DIRECTORS' INTERESTS IN SHARES AND DEBENTURESAccording to the register <strong>of</strong> Directors' shareholdings, the interests <strong>of</strong> Directors who held <strong>of</strong>fice at the end <strong>of</strong>the year in the share capital <strong>of</strong> the Company and its related corporations are as follows:Esso Malaysia Berhad - Number <strong>of</strong> ordinary stockunits <strong>of</strong> RM0.50 each in which the following Directoris deemed to have an interest:As at 1.1.01or date <strong>of</strong>As atappointment Bought Sold 31.12.01Y. A. Bhg. Tun Dato' Seri Haji Omar Yoke Lin Ong 47,000 - - 47,000(0.02% <strong>of</strong> issued capital)Exxon Mobil Corporation(Ultimate holding company) - Number <strong>of</strong> ordinary shareswithout par value held by the following Directors:Mr. Richard M. Kruger 21,574 6,684 - 28,258Mr. James A. Hall 8,676 2,099 - 10,775Dr. Abu Hassan Sulaiman - 2,000 2,000 -Note: All Exxon Mobil Corporation shareholdings are restated to reflect a 2-for-1 share split in May 2001.No other Director in <strong>of</strong>fice at the end <strong>of</strong> the year held any interest in the share capital <strong>of</strong> the Company or itsrelated corporations.DIRECTORATEIn accordance with Article 105 <strong>of</strong> the Company's Articles <strong>of</strong> Association, Dr. Abu Hassan Sulaiman, retires at theforthcoming Annual General Meeting and being eligible, <strong>of</strong>fers himself for re-election.In accordance with Article 109 <strong>of</strong> the Company's Articles <strong>of</strong> Association, Mr. Richard M. Kruger and Y. Bhg. TanSri Abdul Halim Ali retire at the forthcoming Annual General Meeting and being eligible, <strong>of</strong>fer themselves forre-election.In accordance with Section 129 <strong>of</strong> the Companies Act, 1965, Y. A. Bhg. Tun Dato' Seri Haji Omar Yoke Lin Ongretires at the forthcoming Annual General Meeting. Your other Directors recommend that he be re-appointedDirector for the ensuing year.ULTIMATE HOLDING COMPANYANNUAL REPORT & ACCOUNTS 2001The Directors regard Exxon Mobil Corporation, a company incorporated in the state <strong>of</strong> New Jersey, UnitedStates <strong>of</strong> America, as the ultimate holding company <strong>of</strong> the Company.AUDITORSThe auditors, PricewaterhouseCoopers, have expressed their willingness to continue in <strong>of</strong>fice.In accordance with a resolution <strong>of</strong> the Board <strong>of</strong> Directors dated February 27, 2002..............................Richard M. KrugerChairman.............................James A. HallFinancial DirectorKuala Lumpur,February 27, 2002ESSO MALAYSIA BERHAD22
REPORT OF THE AUDITORSTO THE MEMBERS OF ESSO MALAYSIA BERHADWe have audited the financial statements set out on pages 24 to 37. These financial statements are theresponsibility <strong>of</strong> the Company's Directors. Our responsibility is to express an opinion on these financialstatements based on our audit.We conducted our audit in accordance with approved Auditing Standards in Malaysia. Those standardsrequire that we plan and perform the audit to obtain reasonable assurance about whether the financialstatements are free <strong>of</strong> material misstatement. An audit includes examining, on a test basis, evidence supportingthe amounts and disclosures in the financial statements. An audit also includes assessing the accountingprinciples used and significant estimates made by Directors, as well as evaluating the overall financialstatements presentation. We believe that our audit provides a reasonable basis for our opinion.In our opinion:(a)the financial statements have been prepared in accordance with the provisions <strong>of</strong> the Companies Act,1965 and applicable approved accounting standards in Malaysia so as to give a true and fair view <strong>of</strong>:(i)(ii)the matters required by Section 169 <strong>of</strong> the Companies Act, 1965 to be dealt with in the financialstatements; andthe state <strong>of</strong> affairs <strong>of</strong> the Company as at December 31, 2001 and <strong>of</strong> the results and cash flows <strong>of</strong> theCompany for the year ended on that date; and(b)the accounting and other records and the registers required by the Act to be kept by the Company havebeen properly kept in accordance with the provisions <strong>of</strong> the Act.PRICEWATERHOUSECOOPERS(No. AF-1146)Chartered AccountantsERIC OOI LIP AUN[ No. 1517/6/02 (J) ]Partner <strong>of</strong> the firmKuala LumpurFebruary 27, 2002ANNUAL REPORT & ACCOUNTS 200123