Media Prima Berhad 532975 A Sri Pentas, No. 3, Persiaran Bandar Utama Bandar Utama, 47800 Petaling Darul Ehsan, www.mediaprima.com.my annual report 2008 FinanceAsia “thebrandlaureate” TV3 was named as one of Minority Shareholders Asia’s Best Companies 2008 Best Brands Electronic Media Malaysia Most Valuable Brands Watchdog Group Malaysia’s Best 2007-2008 (MMVB) by the Association of Corporate Governance Mid-Cap Company Accredited Advertising Agents Survey 2008-7th (Joint) Best Investor Relations Malaysia (4As) and Interbrand. (rank 7th) Best Corporate Governance (rank 8th)

contents

Notice of Annual General Meeting // 4 Statement Accompanying Notice of Annual General Meeting // 7 Calendar of Significant Events // 150 Our Profile // 8 Awards and Recognition // 159 Corporate Information // 9 Financial Statements // 165 Corporate Structure // 12 Directors’ Report // 166 Organisational Structure // 14 Income Statements // 171 Board of Directors’ Profile // 18 Balance Sheets // 173 Senior Management // 27 Statement of Changes in Equity // 175 Statement on Corporate Governance // 40 Cash Flow Statements // 177 Additional Compliance Information // 54 Summary of Significant Statement on Internal Control // 56 Accounting Policies // 179 Statement on Risk Management // 60 Notes to the Financial Statements // 195 Audit Committee Report // 64 Statement by Directors // 245 5-Year Financial Highlights // 70 Statutory Declaration // 245 Share Price Chart // 72 Report of the Auditors // 246 Viewership and Listenership Data // 73 Analysis of Shareholdings // 248 Chairman’s Statement // 76 List of Properties // 252 Corporate Responsibility // 84 Group Directory // 256 Review of Operations // 110 Proxy Form going beyond boundaries

“The success of is built on values that define the Group – passion and energy; creativity and financial discipline; professionalism and accountability - these are the foundations that we hold sacrosanct. The media landscape is continuously evolving, impacting always the way we do business. With the advent of new distribution platforms, digital broadcasting, and the increasing proliferation of new media, new opportunities abound but bringing with it higher risks. Despite it all and amidst the challenging economic environment, as long as we stay true to our values, we will navigate through these challenges, leveraging on our wide array of strong media franchises, to continue in our quest of building a media group that will be the pride of the nation.” Abdul Rahman Bin Ahmad Group Managing Director / Chief Executive Officer Media Prima Berhad pushing frontiers

The latest shows, discovering new talent and opening new frontiers in entertainment – Media Prima’s television and radio stations, as well as Internet portals, are opening up new ways to bring entertainment to every day. notice of annual general meeting

NOTICE IS HEREBY GIVEN that the Eighth (8th) Annual General 5. To approve the Directors’ fees of RM290,123.00 for the Meeting of MEDIA PRIMA BERHAD (“the Company”) will be held financial year ended 31 December 2008. at Jasmine Room (Level C), One World Hotel, First Avenue, (Resolution 7) Bandar Utama City Centre, 47800 Petaling Jaya, Selangor, Malaysia on Tuesday, 28 April 2009 at 6. To re-appoint Messrs PricewaterhouseCoopers as Auditors 10.00 a.m. for the following purposes: of the Company and to authorise the Directors to fix their remuneration. AGENDA (Resolution 8)

1. To receive and adopt the Statutory Financial Statements for the financial year ended 31 December 2008 and the AS SPECIAL BUSINESS Reports of the Directors and Auditors thereon. (Resolution 1) To consider and if thought fit, to pass the following resolutions with or without modifications: 2. To re-elect the following Directors who will retire in accordance with Articles 101 and 102 of the Company’s Articles of Association and being eligible, have offered ORDINARY RESOLUTION themselves for re-election: 7. Proposed Renewal of Share Buy-Back Authority (i) Shahril Ridza Ridzuan (Resolution 2) “THAT, subject always to the Companies Act, 1965, the provisions of the Memorandum and Articles of Association (ii) Dato’ Hj Kamarulzaman Hj Zainal of the Company, the Listing Requirements (“Listing (Resolution 3) Requirements”) of Securities Berhad (“Bursa Securities”) and the approvals of all relevant governmental (iii) Tan Sri Mohamed Jawhar and/or regulatory authorities (if any), the Company be and is (Resolution 4) hereby authorised, to the extent permitted by law, to purchase such amount of ordinary shares of RM1.00 each Dato’ Abdul Mutalib Datuk Seri Mohamed Razak who retires in the Company (“Shares”) as may be determined by the under Articles 101 and 102 of the Company’s Articles of Directors of the Company from time to time through Bursa Association has opted not to offer himself for re-election at Securities upon such terms and conditions as the Directors the forthcoming Annual General Meeting. may deem fit and expedient in the interest of the Company provided that: 3. To re-elect the following Director who will retire in accordance with Article 106 of the Company’s Articles of (i) the aggregate number of Shares purchased pursuant Association and being eligible, has offered himself for re- to this resolution does not exceed 10 per cent of the election: total issued and paid-up share capital of the Company subject to a restriction that the issued and paid-up (i) Dato’ Gumuri Bin Hussain share capital of the Company does not fall below the (Resolution 5) applicable minimum share capital requirement of the Listing Requirements; 4. To approve a final dividend of 6.7 sen per ordinary share less 25 per cent income tax for the financial year ended 31 December 2008. (Resolution 6) 4/5

(ii) an amount not exceeding the Company’s retained whichever occurs first. profit and/or the share premium account at the time of the purchase(s) will be allocated by the Company for AND THAT authority be and is hereby given unconditionally the Proposed Share Buy-Back; and and generally to the Directors of the Company to take all such steps as are necessary or expedient (including (iii) upon completion of the purchase by the Company of without limitation, the opening and maintaining of central its own Shares, the Directors of the Company are depository account(s) under the Securities Industry (Central authorised to deal with the Shares so purchased in Depositories) Act, 1991, and the entering into of all other any of the following manner: agreements, arrangements and guarantee with any party or parties) to implement, finalise and give full effect to the (a) cancel the Shares so purchased; aforesaid purchase with full powers to assent to any (b) retain the Shares so purchased as treasury conditions, modifications, revaluations, variations and/or shares and held by the Company; or amendments (if any) as may be imposed by the relevant (c) retain part of the Shares so purchased as treasury authorities and with the fullest power to do all such acts and shares and cancel the remainder things thereafter (including without limitation, the cancellation or retention as treasury shares of all or any part AND THAT the authority conferred by this resolution will of the repurchased Shares) in accordance with the commence upon the passing of this resolution until: Companies Act, 1965, the provisions of the Memorandum and Articles of Association of the Company and the (i) the conclusion of the next Annual General Meeting requirements and/or guidelines of Bursa Securities and all (“AGM”) of the Company following the forthcoming 8th other relevant governmental and/or regulatory authorities.” AGM, at which time it shall lapse, unless by an (Resolution 9) ordinary resolution passed at that meeting the authority is renewed, either unconditionally or subject to 8. To transact any other business for which due notice shall conditions; or have been received.

(ii) the expiration of the period within which the next AGM is required by law to be held, or

(iii) revoked or varied by ordinary resolution passed by the shareholders of the Company at a general meeting, notice of annual general meeting

NOTICE OF DIVIDEND ENTITLEMENT AND PAYMENT Notes:

1. A member of the Company entitled to attend and vote at the meeting is NOTICE IS ALSO HEREBY GIVEN that a final dividend of 6.7 sen entitled to appoint one or more proxies (or in the case of a corporation, per ordinary share less 25 per cent income tax for the year to appoint a representative) to attend and vote in his stead. A proxy ended 31 December 2008, if approved by the shareholders at need not be a member of the Company. the 8th Annual General Meeting, will be paid on 28 July 2009 to Depositors whose names appear in the Record of Depositors at 2 The Proxy Form must be signed by the appointor or his attorney duly authorised in writing. In the case of a corporation, it shall be executed the close of business on 30 June 2009. under its Common Seal or signed by its attorney duly authorised in writing or by an officer on behalf of the corporation. A Depositor shall qualify for entitlement to the dividend only in respect of: 3. The instrument appointing the proxy must be deposited at The Registrar, Symphony Share Registrars Sdn. Bhd., Level 26, Menara Multi Purpose, Capital Square, No. 8 Jalan Munshi Abdullah, 50100 Kuala Lumpur, (a) shares transferred into the Depositor’s Securities Account Malaysia not less than 48 hours before the time appointed for holding before 4.00 p.m. on 30 June 2009 in respect of transfers; the meeting or any adjournment thereof.

(b) shares deposited into the Depositor’s Securities Account 4. Explanatory Notes on Special Business: before 12.30 p.m. on 26 June 2009 in respect of shares (a) Resolution 9 exempted from mandatory deposit; and

Please refer to the Statement to Shareholders dated 6 April 2009 (c) shares bought on Bursa Securities on a cum entitlement for further information. basis according to the Rules of Bursa Securities.

BY ORDER OF THE BOARD

ROSELINDA HASHIM (LS 0008976) TAN SAY CHOON (MAICSA 7057849) Company Secretaries

Petaling Date: 6 April 2009 statement accompanying notice of annual general meeting 6/7

Directors who are standing for re-election and re-appointment at the Eighth (8th) Annual General Meeting of Media Prima Berhad are:

Directors retiring by rotation pursuant to Articles 101 and 102 of the Company’s Articles of Association:

(i) Shahril Ridza Ridzuan (Resolution 2)

(ii) Dato’ Hj Kamarulzaman Hj Zainal (Resolution 3)

(iii) Tan Sri Mohamed Jawhar (Resolution 4)

Dato’ Abdul Mutalib Datuk Seri Mohamed Razak who retires under Articles 101 and 102 of the Company’s Articles of Association has opted not to offer himself for re-election at the forthcoming Annual General Meeting.

Director retiring by rotation pursuant to Article 106 of the Company’s Articles of Association:

(i) Dato’ Gumuri Bin Hussain (Resolution 5)

The details of the above Directors who are seeking re-election or re-appointment are set out in the “Board of Directors Profiles” which appear from pages 18 to 26 of the Annual Report.

The details of Directors’ securities holdings in the Company are set out in the “Statement of Directors’ Interests” which appear on page 248 of the Annual Report. our profile

Media Prima Berhad (Media Prima), the leading integrated media or ‘cave’ in English, provides internet users with the latest scoop investment group in Malaysia, was listed on the Main Board of on happenings in the entertainment world, both local and Bursa Malaysia (the Malaysian Stock Exchange) on 22 October international, and has achieved 1 million hits in its first month. Gua 2003. The Group has a diversified interest in a complete media gained entry into the Malaysia Book of Records for the country’s platform from the broadcasting (tv and radio), online, outdoor first online drama series Kerana Karina which was produced in advertising content creation, print media and event management. partnership with Grand Brilliance Sdn. Bhd. On its three-month anniversary, Gua placed itself as one of the country’s leading Media Prima’s origins date back to 1983 when shareholders of online entertainment portal. The web drama recorded an The Press (Malaysia) Berhad (NSTP) launched astounding 520,000 views since it first went online on 29 TV3, the nation’s first private TV network, in June 1984. TV3 November 2007, surpassing the initial estimate of 10,000 views. subsequently went public in April 1988 and was placed together with NSTP under the holding of Malaysian Resources Corporation By year end, ‘Gua’ received 12 million page views. The Group has Berhad (MRCB). also launched the country’s first third generation (3G) mobile television service under the new media project which serves as a These media assets were unbundled and established under a channel for users to view programmes from television networks, separate holding company, Media Prima, in September 2003. The TV3, , 8TV and TV9 on their 3G-enabled mobile devices at year 2004 welcomed the incorporation of 8TV into Media Prima’s affordable rates. The incorporation of Catch-up TV, an online video portfolio while the following year saw the acquisitions of two more on demand service that allows the audience to watch episodes on TV networks, ntv7 and TV9, thus consolidating the Group’s the TV networks’ online portals has been successful with over 41 leadership in the broadcast industry and bringing the total to four million video views in December 2008. free-to-air TV networks in Malaysia. Other cross media interests of Media Prima include content Media Prima’s TV Networks maintained its industry leadership creation (Primeworks Studios Sdn. Bhd.), outdoor advertising (Big position with the four television networks, TV3, ntv7, 8TV and Tree Outdoor Sdn. Bhd., UPD Sdn. Bhd. and The Right Channel TV9, collectively achieving a combined audience share of 50% in Sdn. Bhd.) and events management (Big Events Sdn. Bhd.). 2008. Furthermore, our television networks collectively garnered Media Prima is a complete media platform that offers unparalleled approximately 90% of the total FTA TV advertising spending in and cost-efficient choice to advertisers who seek to target Malaysia. TV3 continues to be the station of choice for all different market segments. Malaysians, claiming an average of 32% share of viewers nationwide in 2008. TV9 which was only launched in May 2006 Media Prima also has interests outside Malaysia and the 1997 broke even only after 16 months of operations. venture in TV3 Ghana, which has since emerged as Ghana’s preferred free-to-air TV network, has proven to be a strategic The Group also currently owns three radio networks, Fly FM, Hot expansion of its media assets. In 2008, Media Prima outlined its FM and its latest acquisition Radio Wanita Sdn. Bhd. which has regional expansion plans with the proposed establishment of the been rebranded as One FM. Media Prima’s venture in the radio MPB Strategic Media Fund Limited Partnership (“the Media industry began with the acquisition of Perintis Layar Sdn. Bhd., Fund”), a private equity fund to be set up for the purpose of the holding company of Max-Airplay Sdn. Bhd. (Max) on 29 April investing in media assets across South East Asia and other Asian 2005. Since it began broadcasting in October 2005, Fly FM emerging markets. The Media Fund will be Media Prima’s vehicle became a hit among its target listeners with its tagline, “It’s All for its regional expansion plans in line with its strategy to grow and About the Music”. Fly FM is currently ranked as the No. 2 English diversify the Group’s earnings and enhance shareholders value. radio station for under 34 demographics and student categories in addition to leading the Higher Household Income (HHI) group. As a potential seed asset for the Media Fund, MPB Primedia Inc. was established, entering into a block airtime and consultancy Synchrosound Studio Sdn. Bhd., the license owner of Hot FM was agreement with ABC Development Corporation (ABC), the owner acquired by Media Prima on 30 December 2005. Hot FM is the and operator of the ABC5 network which operates its television fastest growing local Malay radio station, having captured 2.9 network throughout the Philippines. million listeners within eight weeks of its launch on 1 February 2006. Aimed at young urban Malay listeners with a tagline “Lebih ABC5 then undertook a comprehensive re-launch and re- Hangat Daripada Biasa” (Hotter than Usual), Hot FM is the number positioning of the television network which included a name one overall radio station in Malaysia for average audience, number change to TV5, a more powerful transmitter which extended the one in the under 34 demographics, and number one overall in range of the station and a completely revamped content schedule major market centres combined with over 4.3 million listeners. to attract more viewers and advertising. The initial results have been impressive with TV5’s ratings increasing from 1% prior to The acquisition of 80% stake in Radio Wanita Sdn. Bhd. launch to more than 7% in December 2008, making it the clear completed on 19 January 2009 added more strength and variety Number 3 television network in the Philippines. to Media Prima’s Radio Network. One FM, a Mandarin and Cantonese speaking radio station was the result of a Media Prima also maintains a 43% equity interest in NSTP, one of transformation process of the previously operated Radio Wanita. Malaysia’s largest publishing groups that publishes leading newspaper titles including the New Straits Times, Media Prima has also extended its wing into the new media realm and . The Group has made significant inroads in the with the launch of the online portal, gua.com.my on 11 print media with Harian Metro being the country’s No.1 daily September 2007. The online portal which name translates into ‘I’ newspaper in Malaysia. corporate information 8/9

AUDIT COMMITTEE MEMBERS

Dato’ Gumuri Bin Hussain* Chairman SOLICITORS Members Dato’ Abdul Mutalib Bin Datuk Seri M/s Arifin & Partners Mohamed Razak* Advocates & Solicitors Unit A3-8, Block A Tan Sri Lee Lam Thye* Megan Phileo Promenade 189, Jalan Tun Razak Tan Sri Mohamed Jawhar* 50400 Kuala Lumpur Tel : 03 2162 0499 COMPANY SECRETARIES Fax : 03 2162 0490

Roselinda Hashim (LS0008976) M/s Zaid Ibrahim & Co Jessica Tan Say Choon Advocates & Solicitors (MAICSA7057849) Level 19, Menara Milenium Pusat Bandar Damansara 50490 Kuala Lumpur REGISTERED OFFICE Tel : 03 2087 9999 Fax : 03 2094 4888 Media Prima Berhad Sri Pentas M/s TH Liew & Partners BOARD OF DIRECTORS No 3, Persiaran Bandar Utama Advocates & Solicitors Bandar Utama, 47800 Petaling Suite PH1, Penthouse Level Dato’ Abdul Mutalib Bin Selangor Darul Ehsan Wisma UOA Pantai Datuk Seri Mohamed Razak* Tel : 03 7726 6333 No 11, Jalan Pantai Jaya (Jalan 4/83A) Fax : 03 7728 0787 Chairman 59200 Kuala Lumpur Tel : 03 2241 9000 Abdul Rahman Bin Ahmad Fax : 03 2241 9001 REGISTRAR Group Managing Director / M/s Mazlan & Associates Chief Executive Officer Symphony Share Registrars Sdn. Bhd. Level 26, Menara Multi Purpose Advocates & Solicitors Dato’ Sri Ahmad Farid Bin Ridzuan Capital Square Level 3A Wisma E & C No 8, Jalan Munshi Abdullah 2 Lorong Dungun Kiri Dato’ Hj Kamarulzaman Bin Hj Zainal 50100 Kuala Lumpur Damansara Heights Tel : 03 2721 2222 50490 Kuala Lumpur Shahril Ridza Bin Ridzuan Fax : 03 2721 2530 / 31 Tel : 03 2715 8802 Fax : 03 2715 8801 Tan Sri Lee Lam Thye* AUDITORS Tan Sri Mohamed Jawhar* BANKER PricewaterhouseCoopers Dato’ Abdul Kadir Bin Mohd Deen* Level 10, 1 Sentral Jalan Travers Malayan Banking Berhad Kuala Lumpur Sentral No 2, Lorong Rahim Kajai 14 Dato’ Gumuri Bin Hussain* P. O. Box 10192 Taman Tun Dr Ismail 50706 Kuala Lumpur 60000 Kuala Lumpur Tel : 03 2173 1188 Tel : 03 7727 9459 * Independent Non-Executive Director Fax : 03 2173 1288 Fax : 03 7729 2770 corporate information

SISTEM TELEVISYEN MALAYSIA BERHAD

Dato’ Amrin Bin Awaluddin Chief Executive Officer MEDIA PRIMA BERHAD Nurul Aini Hj Abu Bakar Abdul Rahman Bin Ahmad General Manager, Group Managing Director / Eliza Binti Mohamed Brand Management Group Chief Executive Officer General Manager, Communications Shaharudin Bin Abd Latif Dato’ Sri Ahmad Farid Bin Ridzuan Shareen Ooi Bee Hong General Manager Group Chief Executive Officer, Group General Manager, Client Services News & Current Affairs Television Networks and Television Networks Chief Executive Officer, Wee Your Lee International Business/ Tuan Hj Zulkifli Bin Hj Mohd Salleh General Manager, News Gathering Chief Executive Officer, Group General Manager, News & Current Affairs Media Prima Berhad Strategic Media Fund/ Business Development Media Prima Berhad Asset Television Networks Sherina Mohamad Nordin Management Company General Manager, Mass Market Navonil Roy Brand Management Group Dato’ Amrin Bin Awaluddin General Manager, Business Development Group Advisor / Chief Executive Officer, TV3 Badariah Binti Jalil Tan Kwong Meng General Manager, Group General Manager, Engineering Dato’ Hj Kamarulzaman Bin Hj Zainal Corporate Communications Television Networks Group Director, News & Current Affairs, Television Networks Abdul Rashid Bin Malik Khushi Muhammad Group General Manager, NATSEVEN TV SDN. BHD. Amil Izham Bin Hamzah Airtime Management Group Group Chief Financial Officer Television Networks Suridah Jalaluddin Chief Executive Officer Badariah Binti Jalil Mohamad Azri Bin Abdul Group General Manager, Corporate Affairs General Manager, Client Services Nur Airin Zainul Television Networks General Manager, ntv7 Zuraidah Binti Atan Group Chief Technology Officer Nor Arzlin Binti Redzwan Mohsin Bin Abdullah General Manager, Editor-in-Chief, News Fazlin Abu Hassan Shaari Human Resources Management Group General Manager, Finance Television Networks Sofwan Bin Mahmood Deputy Editor-in-Chief, News Sere Mohammad Bin Mohd Kasim Cheah Cheng Imm Group General Manager, Corporate General Manager, Governance & Risk Management Acquisition & Content Management METROPOLITAN TV SDN. BHD. Roselinda Hashim Television Networks Company Secretary / Ahmad Izham Bin Omar Group General Manager, Marzina Binti Ahmad Chief Executive Officer Legal & Secretarial General Manager, Research Television Networks Lam Swee Kim Laili Hanim Binti Mahmood General Manager, 8TV Group General Manager, Nyarose Binti Mohd Jaafar Regulatory Affairs Manager, Management Services Sofwan Bin Mahmood Television Networks Television Networks Executive News Editor 10/11

CH-9 MEDIA SDN. BHD.

Bukhari Bin Che Muda Chief Operating Officer Peter Chin Noor Amy Ismail Group Creative Director & Head, Brand Management General Manager, Creative Services

Mohd Lokman Hamidi Tengku Iesta Tengku Alaudin Deputy Editor-In-Chief, News General Manager, Studio Business & ALT MEDIA SDN. BHD. Corporate Affairs Ahmad Izham Omar MEDIA PRIMA BERHAD Mas Ayu Ali Chief Executive Officer INTERNATIONAL BUSINESS General Manager, Chinese Entertainment Mohd Zulkifli Bin Abd Jalil Dato’ Sri Ahmad Farid Ridzuan Hemanathan Paul General Manager, Content, Chief Executive Officer, Manager, Malay / English Entertainment Brand & Marketing International Business Fadzliniza Zakaria Paul Moss Shariman Zainal Abidin Manager, Malay / English Entertainment General Manager, Platforms, Consultant, TV Networks Operations Technology & New Business Kamarul Zamli Ramly Dr. Ahmad Zaki Mohd Salleh Manager, Malay / English Entertainment Alfred Juan Anthony Consultant Engineering Manager, Online Sales Sunil Kumar Manager, Malay / English Entertainment PRIMEWORKS STUDIOS SDN. BHD. BIG TREE OUTDOOR SDN. BHD.

Farisha Pawanteh SYNCHROSOUND STUDIO SDN. BHD. / Mohammad Azlan Bin Abdullah Chief Operating Officer MAX-AIRPLAY SDN. BHD. Chief Executive Officer

Azhar Borhan Ahmad Izham Bin Omar General Manager Head, Radio Networks BIG EVENTS SDN. BHD. Content & Industry Development Seelan Paul Kenneth Teo Lennon Lim Yen Leong General Manager, Radio Networks General Manager, Big Events General Manager, Sports Zurina Binti Othman Ahmad Kamaludin Zaba’ai General Manager, Brand & Promotions TV3 NETWORKS LIMITED General Manager, Malay/English Magazine, Documentary Anida Mohd Tahrim Syed Zaidi Bin Syed Ahmad Akil Programme Manager Chief Executive Officer Ahmad Puad Onah General Manager Mohd Akhmal Bin Andak Suhaimi Bin Sheikh Muhamad Movies / Drama Network Engineering Manager Chief Operating Officer corporate structure

International Division MPB Primedia Inc.

