 4 units of apartments<br />
known as Tudor Courts<br />
Pajakan Negeri No 10023/Lot 45609 Leasehold 4,237 sq.m. Industrial land<br />
Mukim of Kuala Lumpur<br />
Lot No 38, Section 12, Phase 1A, Pulau Indah Leasehold 1 ha Vacant land<br />
Industrial Park, Pulau Indah, Mukim Klang, Selangor<br />
(part of alienated land subject to subdivision of<br />
individual title)<br />
HS(M) 8968, PT No 11816, Mukim of Kapar, Freehold 153 sq.m. Single terrace house<br />
District of Klang, Selangor<br />
Geran 15978, Lot 14, 924 Mukim Kuala Lumpur, P3, Freehold 549 sq.m. Single storey detached house<br />
Jalan Maarof, Bangsar 59000 Kuala Lumpur<br />
Grant No 25142/3/4, Lot 1806-1808, Freehold 25 acres Vacant land<br />
Mukim of Serendah, Daerah Hulu Selangor<br />
No Lot 948, Mukim Port Dickson, Freehold 0.7588 ha Agriculture land<br />
Daerah Port Dickson, Tanjong Gelam<br />
No 1, Clifton Place, London SW 10, Hollywood Road, Freehold * Residential<br />
Kensington, Title No NGI 692081<br />
Fairwinds, London Road, Virgina Water, Title No SY461901 Freehold * Residential<br />
Lane’s End, Portnall Drive, London Road, Freehold * Residential<br />
Title No SY 394312<br />
Rooms 2610-2611, Peregrine Tower Leasehold 3,144 sq.ft Office space<br />
Lippo Centre, Hong Kong<br />
Land known as Site 7 on the piece of land covered Leasehold * Resort known as Layan<br />
by SorKor 1, No 423 located at Cheng Talay, Headland Resort<br />
Sub district Thalong District, Phuket Province, Thailand
LIST OF PROPERTIES<br />
as at 30 June 1999<br />
Built Up Area (sq.m.) Approximate Age of Lease Expiry Date Net Book Value<br />
Buildings (Years) as at 30 June 1999<br />
RM ‘000<br />
2,079 14 - 4,632<br />
353 10 - 396<br />
- - Year 2067 1,951<br />
- - Year 2094 2,224<br />
153 4 - 191<br />
137 4 - 1,610<br />
- - - 1,526<br />
- - - 30<br />
2,400 sq.ft 8 - 2,586<br />
* 69 - 2,634<br />
* * - 3,665<br />
3,144 sq.ft 12 Year 2059 14,221<br />
- - 3 consecutive periods of 1,229<br />
30 years upon grant of<br />
master lease<br />
139
140<br />
LIST OF PROPERTIES<br />
as at 30 June 1999<br />
Location Tenure Land Area Description and<br />
Existing Use<br />
Title deed no 8874, Tambol Samsen Nai (North) Freehold 177 sq.m. Office condominium<br />
Amphur Payathai (Babsue), Bangkok<br />
PN 11008, Lot 1247, Section 67, Town and Leasehold 10,138 sq.m. 6 storey shopping complex<br />
District of Kuala Lumpur known as Lot 10 and an annexe<br />
block of office<br />
Part of Grant No 28678, Lot No 1267, Section 67, Freehold 12,342 sq.m. 28 storey hotel as JW Marriott<br />
Town and District of Kuala Lumpur and 7 storey shopping complex<br />
known as Star Hill<br />
G 19584, Pelan 1069-4-5 Lot 1069, Freehold 149 sq.m. 3rd floor of 4 storey shophouse<br />
Section 57, Kuala Lumpur<br />
Lot 2124/U3, Mukim 2 Tanglin, Singapore Freehold 1,692 sq.m. 3 units of apartments<br />
Lot 3821/U65, Mukim 4, Ulu Pandan, Singapore<br />
GRN 26745/Lot 106 & GRN 27144/Lot 107, Freehold 7,963 sq.m. 72 units of condominium<br />
Bandar Kuala Lumpur known as Vistana Apartments<br />
Unit F-02-1, F-02-2 & F-02-4 Phase 1, Pantai Hillpark, Leasehold 390 sq.m. 3 units of condominium<br />
Jalan Pantai Dalam, Kuala Lumpur known as Pantai Hillpark<br />
Sublease from Klang Port Authority Leasehold 40,469 sq.m. Slag cement plant<br />
(pending issue of Document of Title of the said land)<br />
Sublease of part of a land held under master title Leasehold 20,235 sq.m. Slag cement plant<br />
HS (D) 238642, PT: D119841, Mukim Plentong,<br />