TV3 Network Limited MPB Primedia Inc. (TV3 Ghana) 90% 70% New Media

Alt Media Sdn. Bhd. 100%

Outdoor

Big Tree Outdoor UPD Sdn. Bhd. The Right Channel Sdn. Bhd. Sdn. Bhd. 100% 100% 100%

Radio

Max-Airplay Synchrosound Studio Radio Wanita Sdn. Bhd. Sdn. Bhd. Sdn. Bhd. 75% 100% 80%

Print

The (Malaysia) Berhad (NSTP) 43.29%

Events Management

Big Events Sdn. Bhd. 100%

Content Creation

Primeworks Studios Sdn. Bhd. 100% Television Broadcasting

Sistem Televisyen Metropolitan TV CH-9 Media Natseven TV Malaysia Berhad Sdn. Bhd. Sdn. Bhd. Sdn. Bhd. Media Prima 100% 100% 100% 100% 12/13 organisational structure

INTERNATIONAL TELEVISION NETWORKS Chief Executive Officer, Group Chief Executive Officer International Business CONTENT CREATION EVENTS NEW MEDIA Dato’ Sri Ahmad Dato’ Sri Ahmad Farid Ridzuan Farid Ridzuan

TV3 GHANA TV3 ALT MEDIA Managing Director PRIMEWORKS STUDIOS General Manager Chief Executive Officer Syed Ahmad Zaidi Chief Operating Officer Chief Executive Officer Dato’ Amrin Bin Awaluddin Chief Operating Officer Farisha Pawan Teh Kenneth Teo Ahmad Izham Omar Suhaimi Sheikh Mohamed

Director, NCA, TELEVISION NETWORKS Dato’ Hj Kamarulzaman Bin Hj Zainal PRIMEDIA INC.

ntv7 Chief Executive Officer Suridah Jalaluddin

8TV Chief Executive Officer Ahmad Izham Omar

TV9 Chief Operating Officer Bukhari Che Muda 14/15

BOARD OF DIRECTORS Dato’ Abdul Mutalib Bin Datuk Seri Mohamed Razak CHAIRMAN

MPB CORP GOVERNANCE GMD’s OFFICE GROUP MD/CEO & RISK MANAGEMENT Advisor, MPB Abdul Rahman Group General Manager Dato’ Amrin Awaluddin Bin Ahmad Sere Mohammad Mohd Kasim

MPB Corporate Affairs Group Chief OUTDOOR PRINT RADIO NETWORKS Financial Officer Group General Manager Amil Izham Hamzah Badariah Jalil

NSTP MPB Communications BIG TREE Chief Executive Officer Head of Radio Networks Finance General Manager Chief Executive Officer Dato’ Anthony @ Ahmad Izham Omar Group General Manager Eliza Mohamed Mohammad Azlan Abdullah Firdauz Bujang Fazlin Abu Hassan Shaari

Hot FM / Fly FM MPB Group Chief General Manager, Legal & Secretarial Technology Officer Radio Networks Group General Manager Zuraidah Atan Seelan Paul Roselinda Hashim

Corporate Finance Manager Tengku Adrinna Shahaz redefining entertainment

At home, in cyberspace, on the road or in your pocket – entertainment has taken on a new meaning when you can access our content anywhere, anytime and with anyone. board of directors’ profile

Dato’ Abdul Mutalib Bin Datuk Seri Mohamed Razak

Dato’ Abdul Mutalib Bin Datuk Seri Mohamed Razak, aged 66, a Malaysian, is the Chairman of Media Prima Berhad (Media Prima). An Independent Non-Executive Director, he joined the Board of Media Prima on 5 December 2003 and was appointed Non-Executive Chairman of Media Prima on 14 March 2005. He is also a member of the Audit Committee, Nomination Committee and Remuneration Committee of Media Prima.

Dato’ Abdul Mutalib currently sits on the Board of Mardec Berhad, The New Straits Times Press (Malaysia) Berhad and Sistem Televisyen Malaysia Berhad, of which he is the Chairman. He is also Chairman of Metropolitan TV Sdn. Bhd., Natseven TV Sdn. Bhd., Ch-9 Media Sdn. Bhd., Max-Airplay Sdn. Bhd., Synchrosound Studio Sdn. Bhd., Primeworks Studios Sdn. Bhd. (Formerly known as Grand Brilliance Sdn. Bhd.) and Big Tree Outdoor Sdn. Bhd.

Dato’ Abdul Mutalib was the Secretary/Legal Advisor to the Urban Development Authority from 1972 to 1975. He then went into private practice under the name Messrs Mutalib, Sundra & Low, later renamed Mutalib, Wan & Co, of which he is currently the Senior Partner. In 1984, Dato’ Abdul Mutalib was appointed Trustee Director of Yayasan Pembangunan Ekonomi Islam Malaysia (YPEIM), a post he held until 1988. He was also the Company Secretary of Yayasan Bumiputra Pulau Pinang Berhad from 1980 to 1990 and Deputy Chairman of Setron (M) Berhad from 1987 to 1990. He is one of the Presidents of the Tribunal for Consumer Claims and sits on the Board of various private companies.

He obtained a Bachelor of Arts (Hons) degree in Political Science from the University of Singapore in 1967 and was called to the Bar at The Honorable Society of Lincoln’s Inn, London, in 1970. Dato’ Mutalib was admitted as an Advocate & Solicitor for the States of Malaya in May 1971.

Other than as disclosed, he does not have any family relationship with any Directors and/or major shareholders of Media Prima. He has no personal interest in any business arrangements involving Media Prima. He has had no convictions for any offences within the past ten years. 18/19

Abdul Rahman Bin Ahmad, aged 40, a Malaysian, is the Group Managing Director/Chief Executive Officer of Media Prima Berhad (Media Prima). He was appointed to the Board of Media Prima on 22 October 2001.

Before his appointment as the Group Managing Director/Chief Executive Officer of Media Prima on 1 September 2003, he was the Chief Executive Officer of Malaysian Resources Corporation Berhad (MRCB), a position he took up in August 2001. He currently sits on the Board of MRCB, The New Straits Times Press (Malaysia) Berhad, Sistem Televisyen Malaysia Berhad (TV3), Natseven TV Sdn. Bhd., Metropolitan TV Sdn. Bhd., Ch-9 Media Sdn. Bhd., Max-Airplay Sdn. Bhd., Synchrosound Studio Sdn. Bhd., Big Tree Outdoor Sdn. Bhd., Composite Technology Research Malaysia Sdn. Bhd. and several private limited companies. He is also Chairman of The Talent Unit Sdn. Bhd. and Alternate Records Sdn. Bhd. He is also the Executive Director of TV3.

Abdul Rahman was an Assistant Manager at Arthur Andersen, London, from 1992 to 1996, after which he held the position of Special Assistant to the Executive Chairman of Trenergy (M) Berhad/Turnaround Managers Inc (M) Sdn. Bhd. until 1999. He subsequently joined Pengurusan Danaharta Nasional Berhad as a Unit Head from 1999 to 2000 and went on to become an Executive Director of SSR Associates Sdn. Bhd. until August 2001.

He holds a Master of Arts from Cambridge University, England, and is a member of the Institute of Chartered Accountants, England & Wales.

Other than as disclosed, he does not have any family relationship with any Directors and/or major shareholders of Media Prima. He has no personal interest in any business arrangements involving Media Prima. He has had no convictions for any offences within the past ten years.

Abdul Rahman Bin Ahmad board of directors’ profile

Shahril Ridza Bin Ridzuan

Shahril Ridza Bin Ridzuan aged 39, a Malaysian, is a Non-Independent Non-Executive Director of Media Prima Berhad (Media Prima). He was appointed to the Board of Media Prima on 22 October 2001.

Shahril Ridza currently sits on the Board of Malaysian Resources Corporation Berhad, where he is also the Group Managing Director, Pengurusan Danaharta Nasional Berhad, The New Straits Times Press (Malaysia) Berhad and Big Tree Outdoor Sdn. Bhd. He is also a member of the Remuneration Committee of Media Prima.

Shahril Ridza was a Legal Assistant at Zain & Co from 1994 to 1996. He then took up the position of Special Assistant to the Executive Chairman of Trenergy (M) Berhad/Turnaround Managers Inc (M) Sdn. Bhd. from 1997 to 1998. He subsequently joined Pengurusan Danaharta Nasional Berhad, where he served until 1999, when he became an Executive Director at SSR Associates Sdn. Bhd. until August 2001.

He holds a Bachelor of Civil Law (1st Class) from Oxford University, England, a Master of Arts (1st Class) from Cambridge University, England, and was called to the Malaysian Bar and the Bar of England & Wales.

Other than as disclosed, he does not have any family relationship with any Directors and/or major shareholders of Media Prima. He has no personal interest in any business arrangements involving Media Prima. He has had no convictions for any offences within the past ten years. 20/21

Tan Sri Lee Lam Thye, aged 63, a Malaysian, is an Independent Non-Executive Director of Media Prima Berhad (Media Prima). He was appointed to the Board of Media Prima on 18 August 2003, and is the Chairman of the Nomination Committee as well as a member of the Audit Committee and Remuneration Committee of Media Prima.

Before retiring from politics in 1990, Tan Sri Lee served as the State Legislative Assemblyman for Bukit Nenas, Selangor, from 1969 to 1974 and from 1974 to 1990 as the Member of Parliament for Kuala Lumpur Bandar/Bukit Bintang.

He currently serves as the Chairman of the National Institute of Occupational Safety & Health under the Ministry of Human Resources. He is also the Chairman of the SP Setia Foundation and Vice-Chairman of the Malaysia Crime Prevention Foundation. He had previously served as a Member of the Special Royal Commission to enhance the operations and management of the Royal Malaysian Police as well as Chairman of the National Service Training Council. He was also a former Member of the Malaysian Human Rights Commission.

In the private sector, Tan Sri Lee serves as a non-executive director to a few companies, namely AMDB Berhad, MBM Resources Berhad, SP Setia Berhad and Metropolitan TV Sdn. Bhd.

Tan Sri Lee completed his secondary education at Saint Michael’s Institution, , , and obtained his Senior Cambridge Certificate in 1965.

Other than as disclosed, he does not have any family relationship with any Directors and/or major shareholders of Media Prima. He has no personal interest in any business arrangements involving Media Prima. He has had no convictions for any offences within the past ten years.

Tan Sri Lee Lam Thye board of directors’ profile

Dato’ Sri Ahmad Farid Bin Ridzuan, aged 48, a Malaysian, is the Group Chief Executive Officer, Television Networks of Media Prima Berhad (Media Prima) and Chief Executive Officer, International Business/Chief Executive Officer, Media Prima Berhad Strategic Media Fund/Media Prima Berhad Asset Management Company. He was appointed to the Board of Media Prima on 30 August 2006.

Before his appointment as the Group Chief Executive Officer, Television Networks of Media Prima on 1 January 2006, he was the Chief Executive Officer of Sistem Televisyen Malaysia Berhad (TV3), a position he took up in April 2002. He currently sits on the Board of TV3, Natseven TV Sdn. Bhd., Metropolitan TV Sdn. Bhd., Ch-9 Media Sdn. Bhd., Synchrosound Studio Sdn. Bhd., Max-Airplay Sdn. Bhd., Primeworks Studios Sdn. Bhd. (Formerly known as Grand Brilliance Sdn. Bhd.), Big Events Sdn. Bhd. and several private limited companies.

Dato’ Sri Farid was an Executive Director at Leo Burnett Advertising from 1998 to 2002. He has fifteen years of line and staff experience specialising in general management, strategic marketing, regional and international business development and corporate communications.

He holds a MBA in International Business from US International University, San Diego, California; and BBA Marketing (Major) and BBA Management (Minor) from Western Michigan University, Kalamazoo, Michigan, USA.

Other than as disclosed, he does not have any family relationship with any Directors and/or major shareholders of Media Prima. He has no personal interest in any business arrangements involving Media Prima. He has had no convictions for any offences within the past ten years.

Dato’ Sri Ahmad Farid Bin Ridzuan 22/23

Dato’ Hj Kamarulzaman Bin Hj Zainal

Dato’ Hj Kamarulzaman Bin Hj Zainal, aged 52, a Malaysian, is the Group Director, News & Current Affairs, Television Networks of Media Prima Berhad (Media Prima). He was appointed to the Board of Media Prima on 30 August 2006.

Before his appointment as the Group Director, News & Current Affairs, Television Networks of Media Prima on 1 January 2006, he was the Director, News & Current Affairs division of Sistem Televisyen Malaysia Berhad (TV3), a position he took up in October 2003. He currently sits on the Board of TV3 and JAKS Resources Berhad.

Dato’ Hj Kamarulzaman was the Executive Secretary, Malaysian Students Union in United Kingdom and Eire from 1979 to 1981, after which he held the position of Press Secretary to the Foreign Minister until 1998. Later he was appointed as the Press Secretary to the Deputy Prime Minister from 1999 to 2003.

He holds a Diploma in Mass Communications and Journalism from the London School of Journalism.

Other than as disclosed, he does not have any family relationship with any Directors and/or major shareholders of Media Prima. He has no personal interest in any business arrangements involving Media Prima. He has had no convictions for any offences within the past ten years. board of directors’ profile

Tan Sri Mohamed Jawhar, aged 65, a Malaysian, is an Independent Non-Executive Director of Media Prima Berhad (Media Prima). He was appointed to the Board of Media Prima on 30 August 2006. He is also a member of the Audit Committee and the Nomination Committee of Media Prima.

Tan Sri Mohamed Jawhar is currently the Chairman of The New Straits Times Press (Malaysia) Berhad. He also sits on the Board of Affin Islamic Bank Berhad.

Tan Sri Mohamed Jawhar served with the government before he joined the Institute of Strategic and International Studies (ISIS) Malaysia. He is currently the Chairman and CEO of ISIS Malaysia. He is also presently Member, Economic Council; Member, National Unity Advisory Panel, Malaysia; Co-Chair, Network of East Asia Think-tanks (NEAT) 2005-2006; Chairman, Malaysian National Committee, Pacific Economic Cooperation Council (PECC); Co-Chair, Council for Security Cooperation in the Asia Pacific (CSCAP) for a period of two years; Expert and Eminent Person ASEAN Regional Forum (ARF) Register; Member of the Board of Directors, International Institute of Advanced Islamic Studies; and Distinguished Fellow, Institute of Diplomacy and Foreign Relations, Ministry of Foreign Affairs, Malaysia.

His positions in government included Director-General, Department of National Unity; Under-Secretary, Ministry of Home Affairs; Director (Analysis) Research Division, Prime Minister’s Department; and Principal Assistant Secretary, National Security Council. He also served as Counsellor in the Malaysian Embassies in Indonesia and Thailand.

He holds a BA Hons, University of Malaya.

Other than as disclosed, he does not have any family relationship with any Directors and/or major shareholders of Media Prima. He has no personal interest in any business arrangements involving Media Prima. He has had no convictions for any offences within the past ten years.

Tan Sri Mohamed Jawhar 24/25

Dato’ Abdul Kadir Bin Mohd Deen

Dato’ Abdul Kadir Bin Mohd Deen, aged 65, a Malaysian, is an Independent Non-Executive Director of Media Prima Berhad (Media Prima). He was appointed to the Board of Media Prima on 29 May 2007. He is also the Chairman of the Remuneration Committee and a member of the Nomination Committee of Media Prima.

Dato’ Abdul Kadir currently sits on the board of Halim Mazmin Berhad, Sistem Televisyen Malaysia Berhad, Natseven TV Sdn. Bhd. and presently is the Chairman of MIT Insurance Brokers Sdn. Bhd., Eco Motive Sdn. Bhd., Big Events Sdn. Bhd. and Alt Media Sdn. Bhd.

Dato’ Abdul Kadir was with the Ministry of Foreign Affairs, for over 33 years and served in various overseas postings, including Second Secretary at the Embassy of Malaysia in Manila, Philippines, 1973-1976; and First Secretary at the Embassy of Malaysia, Kuwait, 1977-1979. He also served as the Minister Counselor Deputy Permanent Representative, Malaysian Permanent Mission to the United Nations, New York, 1984-1988. He was subsequently assigned as Deputy Chief of Mission, Embassy of Malaysia, Beijing, and People’s Republic of China in March 1988 to December 1989. In October 1990 he was reassigned as Minister, Deputy Chief of Mission, Embassy of Malaysia, Tokyo, Japan and thereafter in July 1992 he was appointed High Commissioner of Malaysia to Sri Lanka until December 1996. From January 1997 to February 1999 he was High Commissioner of Malaysia to South Africa. He was reassigned as Ambassador of Malaysia to the Federal Republic of Germany; concurrently accredited to Switzerland and Greece from 1999 to 2003, before his retirement from the Malaysian Diplomatic Service.

He holds a B.A. (Hons) from University of Lancaster, United Kingdom.

Other than as disclosed, he does not have any family relationship with any Directors and/or major shareholders of Media Prima. He has no personal interest in any business arrangements involving Media Prima. He has had no convictions for any offences within the past ten years. board of directors’ profile

YBHG Dato’ Gumuri Bin Hussain

Dato’ Gumuri Bin Hussain, aged 62, a Malaysian, is an Independent Non-Executive Director of Media Prima Berhad (Media Prima). He was appointed to the Board of Media Prima on 29 April 2008. He is also the Chairman of the Audit Committee of Media Prima.

Dato’ Gumuri is currently the Chairman of SME Bank and a member of the Securities Commission. He sits on the Board of Kurnia Setia Berhad and Metrod (Malaysia) Berhad.

Dato’ Gumuri was the Managing Director and Chief Executive Officer of Penerbangan Malaysia Berhad from August 2002 to August 2004. Prior to this, he was a Senior Partner and Deputy Chairman of Governance Board of PricewaterhouseCoopers Malaysia. He has also served as a Non-Executive Director of Bank Industri & Teknologi Malaysia Berhad, Malaysia Airline System Berhad and Bank Berhad.

Dato’ Gumuri is a Fellow of the Institute of Chartered Accountants in England and Wales (ICAEW), a member of the Malaysian Institute of Accountants (MIA) and the Malaysian Institute of Certified Public Accountants (MICPA).

He does not have any family relationship with any Directors and/or major shareholders of Media Prima. He has no personal interest in any business arrangements involving Media Prima. He has had no convictions for any offences within the past ten years. senior management 26/27

Managing Media Prima has been a privilege and a whirlwind, exhilarating experience. However after eight intensely challenging years, there have been times, during moments of solitude and reflection that I have been dreaming of letting go and going away on a long and unforgettable trip of a lifetime.

People say the mark of a true leader is one who not only knows when is the right time to leave but also who leaves an organization capable of performing better without him or her.

So my dream of letting go begins with knowing when that time comes, Media Prima will be in a strong position, and proudly seeing it led by long nurtured new leaders capable of taking the organization to heights beyond my own reach.

Free with that knowledge, I plan to start my journey in the US – I always dreamt of going on a long unstructured road trip across the country with the loved one, driving through the beautiful states of New England, staying in small, rustic hotels with maybe a detour to the wonder of Niagara Falls before heading to the Midwest. Then spending time maybe on the south coast of Florida before ending the trip on the west coast, driving on the long winding roads next to the California beach and just moving from one scenic town after another.

Thereafter flying to UK back to the place where I literally grew up, where I learned about real life, re-visiting the places where I wish I had time (and money) to visit but never did, spending time doing nothing and yet means everything - from watching the Ashes at Lords, Man Utd beating Liverpool and winning the league at the Theatre of Dreams and driving through the beautiful valleys of Wales and the high mountains of Scotland.

Then returning back to spend months with my wonderful kids and family, bringing them to all the beautiful beach resorts of Malaysia, Maldives and Mauritius – watching them having the time of their life, without a care in the world. And each evening, after a great day at the beach, eating the freshest of seafood, I will lie next to them under the brilliant stars, listening to their dreams and dreaming that I will live long enough to see their dreams come true.

A perfect ending to a perfect time out.

Abdul Rahman Bin Ahmad Group Managing Director / Chief Executive Officer, Media Prima Berhad senior management

“Glory glory Man United, Glory glory Man United, Glory glory Man United, As the Reds go marching on on on!”

The smell of freshly cut grass; the brand new kits; and the thunderous roar of tens of thousands of supporters resonating through Old Trafford as the devils take their place on the field on match day - it all adds up to the overall atmosphere in the stadium, heightening the senses and providing a rush of adrenaline to all who are part of the Manchester United experience.

As a football club, Manchester United is second to none as they continue to excel and strive in being the leading footballing force globally. The passion and the dedication that goes into managing the club has made it into one of the most renown brands in the world today. Similarly, the management style in TV3 and in Media Prima exudes the same passion and dedication that has seen the Group grow into the strong and dominant brand it is today.

My dream is simple really. I would like to be the owner of Manchester United football club. I want to be a part of the excitement and the glory that are synonymous with one of the most successful football clubs in the world. Watching the team grow and win competitions has been a dream come true; to be a part of the force behind its success would be surreal.

As my friends will attest, my passion for Manchester United is very much a part of who I am. After all, football to me is the epitome of life, and what better way to pursue life than by doing something that I dearly enjoy.

But alas, it will remain a dream. Nevertheless, I can still emulate the club’s success here at Media Prima. By bringing out the best of the people here the same way Sir Alex Ferguson gets the best out of his players; by instilling a winning mentality; and by creating a conducive environment for our people to excel and grow, the same way Manchester United has nurtured and inspired young hopefuls to become footballing greats. Now that is no dream - it is something we can all achieve together.

Dato’ Sri Ahmad Farid Bin Ridzuan Group Chief Executive Officer ~ Television Networks, Media Prima Berhad Chief Executive Officer ~ International Business ~ Media Prima Berhad Strategic Media Fund ~ Media Prima Berhad Asset Management Company 28/29

As we approach a decade into the new millennium, our lives become cluttered and duty-packed. Whether it is personal or business, the responsibilities we shoulder continue to grow and time becomes a precious commodity.

When we get so caught up with our daily commitments, we lose track with the wonderful yet simple things in life; they slide by like sand through our fingers.

My dream this year is to spend more quality time personally and with my family. I believe by spending quality time with one’s self and one’s family can truly contribute to a better world – family is the nucleus and pillar of society!

I will be there for my family more often, and watch their smiles and laughter as they go through everyday life. What we do, where we go or how we spend our time together, is not important. It could be taking up a new hobby together, catching up with our favorite past times or even embarking on a spiritual journey as a family. The take here is to spend quality time and cherishing every moment together.

“To put the world right in order, we must first put the nation in order; to put the nation in order, we must first put the family in order; to put the family in order, we must first cultivate our personal life - we must first set our hearts right.”…Confucius

Dato’ Amrin Hj Awaluddin Group Advisor, Media Prima Berhad Chief Executive Officer, TV3 senior management

I’m a simple person in nature but I believe in dreaming BIG. I still remember making a promise to myself, the one thing that I will never let go in my journey to adulthood is the ability to dream. My dreams have brought me a long way through the winding road to greater success. Many times, I’ve faltered but when I held on to my dreams, I kept on striving. To me, the key to achieving success is knowing what I want and constantly aiming higher to achieve them.

Undoubtedly at News and Current Affairs, we are always on the move to capture and deliver breaking news. No matter how challenging work can be, I truly believe in being true to oneself and working together as one big family. With love, compassion and wisdom, minus the negativity I must say, we can always bring out the best in each other.

Till today, as cliché as it may seem, I am still holding on to my dream of world peace. Never be afraid to dream and it’s the little things that we do that make a huge difference. Hey, after all, I’m a great believer of the quote. “Whatever the mind of man can conceive and believe, it can achieve.” W. Clement Stone.

Dato’ Hj Kamarulzaman Bin Hj Zainal Group Director, News & Current Affairs, Television Networks, Media Prima Berhad 30/31

“It was a hot and steamy Tuesday afternoon, typical of the intense late August sun which continued to bake the wickets of Kinrara Oval. Uncomfortable it may be such stifling heat for us Malaysians, the condition must be doubly so for the Australians, though it was nowhere near enough to stop the Aussies from handing the Malaysians a harsh introduction to Test Cricket.

I was at the Members’ Pavillion, sipping heavily diluted Coca-Cola with many of my good mates. There were plenty of back-slapping, congratulatory hugs and high-fives as we basked in the “glory” of a 9-wicket trashing Malaysia had just received in the hands of the mighty Aussies. Tears of joy were shed and shared among friends and strangers, and congratulatory messages being recorded for Media Prima’s Sports Channel, the messages no doubt dedicated to our young team and their much-vaunted coach, Steve Waugh, himself a former Australian captain.

Love, indeed, was all around…

To the non-enthusiasts, there was a great sense of irony, or even a hint of puzzlement, that such heavy defeat was being celebrated and heaped praised on.

To us purists, it was simple pride barracking for one’s country which was just admitted as only the 11th and latest member of the elite Test playing cricketing nations. Playing against the current world champions on our maiden Test, even after the walloping meted on us after just 4 days of play, was unadulterated happiness. We literally salivated with the prospects of locking horns with the likes of South Africa, Pakistan and England in the upcoming Tests…”

That is one of my dreams; to witness Malaysians compete at the highest level that is Test Cricket. I have always admired the qualities of successful Test cricketers, especially their mental and physical toughness, abilities which do not solely result from their innate talent, but more so abilities developed from the constant grinding of countless of hours of deliberate practice. And one cannot cultivate such abilities without strong self-discipline and passion to succeed. If we can develop these attributes in our athletes, we can then say that we do have what it takes to compete with the world’s elite.

It would be a realisation of one of my dreams. Well, “almost”…

I said “almost” because in my wildest of dreams, I was THE all-rounder who, in his Test debut, snatched five Aussie wickets (no less than both openers and their middle order) and grabbed an unbeaten century, scoring the winning run by effortlessly pulling the Aussie fast bowler for six - the ball sailing well over the stands…and right onto the busy drive-home-traffic dual-carriage way that runs next to Kinrara.

Oppss…

Amil Izham Hamzah Group Chief Financial Officer, Media Prima Berhad senior management

“What I would give to just be able to play the piano under the magical skies of the aurora borealis.”

Ah…the magical northern lights. The amazing night sky spectacle that has ignited centuries of imagination. The most majestic of all nature’s beauty living in the heavens far above us yet still manages to inspire the deepest emotions within us. A tiny cosmic occurrence from just a flick of God’s finger, teasing us to the secret wonders of the universe that we will never know.

I have trudged down many places. I have been fortunate enough to have seen many different cultures, different people, different things. I have seen many proud monuments, explored numerous back alleys, walked alone aimlessly in many strange and lonely cities. Yet I know nothing would beat the experience of seeing the aurora borealis right before me in all its cosmic colour.

Ah…the wondrous secrets of music. With just twelve notes, this art never seems to find an end, constantly forging new ways of expression and continually discovering new secrets and new variations to the same twelve notes that always seem to unearth a unique and exciting new sound.

I have been exploring music all my life. I have been fortunate enough to have been able to study it, experiencing moments of epiphany, spikes of joy and the quiet brooding darkness as the music takes control and directs the mood of whoever falls under its magical spell. Yet I know nothing would beat the thorough exploration of the musical art form, dissecting the beauty of the old jazz masters Bill Evans and Oscar Peterson, the wondrous musical arrangements of Nelson Riddle and Peter Matz and the cacophony of new sounds from Radiohead and Coldplay.

To enjoy both experiences at the same time, exploring the many hidden beauties of music while under the awe-inspiring aurora borealis, would light up all the senses in ways I wouldn’t dare to imagine.

Ahmad Izham Omar Chief Executive Officer, 8TV Head of Radio Networks Chief Executive Officer, Alt Media 32/33

Everyone is always looking forward to the dawn of a new year. The atmosphere is filled with high spirits and people brimming with positive energy. This positivity always excites me as it touches people’s lives spontaneously.

The dawn of a new year also brings about new challenges and likewise new resolutions. Resolutions are important as they provide a key to tackle the unknown challenges around the corner and ultimately create a better future. My New Year’s resolution is to be more energetic, engaging, and efficient on both a personal level and on a business level as NSTP continues to improve and grow as a company.

As a company, NSTP will engage more with all parties to become more effective in tackling all challenges, issues, and obstacles that the company will face. As an individual, I will try to add more value in everything I do and in dealings with my family, and my business partners. in hope that my positive energy will continue to flow to everyone and create a brighter future for all.

Therefore, my dream this year is to fulfill my New Year’s resolution and continue to enhance myself. As the year unfolds itself, I will do my very best to maintain the positive energy and touch the lives of those I encounter by staying true to my dream. As Kahlil Gibran once said, “Trust the dreams for hidden in them is the gate to eternity.”

Dato’ Anthony @ Firdauz Bin Bujang Chief Executive Officer, The New Straits Times Press (Malaysia) Berhad senior management

It is our hope that TV9 will solidify its position as Malaysia’s number 2 television station by providing ever more interesting programs like the ones lined up for the rest of the year.

TV9 was launched without a hitch and had quickly conquered the hearts of its viewers with its tagline ‘DEKAT DI HATI’ (Close to the heart). Constantly updating and consistently creative, we are always innovative in bringing forward relaxed, entertaining whilst sustaining the positive values TV9 was built upon. We hope the year 2009 will bring TV9 closer to its target audiences.

Bukhari Che Muda Chief Operating Officer, TV9 34/35

I envy Steve Williams. He has the best job in the world. Not only does he get to attend all of the major golf tournaments around the world, he also gets to be alongside top golfers in the world and be a part of their success. Currently, Williams is sharing some limelight with world no. 1 golfer, Mr. Tiger Woods himself.

But Steve Williams is not a superstar golfer nor is he a golfing prodigy. He is Tiger Woods’ caddy.

That’s why I dream of becoming Tiger Wood’s caddy. To be able to guide Tiger Woods through the fairway while he plays the numerous prestigious tournaments and possibly obtaining a Grand Slam would be my ultimate dream. Imagine being next to Tiger Woods at the US Open and having this conversation with him:

“I think the 9 iron would be more appropriate for this shot considering the location and the conditions of the fairway. What do you think Tiger?”

“I agree Hisham. I think the 9 iron is suitable for this shot. Now let’s see that 9.”

Or perhaps having this conversation with Tiger Woods during the PGA Tour:

“So Hisham, do you think I should wedge it or drive it?”

“I believe you should wedge it. You have greater chances of getting better handicap.”

But, the best part about being Tiger Woods’ caddy is knowing that your opinions and thoughts are being considered by Tiger Woods himself, besides learning from the world’s no. 1.

So what if I have to carry his golf bag around the golf course. At least I get a first class ticket to watch Tiger Woods play in golf tournies.

Dato’ Hishamuddin Aun Group Editor in Chief, The New Straits Times Press (Malaysia) Berhad senior management

The Year of Transition – Overcoming Change “Leap and the net will appear” …. These are the words of many a wise zen master and speaks of the challenges that I will face in 2009….

Very often when one meets the job they love, it’s possible to believe that the job will be a “forever-after” thing. And now, having made the decision to discover the world of television, I look forward to navigating through the wonders of Transition - for myself, the team that I leave and the one that I join.

During the transition process the significant challenges are how to be an effective Mentor, which involves both an “acceptance” of a change of mindset, as well as the flexibility and willingness to take on change. The most critical issue is managing uncertainty: what people fear or perceive they are losing, the sometimes confusing time between the old and the new, and to reach for new beginnings. To keep the team energized and to continue building up an effective Talent Management System is a key priority for the longevity of the business.

While I gently loosen the reins from the company I grew up with, I step into new uncharted terrain at ntv7. I have to ensure the ship stays its course whilst gently infusing my entrepreneurial skills, wisdom and energy to ensure its sustained growth and stability. A key goal is to participate in building a team that is not just Good, but Great.

As for my personal dreams for 2009, my big dream is to successfully manage my own personal transitions. With children growing up and leaving the nest, it is time to take the leap to discover the world for myself: to travel to exotic lands, to infuse my life with extraordinary experiences that will enrich my mind and soul, and to find new passions that will bring joy and a complete balanced lifestyle.

Suridah Jalaluddin Chief Executive Officer, ntv7 36/37

I am fascinated by anything that moves, as it requires skill and a certain degree of calculated risk.

I have always been driven to get ahead and to move forward in life. My enthusiasm to move forward in life is analogous to driving a fast car. I am simply attracted to the speed and momentum and the sense of freedom that is associated to fast cars. It is about looking ahead and anticipating the next curve.

My need for speed is also reflective in my leadership style, which is one of incisiveness, grit, determination and finely honed instincts.

Courage and determination define and shape me. Courage is about being in control of fear and determination takes you far.

Courage and determination requires a great deal of patience, and these, I believe, are my greatest challenge. But the journey, on the fast lane, continues in high gear.

Mohammad Azlan Abdullah Chief Executive Officer, Big Tree Outdoor Sdn. Bhd. hitting a moving target

Different languages, food, beliefs and even taste in music – this is what makes Malaysians so special, yet at times so difficult to reach out to with a single format. But our range of entertainment channels has something for everyone. statement on corporate governance

The Board of Directors (Board) of Media Prima Berhad (MPB) is committed towards achieving excellence in corporate governance and acknowledges that the prime responsibility for good corporate governance lies with the Board. The Board is fully committed to ensuring that the highest standards of corporate governance are practised throughout MPB and its subsidiaries (the Group) as a fundamental part of discharging its responsibilities to create, protect and enhance shareholders’ value and the performance of the Group.

The Malaysian Code on Corporate Governance (the Code) aims to set out principles and best practices on structures and processes that companies may use in their operations towards achieving the optimal governance framework. The Code was revised in October 2007 to further strengthen Malaysia’s corporate governance framework, aligning it with globally accepted best practices. It contains key amendments aimed at strengthening the roles and responsibilities of Boards of Directors and Audit Committee and ensuring they discharge their duties effectively. The Board reaffirms its supports to the Code and believes that good corporate governance is fundamental in achieving the Group’s objectives. In order to ensure that the best interests of shareholders and other stakeholders are effectively served, the Board will continue to play an active role in improving governance practices and monitors the development in corporate governance including the revised Code.

The commitment and efforts of the Board of Directors, management and employees of MPB in sustaining high standards of corporate governance and investor relations is proven by the following accolades received in 2008:

• Corporate Governance Survey 2008 [a joint survey Ranked 7th place out of 960 public listed companies in by Minority Shareholders Watchdog Group (MSWG) 2008 for the best Corporate Governance Company and the Nottingham University Business School Award. In 2007, MPB was also ranked 7th place. (NUBS), Malaysia Campus]

• BrandLaureate Award 2007-2008 by Asia Pacific Corporate Branding Brands Foundation. Best Brands in Electronic Media

• Malaysia’s Most Valuable Brand (MMVB) Award in 2008 TV3 was ranked at 15th place.

• Finance Asia’s 2008 Poll – Asia’s Best Managed - Best Managed Company in Mid-Cap Category 2007 Companies (Malaysia) - 7th place in Best Investor Relations Category - 8th place in Corporate Governance

The Board of MPB is pleased to report to the shareholders, the Group’s application of the Principles as set out in Part 1 of the Code and the extent to which the Group has complied with the Best Practices of the Code during the financial year ended 31 December 2008.

1 The Board of Directors

The Group is led and controlled by an effective Board. All Board members carry an independent judgement to bear on issues of strategy, performance, resources and standards of conduct. The Board knows and understands the Board’s philosophy, principles, ethics, mission and vision and reflects this understanding on key issues throughout the year.

The Board delegates authority and vests accountability for the Group’s day to day operations with a management team headed by the Group Managing Director (GMD) cum Chief Executive Officer (CEO). The Board however assumes responsibility for the following in discharging its duty of stewardship of the Group: • Reviewing and adopting a strategic plan for the Group; • Overseeing the conduct of the Group’s business to evaluate whether the Group is being properly managed; 40/41

• Succession planning including appointing, training, fixing the compensation of and where appropriate, replacing senior management; • Identifying principal risks and ensuring implementation of appropriate systems to manage these risks; • Developing and implementing an investor relations programme and shareholder communications policy for the Group; and • Reviewing the adequacy and the integrity of the Group’s internal control systems and management information systems, including systems for compliance with applicable laws, regulations, rules, directives and guidelines.

1.1 Board Composition and Balance

The Board is comprised of individuals who are also highly experienced in their respective fields of endeavour and whose knowledge, background and judgement is invaluable in ensuring that the Group achieves the highest standards of performance, accountability and ethical behaviour as expected by MPB’s stakeholders. The Board has a balanced composition of Executive and Non-Executive Directors (including Independent Directors) such that no individual or group of individuals can dominate the Board’s decision-making powers and processes. The Independent Non-Executive Directors make up 56% of the Board membership.

As at 31 December 2008, the Board has nine (9) members, of which three (3) are Executive Directors and six (6) are Non-Executive Directors. The Board believes the size of the Board is optimum given the scope and size of the Group, and sufficient to provide for effective debate and decision making with a substantial degree of independence from management. A brief description of the background of each director is set out on pages 18 to 26 of this Annual Report.

The role and responsibilities of the Chairman of the Board and the Chief Executive Officer are clear and distinct. The Chairman is responsible to conduct Board discussions effectively and the Chief Executive Officer is responsible of running the operation on a day to day basis. The current Chairman is not the previous CEO of the Company.

MPB BOARD OF DIRECTORS

11% Independent Non-Executive (5) 56% Non-Independent Non-Executive (1)

33% Executive (3)

1.2 Directors Roles and Responsibilities

The Independent Non-Executive Directors are of credibility, calibre and have the necessary skill and experience to carry sufficient weight in Board decisions. Although all the directors have an equal responsibility for the Group’s operations, the role of these Independent Non-Executive Directors is particularly important in ensuring that the strategies proposed by the Executive Management are fully discussed and examined, and take account of the long term interests, not only of the shareholders, but also of employees, customers, suppliers and the many communities in which the Group conducts business. statement on corporate governance

There is clear division of roles and responsibilities between the Chairman of the Board and the Group’s CEO to ensure that there is a balance of power and authority and that no one individual has unfettered powers of decision. The Chairman of the Board is responsible for ensuring the Board’s effectiveness and conduct whilst the Group’s CEO has overall responsibility over the business units, organisational effectiveness and implementation of Board’s policies, strategies and decisions. The Board, together with the CEO, has developed position descriptions for the Board and for the CEO, involving definition of the limits to management’s responsibilities. The Board has also approved the corporate objectives for which the CEO is responsible to meet.

Tan Sri Mohamed Jawhar is the Senior Independent Non-Executive Director, as prescribed in the Code, to whom concerns pertaining to the Group may be conveyed by shareholders and the public.

1.3 Directors’ Code of Ethics

The Group is currently developing a Directors’ Code of Ethics to assist the Board in discharging its oversight role effectively.

1.4 Board Meetings

Board meetings are scheduled in advance at the beginning of the new financial year to enable directors to plan ahead and fit the year’s meetings into their own schedules. The Board meets at least four (4) times a year, once every quarter and has a formal schedule of matters specifically reserved to it for decision, such as the approval of corporate plans and budgets, acquisitions and disposals of assets that are material to the Group, major investments, changes to management and control structure of the Group, including key policies, procedures and authority limits. Additional meetings are held as and when required.

Key transactions submitted to and approved by the Board in 2008 include:

Business Plan • MPB’s proposed Budget and Business Plan for 2009 at a special meeting on 1 December 2008. Investor • Special dividend to shareholders of 9 sen per ordinary share less 28% tax on 1 April 2008. Acquisition / Investment • Acquisition of Radio Wanita Berhad on 30 September 2008. • Regional investment through MPB Media Fund on 25 March 2008. • Setting up of Media Prima Studio (Primeworks Studios Sdn. Bhd.) on 8 April 2008. • Setting up Chinese Drama Company (mmStudios Sdn. Bhd.) on 13 March 2008. Disposal • Disposal of TV3’s property at Bangsar Utama on 28 August 2008. • Disposal of Company vehicles 9 May 2008 (Transfer of ownership of Company vehicle) as per circular resolution on 17 April 2008. Employee Relations • Revision of petrol allowance and introduction of hardship allowance for the employees of MPB on 6 August 2008.

Board meetings are conducted in a manner that encourages open communication, meaningful participation, and timely resolution of issues. Decisions are made on a consensus basis after due deliberation. 42/43

During the financial year ended 31 December 2008, the Board of Directors have met six (6) times as illustrated below:

ATTENDANCE BY DIRECTORS

NON-INDEPENDENT INDEPENDENT DATE OF EXECUTIVE NON-EXECUTIVE NON-EXECUTIVE BOARD MEETING DIRECTOR DIRECTOR DIRECTOR TOTAL NUMBERS

28 February 2008 * 3 1 4 8/9 29 April 2008 ** 3 1 5 9/9 28 May 2008 * 2 1 5 8/9 28 August 2008 * 3 1 5 9/9 24 November 2008 * 3 1 5 9/9 1 December 2008 ** 3 1 4 8/9

* Scheduled Meeting ** Special Meeting

Details of the Board movement and attendance at meetings for financial year ended 31 December 2008 are set out below:

DIRECTORS DESIGNATION APPOINTMENT ATTENDANCE

Dato’ Abdul Mutalib Bin Chairman/Independent 5 December 2003 6/6 Datuk Seri Mohamed Razak Non-Executive Director

Abdul Rahman Bin Ahmad Group Managing Director/ 22 October 2001 6/6 Chief Executive Officer

Shahril Ridza Bin Ridzuan Non-Independent 22 October 2001 6/6 Non-Executive Director

Tan Sri Lee Lam Thye Independent 18 August 2003 6/6 Non-Executive Director

Dato’ Dr Mohd Shahari Bin Independent 18 August 2003 0/1 Ahmad Jabar* Non-Executive Director

Tan Sri Mohamed Jawhar Independent 30 August 2006 6/6 Non-Executive Director

Dato’ Sri Ahmad Farid Executive Director 30 August 2006 5/6 Bin Ridzuan

Dato’ Hj Kamarulzaman Executive Director 30 August 2006 6/6 Bin Zainal

Dato’ Abdul Kadir Independent 29 May 2007 5/6 Bin Mohd Deen Non-Executive Director

Dato’ Gumuri Bin Hussain** Independent 29 April 2008 5/5 Non-Executive Director

* Dato’ Dr Mohd Shahari Bin Ahmad Jabar resigned with effect from 29 April 2008 ** Dato’ Gumuri Bin Hussain was appointed as a Director with effect from 29 April 2008 statement on corporate governance

1.5 Supply of Information

The Board and its Committees have full and unrestricted access to all information necessary in the furtherance of their duties, which is not only quantitative but also other information deemed suitable such as customer satisfaction, product and service quality, market share and market reaction.

The Board is provided with the agenda for every Board meeting together with comprehensive management reports, in advance for the Board’s examination. The Chairman of the Board takes primary responsibility for organising information necessary for the Board to deal with the agenda and for providing this information to directors on a timely basis. All directors have the right and duty to make further enquiries where they consider necessary. In most instances, members of Senior Management are invited to be in attendance at Board meetings to provide insight and to furnish clarification on issues that may be raised by the Board. The Board papers are circulated on a timely basis and more often than not, at least five (5) days in advance of the meeting to enable the members to have sufficient time to review the papers prepare. Board papers are comprehensive and encompass all aspects of the matters being considered, enabling the Board to look at both the quantitative and qualitative factors so that informed decisions are made.

The Board papers supplied to the directors include:-

• Quarterly performance report of the Group; • Corporate proposals; • Group’s Risk Profile Review; • Information on operational and financial issues; • Business forecasts and outlook; and • Circular resolutions passed.

The Board recognises that the Chairman is entitled to the strong and positive support of the Company Secretary in ensuring the effective functioning of the Board. All directors have access to the advice and services of the Company Secretary and, whether as a full board or in their individual capacities, directors are also at liberty to take independent professional advice on any matter connected with the discharge of their responsibilities as they may deem necessary and appropriate, at the Company’s expense.

1.6 Appointments to the Board

The Code endorses, as good practice, a formal procedure for appointment to the Board, with a Nomination Committee making recommendations to the Board. The Nomination Committee of the Board of MPB, scrutinises the sourcing and nomination of suitable candidates for appointment as a director in MPB and its subsidiary companies and to the Committees of the Board, before making recommendations to the Board for approval. This Committee will ensure the selection of Board members with the right experience, skill and expertise, thus strengthening the composition of the Board and contributing significantly to the effectiveness of the Board.

The Board through the Nomination Committee conducts an assessment to evaluate the effectiveness of the board as a whole, the committees of the board and the contribution of each individual director. The Board has also reviewed its required mix of skills and experience and other qualities, including core competencies, which Non-Executive Directors should bring to the Board. The Board also examines its size, with a view to determining the effective number of board members. The Board feels that the current size of the Board is appropriate. 44/45

1.7 Re-election of Directors

In accordance with the Company’s Articles of Association, newly-appointed directors shall hold office until the next AGM and shall then be eligible for re-election. The Articles also provide that all directors shall retire from office once at least in every three (3) years. Retiring directors may offer themselves for re-election.

1.8 Directors’ Training

The Board views directors’ training as an integral element of the process of appointing new directors. The Nomination Committee ensures that there is an induction and education programme for new Board members.

The Mandatory Accreditation Programmes has been successfully completed by all the directors. The directors have also accumulated the Continuing Educational Programme (CEP) essential points according to Bursa Malaysia Securities Berhad’s Listing Requirements. In 2008, all Directors attended relevant training programmes to enhance their skills and knowledge, and to keep abreast with the relevant changes in laws, regulations and business environment, in order to discharge their duties more effectively. Training programmes attended include:

• Effective Chairmanship 19 June 2008 & 13 November 2008 • Corporate Governance & Directors’ Duties (The Challenges Ahead) 29 October 2008 • Directors’ Programme 5 November 2008 • Global Brand Forum 4 & 5 December 2008 • Due Diligence: Is your company Creating Shareholder Value? 15 December 2008 • Occupational Safety and Health Awareness 22 December 2008

1.9 Board Committees

The Board delegates certain responsibilities to Board Committees, each with defined terms of reference and responsibilities and the Board receives reports of their proceedings and deliberations. Where committees have no authority to make decisions on matters reserved for the Board, recommendations would be highlighted for the Board of Directors’ approval. The Chairman of the various committees report the outcome of the Committee meetings to the Board and relevant decisions are incorporated in the minutes of the Board of Directors’ meetings.

The Board Committees in Media Prima Berhad (MPB) are as follows;

Board of Directors

Audit Committee Remuneration Committee

Nomination Committee ESOS Committee statement on corporate governance

The composition, responsibilities and activities of the respective Board Committees are described below:

AUDIT COMMITTEE (AC) AC was established on 19 August 2003 and the members are:

Member Attendance

• Dato’ Gumuri Bin Hussain [Chairman] (appointed w.e.f 29 April 2008) 3/3 • Tan Sri Lee Lam Thye 4/4 • Dato’ Abdul Mutalib Bin Datuk Seri Mohamed Razak 4/4 • Tan Sri Mohamed Jawhar 4/4 • Abdul Rahman Bin Ahmad ( resigned w.e.f 29 April 2008) 1/1 • Dato’ Dr Mohd Shahari Bin Ahmad Jabar ( resigned w.e.f 29 April 2008) 1/1

Responsibilities & Activities • Reviewing issues on accounting policies and presentation of external financial reporting; monitoring the mechanism of the internal audit function; and ensuring the professional relationship and objective is maintained with external auditors. • The AC has full access to both internally and externally auditors who, in turn, have access at all times to the Chairman of the Committee. • The AC also reviews related party transactions for compliance with the Listing Requirements of the Bursa Securities and the appropriateness of such transactions before recommending it for Board approval.

A full Audit Committee report detailing its membership, its role and its activities during the year is set out on pages 64 to 69.

NOMINATION COMMITTEE (NC) NC was established on 19 August 2003. The committee comprised of exclusively Independent Non-Executive Directors.

Member Attendance

• Tan Sri Lee Lam Thye (Chairman) 3/3 • Dato’ Abdul Mutalib Bin Datuk Seri Mohamed Razak 3/3 • Tan Sri Mohamed Jawhar 3/3 • Dato’ Abdul Kadir Bin Mohd Deen 3/3 . Responsibilities & Activities • Assisting the Board in assessing its overall effectiveness. • Assisting the Board in reviewing its required mix of skills and experience and other qualities Non-Executive Directors should bring to the Board. • Identifying and recommending new nominees to the Board and committees of the Board of MPB and nominees to the Boards of its subsidiaries. All decisions and appointments are made by the respective Boards after considering the recommendation of the NC. • NC held three (3) meeting on 29 April 2008, 28 August 2008 and 20 November 2008.

REMUNERATION COMMITTEE (RC) RC was established on 19 August 2003 and the members are:

Member Attendance

• Dato’ Abdul Kadir Bin Mohd Deen (Chairman) 3/3 • Tan Sri Lee Lam Thye 3/3 • Dato’ Abdul Mutalib Bin Datuk Seri Mohamed Razak 3/3 • Shahril Ridza Bin Ridzuan 3/3 46/47

Responsibilities & Activities • To review any major changes in employee benefit structures throughout the Company or Group, and if fit recommend to the Board for adoption. • To review and recommend to the Board for adoption the framework for the Company’s annual incentive scheme. The framework for the annual incentive scheme may include ~ Merit Increment; ~ Merit Bonus; and ~ Incentives (based on sales and others). • To review and recommend to the Board improvements (if any) on designated executive managements’ remuneration policy and package and any other issues relating to benefits of designated executive management on an annual basis. • To establish a formal and transparent procedure for developing policy on the total individual remuneration package of Executive Directors, CEO and other designated executive management including, where appropriate, bonuses, incentives and share options. • To design the remuneration package for all Executive Directors, CEO and other designated executive management with the aim of attracting and retaining high-calibre designated executive management who will deliver success for shareholders and high standards of service for customers, while having due regard to the business environment in which the Group operates. Once formulated, to recommend to the Board for approval. • To determine and recommend to the Board the framework or broad policy for the remuneration packages of the CEO, the Chairman of the Company and such other members of the Executive Management as it is designated to consider. • RC held three (3) meetings in 2008, on 28 February 2008, 28 May 2008 and 28 August 2008 respectively.

EMPLOYEE’S SHARE OPTION SCHEME (ESOS) COMMITTEE ESOS Committee was established on 27 August 2004.

Member

• Dato’ Abdul Kadir Bin Mohd Deen (Chairman w.e.f 29 May 2007) • Dato’ Abdul Mutalib Bin Datuk Seri Mohamed Razak • Abdul Rahman Bin Ahmad

Responsibilities & Activities • To implement and administer the MPB Employees’ Share Option Scheme in accordance with the by-laws approved by the shareholders of the Company. • To determine participation eligibility, option offers and share allocations and to attend to such other matters as may be required. • The Committee did not hold any meeting in 2008.

The Company has established various Management Committees such as the Programme Committee, Group Risk Management Committee, Tender Committee, ICT Steering Committee and Recovery Executive Committee to help the Board fulfill its responsibilities. The terms of reference of these committees are clearly defined in terms of their roles and functions. statement on corporate governance

Programme Committee and Tender Committee have been established to ensure transparency and integrity of the procurement process. As for the Group Risk Management Committee, the main responsibility is to oversee the risk management activities and the initiation of the ICT Steering Committee is to review the status of implementation of ICT initiatives within the Group. Whereas the Recovery Executive Committee is tasked to manage business recovery and business operations in the event of a disaster or major disruption of operations.