Daerah Johor Bahru, Negeri Johor<br />
HS(D)2099, PT 2134/118, Mukim & District of Bentong, Freehold 1.02 ha Vacant land<br />
State of Pahang<br />
Parcel No M1-D, M2-J, K2-B & K2-K, Freehold 5,888 sq. ft 4 units of condominium<br />
Kampong Warisan, Kuala Lumpur known as Kampong Warisan<br />
* Details not stated on titles
LIST OF PROPERTIES<br />
as at 30 June 1999<br />
Built Up Area (sq.m.) Approximate Age of Lease Expiry Date Net Book Value<br />
Buildings (Years) as at 30 June 1999<br />
RM ‘000<br />
177 7 - 1,105<br />
60,147 9 Year 2076 91,285<br />
122,151 2 - 249,171<br />
149 24 - 220<br />
1,692 5 - 3,514<br />
7,963 6 - 15,227<br />
390 7 Year 2090 477<br />
6,752 3 Year 2024 60,003<br />
7,796 3 Year 2018 71,157<br />
- - - 27,996<br />
5,888 sq.ft 1 - 1,295<br />
141
FORM OF PROXY<br />
I/ We, NRIC No:<br />
(Full Name in BLOCK CAPITALS)<br />
of<br />
being a member of <strong>YTL</strong> <strong>Corp</strong>oration Berhad hereby appoint the Chairman of the Meeting or failing him,<br />
(Full Name in BLOCK CAPITALS)<br />
(Address)<br />
as my proxy to vote on my behalf at the Annual General Meeting of the Company to be held at Salon A, Lower Level 3, JW Marriott<br />
Hotel Kuala Lumpur,183 Jalan Bukit Bintang, 55100 Kuala Lumpur on Tuesday, 21st day of December, 1999 at 11.45am at any<br />
adjournment thereof and to vote as indicated below.<br />
Please indicate with an ‘X’ in the appropiate spaces provided below how you wish your vote to be cast. If you do not do so, your proxy<br />
shall vote as he thinks fit, or at his discretion, abstain from voting.<br />
No Resolution For Against<br />
1 Adoption of Reports and Accounts<br />
2 Declaration of First and Final Dividend<br />
3 Re-election of YBhg Dato’ Yeoh Seok Hong, JP<br />
4 Re-election of YBhg Mej Jen (B) Dato’ Haron bin Mohd Taib<br />
5 Re-election of Tuan Syed Abdullah bin Syed Abd Kadir<br />
6 Re-election of YBhg Tan Sri Dato’ Seri (Dr) Yeoh Tiong Lay<br />
7 Re-election of YBhg Dato’ (Dr) Yahya bin Ismail<br />
8 Approval of the payment of Directors’ Fees<br />
9 Re-appointment of Messrs. Ler Lum & Co as Company Auditors.<br />
10 Authorisation for Directors to Allot and Issue Shares<br />
Dated this day of 1999.<br />
Signature of shareholder:<br />
No of shares held:<br />
Notes:<br />
1 If you wish to appoint as your proxy some other person than the Chairman of the Meeting, please insert in BLOCK CAPITALS the<br />
full name of the person of your choice, delete the words “the Chairman of the Meeting or failing him” and initial against the<br />
amendments.<br />
2 This form of proxy and the Power of Attorney or other authority (if any) under which it is signed or notarily certified an office copy<br />
thereof must be lodged at the Registered Office, 11th Floor, Yeoh Tiong Lay Plaza, 55 Jalan Bukit Bintang, 55100 Kuala Lumpur not<br />
less than 48 hours before the time appointed for the Meeting.<br />
3 In the case of a corporation, this proxy should be executed under its Common Seal or under the hand of some officer of the<br />
corporation duly authorised in writing on its behalf.<br />
4 Unless voting instructions are indicated in the spaces provided above, the proxy may vote as he thinks fit.<br />
of
Designed by Werk-Haus, Malaysia
<strong>YTL</strong> <strong>Corp</strong>oration Berhad 92647-H<br />
Yeoh Tiong Lay Plaza, 55 Jalan Bukit Bintang, 55100 Kuala Lumpur, Malaysia<br />
Telephone 603 242 6633 Facsimile 603 241 2703 E-mail ctrl@ytl.com.my