Management Committee

Group Rish Management ICT Steering Committee Committee

Recovery Executive Programme Committee Tender Committee Committee

2 DIRECTORS’ REMUNERATION

2.1 Level and Make-up of Remuneration

The Group has established a formal and transparent procedure for developing policy on executive remuneration and for fixing the remuneration package of individual director. The objective of the Group’s policy on Directors’ remuneration is to attract and retain directors of the calibre needed to manage the Group successfully.

The Remuneration Committee (RC), comprising of wholly Non-Executive Directors, carries out the annual review of the overall remuneration policy for Executive Director’s whereupon recommendations are submitted to the Board for approval. The remuneration for Executive Directors is structured to link rewards to corporate and individual performance. It is nevertheless, the ultimate responsibility of the Board to approve the remuneration of these Directors.

An annual review by the RC record the performance of the CEO and Executive Director and submits recommendations to the Board on specific adjustments in remuneration and/or reward payments that reflect their respective contributions for the year, and which are competitive and are in tandem with MPB’s corporate objectives, culture and strategy.

The determination of the remuneration packages of Non-Executive Directors (whether in addition to or in lieu of their fees as directors), is a matter for the Board as a whole subject to approval of shareholders at the Annual General Meeting (AGM). Each individual Director abstains from the Boards decision on his own remuneration.

2.2 Remuneration Package

The remuneration package of the Executive Directors is as follows:

(i) Basic Salary Remuneration Committee recommended the basic salary (inclusive of statutory employer contributions to the Employee Provident Fund) for the Executive Director, taking into account the performance of the individual, the inflation price index and information from independent sources on the rates of salary for similar positions in a selected group of comparable companies. 48/49

(ii) Performance Bonus The Group operates a performance based bonus scheme for all employees, including the Executive Directors. The criteria for the scheme is dependent on the achievement of key performance indicators (KPI) set for the Group’s business activities as measured against targets, together with an assessment of each individual’s performance during the period. Bonuses payable to the Executive Directors are reviewed by the Remuneration Committee and approved by the Board.

(iii) Fixed Allowance The Board has in 2004, approved for the payment of fixed allowances to Executive Directors. This is in lieu of the contractual bonus that was in the original contract of the individual director but has since been collapsed.

(iv) Employees’ Share Option Scheme (ESOS) Executive Directors are also eligible to participate in the employees’ share option scheme designed to incentivise employees of the Group.

(v) Benefits-in-kind Executive Directors are entitled to other customary benefits such as private medical cover, leave passage, car and driver.

The Non-Executive Directors are paid annual fees and attendance allowance for each Board meeting that they attend. The Chairman is entitled to leave passage, contributions to Employee Provident Fund, a car and driver benefits.

Directors of MPB are also covered under a Directors and Officers Liability Insurance Policy against any liability incurred by them in discharging their duties while holding office as Directors of the Group. The directors contribute partially toward the payment of the insurance premium.

2.3 Directors’ Remuneration

The details on the aggregate remuneration of Directors for the financial year ended 31 December 2008, distinguishing between Executive and Non-Executive Directors with categorisation into appropriate components are as follows:

Remuneration (RM) Executive Directors Non-Executive Directors Total

Fees - MPB – 290,123 290,123 - MPB Subsidiaries – 234,500 234,500 Salary 1,629,408 – 1,629,408 EPF 561,990 48,000 609,990 Bonus 1,486,582 170,417 1,656,999 Allowance 336,000 263,010 599,010 Benefits-in-kind 79,644 31,150 110,794 Total (RM) 4,093,624 1,037,200 5,130,824 statement on corporate governance

The remuneration paid to Directors during the year, analysed into bands of RM50,000, which complies with the disclosure requirements under Bursa Securities Listing Requirements is as follows:

Number of Directors Remuneration Band Executive Non-Executive

Less than RM50,000 – 2 RM50,001 – RM100,000 – 3 RM100,001 – RM150,000 – 1 RM600,001 – RM650,000 – 1 RM750,001 – RM800,000 1 – RM1,600,001 – RM1,650,000 1 – RM1,650,001 – RM1,700,000 1 – Total 3 7 Note : Successive bands of RM50,000 are not shown entirely as they are not represented.

3 SHAREHOLDERS

3.1 Investor Relations

The Group maintains regular and proactive communication with its shareholders and investors, with the provision of clear, comprehensive and timely information through a number of readily accessible channels such as Corporate Website, Annual General Meeting and Investors Briefing. The Group’s Investor Relations policy provides guidelines on the activities that enable the Board and management to communicate effectively with the investment and financial community and other stakeholders including institutional investors, fund managers, analyst, bankers as well as research and stock- broking houses and the general public in relation to dissemination of timely, relevant and accurate information pertaining to the Group.

The Board actively demonstrates and promotes the value of transparency, accountability and integrity in all its dealings with its investors to ensure their utmost satisfaction. The Board also maintains lines of communication with major shareholders to take heed of their concerns over matters relating to corporate governance and Group performance. The Corporate Finance Unit, under direct supervision of the Group’s CEO, is tasked with the responsibility to respond to all queries raised by the investors and analysts. This is particularly important to shareholders and investors for informed investment decision making. Corporate Communication Department is responsible to coordinate investor relation events and activities which include organising Annual General Meeting, Investors’ Briefing, Investors Road Shows, press conferences and also providing a platform other than the Annual General Meeting for stakeholders to meet the Management and be updated on Group’s performance and initiates.

The Corporate Finance Department has conducted an Investor Relations survey in January 2009 to assess the levels of satisfaction and effectiveness of MPB’s Investor Relation activities for 2008. Selected analysts, shareholders and fund managers were invited to participate in the survey. In the survey, MPB has scored an overall score of 4.36 points (out of a maximum of 5 points) which exceeds MPB’s KPI target rating of 3.75. The Group was also ranked at 7th place of Best Investor Relations for Malaysia by Finance Asia magazine. 50/51

In line with good corporate governance practice, an annual programme to meet both local and international investment communities including the institutional fund managers and analysts is set at the beginning of the year. To maintain good rapport and relationship with foreign investors and fund managers, the CEO and the Group Chief Financial Officer attended presentations and meetings in London, Paris, Glasgow, Edinburgh and Singapore in a series of road show during the year. Briefings with investors and analysts were also held after each quarter’s announcement of financial results to the Bursa Securities to explain the Group’s strategy, performance and major developments and to address other matters affecting shareholders’ interest.

In addition to corporate announcements, events and developments are notified to the public via press releases and/or by holding press conferences after general meetings or corporate events. These provide shareholders, analysts and the investing public with an overview of the Group’s performance and operations. All press releases are consistent with announcement to Bursa Securities.

All corporate and financial information, such as the Annual Report of Media Prima Berhad, the quarterly announcements of the financial results of the Group, and other announcements and disclosures are available on Media Prima’s website, www.mediaprima.com.my

3.2 Annual General Meeting

In addition to the quarterly financial reports and annual report, the Annual General Meeting (AGM) remains the principal opportunity for communication with shareholders and investors. At each AGM, the Board presents the progress and performance of the Group. The Chairman and/or the CEO presents a comprehensive review of the financial performance of the Group and value created for shareholders. This review is supported by visual and graphical presentation of key points and financial figures.

Shareholders are encouraged to participate in the proceedings and ask questions on the operations of the Group and on any resolutions being proposed. The Chairman will provide sufficient time for shareholders’ questions on matters pertaining to the Group’s performance and seek to explain concerns raised by the shareholders.

Each item of ordinary and special business included in the notice of the meeting will be accompanied by a full explanation of the effects of a proposed resolution. Separate resolutions are proposed for separate issues at the meeting and the Chairman declares the outcome of each resolution after proposal and secondment are done by the shareholders. A press conference is held immediately after the AGM where the Chairman and the CEO will clarify and explain issues raised by the media and analysts. An analyst briefing will also be held in the course of providing all stakeholders with the latest updates on the Group.

3.3 Websites

The Group strives to ensure that shareholders and the general public would have an easy and convenient access to the Group’s latest financial results, press releases, annual reports and other corporate information via its website www.mediaprima.com.my. Each of MPB’s subsidiaries also has established their own website as a source of information and excellent medium of communication to shareholders and the general public. statement on corporate governance

MPB welcomes inquiries and feedbacks from shareholders and other stakeholders. All queries and concerns regarding the Group may be conveyed to the following persons:

Name Designation Related Matters Telephone Facsimile

Amil Izham Hamzah Group Chief Financial/ 603 77266508 603 77261502 Financial Officer Investor relations

Roselinda Hashim Group General Manager Shareholders’ 603 77291345 603 77280787 Legal & Secretarial enquiries

Eliza Mohamed General Manager, Other queries 603 77252135 603 77273014 Communications

Sere Mohammad Group General Manager, Internal Control & 603 77260897 603 77270719 Mohd Kasim Corporate Governance and Risk Management Risk Management

Laili Hanim Mahmood Group General Manager, Regulatory 603 77260891 603 77261246 Regulatory Affairs Compliance

4 ACCOUNTABILITY AND AUDIT

4.1 Financial Reporting

The Board aims to present a balanced and understandable assessment of the Group’s financial position and prospects in presenting the annual financial statements and quarterly announcement to shareholders. This also applies to other price-sensitive public reports and reports to regulators.

On behalf of the Board, the Audit Committee scrutinises the financial and statutory compliance aspects of the audited financial statements and adherence to internal policies and procedures prior to full deliberation at the Board level. The Board ensures the integrity of the Company’s financial reporting and fully recognises that accountability in financial disclosure forms an integral part of good corporate governance practices.

4.2 Internal Control

The Board acknowledges its responsibility for the Group’s system of internal controls and risk management and for reviewing the effectiveness of these systems. Such systems are designed to manage rather than eliminate the risk of failure to achieve business objectives. Any system can only provide a reasonable but not absolute assurance against material misstatement, loss or fraud.

The Statement on Internal Control furnished on page 56 of the Annual Report provides an overview on the state of internal controls within the Group. 52/53

4.3 Corporate Responsibility

The Company’s Corporate Responsibility initiatives are explained on pages 84 to 109.

4.4 Relationship with the Auditors The Board has established a formal, transparent and appropriate relationship with the Group’s auditors, both external and internal, through the Audit Committee.

The Audit Committee meets regularly with the external and internal auditors to discuss and review the audit plan, quarterly financial results, annual financial statements and the audit findings, and makes recommendations for the Board’s approval. During the year, the Board has also met with the external and internal auditors without the presence of the Executive Directors and management.

A report by the Audit Committee and its Terms of Reference are provided on pages 64 to 69 of the Annual Report.

5 STATEMENT OF DIRECTOR’S RESPONSIBILITY IN RELATION TO THE AUDITED FINANCIAL STATEMENTS

The Board is responsible for the preparation of the financial statements of the Company and the Group. The Board has ensured that the financial statements have been prepared based on accounting policies that have been consistently and properly applied, supported by reasonable and prudent judgements and estimates and in adherence to all applicable accounting standards.

It is also the Board’s responsibility to ensure that accounting records are accurate, within margins of reasonableness, which discloses the financial position of the Company and the Group in a true and fair manner.

This Statement on Corporate Governance is made in accordance with the resolution of the Board of Directors dated 18 March 2009. additional compliance information

1 SHARE BUY-BACKS FOR THE FINANCIAL YEAR (b) There was an issuance of 6,181,967 ordinary shares of RM1.00 each through the conversion of 9,274,536 There was no share buy-back exercise carried out by the Irredeemable Convertible Unsecured Loan Stocks Company for the financial year ended 31 December 2008. (“ICULS”) of RM1.00 each on the basis of one new ordinary share for every three ICULS exercised.

2 OPTIONS, WARRANTS OR CONVERTIBLE (c) There was an issuance of 4,839,121 ordinary shares of SECURITIES RM1.00 each arising from the exercise of 4,839,121 Warrants of RM0.10 each at an exercise price of The status on Options, Warrants and Convertible Securities RM1.10 per Warrant. issued during the financial year are:

(a) The Company launched the Media Prima Berhad’s 3 AMERICAN DEPOSITORY RECEIPT (“ADR”) OR Employees’ Share Options Scheme (MPB ESOS”) on 11 GLOBAL DEPOSITORY RECEIPT (“GDR”) January 2005 and as at 31 December 2008, three (3) offers have been made to employees whereas: The Company has not sponsored any ADR or GDR programme in the financial year ended 31 December 2008. (i) under the First Offer, a total of 22,837,800 ordinary shares of RM1.00 each were offered at an Option Price of RM1.55 to eligible employees; 4 NON-AUDIT FEES

(ii) under the Second Offer, a total of 24,034,000 The amount of Non-Audit Fees paid/payable to external ordinary shares of RM1.00 each were offered at an auditors and their affiliated companies by the Company for option price of RM1.46 to eligible employees; the financial year ended 31 December 2008 is set out on page 197 of this Annual Report. (iii) under the Third Offer, a total of 5,000,000 ordinary shares of RM1.00 each were offered at an option price of RM2.23 to eligible employees. 5 PROFIT GUARANTEE

There was an issuance of: There were no profit guarantee received by the Company during the financial year ended 31 December 2008. (i) 404,000 ordinary shares of RM1.00 each pursuant to the exercise of the MPB ESOS at the exercise price of RM1.55 per share; 6 LIST OF PROPERTIES AND REVALUATION POLICY

(ii) 112,000 ordinary shares of RM1.00 each pursuant The list of properties is set out on pages 252 to 255 of this to the exercise of the MPB ESOS at the exercise Annual Report. There was no revaluation of properties of the price of RM1.46 per share Company during the financial year.

(iii) 90,700 ordinary shares of RM1.00 each pursuant to the exercise of the MPB ESOS at the exercise price of RM2.23 per share 54/55

7 MATERIAL CONTRACTS

There has been no material contracts involving Directors and Major Shareholders’ interests entered into since the end of the previous financial year.

8 IMPOSITION OF SANCTIONS AND/OR PENALTIES

There were no significant sanctions and/or penalties imposed on the Company and/or its subsidiary companies, Directors or management arising from any significant breach of rules/guidelines by the relevant regulatory bodies during the financial year.

9 VARIATION IN RESULTS

There were no variations in results (differ by 10% or more) from any profit estimate/forecast/projection/unaudited results announced.

10 UTILISATION OF PROCEEDS

On 22 July 2008 and 23 September 2008, the Company issued RM17.0 million and RM20.0 million nominal value six (6) months Commerical Papers (“CP”) respectively to investors who fall within the categories of persons specified in Schedule 2, Schedule 3 and Schedule 5 of the Securities Commission Act, in accordance with the Trust Deed governing the CP dated 28 August 2007.

The tenure of the CP Programme is up to seven (7) years from the first issue date.

Proceeds from the issuance of RM37.0 million CP have been utilised for MPB’s working capital requirements.

11 RECURRENT RELATED PARTY TRANSACTIONS (“RRPTs”) OF REVENUE NATURE

There were no RRPTs during the financial year ended 31 December 2008. statement on internal control

RESPONSIBILITY Audit Committee. The Audit Committee have unimpeded access to both the internal and external auditors and has The Malaysian Code on Corporate Governance (revised in the right to convene meetings with the auditors without October 2007) prescribes as a principle of Corporate the presence of other directors and employees. The Governance that the Board of Directors should maintain a Audit Committee reviews the work of the internal and sound system of internal control to safeguard shareholders’ external auditors, their findings and recommendations to investment and the company’s assets. The Board recognises ensure that it obtains the necessary level of assurance the importance of sound internal controls and risk with respect to the adequacy of the internal controls. The management practices to good corporate governance. The Audit Committee also reviews the effectiveness of the related principal responsibilities of the Board in relation to risk management process in their evaluation of the internal controls as outlined in Best Practices Provision AA I control environment. Significant risk issues are referred to in Part 2 of the Code include: the Board for consideration.

• Identifying principal risks and ensuring the implementation • Organisational structure with defined roles and of appropriate control systems to manage these risks; responsibilities • Reviewing the adequacy and the integrity of the company’s internal control systems and management The Board has established a properly defined information systems, including systems for compliance organisational structure with clear reporting lines and with applicable laws, regulations, rules, directives and formalised roles and responsibilities. The Group’s Limits guidelines. of Authority assigns authority to appropriate levels of staff to exercise control over the Group’s commitment of both The Board affirms its overall responsibility for the Group’s capital and operational expenditure. The Limits of system of internal controls and risk management, and for Authority are approved by the Board and are regularly reviewing the adequacy and integrity of the systems. It reviewed and updated to reflect changing conditions. should however be noted that such systems are only designed to manage rather than totally eliminate the risk of • Human Resources Policy and Code of Ethics failure to achieve business objectives. Accordingly, these systems can only provide reasonable but not absolute The Group has in place a comprehensive Human assurance against material losses, fraud, misstatements or Resources Policy and Code of Ethics approved by the breaches of laws or regulations. Board that set the tone of control consciousness and employee conduct. The Code of Ethics is communicated The Group has in place a continuous, proactive and to and acknowledged by all employees and compliance systematic process for identifying, evaluating and managing with this Code is mandatory. There is also in place significant risks pertinent to the achievement of the Group’s supporting procedures for the reporting and resolution of overall corporate objectives. actions contravening these policies.

Staff competency is enhanced through a rigorous CONTROL ENVIRONMENT recruitment process and development programmes. Emphasis is placed on the quality and abilities of The Board is committed to maintaining a strong control employees with continuing education, training and environment and structure for the proper conduct of the development being actively encouraged through a wide Group’s business operations. The Group’s control variety of schemes and programmes, including environment comprises of the following components: Leadership programme for top and middle management with Motorola University, Safety & Health Officer • Independence of the Audit Committee certification, Diploma in Counselling and Executive programme on Effective Strategies for Media Companies The Audit Committee is wholly comprised of four for senior management organised by the Havard independent non-executive directors who are highly Business School. A field visit was also organised for 8TV experienced and whose knowledge, background and production team to in Singapore and TV9’s judgement are invaluable to the Group. The Group’s senior management had visited Oman TV. Senior Independent Director is also a member of the 56/57

As part of the human capital development initiative, the The Whistle-blowing Policy guides employees of the Group has also embarked on a structured two year Group in communicating instances of illegal or immoral Business Executive Programme designed to develop conduct to the appropriate parties within the Group and talent among the high achieving fresh graduates to at the same time protecting these employees against deliver value to the organisation. The Group also victimisation, discrimination or being disadvantaged in participated in career fairs such as the UK Career Fair to any way arising from such communications. It also recruit fresh talents available in the market. provides for proper investigation on all allegations or reports from within and outside the Group. MPB has put in place a structured talent management plan. The objective of the plan is to ensure that a well- The manual builds into the Group’s culture, abhorrence stocked cadre of qualified individuals is well equipped and for fraud, and that any conduct of this nature will not be ready to assume key positions within the organisation. The tolerated. It also promotes a transparent and open programme is built on the development of talent pools, not environment for fraud reporting within the Group. only for upward movement but for lateral movement. • Spiritual and Motivational Activities There are proper guidelines for hiring and termination of staff in place and a formal training programme has been As part of a soft control, the Group organises regular established to ensure staff are adequately trained in religious discourse and weekly Quran recital sessions to carrying out their duties. An established performance heighten the employees’ spirituality. The Group provides management system, which is linked to and guided by subsidy for employees who plan to perform Haj or Key Performance Indicators (KPI) and accountability, is Umrah. The Group also conducts teambuilding and also in place and is reviewed on an annual basis. A motivational training sessions for employees to better Leadership Assessment & Evaluation has been conducted function and relate to one another in the work place. A in early 2008 as part of human capital development “Self Rebranding for Peak Performance” training was process. A consultant has been engaged to conduct a designed specifically to cater for employees to unleash 360 Degree Assessment to assess management their real potential in relation to work environment, home leadership strengths and identify areas of improvement. and community as a whole via the 3R (Rest, Recuperate & Recharge) treatment. As part of preventive measures the Group had also conducted an Executive Health Screening Programme to • Documented Internal Policies and Procedures assess the state of health of existing staff. 683 staff aged 30 to 39 years old and 700 staff aged 40 and Policies and procedures of business processes are above had undergone the health screening programme documented and set out in a series of Standard Operating in October 2008. Manuals and implemented throughout the Group. These policies and procedures are subject to regular reviews, • Supplier Code of Conduct updates and continuous improvements to reflect the changing risks and operational needs. Critical policies and The Board expects all MPB’s suppliers to observe high procedures developed and enforced during the year ethical business standards of honesty and integrity and include Guidelines on Hard Close Financial Procedures, to apply these values to all aspects of their business and Corporate Card Policy and Live Programmes Policy. professional practices. A Supplier Code of Conduct is Currently the Group is in the midst of revising the established in which the Group’s minimum expectations Procurement Policy and establishing policy and procedures on the suppliers vis-à-vis legal compliance and ethical for Branded Content and Independent Contractors. business practices are stipulated. The Code applies to all suppliers, vendors, contractors and any other persons • Limits of Authority (“LOA”) doing business with MPB and its subsidiary companies. The LOA for the Group has been structured to define all the • Fraud Prevention Manual and Whistle-blowing Policy common matters pertaining to the operations such as policy approval, awarding of projects and capital and operational The Group has established a Fraud Prevention Manual consisting of the Anti-fraud Policy and Whistle-blowing expenditures. It serves as a control whereby a cross-check Policy. The Anti-fraud Policy defines clearly what system has been incorporated to minimize any abuse of constitutes fraud and fraudulent activities. It also authority. The system provides that approvals granted endeavours to limit the opportunity for fraud against the should be supported by a recommendation from the Group by increasing the prevention, detection and subordinates and notified to the superior of the approving prosecution of fraudulent activities. authority particularly pertaining to material transactions. statement on internal control

The highest approving authority is the Board of Directors • Annual Assessment of Internal Controls where the transactions will determine the direction and financial position of the company and are above the limit that In line with the Board’s request, an annual assessment to has been granted to the Group Managing Director. evaluate the state of internal controls and risk management at each operating unit was conducted during the year. A A separate LOA for each subsidiary company has been General Audit Report (GAR) based on a rating system prepared in order to ensure adequate management approved by the Board was issued to all the operating control and smooth operations at subsidiary level. All units within the Group at the end of the assessment. The Heads of subsidiary shall always be governed by the rating system considers the achievement of key objectives authority limits accorded to them in the LOA for the by the operating units; financial performance of the respective subsidiary company. operating units including cost control measures; compliance with risk management framework and internal • Internal Audit Function control procedures; the effectiveness of management supervision; the quality of staffing and follow-up actions on The Group’s internal audit function undertakes regular issues raised by the external auditors. The assessment reviews of the Group’s operations and its system of provides the Board with the necessary assurance that a internal controls. It provides continuous improvement to sound control environment and structure are in place. the controls and risk management procedures. In this respect, the internal audit function reviews the Group’s • ICT Strategy Blueprint activities based on an approved audit plan presented to the Audit Committee. The audit plan is developed based In line with the Group’s expansion plan to be an on the risk profiles of the respective business entities of integrated media powerhouse, MPB has initiated a three the Group identified in accordance with the Group’s risk year ICT Blueprint in 2007 to address the Group ICT management framework approved by the Board. Internal requirements. A global consulting firm with strong audit findings are discussed at management level and credentials and experience in ICT projects for actions are agreed in response to the internal audit broadcasting industry had been tasked to formulate the recommendations. The progress of implementation of the ICT Blueprint. The Blueprint had identified key ICT agreed actions is monitored by Internal Audit through development strategies that include: follow-up reviews. • Aligning the ICT initiatives with the business strategy to The internal audit function has a clear line of reporting to ensure proper exploitation of technology; the Audit Committee and the Audit Committee • Support the Group’s human capital development determines the remit of the Internal Audit function. Thus, programme to increase the ICT skills and competencies the internal audit function is independent of the activities within the Group; they audit and is performed with impartiality, proficiency • Develop key performance to measure the effectiveness and due professional care. of ICT deliverables and contributions; and • Address key concerns/risk and mitigation strategies. In line with the recommendations of the Institute of Internal Auditors that an external quality assurance review A committee called ICT Steering Committee has been be conducted at least once every five years, the Group’s formed to oversee the development and implementation internal audit function was subject to a review by Messrs of the ICT Blueprint. The Group’s Internal Audit monitors KPMG Business Advisory in 2006. The review has the progress of the ICT Blueprint initiatives and reports to enhanced the effectiveness of the Group’s internal audit the Audit Committee on a quarterly basis. The ICT function in providing both primary assurance and value initiatives completed in 2008 include: adding services as expected by its stakeholders. • Partner Relationship Management; • Project Management for Inter Creative Extranet; • Financial System Enhancement – upgraded version; and • Data Centre Upgrade – Storage Area Network. 58/59

OTHER KEY ELEMENTS OF INTERNAL CONTROL Name Designation Matters

The other key elements of the Group’s internal control Roselinda Hashim Group General Manager, Legal system are described below: Legal & Secretarial

• Setting up of various Management Committees including Laili Hanim Group General Manager, Regulatory the Programme Committee, Group Risk Management Mahmood Regulatory Affairs Compliance Committee, Tender Committee, ICT Steering Committee and Recovery Executive Committee with clearly defined Sere Mohammad Group General Manager, Internal terms of reference. Mohd Kasim Corporate Governance Control and & Risk Management Risk • A detailed budgeting process where each business unit Management submits a business plan annually for approval by the respective Board. The Board believes that the development of the system of internal controls is an ongoing process and has taken steps • Monthly reporting of actual results and their review throughout the year to improve its internal control system against budget, with major variances being followed up and will continue to do so. Based on the assessment of the internal control system of the Group, no significant control and management actions taken, where necessary. The failures or weaknesses that would result in material loss, financial results are reviewed by the Board with contingency or uncertainty requiring disclosure in the management on a quarterly basis, to enable them to Group’s annual report were noted. gauge the Group’s achievement of its annual targets and review any key financial and operational issues. ASSOCIATED COMPANY • Regular and comprehensive information provided to management, covering financial performance and key The state of internal control of The New Straits Times Press performance indicators, such as advertising market (M) Berhad, an associated company of MPB listed on the share, television viewership, programme ratings and Bursa Malaysia Securities Berhad, has been disclosed in the utilisation of resources. Statement on Internal Control made by their Board of Directors and is thus excluded from this Statement. However, some of the directors of MPB are appointed to • Monitoring of performance including discussion of any NSTP’s Board, attend its board meetings and review the key significant issues at senior management meetings. financial information of the company. These directors report to the MPB Board in the event that the Company does not • Content Regulatory workshop conducted as part of the appropriately manage significant risks. initiative to impart information and to provide explanation on the rules and regulations governing the broadcast This statement is made on the recommendation of the Audit industry based on the Communication and Multimedia Committee to the Board of Directors and as per the Board’s Act 1998; Communication and Multimedia Content resolution dated 18 March 2009. Forum Content Code and the respective license condition of each TV and radio networks. REVIEW OF THE STATEMENT BY EXTERNAL AUDITORS

• Regular visits to operating units by members of the This statement on Internal Control has been reviewed by the Board and senior management. external auditors for the inclusion in the annual report of Media Prima Berhad for the year ended 31 December 2008. • The officers responsible for internal control, legal and The external auditors have reported to the board that nothing regulatory compliance for the Group are as follows: has come to their attention that causes them to believe that the statement is inconsistent with their understanding of the process adopted by the Board in reviewing the adequacy and integrity of the system of the internal controls. statement on risk management

As the nation’s leading integrated media investment group with diversified interests in television, radio, print media, movie-making, event management, outdoor advertising and new media, Media Prima Berhad is exposed to various types of risk. The Board, acknowledges its responsibility to adopt best practices in Corporate Governance and endeavours to instil risk management and control as part of the Group’s business culture.

Achievement of the Group’s business objectives depends, among other things, on external economic factors, the unpredictability of market trends, ever evolving technology, unforeseen calamities and human factors. In recognition of the wide exposure to operational, financial and manpower risks, the Group’s internal risk management and control systems strive to identify, assess and mitigate risks effectively. The Group’s risk management methodology is based on an integrated risk management model that considers risk at all levels of the organisation, from the strategic to the day-to-day operations.

RISK MANAGEMENT FRAMEWORK

The Board has approved the Risk Management Framework for the Group and the formation of the Group Risk Management Committee (GRMC) on 12 December 2003. The GRMC is responsible for driving the Risk Management Framework. This framework provides the platform to adopt a more holistic and integrated approach to managing risk. The objectives of the framework are as follows:-

• Establish a clear Risk Management Policy; • Allocate and optimise the use of resources in managing risk effectively; • Inculcate an effective risk management culture throughout the Group; • Safeguard financial and non-financial assets of the Group; • Ensure compliance to policies, procedures, guidelines, laws and regulations; and • Establish an integrated risk management process where ~ Risk management operating structure is formalised and key lines of responsibility for risk management throughout the Group are defined; ~ Monitoring of major risk factors, which may have significant impact on individual businesses and the Group, is centralised at Group Senior Management level; and ~ A transparent system of information and communication for risk management between operations, Management and Board of Directors is achieved.

The GRMC is chaired by the Group Managing Director and includes the Group Chief Executive Officer TV Networks, Group Chief Financial Officer, Group General Manager Corporate Affairs, Group Chief Technology Officer and Group General Manager Corporate Governance and Risk Management (CGRM) with representatives from each operating unit attending, as required. The GRMC meets quarterly to consider the risks identified and the risk mitigation strategies and control processes to be recommended.

The Audit Committee reports to the Board significant changes in the business and the external environment, which affect key risks. The Board monitors the implementation of the risk strategies and any changes to the risk profiles are highlighted to the Board for consideration. In this way, the Board will ensure that the risk strategies are progressing according to the implementation plan.

RISK MANAGEMENT OVERSIGHT STRUCTURE

Establish Risk Management Policy Board of Directors Corporate Governance & Risk Management Department

Strategic Level Audit Committee Internal Audit

Risk Management Unit

Operational Level Group Risk Management Committee

Implementation of the policy

Risk Owners TV Networks Radio Networks Other Subsidiary Companies Group Support Services 60/61

The risk management process in place requires management to comprehensively identify and assess all types of risks in terms of likelihood and magnitude of impact as well as to identify and evaluate the adequacy of mechanisms in place to manage, mitigate, avoid or eliminate these risks. The process encompasses assessments and evaluations at business unit process level before being examined on a Group perspective.

RISK MANAGEMENT PROCESS

Risk Risk Control & Risk Assessment & Identification Monitoring of Risk Reporting Measurement

• Control Risk Self • Risk identified are given • RMU & risk owners • The RPRR is presented to Assessment (CRSA) ratings based on risk monitor the the GRMC, Audit technique is used as a tool quadrants and compiled in implementation status of Committee & Board of to identify risks and the Risk Profile Review identified strategies. Directors for review. mitigation strategies. Report (RPRR).

• Risk Management Unit • Risk owners implement (RMU) and risk owners are action plans based on the involved in CRSA strategies identified. discussions.

Business Risks

Financial Risk Operational Risk Manpower Risk The risk pertaining to possible The risk of losses due to procedural The risk pertaining to inability to reach financial goals errors of failures in internal controls management of staff

The Group has developed an enterprise wide risk map through the Control and Risk Self-Assessment method facilitated by CGRM. The Risk Management team conducts risk assessments for every unit of the Group and assists staff in understanding the application of the process. The Risk Management Framework ensures a consistent system of risk management across the Group with clear executive support. Each appointed divisional Risk Liaison Officer owns the responsibility for risk management activities in their specific division. Based on the compilation and analysis of risk monitoring results, Risk Profile Review Reports are then prepared and presented to the GRMC members and the Board on a quarterly basis for evaluation as well as to recommend effective control measures and risk mitigation strategies. Key risks faced by MPB in its day-to-day operations include:

KEY RISK STRATEGIES IMPLEMENTED

1. Programmes produced and/or broadcasted may not • Awareness sessions conducted by the relevant parties meet Malaysian Communications and Multimedia to educate staff on Content Code Guidelines. Commission’s Content Code guidelines. • Relevant policies are developed to be used as a guide during production of programmes. • Completed programmes are submitted to Lembaga Penapisan Filem (LPF) for screening and censorship purposes. 2. Disruptions to operations in the event of a disaster. • A Business Continuity Plan has been developed and IT disaster recovery testing conducted on a yearly basis. 3. Slow growth of Advertising Expenditure during • Successful implementation of sales programmes to economic downturn. attract non-traditional advertisers. • Sales packages offerred involves cross selling among TV stations and MPB web portals. • Special packages are introduced to advertisers during festive seasons. statement on risk management

During the year, the Group continued to enhance and evaluate the risk management framework for efficacy and coherence. The Group aims to ensure that its risk management activities are in line with the best practices laid down in the KLSE PN 9/2001. Risk assessment at departmental level has been carried out and will be continued so for every department and operating company within the MPB Group.

Some of the risk management on going activities and/or initiatives include:-

• Communication Sessions

In order to ensure a better understanding of the risk management framework and control procedures, and smooth implementation of new policies and procedures, the Risk Management team continuously holds presentations to educate and update the Group’s staff accordingly. Control Risk Assessment Sessions (CRSA) are conducted with risk owners to identify and explain the objectives and processes involved in risk identification. The following CRSA sessions were conducted during the year: • Airtime Management Group – TV3 • Acquisition and Content Management – TV3 • Brand Management Group – 8TV • Primeworks Studios Sdn. Bhd. • Big Events Sdn. Bhd.

• Corporate Governance and Risk Management Web Portal

The CGRM Department strives for efficient communications with all other units within MPB. A web portal consisting of information such as Policies and Procedures, Limits of Authority Manual and other information pertaining to control, risk and governance matters has been established since 2006 and is accessible to all employees. It acts as an interactive platform to welcome feedback on all relevant issues. During the year, CGRM has updated the web portal to incorporate the policy on Declaration of Business Courtesies and the Supplier Code of Conduct.

• Business Continuity Plan

Business Continuity Planning aims to minimise the impact of disruptions during a disaster while maximising resources available to resume normal operations. The Board recognises that it is crucial to ensure business continuity in case of significant disruption or disaster. A Business Continuity Plan (BCP) for the Group has been established since 2005 and is being continuously reviewed to reflect changes in risk profiles and organisational structure. This Plan focuses on the sudden inability of television and radio networks to provide services to its clients because of the loss of physical assets and broadcasting capability. In this respect, the Group has formulated a comprehensive plan that covers all actions to be taken before, during and after a disaster, with the following objectives: • Minimise disruption of services to all levels of clients and stakeholders; • Minimise financial loss; • Ensure a timely (and prioritised) resumption of business operations in the event of disaster or disruption; • Provide particular emphasis on information services and computer operations, given the integral relation between Information and Communications Technology and all parts of the television stations’ operations; • Ensure a safe and secure working environment and provide other assistance to help staff cope with the disruption and their individual workloads; and • Provide adequate communications internally and externally in the event of disaster or disruption to operations.

Among the measures taken during the year was to relocate all Outside Broadcast Vans (OB) to an off-site location to ensure continuity of transmission during the event of a disaster at Sri Pentas. The Engineering Department which is responsible in restoring the transmission signal for broadcasting had conducted tests to ensure that OBs are able to broadcast from the off-site location. 62/63

MPB has during the year appointed a third party to provide managed services for its ‘warm site’ facilities and off-site tape management.

• Occupational Safety and Health Policy

The Group has in place an Occupational Safety and Health (OSH) Policy and one of its subsidiaries, Sistem Televisyen Malaysia Berhad (TV3) had in 2006 successfully obtained the Occupational Health and Safety Assessment Series certification (OHSAS 18001:1999) awarded by BVQI for establishing, implementing and maintenance of a safe, healthy and conducive workplace related to broadcasting activities. This certification has been renewed for another year upon a satisfactory audit carried out by BVQI in September 2008. TV3 has established a dedicated OSH team to assist in the development of safety and health rules and is also involved in ensuring compliance to health and safety regulations at MPB ground events.

• IT Security Master Plan

In view of the Group’s increasing use of IT as a business enabler and the increasing risk associated with cyber threats, the ICT Strategy Committee Board has approved the development of the Enterprise Security Architecture (ESA), an Information Security Management System in accordance with ISO 27001.

An Information Security Audit Framework, a subset of the ESA has also been established to measure the effectiveness of the implementation of the ESA.

The Corporate Information Security Policy (CISP), which was developed and communicated to all staff, covers the management of information, data security and provides guidelines on the acceptable use of MPB IT resources. The CISP also provides basic guidance on operational controls related to information security at MPB Group of Companies.

During the year, the following measures have been taken to ensure that the CISP is adhered to and applied for IT quality assurance: • Information Security Awareness sessions conducted to educate users on their roles and responsibilities in ensuring security measures are applied throughout their daily operations; • Continuous anti-software piracy exercise conducted throughout the year; and • A process audit was conducted by a consultant to determine the compliance and maturity level of Information Security in MPB.

• New investments

Risk assessment are included in business proposals for acquisitions and investments in new business ventures in order to ensure that decisions are made after assessing the significant risks associated with the proposed investments. During the year, risk assessments had been performed on acquisitions such as Radio Wanita Berhad and regional ventures. CGRM had also conducted a business process review on MPB’s interest in Philippines in order to streamline operations and improve existing business processes.

This statement is made on the recommendation of the Audit Committee to the Board of Directors and as per the Board’s resolution dated 18 March 2009. audit committee report

1 MEMBERS OF THE AUDIT COMMITTEE

TAN SRI LEE LAM THYE DATO’ ABDUL MUTALIB DATO’ GUMURI TAN SRI MOHAMED Independent BIN DATUK SRI BIN HUSSAIN JAWHAR Non-Executive Director MOHAMED RAZAK Chairman / Independent Independent Independent Non-Executive Director Non-Executive Director Non-Executive Director Member of the Malaysian Institute of Certified Public Accountants, Malaysian Institute of Accountants and is also a Fellow of the Institute of Chartered Accountants in England and Wales. 64/65

2 ATTENDANCE AT MEETINGS

The Audit Committee held a total of four (4) meetings during the financial year 2008 and the details of attendance of the Committee members are as follows:

18th ACM 19th ACM 20th ACM 21st ACM 25 Feb 08 26 May 08 26 Aug 08 20 Nov 08

Dato’ Gumuri Bin Hussain NA √√√ (Appointed as Audit Committee Chairman effective 29 April 2008)

Tan Sri Lee Lam Thye √√√√

Dato’ Abdul Mutalib Bin Datuk √√√√ Seri Mohamed Razak

Tan Sri Mohamed Jawhar √√√√

Dato’ Dr Mohd Shahari Bin Ahmad Jabar √ NA NA NA (Resigned effective 29 April 2008)

Abdul Rahman Bin Ahmad √ NA NA NA (Resigned effective 29 April 2008)

ACM : Audit Committee Meeting NA : Not Applicable √ : Attend

In addition to the Committee members, the Group Managing Director, Group Chief Financial Officer and the Group General Manager, Corporate Governance and Risk Management were also invited for each meeting. The Company Secretary is responsible for the co-ordination of administrative details including calling for meetings and keeping of minutes.

The Audit Committee Chairman submits a summary of matters discussed to the Board of Directors after each meeting. The Chairman is also responsible to update the Board about Committee activities and make appropriate recommendations when necessary. This is to ensure the Board is aware of matters that may significantly impact the financial condition or affairs of the business.

The Chairman has explicit right to convene meetings with both the internal and external auditors without the presence of other directors and employees. The Audit Committee held two meetings with the external auditors on 25 February 2008 and 26 August 2008 respectively in the absence of Management and Executive Directors. The Chairman of Audit Committee had separate meetings with the Group General Manager, Corporate Governance and Risk Management prior to every scheduled Audit Committee meeting.

3 TERMS OF REFERENCE

The Audit Committee of Media Prima Berhad (MPB) is guided by the following Terms of Reference in performing their duties and responsibilities: audit committee report

3.1 Composition of Members 1. The Committee must be appointed from amongst its Directors which fulfil the following requirements: i. The Audit Committee must be composed of not less than three (3) members; ii. A majority of the members must be independent directors; and iii. At least one member of the Audit Committee: ~ Must be a member of the Malaysian Institute of Accountants (MIA); or ~ If he is not a member of the MIA, he must have at least 3 years’ working experience and: • He must have passed the examination specified in Part I of the 1st Schedule of the Accountants Act 1967; or • He must be a member of one of the associations of accountants specified in Part II of the 1st Schedule of the Accountants Act 1967. 2. The Chairman shall be an Independent Non-Executive Director. 3. No alternate director is appointed as a member of the Audit Committee. 4. In the event of any vacancy in the Audit Committee resulting in the non-compliance of the above requirements, the Company must fill the vacancy within 3 months. 5. The Company Secretary shall act as Secretary to the Committee.

3.2 Scope 1. The Audit Committee shall be granted the authority to investigate any activity of the Company and its subsidiaries and all employees shall be directed to cooperate as requested by members of the Committee. 2. The Audit Committee shall be empowered to retain persons having special competence as necessary to assist the Committee in fulfilling its responsibilities. 3. The Audit Committee shall provide assistance to the Board in fulfilling its fiduciary responsibilities particularly relating to business ethics, policies, financial management & control. 4. The Audit Committee, through regularly scheduled meetings, shall maintain a direct line of communication between Board, External Auditors, Internal Auditors and Management. 5. The Audit Committee shall provide greater emphasis on the audit functions by increasing the objectivity and independence of External and Internal Auditors and providing a forum for discussion that is independent of the Management. 6. The Audit Committee may invite any person to the meeting to assist the Committee in decision-making process and that the Committee may meet exclusively as and when necessary. 7. Serious allegations that have financial implications against any employee of the company shall be referred to the Audit Committee for investigation to be conducted.

3.3 Authority The Audit Committee shall have the following authority as empowered by the Board of Directors: 1. Have authority to investigate any matter within its terms of reference; 2. Have the resources which are required to perform its duties; 3. Have full, free and unrestricted access to any information, records, properties and personnel of the Company and any other companies within the Group; 4. Have direct communication channels with the external auditors and person(s) carrying out the internal audit function or activity (if any); 5. Be able to obtain independent professional or other advice; and 6. Be able to convene meetings with the external auditors and internal auditors together with other independent members of the Board at least once a year or whenever deemed necessary. 66/67

3.4 Duties and Responsibilities

The duties and responsibilities of the Audit Committee with the following groups will be as follows:

Duties and responsibilities of the Audit Committee

Board 1. To obtain satisfactory response from management on reports issued by internal and external auditors and report to the Board: • Significant findings identified and the impact of the audit findings on the operations; • Deliberations and decisions made at the Committee’s level with focus given to significant issues and resolutions resolved by the Committee, on regular basis; and • A summary of material concerns and weaknesses in the control environment noted during the year and the corresponding measures taken to address the issues. 2. To oversee the function of the Group Risk Management Committee and report to the Board significant changes in the business and the external environment, which affect key risks; 3. Where review of audit reports of subsidiaries and any related corporation also falls under the jurisdiction of the Committee, all the above mentioned function shall also be performed by the Committee in co-ordination with the Board of Directors of the subsidiaries and related corporation; 4. To review arrangements established by management for compliance with any regulatory or other external reporting requirements, by-laws and regulation related to the MPB Group’s operations; and 5. To consider other areas as defined by the board.

Internal Auditors 1. To discuss problems and reservations arising from the interim and final audits, and any matter the auditor may wish to discuss; 2. To oversee the internal audit function by: • Reviewing the adequacy of the scope, functions and resources of the internal audit function, and that it has the necessary authority to carry out its work; • Reviewing the internal audit programme, the results of the internal audit programme, processes or investigation undertaken and ensure that appropriate action is taken on the recommendations of the internal audit function; • Reviewing any appraisal or assessment of the performance of members of the internal audit function; • Determining and recommending to the Board the remit of the internal audit function, including the remuneration of the General Manager, Corporate Governance and Risk Management; • Approving any appointment or termination of senior staff members of the internal audit function; • Informing itself of resignations of internal audit staff members and provide the resigning staff member an opportunity to submit his reasons for resigning; • Ensuring on an on-going basis that Internal Audit has adequate and competent resources; • Monitoring closely any significant disagreement between Internal Audit and Management irrespective whether they have been resolved; and • Ensuring that Internal Audit reports are not subject to the clearance of the Management, save for purposes of presentation to the Group Risk Management Committee. 3. To consider the major findings of internal investigations and management’s response.

External Auditors 1. To consider the appointment of the external auditor, the audit fee and any questions of resignation or dismissal; 2. To discuss with the external auditor before the audit commences, the nature and scope of the audit, and ensure co- ordination where more than one audit firm is involved; 3. To review the assistance given by the employees of the Company; 4. To discuss with the external auditor, his audit report and his evaluation of the system of the internal controls; and 5. To review the quarterly and year-end financial statements of the company, focusing particularly on: • Any changes in accounting policies and practices; • Significant adjustments arising from the audit; • The going concern assumption; and • Compliance with accounting standards and other legal requirements.

Related Party Transaction 1. To consider any related party transactions that may arise within the company or group including any transaction, procedure or course of conduct that raises questions of management integrity. audit committee report

4 ACTIVITIES OF THE AUDIT COMMITTEE

The Committee carried out the following activities during the year in discharging its duties and responsibilities as stipulated in its Terms of Reference:

4.1 Risks and Controls • Reviewed the progress of the risk management function in its ongoing identification and monitoring of key organisational risks and the controls implemented by the respective operating units in managing those risks. • Reviewed and deliberated on the Group corporate risk profile. • Evaluated the overall effectiveness of the system of internal controls through the review of the results of work performed by internal and external auditors and discussions with Senior Management. • Reviewed the results of the Annual Assessment exercise. • Reviewed the Internal Control Statement and Audit Committee Report prior to their inclusion in the Company’s Annual Report.

4.2 Financial Results • Reviewed the Group’s quarterly results before recommending to the Board for their approval and release of the Group’s results to the Bursa Securities focusing on the following areas, where relevant: ~ Listing Requirements of the Bursa Securities; ~ Provisions of the Companies Act, 1965; and ~ Applicable approved accounting standards. • Reviewed the audited financial statements of MPB and its subsidiaries with the Group Chief Financial Officer and the external auditors before recommending to the Board for their approval.

4.3 External Audit • Reviewed with the external auditors their audit plan, strategy and scope of the statutory audits of the Group accounts for the financial year ended 31 December 2008. • Reviewed the results and issues arising from their audit of the year end financial statements and their resolution of such issues highlighted in their report to the Committee. • Reviewed their performance and independence before recommending to the Board their re-appointment and remuneration.

4.4 Internal Audit • Reviewed the internal audit plan for the financial year ended 31 December 2008 ensuring the principal risk areas were adequately identified and covered in the plan. • Reviewed the scope and coverage of the audit over the activities of the respective operating units of the Group and the basis of assessment and risk rating of the proposed areas of audit. • Reviewed and deliberated on audit reports and follow-up reports conducted by the internal audit. • Reviewed the recommendations by internal audit and appraised the adequacy and effectiveness of Management response in resolving the audit issues reported. • Reviewed the corrective actions taken by Management in addressing and resolving issues as well as ensuring that all issues were adequately addressed on a timely basis. • Reviewed the adequacy of resources and the competencies of staff within the internal audit function to execute the plan and the results of their work. • Appraised the performance of the General Manager, Corporate Governance and Risk Management.

4.5 Related Party Transactions • Reviewed related party transactions for compliance with the Listing Requirements of the Bursa Securities and the appropriateness of such transactions before recommending to the Board for its approval.

4.6 Training • Members of the Audit Committee have attended seminars and/or training programme in the year 2008 including the Global Brand Forum and “Corporate Governance – Directors’ Duties and the Challenges Ahead”. Training on financial literacy has been planned for the Audit Committee members in 2009.

5 INTERNAL AUDIT FUNCTION

The Group has an established in-house internal audit function carried out by the Corporate Governance and Risk Management Department (CGRM). CGRM, headed by the Group General Manager, Encik Sere Mohammad Mohd Kasim reports to the Audit Committee. The activities of CGRM are guided by the Internal Audit Charter which was developed in 2003 and revised in February 2008. 68/69

The Audit Charter was revised to better reflect the roles, responsibilities, accountability and scope of work of the Department and also to enable the internal audit function to remain relevant in the context of new challenges and opportunities in the changing global business and economic environment.

CGRM, through a systematic and structured approach is responsible for the following: • Provide independent assurance to the Board and Management that adequate and effective internal control system is in place to safeguard company’s assets; • Reference point to ensure effective implementation of policies and procedures and agent of change to promote risk management and best corporate governance practices; and • Assist business units in risk assessment and developing effective risk management strategies in achieving identified business objectives.

During the year, the Internal Audit has completed and issued reports for 15 assignments. Out of this, 13 audits were as per the Audit Plan approved by the Audit Committee and 2 audits were ad-hoc audit engagements. These were carried out in accordance with the Annual Audit Plan or on ad-hoc basis at the special request of either the Audit Committee or Management. The audit conducted in 2008 covers a wide range of operational areas within the Group which include Business Development, operational review of newly acquired subsidiary, Human Resource Management, Project Management, Drama Production and Content Acquisition. The resulting reports of the audits undertaken were presented to the Audit Committee and forwarded to the Management for attention and necessary actions.

Internal Audit was also in attendance at major competitions based programmes organised by the Group Television Networks such as Anugerah Juara Lagu, One in A Million, Project SuperStar, MyStarzLG, Akademi Al Quran, Akademi Nasyid and Idola Kecil to provide independent verification and confirmation of the competitions results and/or SMS votes.

Internal Audit attended stock-takes and assets disposal exercise within the Group to ensure due process has been observed and complied with according to formalised Policies and Procedures. Ground events organised by the Group, such as Karnival Jom Heboh, Sua Rasa and Perkampungan Hadhari were also participated by the Internal Audit for observation and identification of areas for process improvements. The total operations cost of the department for 2008 was RM951,018.

CGRM is a Corporate Member of The Institute of Internal Auditors Malaysia (IIAM). As a member, the department receives the monthly IIA’s Internal Auditor Journal. The Journal provides up to date and pertinent information on auditing techniques, applications, trends, and best practices that has been a good reference to the department. CGRM has been selected by the management to be the first placement for the Group’s Business Executive Programme for 3 years in a row.

To improve customer service and quality of audit work, the department has undertaken the following initiatives: • Communication sessions with Management on internal audit activities and planning of audits so that areas of Management concern are covered; • Conducting control and risk awareness workshops; and • Implementation of online Client Satisfaction Survey.

CGRM personnel participated in the following training and/or conferences during the year, in order to enhance their skills and knowledge and to continuously provide value added services to the Group: • Asia Media Summit 2008 • National Conference on Internal Auditing 2008 • Media Regulatory Awareness • Content Regulation Workshop • Developing and Implementing the Business Continuity Plan • High Impact Operational Audit of Human Resources Management

The Management is responsible for ensuring that corrective actions on reported weaknesses as recommended are taken within the required timeframe. The Internal Audit continuously monitors the implementation of audit recommendations through periodic follow-up reviews. The Internal Audit also works closely with external auditors to resolve any control issues and assists in ensuring that appropriate Management actions are taken. Management is also responsible for ensuring that a written report on action planned or completed is sent to the Chairman of the Audit Committee and the Group General Manager, Corporate Governance and Risk Management.

The CGRM Department is contactable via [email protected].

This report is made on the recommendation of the Audit Committee to the Board of Directors and as per the Board’s resolution dated 18 March 2009. 5-year financial highlights

GROUP

Year ended Year ended Year ended Year ended Year ended 31 Dec 2008 31 Dec 2007 31 Dec 2006 31 Dec 2005 31 Dec 2004 RM’000 RM’000 RM’000 RM’000 RM’000

Revenue 781,290 691,339 534,689 399,689 328,405

Profit Before Taxation 159,264 149,095 105,651 64,317 49,432

Net Profit After Taxation 72,446 117,440 82,994 54,794 33,856

Net Profit Attributable To Equity Holders 86,023 117,440 80,282 56,245 37,713

Minority Interests 13,577 – (2,712) 1,451 3,857

Share Capital 853,811 842,183 763,852 600,109 540,658

Shareholders’ Funds* 551,302 559,613 314,131 36,470 256,921

Earnings Per Share (sen) (Basic)** 10 14 11 9 7

Return On Shareholders’ Funds (%) 13% 21% 26% 150% 13%

Net Assets Backing Per Share (RM) 0.64 0.66 0.41 0.06 0.48

Number Of Employees *** 2,217 2,061 1,871 1,779 1,385

* Shareholders’ Funds : Share Capital + Share Premium + Other Reserves + Accumulated Losses

** Earnings per Share (Basic) : Net Profit After Taxation and Minority Interests of RM86,023,000 (2007 : RM117,440,000) and the weighted average number of ordinary shares in issue of 845,483,000 (2007 : 817,212,000)

*** 2008 number of employees includes employees of MPB Primedia Inc. 70/71

781 159 149 691

535 106

400

328 64

49 GROUP REVENUE RM’ Million GROUP PROFIT BEFORE TAXATION RM’ Million 04 05 06 07 08 04 05 06 07 08

560 551

314

257

36 GROUP SHAREHOLDERS’ FUND RM’ Million 04 05 06 07 08

117

2,217 2,061

1,871 1,779 83

72 1,385

55

34 NET PROFIT AFTER TAXATION NET PROFIT AFTER TAXATION RM’ Million GROUP EMPLOYEES No. of Employees 04 05 06 07 08 04 05 06 07 08 share price chart

Volume Traded (‘000) Share Price (RM)

350 3.5

300

3.0

250

2.5 200

150 2.0

100

1.5

50

0 1.0 31.12.04 30.06.05 31.12.05 30.06.06 31.12.06 30.06.07 31.12.07 30.06.08 31.12.08

VOLUME TRADED

SHARE PRICE viewership and listenership data 72/73

Source: AGB Nielsen Media Research

AUDIENCE SHARE BY DEMOGRAPHIC (ALL TV)

32.8 31.7 2008 44.9 43.2 2007

8.1 7.1 10.7 6.5 9.5 6.2 5.3 4.9 4.2 3.1 2.0 2.4 TOTAL 6+ (UNIVERSE :17,333,371) TOTAL Share % Viewership 6+ (UNIVERSE :10,799,144) MALAY Share % Viewership TV3 ntv7 8TV TV9 TV3 ntv7 8TV TV9

28.1 18.2 27.2 17.3 16.5 15.9

6.7

7.5 4.5 6.7 7.1 6.8 6.0 5.5

1.5 1.6 CHINESE 6+ (UNIVERSE :4,782,922) Share % Viewership URBAN 6+ (UNIVERSE :11,337,132) Share % Viewership TV3 ntv7 8TV TV9 TV3 ntv7 8TV TV9

MEDIA PRIMA Hot FM 470

OTHERS Fly FM 378

483

50% 2997 3964 4314

50% AUDIENCE SHARE BY DEMOGRAPHIC (ALL TV) 2008, TOTAL6+ LISTENERSHIP - RADIO NETWORK all people 10+ Reach 000’s Survey #2 2006 Survey #2 2007 Survey #2 2008 sharing the moment

News, entertainment, information and events that change our lives – our stations have become a much loved member of the family, always there and always faithful. chairman’s statement

Dear Stakeholders, 2008 was a challenging year for the country as global negative sentiments arising from the sub-prime crisis in the US made its way into the country’s economy in the second half of the year. The financial meltdown of leading global economies has seen the effects of the financial crisis reaching out and impacting all economies across the globe; curtailing the development of smaller economies that are dependent on the manufacturing and exports sectors.

Coupled with rising crude oil prices throughout much of last year, organizations began tightening their belts and cutting back on their various expenditures, in anticipation of worse things to come. Many still remember the challenges we faced during the recession a decade ago, and understandably, corporate Malaysia took the safe and cautious approach, especially in the second half of 2008.

The country’s GDP growth too recorded a marked decline towards the end of the year, although the Government’s swift action to arrest and mitigate the impact of the global vagaries on the local economy by reducing petrol prices, introducing tax and other fiscal incentives, has helped in part to reassure a jittery domestic market.

Against this backdrop and on behalf of the Board of Directors of Media Prima Berhad (“Media Prima”), I am pleased to present the Annual Report and Audited Financial Statements of the Group and Company for the financial year ended 31 December 2008.

Maintaining strong financial performance Despite the difficult market conditions in the second half of 2008, Media Prima was resilient enough to continue registering strong revenue and profits to record another excellent financial result for the year under review. 76/77

For the year ended 31 December 2008, Media Prima posted a net profit after tax excluding results of investment acquired exclusively for sale, of RM117.7 million which is on par with the RM117.4 million recorded in 2007.

Net revenue increased strongly by 13.0% to RM781.3 million from RM691.3 million, while profit before tax (PBT) increased by 7% to RM159 million from FY2007. The results achieved are an affirmation of our strategies as the Group continues to register growth and maintaining profits amidst soft advertising market conditions.

It is interesting to note that only in 2002 was the Group was recording a revenue and net loss before tax of RM240.7 million and RM1.8 million respectively, reflecting how far the Group has grown over the last 7 years.

GROUP Year ended Year ended Year ended Year ended Year ended 31 Dec 2008 31 Dec 2007 31 Dec 2006 31 Dec 2005 31 Dec 2004 RM’000 RM’000 RM’000 RM’000 RM’000

Revenue 781,290 691,339 534,689 399,689 328,405 Profit Before Taxation 159,264 149,095 105,651 64,317 49,432 Net Profit After Taxation 72,446 117,440 82,994 54,794 33,856 Net Profit Attributable To Equity Holders 86,023 117,440 80,282 56,245 37,713 Minority Interests 13,577 – (2,712) 1,451 3,857 Share Capital 853,811 842,183 763,852 600,109 540,658 Shareholders’ Funds* 551,302 559,613 314,131 36,470 256,921 Earnings Per Share (sen) (Basic)** 10 14 11 9 7 Return On Shareholders’ Funds (%) 13% 21% 26% 150% 13% Net Assets Backing Per Share (RM) 0.64 0.66 0.41 0.06 0.48 Number Of Employees*** 2,217 2,061 1,871 1,779 1,385

* Shareholders’ Funds : Share Capital + Share Premium + Other Reserves + Accumulated Losses ** Earnings per Share (Basic) : Net Profit After Taxation and Minority Interests of RM86,023,000 (2007 : RM117,440,000) and the weighted average number of ordinary shares in issue of 845,483,000 (2007 : 817,212,000) *** 2008 number of employees includes employees of MPB Primedia Inc.

More significantly, we have maintained our core objectives in creating value for our employees, customers, business associates and society as a whole. The impressive financial performance, amid trying circumstances, was a result of the hard work and commitment shown by our employees, support and advice of the Board which let to the successful execution of our strategies in creating strong brands across different media platforms.

While television continues to be the main income earner, outstanding performances by the radio and the outdoor divisions contributed Dato’ Abdul Mutalib Bin Datuk Seri Mohamed Razak significantly to the bottomline. Our associate Chairman, Media Prima Berhad company, New Straits Times Press (Malaysia) Berhad also performed creditably, increasing its net profit by 40% from RM33.8 million recorded in 2007 to RM47.4 million on the back of higher advertising revenue, especially from Harian Metro the No.1 daily newspaper in the country, and through its stringent control in operating expenses. chairman’s statement

Given the satisfactory performance, and our favourable After expanding aggressively organically and through cash flow position, the Board is pleased to recommend a acquisitions in the past three years, 2008 was a year of final gross dividend of 6.7 sen per share. Based on profit consolidation where we ensured that each of the media assets from continuing operations, this represents a dividend pay strived to be the best in its class for each of their target market. out ratio of 50% which meets the target set under the dividend policy announced by the Board to shareholders At the same time, we remained opportunistic in our three years ago. investment and took the opportunity to expand our radio operations by undertaking another acquisition of Radio Wanita Sdn. Bhd. which was announced in November 2008 and Growth through consolidation and regional expansion completed in January 2009. We then re-launched the station The Group’s media assets currently cover television, content as One FM, a radio network targeted towards Chinese creation, radio, print, outdoor and online/new media, making audience below the age of 30. We are confident that this will it one of the largest media investment groups in Malaysia. prove to be another successful acquisition similar to that of Fly FM and Hot FM and will enable us to expand our radio offerings to the advertisers. 78/79

As new investment opportunities domestically are already close to saturation, we embarked on an ambitious strategy to venture beyond our shores to seek opportunities within the region in early 2008.

This led to the proposed setting up of the MPB Strategic Media Fund Limited Partnership (“the Media Fund”), a private equity fund to be set up for the purpose of investing in media assets across South East Asia and other Asian emerging markets. The Media Fund will be Media Prima’s vehicle for its regional expansion plans in line with its strategy to grow and diversify the Group’s earnings and enhance shareholders value.

The fund’s maiden investment will be in the Philippines, through MPB Primedia Inc. (currently a subsidiary of Media Prima), which entered into a block airtime and consultancy agreement with ABC Development Corporation one of the top three television networks in the Philippines. However, given the delay in the financial closing of the Media Fund due to the global financial crisis, and consistent with prudent accounting standards, Media Prima has taken a net charge (excluding minority interests share) of RM31.7 million, pending the closing and transfer of the investment to the proposed Media Fund.

In keeping with our efforts to go regional, we have also For the second consecutive year we have been voted as explored opportunities in Oman and Pakistan recently. The the best managed Malaysian company in the mid-cap outcome of these initiatives has been successful to a large category in Finance Asia’s 2008 poll for Asia’s best extent, where the areas of interest include co-operation in managed companies. In the annual exercise conducted by news content-gathering, joint production of programmes Finance Asia, over 200 fund managers and equity analysts and the exchange of documentaries and drama shows. across the region voted for Media Prima in terms of overall Media Prima, by virtue of its vast experience, will also be management, corporate governance, investors’ relations extending its expertise to help these countries further and commitment to paying dividends. develop their respective media industries, by providing input on broadcast operations as well as personnel training. Media Prima also maintained its ranking by the Minority Shareholder Watchdog Group (MSWG) as the 7th best In terms of content development, we have consolidated our company for corporate governance among 690 public listed operations to house the production teams of the respective companies surveyed. This is a clear testimony of the television stations under new subsidiary Primeworks responsibility and dedication of the team at Media Prima to Studios Sdn. Bhd. (“primeworks studios”). This will enable ensure we are accountable for our actions. Moving forward, us to capitalize on cost savings to off-set rising production we will continue to uphold this strong governance culture to costs and improve efficiencies through shared resources. ensure our shareholders’ interests are always safeguarded. primeworks studios will also be exploring opportunities to export content to other countries, including possible JV’s The awards for corporate governance were further with foreign production houses. complemented by numerous achievements and recognition won at the corporate level as well as by individual brands. Among the more notable ones were the following: Awards and recognition Conducting business in a transparent and accountable • Media Prima was awarded the “Brand Laureate Awards manner has always been the hallmark of successful 2008 for Corporate Branding in Electronic Media” from companies. At Media Prima, we pride ourselves in operating Asia Pacific Brand Foundation (APBF). Based on Brand the business based on good corporate governance and on Strategy/Identity, Brand Culture, Integrated Brand strong ethical values. Our achievements in 2007 have carried Communications, Brand Equity and Brand Performance, through to 2008, and I am pleased to announce that once the award reaffirmed the market’s recognition of the again we have been duly recognised by a series of awards. Group’s efforts to create value for its shareholders; chairman’s statement

• TV3 was ranked in the top 15 among Malaysia’s Most Valuable Brands by the Association of Accredited Advertising Agents (4As) Malaysia and The Edge. The valuation was conducted by world-renowned Interbrand and reflected TV3’s position as one of the most watched television station.

• ntv7 received due recognition for The Arena, a live football chat show held during the Euro 2008 finals. The show garnered the sole Malaysian nomination at the Asia-Pacific Broadcasting Union Prizes 2008 under the TV Sports category.

Corporate responsibility Being a media owner, we are acutely aware that we bear a unique corporate responsibility (CR). We have the ability to influence the hearts and minds of Malaysians and we are committed to ensuring that our media platforms not only entertain but also enrich society as a whole.

Through our news and current affairs programmes, we take our role seriously to communicate issues that affect the lives of ordinary Malaysians, and we have in place editorial values, production guidelines and content policies to ensure that our programmes are of the highest quality, fair and accurate. 80/81

In addition to socially responsible programming we, as a Group, have also embarked on various initiatives in an effort to do our part in enhancing the lives of our employees, customers, partners and the millions of Malaysians that make up the viewers, listeners and readers of our various media assets. Since 2007, our corporate responsibility activities have revolved around three core areas – education; environment; and communities.

Our contribution to education currently focuses on two main initiatives - the 8TV Scholarship Fund and our involvement in the Government-led PINTAR project. The 8TV scholarship fund was set-up with the objective of providing opportunities to deserving students to further their studies beyond their secondary education. In 2008, the fund stood at RM1 million and has benefited 39 students in pursuing undergraduate degrees, diploma and foundation courses in various disciplines.

The PINTAR project, on the other hand, places emphasis on under-privileged schoolchildren and under-performing schools. As one of 32 companies participating in the project, Media Prima had adopted two schools in Penang in 2006 as part of the initial pilot project. Working hand-in-hand with NGOs and other interested partners, we have formulated various activities for the students of the two schools, which include workshops, career development programmes, motivational talks and family seminars. The results have been encouraging as seen by the marked improvement in the schools’ PMR and SPM examination results.

On the environmental front, Media Prima has continued in its commitment to reduce its energy consumption and cut down on its solid waste production. Concerted efforts have been made to educate our employees on energy conservation as well as on recycling efforts in a bid to minimise the impact on the Malaysian environment. As a broadcast company, we continue to inform and educate the public on environmental causes through environment-themed programmes and editorial coverage on environmental issues.

We also strongly advocate CR among our subsidiaries and I am pleased to note that on their own initiatives, they initiated various programmes from raising awareness on issues affecting communities to contributions to the various charitable funds in the country. These have included raising funds for the unfortunate under TV3’s Tabung Bersamamu as well as the victims of wars such as those in Darfur and natural disasters closer to home such as the flood in Pahang.

Although the outlook for 2009 remains uncertain, Media Prima will not compromise on its obligations as a responsible corporate citizen, as CR initiatives have always been and will always be an integral part of our operations. We are continuously looking to enhance our contributions to society and we aim to further improve on the efforts we have expanded in 2008, an account of which is detailed in the following pages.

Human resource – our most important asset Amid the challenges we faced in 2008, the Group’s creditable performance was in no small part due to the dedication and professionalism of the management and employees. As a media group, we recognise the importance of developing the people that work for the Group and have initiated various programmes to nurture and develop these talents. These include internship initiatives, management training and a progressive succession plan. The succession plan for top management and the continuing talent pool development are an integral part of our strategy and critical to the future success of Media Prima. We are also placing strong emphasis on employee welfare, where we have in place a number of initiatives to create a conducive and productive working environment. chairman’s statement

Facing the challenges in the year ahead We are cognizant of the challenging market environment The outlook for 2009 remains uncertain with some ahead and the impact that the anticipated slowdown in predicting continued worsening of the global economic advertising spend will have on the industry and our own and financial crisis. We are entering uncharted territory financial performance. However we are optimistic that with which makes any sort of financial predictions for the year our diverse range of media assets we will be able to ahead extremely difficult. navigate through these challenging times. The Group’s fundamentals remain strong and we have the right team in We are hopeful that additional economic stimuli by the place to ensure that we continue to operate efficiently and government will be introduced in 2009 to sustain foreign prudently, given the present business conditions. and private investments. Although GDP growth is expected to further soften and maybe even contract, it is important Television networks will continue to remain our main that we continue to play our role in boosting consumer growth driver but we expect our radio networks and confidence. I believe that Malaysia will be able to weather outdoor operations to pick up and build on what they the storm if both the public and private sectors work achieved in 2008 and contribute significantly to the together to rejuvenate the economy. Group’s revenue and earnings in 2009. We also expect to partly start monetizing our investment in New Media, which has shown progress in 2008.

We will also continue to explore opportunities abroad, but may shift our focus from just direct investments to more operational collaborations with media groups within the region. ASEAN and other parts of developing Asia collectively represent large untapped markets and such operational joint ventures will benefit all parties. 82/83

Acknowledgements Other movements within the Group include Dato’ Amrin During the year under review, we welcomed Dato’ Gumuri Awaluddin, who took over from Dato’ Sri Farid as CEO of Hussain as Independent Non-Executive Director on the Board of TV3, while Suridah Jalaluddin has been appointed to fill the Media Prima, following the retirement of Dato’ Dr Mohd. Shahari position of CEO, ntv7 with Mohammad Azlan Abdullah Ahmad Jabar. Dato’ Gumuri took over from Dato’ Dr Mohd. assuming the position of CEO, Big Tree Outdoor. Shahari as Chairman of the Audit Committee and I am confident the Group will immensely benefit from his extensive experience. Our performance in 2008 is a reflection of the Group’s resilience as a whole and I would like to offer my sincere Meanwhile Abdul Rahman Ahmad, Media gratitude to all our employees, whose unflagging Prima’s Group Managing Director/ enthusiasm, hard work and dedication Chief Executive Officer, has have shown through during this resigned from his position challenging period. Credit as a member of the must also be given to the audit committee to management team as emphasise the well as my colleagues clear on the Board for ensuring that

separation between our goals and strategies remain management operations and on track for further success. the audit process to further enhance corporate governance and accountability. I would also like to express my appreciation to our customers, investors and business partners for their The financial year under review also saw several management unwavering support. Throughout the year we had also changes. Following the set-up of our regional operations, received tremendous support and guidance from the Dato’ Sri Ahmad Farid Ridzuan was appointed to head our Government, in particular our regulators, the Ministry of international operations while remaining the Group CEO of Energy, Water & Communications, and the Malaysian Television Networks. Communications & Multimedia Commission for which we are extremely thankful. In November, Dato’ Syed Faisal Albar, the Group Managing Director of our associate company, New Straits Times Press Despite the uncertainties that loom ahead, I have the Berhad, resigned from his position to take on the helm at unshakeable belief that through the continued co-operation Pos Malaysia Berhad. The Board would like to express its and commitment of everyone, the country and our Group appreciation to Dato’ Syed Faisal for his contribution to the will emerge stronger from this period and build on the Group. His position at NSTP has been filled by Dato’ success that we have had. Anthony Firdauz Bujang, formerly the CEO of ntv7.

Dato’ Abdul Mutalib Bin Datuk Seri Mohamed Razak Chairman, Media Prima Berhad corporate responsibility

Fund raising, promoting better education for our children, maintaining a conducive workplace, conserving our environment and transforming the lives of those we can – no matter how it is done, we do it from our heart when it needs to be done, because touching the lives of Malaysians is what we do every day. corporate responsibility 86/87 corporate responsibility

INTRODUCTION As a company, growing a business has impacts on the climate. So while serving these communities and generating A desire to deliver results and to exceed the expectation of the strong revenue growth, we must ensure that there is no market - that is the raison d’ être of business. But it is by no detrimental impact to the environment as a consequence. We means the whole story. Today, the world is faced with believe that we can grow our business while also contributing challenges that go well beyond the balance sheet and more favourably to the environment and chiefly, without businesses have a duty and a responsibility to play their part imposing significant costs or constraints on our operations. In in addressing issues that impact upon society as a whole. the following years, we will have a climate change Concerns about climate change, poverty and the wellbeing of commitment focusing on improving our energy efficiency. Our the community are real issues and they are not going to go view is that when we can protect the environment and away. It is in the long term in the interest of society that we improve our Company’s efficiency, we are supporting the long find effective ways to address these critical challenges, not term sustainability of the business. only to preserve the quality of life today but to ensure that for the future generations. That is why we at Media Prima are It is not for philanthropic purposes that we have decided to placing emphasis on ‘doing the right thing’ as a company and embrace these issues. On the contrary, we believe that by on for the sake of all our stakeholders. understanding the dynamics of these areas and by contributing to solutions that matter, we will also improve our In this day and age, we believe that the term “corporate position in the market and maximize the value of our company social responsibility” (CSR) is not comprehensive as it does for the future. No company can sustain a healthy position in its not reflect the responsibilities of a company. Our efforts, as chosen market if it does not anticipate changes in a broad an extension to our values go beyond the social societal context. perimeters. Moving forward, we will use the term “corporate responsibility” (CR) as it better captures our This report describes how we are addressing social and holistic commitment toward a more sustainable future. environmental needs through our core business activities in a responsible manner. It looks ahead at the opportunities and In order to increase the impact of our efforts we have challenges and gives examples of how we are embracing decided to focus on four overall themes: these through our activities, services and our people. • Developing Our Community • Optimising the Workplace Engaging with All Our Stakeholders • Engaging the Marketplace As a media company, our strength is in what we do, • Conserving Our Environment broadcasting and delivering information to our audience. Our audience in many cases themselves form a part of a long We believe that these themes capture the key highlights of value chain and most CR issues do not lie within the our activities during the year and the material sustainability of boundaries of one single part of the chain. More and more, challenges that we will face in the coming years. Our efforts people are becoming aware of these issues and hold to further embed our values throughout our organisation will companies responsible for them in their supply chain. be guided by our dedication to these themes. 88/89

In the year under review, we look to go beyond the social DEVELOPING OUR COMMUNITY concerns of our community to include others such as environmental issues especially concerning climate change. Media Prima is committed to making a tangible contribution to The challenges in the area of climate change are manifold. the societies in which it is active and aims to promote the Where do we begin and where does it end? What are the social inclusion of disadvantaged groups. For many years boundaries of our sphere of influence? How can we use this now, the commitment has been expressed through our influence to increase awareness for climate change and to broadcast programme highlighting social issues, promoting what extent and at what price? The debate on these education and helping vulnerable groups in society to be questions is fundamental and has only just started. included in the economic and social dynamic of society.

At Media Prima we believe we have to take appropriate PROMOTING EDUCATION actions rather than wait for international consensus. We are actively developing policies to deal with CR issues. We value We believe education is fundamental to socioeconomic the opinion of our key stakeholders, suppliers, employees, development, as we create, build and encourage educational regulators and non-governmental organizations. We take the programmes for students of all ages. Our programmes focus time to listen to our stakeholders so that we can understand on sponsoring education; reading and literacy; business- their views on business and corporate responsibility and education and other local needs. Some highlights of our address their needs and concern. education programmes are as follows:

Through this interaction, we have been able to reorganize our approach in corporate responsibility. Please know that we welcome your feedback and suggestions; and you can contact us through [email protected]. corporate responsibility

PINTAR Project Recognising the prevailing needs of the special needs The Promoting Intelligence, Nurturing Talents, Advocating students and parents, Dr. Zasmani is currently aiding students Responsibility (PINTAR) project was launched on 17 at SMK Jelutong as part of her personal community effort. It December 2006 by Second Finance Minister; Tan Sri Nor pleases us to know that our efforts have had a spill-over effect Mohamed Yakcop. The programme was initiated by the into the community to assist the school. We hope that our Ministry of Finance and driven by Khazanah Nasional together future activities will have the same impact - encouraging with Government-Linked Companies (GLCs) with patronage others in the community at large to start volunteering their from our Prime Minister, Y.A.B. Dato' Seri Abdullah bin Haji time and efforts as well. Ahmad Badawi. It is a demonstration of the GLCs contributions to society as outlined in the Silver Book (one of Through our involvement in PINTAR, we are pleased to see the 10 GLCs Transformation initiatives launched by the the programme’s effectiveness in increasing the school’s Putrajaya Committee on GLC High Performance). It is aimed performance. Figure 1 compares the number of students who at helping to raise awareness of the importance of education passed Penilaian Menengah Rendah (PMR) in 2007 to 2008. and improving the academic standards of underprivileged children and under-performing schools. This was our second Number of SMK Jelutong’s Students who Passed PMR in year in adopting SMK Jelutong and SMK Hutchings located in 2007 and 2008 Penang.

250 2007 2008 In 2007, we launched the Executive Workshop themed “Our School Our Life” in which 120 people comprising 200 representatives from the schools’ communities participated. 150 From the session, activities such as motivational talks for PMR and SPM students, examination workshops, academic 100 excellence award, family day, study visits to Sri Pentas and STUDENTS student leadership camps were suggested in hopes of 50 improving the five issues regarding the school improvement. 0 The issues were improving the school academic issues, BM ENG HIS GEO ISL MATH SCN KT ERT CHN creating the school as a community based place, creating a sense of more than just a school, cultivating school pride and Figure 1: The graph illustrates the number of SMKJ students who passed creating a conducive creative environment. All of the PMR from 2007-2008 suggested activities were executed throughout the year with positive response from the students. SMK Jelutong‘s Penilaian Menengah Rendah 2008 results has improved by 11.6 percent despite the increase in the student Studies have shown that parental involvement works, population. The passing percentage increased by 13.4 regardless of demographics, financial status or race when it percent in English, Mathematics and Science. Figure 2, below comes to making a difference in a child’s academic and refers to number of students who achieved As in PMR since personal performance growth. Noting this, we engaged Dr. the beginning of the programme. Zasmani Shafiee who was in the National Team for Autism, Asperger’s Syndrome in Maudsley Hospital. Given her Number of SMK Jelutong’s students who achieved As in PMR experience working with adults and adolescents with learning in 2007 and 2008 disability and autism, we organised a Family Day with Dr. 2007 2008 Zasmani in an effort to get parents more involved in the 3 students’ education activities. During the talk, she touched on topics such as time management, planned family activities 2 and family involvement; reminding them of their impact on the child and that schooling improves when they have engaged STUDENTS 1 and involved parents. This resulted in improved student achievement, reduced absenteeism, better behaviour and 0 higher confidence amongst the children. 8As 7As 6As 5As Figure 2: The graph illustrates the number of SMKJ students who achieved As in PMR from 2007-2008 90/91

In 2008, SMK Jelutong was given the recognition as the best In Sijil Pelajaran Malaysia (SPM), SMK Jelutong’s passing secondary school for students with special needs. The number percentage increased by 22.15 percent despite the increase of special needs students in the school has increased from 59 of students that sat for SPM. For Bahasa Malaysia, Moral in 2007 to 69 in 2008. SMK Jelutong has been nominated to Studies, Science, Principles of Accounts and Biology, passing be a cluster school focusing on Pendidikan Khas Bermasalah percentage increased by 9.8 percent and the number of Pembelajaran (PKBP) as a niche area of the school. We were students who passed their Bahasa Malaysia oral test especially proud when Muhammad Hafizuddin bin Jamal from increased by 5.63 percent. Figure 3 illustrates the number of SMK Jelutong who, despite his autism, achieved 6As for PMR. students who passed five SPM main subjects for the year He consistently attended our programmes and we believe his 2006 and 2007 has increased by eight students. achievement gives credence that our various programmes have had a positive impact on students. The PMR results for SMK Hutchings showed an average increase of 18 percent for Bahasa Malaysia, History, Passed Five SPM Main Subjects Mathematics and Chinese. Although there were not many activities organised with SMK Hutchings, we intend to see 88 86 more activities planned for 2009. 84 82 It was encouraging to see great achievements in the 80 academic results of the schools that we have adopted under

STUDENTS 78 76 the PINTAR Project. We are looking forward to continuing the 74 programme and hope to have a more hands-on approach, 2006 2007 especially with SMK Hutchings in future activities. We hope that by participating in the PINTAR Project, we will be able to Figure 3: The graph compares the number of SMKJ students who passed pave the way in playing our role in developing and steering our five SPM main subjects. younger generations toward the right direction. corporate responsibility

8TV Scholarship Fund NSTP RHB Spell-It-Right (SIR) Challenge The 8TV scholarship fund was established in 2006 to provide The objective of the SIR programme was to cultivate and education opportunities to deserving students in the country. encourage reading habits among the young as we believe Successful students received scholarships that covered their that vocabulary knowledge comes from reading. For this, we tuition fees for their undergraduate degree, diploma and received the kind support of RHB Bank Berhad, Longman, foundation levels in various disciplines. The scholarship various universities and shopping malls. The programme was programme, in collaboration with SEGi College saw an launched on 15 April 2008 by the Deputy Prime Minister of increase in scholarship funds of up to RM1,000,000. Malaysia, Y.A.B. Dato’ Sri Najib Tun Razak. The challenge was televised through TV3 to raise the interest and Value of scholarships offered from 2006-2008 awareness amongst our younger viewers to learn and love

1,2000,000.00 the language. 1,000,000.00 800,000.00 600,000.00 RM 400,000.00 200,000.00 0.00 2006 2007 2008

Figure 4: The graph illustrates the value of scholarships offered from 2006- 2008. In 2008, there were 39 beneficiaries of the 8TV scholarship fund. 92/93

Four NST-NIE sessions were held in Subang Jaya where parents donated a minimum of three books. The campaign mostly focused on residents of Subang Jaya via NST’s pullout “Street”. We collected 420 books over the two-month campaign. The campaign served in promoting educational values for children and served as a relevant and good extension of NST’s brand value which is to promote usage of English language among our youth.

Public Seminar on Business Fraud We were delighted to join HELP University in their effort to The challenge was open to teams from various schools and promote greater awareness on the need to understand issues divided into primary and secondary school categories. We concerning business fraud. NST, Berita Harian and Harian received an overwhelming response - more than 1,959 Metro were the official newspapers for HELP University participants from 207 primary and 283 secondary schools. College’s International Seminar on Business Fraud in We are proud to report that we received such positive September 2008. Our involvement reflected our role to response from the public, parents, teachers and students that promote good business etiquette among Malaysian public via we extended the challenge to lower primary school students our publications. We are glad to be able to help a local from age seven to nine. We are proud that we have academic institution establish a new and much needed successfully instilled a desire to master the English language discourse in Malaysia. Going further, we held a public seminar and boost students’ confidence level. with small business owners in Bangsar about business fraud to create better understanding of fraud issues that are NSTP School Sponsorship Programme prevalent today. NST launched a school sponsorship programme whereby schools within our distribution areas were provided with the Global Brand Forum Malaysia 2008 (GBF) New Straits Times newspaper. This project was made possible The forum focused on bringing global best practices to with the help of individuals and corporations that sponsored energize, transform and raise brand consciousness of local discounted newspapers to schools all around Malaysia. marketeers and brand owners as well as prepare brands to be globally competitive. The forum was a once in a lifetime We accomplished this by providing 4 million copies of opportunity to interact with, listen to and get practical brand newspapers to 2,058 rural and semi-urban schools. We also ideas directly from the world’s most influential brand gurus and organised Newspaper-in Education (NiE) workshops to 4,000 practitioners who have created and advised the world’s most teachers and students to encourage teachers to use powerful brands such as Oliver Stone (Oscar Award - Winning newspapers as a teaching tool in the classroom. Progress on Hollywood Director), Jim Stengel (former Global Marketing the efforts and the feedback from teachers and students were Officer of Proctor & Gamble), Stewart Butterfield (Founder of then reported annually to the sponsors. The programme’s Flickr.com) and Martin Lindstrom (Youth Marketing Futurist). objective is to improve the students’ English comprehension while highlighting the role of newspapers as a useful This forum was a platform that provided a powerful networking educational resource. opportunity, allowed one to pick the best business practices and helped to inspire a person to reflect and ultimately NST Book Donation Campaign engineer change in the way brands and businesses are Sometimes, helping others does not necessarily mean viewed. Recognizing this, we gave out 200 complimentary donating money, and that is why we launched the NST Book tickets to undergraduate and graduate students to attend the Donation Campaign. The purpose of it was to promote forum held at the Palace of the Golden Horses in December reading of English materials among children. The public was 2008. This enabled the students to have the chance to learn invited to donate any English reading materials in exchange for from the masters, absorbing practical applications through free entries to attend NST’s-NiE Educational Session. The workshops provided, to network with industry market leaders donated books were then given to two orphanages; Rumah and influencers from across various countries. Amal Desa Nyireh in Semenyih and Rumah Nur Salam at Chow Kit. corporate responsibility

OUR ROLE IN SOCIETY Tabung Dapur Untuk Darfur, TV3 In our view, CR means more than just broadcasting As mentioned, our humanitarian efforts have a global programmes to our audience and being a responsible outreach. Seeing the atrocities in Darfur, we launched Tabung organisation. Media Prima’s commitment to society is Dapur Untuk Darfur TV3. Patronised by our Deputy Prime expressed among other ways, through our fundraising efforts, Minister, Y.A.B. Dato’ Sri Najib Tun Razak, the fund managed volunteering time with orphanages and our sponsorship to raise an astounding RM855,473.99. activities. Below are the highlights: To-date, we have contributed a water pumping system and 15 In the spirit of volunteerism generator sets, donated 26 cows for the Ibadah Korban Darfur. Our existence intertwines with the community that surrounds The funds were also utilised to construct four handicrafts us and we relish the thought that we could play a role in the workshops as well as purchased raw materials such as leather community. Although there are a lot of us here in Media Prima, and generators for the workshops as part of our intention to we all work towards the same common goal. ntv7 embarked promote a sustainable economy for the Darfur refugees. on a series of initiatives; the Doraemon Outing Day to visit the cancer patients under palliative care at University Malaya Our trips to Darfur also included members of Dewan Pemuda Medical Centre, breaking fast with the orphans of Rumah Masjid Malaysia and volunteers from Malaysia medical Penyayang in Klang, educational visit to Zoo Negara with students who are currently studying in Egypt. The objective of orphans from Rumah Hope, Rumah Raudah, Anbu Illam and the trip was to set up medical tents, provide clean water Rumah Kids. source and distribution for food. We are grateful for the help provided by the Prime Minister’s Office of Malaysia, Ministry of Fundraising for worthy causes Foreign Affairs, State Government of South Darfur, Sudan and We realised that not all members of the community are as to all people who have worked together to make the effort equally fortunate. The unfortunate ones are not only here in successful. our country but stretched across the world. We are a global citizen company and that is why our humanitarian efforts The General Tabung TV3 begin at home and end up at all corners of the world. Below The General Tabung TV3 was created in 2002 initially for the are descriptions of our fundraising efforts and their purpose of aiding those in need. Over the years it has evolved beneficiaries: to support a wide range of causes. In 2008, it contributed towards the Tunku Azizah Fertility Foundation, Malam Jalinan Tabung TV3, Bersamamu Kasih, S.K. Sentosa Jaya, Asrama Baitul Ummah and Fakir Well in its twelfth season and already a household name, Miskin Semporna Sabah. Bersamamu managed to raise a total of RM400,750 during the year under review. Throughout the year, contributions from UNHCR-Hands of Hope Bersamamu have been distributed to Pertubuhan Pesakit A survey finding by the United Nations High Commissioner for Parah Malaysia, Sungai Buloh Community Centre, Taman Mini Refugees (UNHCR) in January 2008 revealed that an Malaysia & Mini ASEAN, UCOM Placement Centre and astounding 39,000 persons of concern were registered with countless individuals all around the country. The fund is UNHCR in Malaysia-12,800 from the Northern Rakhine State managed by an independent body, Amanah Raya Berhad of Myanmar, 19,200 ethnic minorities from Myanmar while the (ARB) as its trustee and all pay-outs made are based on the remaining were those from other countries. Out of the review and approvals by ARB. amount, 11,400 were women and 9,200 were children below the age of 18.

In view of this, our television networks provided airtime support for UNHCR to promote the Hands of Hope public awareness campaign on refugees. This first of its kind awareness campaign on refugees in Malaysia, made through a collaboration between UNHCR and a creative agency in Kuala Lumpur, consisted of thought provoking and a highly creative set of media materials. It began with a small group of concerned individuals who volunteered their time and harnessed their creativity to give a voice to the voiceless – the 94/95

refugees, all with the objective to humanise and to clear Sponsorship of various causes prevailing misconceptions pertaining to the refugee issue, the We are committed to give our support to issues that will yield most common being the inability to distinguish between a the greatest benefit to the communities that we serve; including refugee and a migrant. healthy living, education, climate change and safety.

The campaign material aired across our television networks 8TV is actively involved in supporting community service was also aimed at providing the refugees with a platform to messages like the Breast Cancer Awareness, AIDS Awareness collectively share their grievances on what compelled them to and collaborated with UNICEF to promote World Children’s Day. make a decision to seek refuge outside their homeland and the difficulties faced upon stepping foot in foreign lands. Big Tree also contributed funds to various charitable causes such as, Saving Lives in Africa by The One Foundation, Breast Given the vast capacity of audience reach through our Cancer Awareness Charity Gala Dinner 2008 by Breast television networks, we hope to have been able to mitigate the Cancer Welfare Association and the YTL Climate Change plight of the refugees while, at the same time, eliminate social programme. Next year, we hope to develop a more systematic stigmas that were likely to arise with regards to refugee issue. way to monitor our contributions and how it has affected the To further strengthen our support for the Hands of Hope community around us. With optimistic spirit, we hope we will campaign, we have also extended an invitation to a be able to do a better job in raising awareness and educating representative from UNHCR to appear on one of our talk our public. shows to not only enhance the public’s knowledge on the issue but to also act as a call-to-attention for individuals and Fostering corporate stewardship organisations interested in this humanitarian cause. As a leading company in Malaysia, we know that we have to lead the way. We also realised our efforts are more effective if Road Safety Campaign it received support from others. Throughout the year, our Big Tree partnered with PLUS, Elite and Linkedua in a activities have involved both the government and private Merdeka-cum-Road Safety Campaign by providing overhead sectors. bridges and billboard space during the balik kampung festive rush period. It is part of our conscious effort to remind people to drive safely. Our online portals through Alt Media joined this effort by providing tips for a safe drive home to loved ones. corporate responsibility

NSTP Charity Fund as an impetus to further motivate its nominees and for others As part of its fund-raising initiative to channel financial aid to to emulate their efforts. As a partner in this initiative, we are young children with congenital heart diseases, NSTP heartened by these outstanding citizens nominated to the organised two sports events during the year: award humanitarian deeds.

NSTP-Tropicana Charity Golf Tournament OPTIMISING THE WORKPLACE In June 2008, NSTP organised the NSTP–Tropicana Charity Golf Tournament which raised RM100,000 for the NSTP We know from experience that a holistic business model that Charity Fund. takes environment and social factors including workplace atmosphere into consideration with every business decision CEO & Celebrity Charity Tennis 2008 makes for a stronger business. Investing in our employees Given the success of the NSTP-Tropicana Charity Golf creates a complete cycle of engagement, improvement and Tournament, Lawn Tennis Association of Malaysia and NSTP community building. A workplace in which all of our organised the CEO & Celebrity Charity Tennis 2008 in employees can take pride in, is fundamental to our business conjunction with ECM Libra Junior Tennis Championship in model. December 2008. The participants consisted of 44 players, which included CEOs, celebrities and ambassadors. The We believe that Media Prima is a great place to work. We do donation surpassed its original target of RM32,000 to reach this by: RM75,000. • Innovative continuous learning programmes that foster self-development Recognising Good Samaritans • Offering a comprehensive total rewards programme Introduced in 2004, NSTP-PwC Malaysian Humanitarian • Maintaining a thriving workplace with an inclusiveness Award is an award that seeks to bring national attention and culture of mutual respect and openness recognition of Malaysians for their outstanding public service • Promoting wellness through a variety of proactive safety and those who went beyond the normal call of duty to and health programmes perform selfless deeds of a humanitarian nature. It also acted 96/97

Recruiting the Best Talents During the first intake of the programme, the Group fully Media Prima is increasing its exposure and reputation in the sponsored 26 managers of various managerial positions. The Malaysian labour markets. Our aim is to attract top talents second intake, which took place in 2005, saw 23 students and at the same time maintain a high profile in the local partially sponsored by the Group. Media Prima has invested a market. We are not just looking for the smartest individuals total of almost RM1 million for the programme. During the but also for people who fit our diverse media platform and graduation ceremony in Zurich, Switzerland on 14 February corporate culture. 2008, 35 employees attended the ceremony to mark the successful completion of the programme. We seek talented individuals at every level within our company and we hope to be able to provide a variety of development Human Capital Development programmes to prepare our employees to assume greater During the year under review, Media Prima has allocated a leadership within the company. Nurturing from within our budget of RM1.9 million to develop our talents, of which 73 organisation helps provide opportunities for growth and career percent was utilised. Currently, a functional programme is advancement that will be attractive to our employees. We ongoing to enhance our staff’s current skills in the core hope in the next year we will reach our goal of filling 25 groupings. We have developed a structured curriculum for percent of our open positions from within our company. production teams consisting of cameramen, broadcast journalists, studio directors and editors. We believed in But as much as we like to hire from within, we also work with nurturing the talents within our company and it is a good way our local communities to identify promising talents that will to show our employees that we care about their career lead to a diverse workforce at all levels of our company. We development. In 2009, we will encourage staff to fully utilise hope to create a governance board that will explore best the budget allocared to development programmes. practices in building and sustaining diversity. Currently there are six women serving at the top level management, of Leadership and Management Programme which there is one Chief Executive Officer and a Chief With Media Prima’s operation taking on an increasingly global Operating Officer. perspective, it is absolutely critical that the managers working at the front line understand how businesses around the world Employer of Choice operate. During the year, two staff from top management were In a survey conducted among 15,000 Malaysian final-year sent to attend the prestigious Harvard University programme university students in Malaysia, Britain and Australia, Media on Strategies for Media Company to further their Prima secured 12th spot on the list of Malaysia's 100 Leading understanding. Graduate Employers 2008. The survey was conducted by GTI Specialist Publishers to identify the top 100 employers for In partnership with Motorola University and Learning Edge which undergraduates would most want to work upon Consultants, two pilot programmes on leadership began in the finishing university. It also aims to recognise the strength of last quarter of 2008. The programmes were ‘Developing employer brands on campus and help employers find the right Leadership for Manager Level’ and ‘Emerging Leadership for graduates for their organisations. Executive’. 41 staff attended the programme and the evaluations we have received from them are most promising. Promoting Continuous Learning We believe that engaging in continuous learning would propel As part of continuous development of our key talents in the our growth to scale newer heights. For this Media Prima organisation we organised retreats for the board of directors, initiated The EMBA Twinning Programme for its staff, to offer senior management and talent pool. The talent pool consists an opportunity at a sustainable academic future. of executives and junior management staff identified by the Heads of Departments to be high potential. It is Media Prima’s Launched in mid 2003, the programme aimed to provide a way of cultivating and identifying fresh talents and ideas as succession plan by grooming potential managers and creating part of succession planning. a talent pool for future leadership roles. This was part of the Group’s effort in creating functional agility and greater flexibility Certifying Our Talents to react to future changes. The EMBA programme was in With the incorporation of primeworks studios, we worked to collaboration with University of Cambridge, UK and Berne up-skill our staff by developing an internal curriculum on University of Applied Sciences, Switzerland. Classes were various core areas in production. Module 1, ‘Media Regulatory conducted at Sri Pentas on the weekends by a professor from Awareness’ kicked-off in the third quarter of 2008. The other Berne University. modules will follow suit in 2009. corporate responsibility

We also introduced functional certification programmes in Children that performed the best in each category, received an 2008 such as ‘Certificate in Business Accounting’ for our extra RM100. Group Finance staff, OSH Safety Officer Certification and Counselling Diploma for our human resource staff. Promoting e-Internal Communications An internal online portal was created in 2006 to ease Knowledge Sharing communications and engage with staff regarding new As part of our role in creating awareness and sharing of new developments and events within the organisation. This online information, skills and technology, our Management Information System, OSH and Regulatory Affairs units portal called PeopleConnect, packed with information from all conducted various in-house awareness sessions to update departments within the Group reduces the need for paper- employees. This is done frequently to ensure that all staff are based newsletters and memos and is consistent with our updated on best practices in the industry. initiative to reduce waste. After two active years, we are in the midst of a make-over for the site to drive more reader-friendly, Apart from formal programmes, we organised benchmark relevant and interesting content to all. visits for our staff to be exposed to other organisation’s best practices. In 2008, 8TV’s team visited MediaCorp, Human Resource Customer Satisfaction Survey Singapore and TV9 ventured to Oman TV as part of our As part of our efforts for continuous improvements, the knowledge exchange and sharing effort. We hope to see Group’s Human Resource Department (GHRD) introduced a more of such visits in the future. In keeping abreast of the Customer Satisfaction Survey to assess the level of service to latest media developments in Asia, a delegation of staff attends the Broadcast Asia Exhibitions in Singapore on an staff and general internal climate in 2005. annual basis. The survey has been conducted annually as part of our open Our Unique Benefits workplace value and to take consideration of our employees’ An important part of our mission is to meet and exceed the perception of the workplace. A focus group is currently needs and aspirations of our employees. In 2008, and against ongoing and will need to conclude before the survey results the soaring cost of fuel, we were able to introduce an austerity will be completed and can be shared with the staff. Upon the drive that offered hardship allowances of RM100 per month to disclosure of the result we will implement an action plan on our employees earning less than RM5,000 monthly. any improvement deemed necessary.

Our employees’ family is as important as our employees. In Management-Employee Meet 2008, NSTP initiated the ‘Intensive Tuition Classes’ programme for the staff’s children undertaking their UPSR, PMR and SPM The Management-Employee Meet is a time where top examinations. The tuition focused on four key subjects; management and staff meet annually. It is conducted in the Mathematics, English, Bahasa Malaysia and Science. The fashion of town-hall session where everyone is free to share tuition was for half-day classes conducted on weekly basis for their opinions. From the management angle, it is a chance to three months involving reputable teachers and a total of 50 address the performance of the Group, explain business students. Besides tuition on the four subjects, students were direction and initiatives for the new year. We feel that it is given tips on answering exam questions, quizzes and important that our employees know our goals and the ways anticipated examination questions. These actions are aligned we are approaching them. By doing this, we make sure that with our focus to enhance our children’s education. everybody is at par and have a common vision and mission. From the employees’ perspective, this is the time to raise In efforts to recognise all Media Prima staff’s children’s issues, make constructive suggestions or comments directly performance in school, we introduced the Education Excellence Awards to incentivise their achievements. The to the senior management. Any issues that were brought up rewards are as follows: by the staff at the town-hall sessions are addressed immediately and directly by the top management. Exam Performance Reward (RM) Media Prima Sports Carnival Year End School Exams 1st in class 100 The Media Prima Sports Carnival is an annual sports event (Primary and Secondary) with participation from all companies, business units and UPSR 5A 150 departments in the group. It is a highly anticipated event for us PMR 6As and up 200 and promotes sportsmanship amongst the staff. More than 15 SPM 6As and up 250 sporting events are open to all, both indoor and outdoor. STPM 5 Principles 300 98/99

Celebrating Our Cultural Diversity Upgrading the staff canteen During each festive season, we subsidise selected food items In 2008, following feedback from our staff, our canteen was for staff. The subsidy would include mandarin oranges for upgraded to the standard of a cafeteria to ensure the comfort Chinese New Year, meats and mutton for the respective Eid of our staff during break and lunch. Now with a pleasant and Deepavali festivities. These benefits are available for all ambiance plus extra seating, the cafeteria caters to over staff regardless of religions and beliefs, for all festivals. This is 1,000 staff based at Sri Pentas. The quality of the food and part of our initiative to ease the staff’s personal expenditure prices are constantly monitored and a dedicated smoking during those seasons. area was created directly outside the cafeteria to ensure a pleasant and smoke-free rest area for non-smokers. The Group also conducted three additional programmes for the Muslim staff in the company. A Majlis Berbuka Puasa that Continuous improvements took place on 4 September 2008 saw staff and children from Media Prima is fully committed to provide a working two orphanages treated with sumptuous foods and beverages environment that provides comfortable and dynamic while being entertained by local artistes. In conjunction with environment for employees. Our Group Human Resource Ramadhan, the Group continued its tradition of distributing Department has identified the following areas of improvement: bubur lambuk (porridge) to its employees on 18 and 24 • Improvising our recruiting scheme – The HR Planning September 2008. Annually, the Group also provides a special department will work closely with Heads of Departments Umrah and Haj package for its employees whereby the cost on the Company’s human capital plan. This will refine our for first time pilgrims are subsidised by the company. For this, recruitment cycle and hiring criteria. We also plan to widen employees were given the opportunity to apply for an our search to have more diverse candidates. instalment via salary reduction for 10 months. corporate responsibility

• We plan to have a yearly training calendar published for Media Prima Health Week staff’s reference. This is to increase staff’s awareness on Our Health Week took place from December 15 to December the training conducted. 19 and activities included aerobic competition between sports • To conduct more diverse activities - We plan to include houses. We also invited Amy Beh, a celebrated chef to more activities that involve staff’s families and the non demonstrate healthy cooking methods to our employees. A Muslim staff. blood donation campaign with National Blood Bank was also • We are looking into finding new car park space as the organised with a total of 41 staff donating their blood during parking space we have now is rather limited and unsafe. the week. • We are in the process of reviewing our current benefits particularly the medical coverage for both outpatient and Complimentary Executive Health Screening Programme inpatient treatment. Beginning in 2008, the company offered complimentary • We seek to improvise the process of claims reimbursement. Executive Health Screenings for 683 staff between ages 30- 39 and 700 staff aged 40 and above. The screenings included Ensuring a Healthy and Safe Workplace an ECG plus full blood, cholesterol and glucose tests. These screenings were done as part of prevention and to ensure that Quit Smoking Campaign 2008 the staff maintains healthy and balanced lifestyles. All staff Our campaign began with a talk on quitting on 19 June 2008 who participated in the screening was given a Medical Check by our campaign partner Pfizer. 80 participants took part in Up Report Card as a record of progress for areas of the campaign. We had a success rate of 10 percent, while improvements. others showed marked reduction in smoking from two boxes of cigarettes to two cigarettes per day. Upon completion of In order to serve the growing workforce better, the in-house the campaign, Pfizer sponsored a Championship Party on 7 clinic, Klinik Bakti was upgraded and renovated to have a November 2008 at Sri Pentas to honour those who quit more comfortable seating area and consultation room. Service smoking completely. Their colleagues were invited to celebrate hours were extended from 8:30 a.m. to 7 p.m. to provide for this monumental victory with them. the staff on duty at extended working hours. 100/101

Promoting Employee Safety In our efforts to ensure a safe working environment we are driven to conduct development programmes and engage employees involvement. It was for this reason, that in 2006 we pursued to have our facilities OHSAS 18001 certified. We also established processes, such as the Safety and Health Management Programme that defines the mechanism for the identification of hazards and assessment of the risks that may happen in workplace. We also develop a Risk Action Plan that engages associates in the development and implementation of policies, procedures and risk reduction activities. A series of 18 interactive development modules has been issued to our facilities to cover for the full range of company safety requirements.

We are concerned about and saddened by any injury or loss of life associated with our operation. We work hard to ensure our employee understand and follow good safety practices and we continue to improve our efforts. In 2006, we launched the Sistem Television Malaysia Berhad (STMB) Occupational Safety and Health Policy that aimed to ensure an Accident and Illness Free Environment. The system, which is adhered to by all business units under Media Prima, ensures that all legal requirements are complied with and that all hazards are identified and risks assessed.

In accordance to OHSAS 18000:1999, any occupational accidents and diseases must be reported. Employees are to fill in the “Internal Incident Report Form” and submit it to OSH Unit and Human Resource Department. In general, the MPB Internal Incident Report is not only meant for reporting accidents, but to also encourage employees to report for prevention and to improve the working environment and work procedures.

We are pleased to report that this year there were no incidents that led to fatality. In 2008, 15 forms were filled up regarding incidents that happened. The incidents are summarized in the table below.

Incident Description Type of Accident Lost Days

Non ergonomic transportation seats Others NA Water filter for canteen operator Others NA Food Poisoning - Karnival Jom Heboh Perlis event First Aid NA Motorcycle fall - Abrasion wounds, right eye swollen - fall at entrance ramp of basement parking First Aid 5 Fall during training - Swelling at right side of the forehead First Aid NA Tug of war during training - Fractured ribs First Aid NA Road accident - Minor head concussion First Aid NA Lightning strike Near Miss NA Collapsed Arabian canopy with falling chandelier Near Miss NA Fire Incident - Rubbish dumpster caught fire outside of building Dangerous Occurrence NA Trapped in lift during power outage Dangerous Occurrence NA Collapsed scaffolding platforms Dangerous Occurrence NA Injured while exiting toilet - cut at lower right arm Lost workdays 11 Scuffle with a group of men Lost workdays 2 Carpal Tunnel Syndrome Lost workdays 15

In 2007, our Risk Management team has identified several issues and in 2008, we have taken steps to mitigate the risks. Due to risks of slips, trips and electricity shock we require our contractors to adhere to safe work practices at all our ground events. Addressing the safety and ergonomic issues identified last year, we have installed our company vehicles with ergonomic seats. corporate responsibility

We established the Media Prima OSH Committee which Our goal and progress can be summarized in the table below: consisted of a balance component of management and employee representation from various group companies and Goal Action Progress departments. The function of the committee is to manage safety and health activities including accident prevention Drive consistent Established a To date, group wide. There is also an OSH Sub Committee member standards for safety continuous our facilities appointed at every department and business unit that measurements, improvement are OHSAS manages their safety and health activities within the OSH processes and platform for 18001certified Management System. The subcommittee maintains all reporting across managing relevant records at departmental level including accident the Media Prima workplace- prevention and reporting activities. This is to ensure the system health and safety implementation of OSH Objective and Targets is in-line with for our Company the departmental OSH Management Programme. Table 2: The table summarises the progress of the safety programme The OSH Management System required the person in charge to conduct Risk Assessment and ensure risk control before any work, assignment or production begins. The inspection ENGAGING THE MARKETPLACE identifies new hazards, mitigates risks and advice on the corrective and preventive action. The OSH-Management Investor Relations requires that any incident, accident, near miss, dangerous Recognising the importance of maintaining transparency, the occurrence, property damage including unsafe workplace Group maintains regular and proactive communication with its environment must be immediately reported. This is to prevent shareholders and investors, with the provision of clear, any future incidents from recurring and as a control measure. comprehensive and timely information through a number of It must be reminded that our efforts in mitigating all the issues readily accessible channels such as Corporate Website, are still in process and we hope to report more proactive Annual General Meeting and Investors Briefings. The Group’s solutions in 2009. Investor Relations policy provides guidelines on the activities that enable the Board and management to communicate All new employees and recruits must go through our OSH effectively with the investment and financial community and induction. The induction emphasizes on accident prevention other stakeholders including institutional investors, fund and reporting. There were various OSH trainings conducted managers, analyst, bankers as well as research and stock- throughout the year and it trains employees at each relevant broking houses and the general public in relation to function and level so they are aware of the OSH policy, dissemination of timely, relevant and accurate information significant OSH risk and their roles and responsibilities. We pertaining to the Group. keep our employees informed on the ergonomic and safety issues through our internal online portal, in-house notice The Board actively demonstrates and promotes the value of boards, reminders in the lifts and regular staff emails. All transparency, accountability and integrity in all its dealings trainings are conducted by our Human Resource and with its investors to ensure their utmost satisfaction. The Occupational Safety Health (OSH) unit. Board also maintains lines of communication with major shareholders to take heed of their concerns over matters We believe that developing a strong and effective safety relating to corporate governance and Group performance. culture is essential to the sustainability of our business and is a key indicator of a well-managed operation. We have a vision The Corporate Finance Unit, under direct supervision of the of zero injuries and fatalities, but we are not there yet. Given Group’s CEO, is tasked with the responsibility to respond to the improvements to our culture and operations, we are all queries raised by the investors and analysts. This is encouraged that we are setting a strong foundation for a safe particularly important to shareholders and investors for and healthy future for all our associates and vendors. informed investment decision making. With Annual General Meetings, Quarterly Analyst Briefings, Investors Road Shows and press conferences, our stakeholders are able to meet the Management and be apprised on Group’s performance and initiatives. 102/103

The Corporate Finance Department has conducted an Investor Chief Financial Officer attended presentations and meetings in Relations survey in January 2009 to assess the levels of London, Paris, Glasgow, Edinburgh and Singapore in a series satisfaction and effectiveness of Media Prima’s Investor of road shows during the year. Briefings with investors and Relations activities for 2008. Selected analysts, shareholders analysts were also held after each quarter’s announcement of and fund managers were invited to participate in the survey. In financial results to the Bursa Securities to explain the Group’s the survey, Media Prima has scored an overall score of 4.36 strategy, performance and major developments and to points (out of a maximum of 5 points) which exceeds Media address other matters affecting shareholders’ interest. Prima’s KPI target rating of 3.75. The Group was also ranked at 7th place of Best Investor Relations for Malaysia by Finance In addition to corporate announcements, events and Asia magazine. developments are notified to the public via press releases or by holding press conferences after general meetings or corporate In line with good corporate governance practice, an annual events. These provide shareholders, analysts and the investing programme to meet both local and international investment public with an overview of the Group’s performance and communities including the institutional fund managers and operations. All press releases are consistent with analysts is set at the beginning of the year. To maintain good announcements to Bursa Securities and all announcements rapport and relationship with foreign investors and fund and disclosures are available to the public in a timely manner managers, the Group Managing Director/CEO and the Group on Media Prima’s website, www.mediaprima.com.my. corporate responsibility

Supporting Our Local Creative Industry Media Prima’s role has also done its share in the development The term of glocalization was introduced in “The World is Flat” of the music industry through Anugerah Juara Lagu (AJL). The where an individual or company thinks globally but acts locally. Award, which was first introduced in 1986, is a culmination of We applied the concept in the term of our competitiveness as Muzik Muzik, a weekly programme broadcasted live through a media company. We offer programme concepts that are TV3 and operates as a platform for gifted composers and currently popular abroad with a twist, featuring local artistes to demonstrate their talent to the public. contestant and judges. We also support locally made programmes and provided them with ample amount of air The competition for this prestigious award began with time. It is our hope as a media company to offer the audience submissions by composers to contest in Muzik Muzik. The the best creative works that engage and delight audience. compositions will then go through a series of voting by the viewers and nominees were finally derived from compositions In supporting the local producers and movie makers, we that garnered the most public votes according to the initiated a budget close to RM175 million to promote local respective categories throughout the period of the competition. content through our TV networks. 42% of the budget is spent These nominations then progressed into the quarter-finals, on local in-house content while the rest will be spent for locally semi-finals and the fervently contested finals-AJL. outsourced content. In the year 2008, some 104 submissions were received to To galvanise these efforts and enrich our local offerings, we battle it out in Muzik Muzik, out of which, only 12 compositions realise that we have a responsibility to be innovative and open were selected- four songs from each category (Pop/Rock, our doors to new talents. It is with this interest we launched Ballads and Malaysian Folk & Ethnic Creative) by a panel of our content creation arm, primeworks studios and the “What’s independent judges to be crowned the best in their respective Your Big TV Idea” contest concurrently. The objective of the categories and also as the ultimate ‘Song of the Year’ for AJL. contest was to identify, recognize and reward the best and The breakdown of compositions per category received for most innovative TV idea from the general public. Over 2,500 Muzik Muzik in 2008 were, 50- pop-rock, 39- ballads and 15- entries were received and only the top 20 finalists were given Malaysian folk and ethnic creative. the opportunity to pitch their ideas to the top management in October 2008. The RM20,000 grand prize went to Nazaruddin Abdullah for his idea on a drama series that is representative of Malaysia’s current cultural landscape. 104/105

We are proud of the fact that AJL stands to defy the prevailing Our audience’s support is valuable to us and we want to do notion that independent artistes in Malaysia are incapable of something to make them feel appreciated. Our programmes breaking free from the underground scene. The outcome of focused on road shows and organising activities that have AJL in 2007 took the industry by surprise when Estranged, a various themes from introducing culture to interacting with four-piece independent outfit bagged the ‘Song of the Year’ viewers. Below are the highlights of our programmes: and ‘Best Pop-Rock Song’ awards for their victorious song Itu Kamu, taken from the band’s self-produced debut album, In Karnival Jom Heboh ‘In Hating Memory’. Meet Uncle Hussain followed suit at the Karnival Jom Heboh was launched in 2003 and has become 2008’s edition of AJL when they bagged awards for their an annual event for us. It received approximately 1.4 million upbeat composition Lagu Untukmu in the ‘Best Pop-Rock visitors for the year 2008 at various locations all over Malaysia Song’ and ‘Song of the Year’ categories. which makes it the largest ground event in Malaysia. The carnival is getting bigger and brighter every year with more Following their breakthrough success, both Estranged and things for visitors to see and do. We also conducted live feeds Meet Uncle Hussain have not only penetrated the mainstream from each carnival with Konsert Jom Heboh together with one music industry and but have also gained the recognition they of the station’s favourite TV shows Melodi. so deserved. We also had mini concerts running throughout the Karnival. Being in the media industry, creativity runs through our veins. Among the artists who graced our Karnival were Misha Omar, In enriching the Malaysian talent pool we believe in extending Dato’ , , Anuar Zain and many more. It our reach to uncover new blood through our various reality- is also a spot for our sponsors to promote their services and based competitions. With programmes such as Gangstarz products. Not forgetting our duties to the public, we also (TV3) One in a Million (8TV), LG MyStarz (TV3), So You Think provided the opportunity for an average of 500 small-time You Can Dance (8TV), Carrefour Duniaku (TV3) Project entrepreneurs at each location to set up booths. The vast SuperStar (8TV), Mentor (TV3), Project Runway (8TV), The crowds that attended the Karnival provided these entrepreneurs Firm (ntv7), Persona Nona (TV3) Akademi Quran (TV9) and with a window of opportunities to advertise their products while I Wanna Be a Model (8TV), we are fortified in our role to having the opportunity to engage with their customers. The develop the local creative industry. Karnival is also a great platform for businesses to launch new products and raise awareness for them on the ground. Visitors We were bowled over this year to see the positive at the Karnival are also given the opportunity to contribute developments in our local animation. This is none other than directly to Tabung Bersamamu TV3 as an extension of the TV the ubiquitous Upin dan Ipin that has broken the mould for programme. Malaysian animation. The series about the adventures of a cheeky pair of twin boys has brought the local 3D animation to the next level. With an average of 1.5 million viewers per episode, it is without a doubt the most admired local animation in the country and it went on to win best animated series at the Kuala Lumpur International Film Festival (KLIFF).

Reaching Our Grassroots In this age of technology where everything is accessible a click away, we still love to do things the old fashion way. By this, we mean that we still love the idea of meeting and engaging with our audience on a more personal level. We have travelled from Apa Khabar Orang Kampung cities to the villages in our efforts to bring our audience closer Apa Khabar Orang Kampung by TV9 was created and aimed to us. These ground events also allow for our audience to not to foster a closer relationship between TV9 and its rural just see or hear, but to also taste, smell and feel our TV and viewers. The programme which involves having our staff and radio networks. By this, we hope to ensure that no one is left personalities spend two days and one night in a selected out from receiving the latest in entertainment, news and village allows them to spend time with our audiences while information. having direct communication to gain feedback. They are no longer numbers and statistics that represent our ratings and we are no longer just a TV network. corporate responsibility

Karnival Sua Rasa ntv7 At the Mall Eating is the national sport of our beloved country. There is In conjunction with ntv7’s 10th year anniversary, we nothing quite like downing a bowl of piping hot, spicy and sour conducted events in cities such as Penang, Johor Bahru and laksa. This is why in supporting the favourite pastime of our Ipoh. The two-day weekend extravaganza boasted a myriad nation, we have introduced TV9’s Sua Rasa with more exciting of fun filled activities, live performances, games, contests as activities and an even more cheerful concept. The main well as meet-and-greet sessions with personalities and attraction was the introduction of a food carnival where we celebrities, was attended by more than 20,000 people. gathered all the famous local delicacies in one location. We are in support of the concept of locally made and produced. Sua CONSERVING OUR ENVIRONMENT Rasa provided ground for the local producers to promote and introduce their new products and brand. Our TV personalities Going Green also took part in the activity and it has created more interaction As a corporate citizen, we are increasingly aware of between us and the viewers. The combined on-air and on- environmental issues that surround us, from global warming to ground activities allow the viewers to experience the its economic effects. While our news programmes are programme beyond their living room. It gives the audience a committed to exposing the irresponsible behaviours that more concrete feel, touch and taste of the network. The first irreversibly damage and pollute our environment, we realise venue kicked off in Melaka followed by Kedah, Johor and there is still too much that needs to be done in making a Perak. Sua Rasa attracted more than 500,000 visitors at each difference towards the sustainability of our environment and venue and increased steadily with every venue. our planet. 106/107

Being a business, waste creation is unavoidable. Over the In support of World Earth Day, 8TV embarked on recycling years, we have undertaken initiatives to prevent and reduce campaigns and made conscious efforts to reduce electricity waste as part of our waste management policy. Our paper consumption within 8TV. The network also launched a usage is reduced when we introduced our intranet portal, programme to recycle advertising materials and promoted PeopleConnect that allows us to send out and share news recycling as a lifestyle via its in-house programme like Quickie, and information to our employees without using any paper. 8 Style and 8 E-news. We are currently exploring methods to dispose our electronic waste responsibly through e-waste management in early Our environmental efforts ended on a high note on 22 2009. Future discussions on separating our cardboard, December 2008 - as Media Prima, its TV and radio networks cartridges and toners are currently under review. joined hands to participate in and support Earth Hour 2009. As part of the campaign, all TV and radio networks will Reducing our Carbon Footprint encourage its viewers and listeners to sign up at the Earth During the year under review, we began calculating our Hour website and to switch off all non-essential lights. Media carbon footprint. In order to net out Media Prima’s carbon Prima will also participate to observe Earth Hour by switching impact, we will start by reducing our own emissions. For off our non-essential lights at Sri Pentas, while 8TV, Hot FM, 2008, our electricity usage was RM7.0 million for all our Fly FM and One FM will halt its transmission for an entire hour operations compared to 2007 which was RM8.0 million. Even as part of this global movement. An internal awareness with the increase in tariff, we still managed to keep our bills campaign was also launched for staff to switch off their non- lower than the previous year. essential lights at home.

The water usage for this year was RM2.5 million. It was a Reflecting our desire to better fulfil our social and environmental slight increase compared to 2007 at RM 2.0 million. obligations as a corporate citizen, we participated in the 6th ACCA Malaysia Environmental and Social Reporting Awards We gross estimated our carbon emission from our electricity (MESRA). Although we did not receive an award, it was a bills amount to be 199 kg of CO2-e. It is a 46 percent increase learning experience and we were inspired by the CR efforts and compared to last year but it was expected since there was an disclosures by other organisations. increase in the grid emission factor by 21 percent from 0.594kgCO2/kWh to 0.752 kgCO2/kWh. Our emission factor We realise there is still a great deal that needs to be achieved was obtained from PE INTERNATIONAL GmbH’s Life Carbon before we can even begin fulfilling our corporate responsibility Inventory and the Malaysia Powergrid Mix (2005-2012) which commitment. Moving forward, we are determined to develope represents the latest emission factor data for Malaysia. a detailed corporate responsibility framework with a structured However, we still have not accounted for carbon emission evaluation and calculation method to ease a more effective from our transportation and travelling activities. We hope to and cohesive reporting process for the Group. improve on our monitoring programme and to have clear standards of performance and achievable goals set up for next year.

It Begins at Home Although 2008 saw more green initiatives, our environmental programme is not as comprehensive as we would like it to be. Nevertheless, we are determined to develop an internal approach and continue on our pursuit to develope an environmental program that addresses Malaysia’s environmental concerns today. corporate responsibility 108/109 review of operations

After the outstanding performance in 2007, 2008 was a much more challenging year. While the Group posted excellent results in the first half of the year, the soft advertising market affected the Group’s performance during the second half of the financial year under review. The global credit crunch that affected much of the world’s economy in 2008 started to make its presence felt in Malaysia towards the latter half of the year, with advertising expenditure growth, the main revenue driver for the Group, dropping sharply in tandem with the global and domestic economic slowdown during the period.

Despite this challenging environment, the Group managed to register growth with profit before tax increased by 7% to RM159 million from RM149.1 million recorded in 2007, while net revenue increased by 13.0% to reach RM781.3 million from RM691.3 million. Net profit after tax excluding results of investment acquired exclusively for sale was RM117.7 million which is line with the RM117.4 million recorded in 2007. “It was a year of two halves where we recorded strong growth in advertising and earnings in the first half of the year but later were affected by the slowdown in advertising spending. But our strategy to diversify into other media assets such as radio and outdoor advertising has successfully enabled us to maintain a strong, stable and profitable revenue base.” 110/111

Our media assets continue to dominate the Malaysian media landscape with our radio networks and outdoor business in particular, contributing higher revenues. TV continued to be the main revenue generator, while our print operations showed significant improvements in its operational results. The New Media division however remains a work in progress with more work needing to be done to monetise our portals whilst we have taken our first steps towards expanding regionally via our initial investment in Philippines.

Television Networks Media Prima’s TV Networks maintained its industry leadership position with the four television networks, TV3, ntv7, 8TV and TV9, collectively achieving a combined audience share of 50% in 2008. Further, our television networks collectively garnered approximately 90% of the total FTA TV advertising spending in Malaysia.

TV Viewership Share %

80 TV3

ntv7 70 8TV

TV9 60 10.7 9.5 50 2.4 8.1 7.1 2.0 4.2 3.1 7.5 5.3 1.5 1.6 6.8 40 4.0 6.5 5.5 6.0 6.2

30 16.5 17.5 6.7 7.1

20 31.7 32.8 43.2 44.9 18.2 15.9 27.2 28.1

10

4.5 6.7 0 08 07 08 07 08 07 08 07 TOTAL 6+ MALAY 6+ CHINESE 6+ URBAN 6+

Source: AGB Nielsen Media Research

Our TV Networks remained the main revenue and earnings generator for the Group and despite the economic downturn showed resilience with revenue growing by more than 7% arising from higher advertising spend attributable to strong domestic consumption and events such as the Euro 2008 and the Beijing Olympics in the first half of 2008.

TV3 maintained its clear leadership position as the No.1 free-to-air (FTA) TV station in Malaysia, in both audience share and advertising revenue. As TV3 enters its silver jubilee year celebrating Abdul Rahman Bin Ahmad 25 years of operations, we are proud that the Group Managing Director / continued investment in the brand and in Chief Executive Officer, improving content has resulted in another Media Prima Berhad successful year where the station delivered all of Malaysia’s top 20 TV programmes. review of operations

Top 20 Programmes 2008 - Total 4+ Across All Channels (Total Individuals Universe:18,674,121) No Title Channel Genre Viewership TVR Share 1 Anugerah Juara Lagu Ke 22 (L) TV3 Musical/entertainment 4,707 25.4 62.5 2 Anugerah Bintang Popular BH (L) TV3 Musical/entertainment 4,499 24.3 63.5 3 Anugerah Skrin (Live) TV3 Musical/entertainment 3,915 20.7 55.5 4 CNY Movie Special TV3 Movies 3,306 17.8 51.1 5 Pengumuman Hari Raya Aidil Fitri TV3 Miscellaneous 3,026 16.0 54.1 6 Lestary TV3 Drama/series (0401-) 3,024 16.2 44.0 7 Buletin Utama TV3 News 2,948 15.8 49.0 8 Aksi TV3 Drama/series (0401-) 2,879 15.4 41.7 9 Dunia Baru TV3 Drama/series (0401-) 2,784 15.0 40.2 10 Doa Raya TV3 Religious Programmes 2,684 14.2 47.7 11 Gangstarz Final (L) TV3 Reality TV (0427-) 2,670 14.1 43.4 12 Mr. Mama TV3 Drama/series (0401-) 2,649 14.3 40.7 13 Tain-3t TV3 Drama/series (0401-) 2,498 13.2 40.5 14 Kisah Kaisara TV3 Drama/series (0401-) 2,480 13.2 38.8 15 Seram TV3 Drama/series (0401-) 2,367 12.7 35.0 16 999 (L) TV3 Documentaries/magazines 2,317 12.4 34.9 17 Perutusan Hari Raya YAB PM TV3 Miscellaneous 2,314 12.3 41.3 18 Fara TV3 Drama/series (0401-) 2,309 12.4 35.4 19 Cerekarama TV3 Movies 2,293 12.3 40.7 20 Muzik Muzik S.A.Pop Rock (L) TV3 Musical/entertainment 2,276 12.1 33.2

Source: AGB Nielsen Media Research 112/113

ntv7 also performed creditably, cementing its position as the The impact of this exercise was virtually immediate with Number One channel amongst Chinese audience, with a the station ending the year with a 13% viewership share growing 18.2% viewership share. The station also celebrated amongst Malay 4+ audiences for all Malay channels and its 10th anniversary in 2008 with the 10 Feel Good Years establishing the network as a clear No.2 television station campaign which kicked-off in July via a series of major after TV3. outdoor advertisements around the city centre, a line-up of programme favourites aired on the channel in the past Content development, quality programming and investment decade, the 10 Feel Good Years television commercials by in our brands have been the core of our strategy in growing acclaimed director Yasmin Ahmad and The Big 10! contest our TV business and maintaining our leadership position. In for viewers. 2008, this continued to be the mainstay of our operations amidst a highly competitive market. ntv7 is also proud that its high quality coverage of the Euro 2008 was recognised with its live chat show The Arena, garnering the sole Malaysian nomination at the Asia-Pacific Broadcasting Union Prizes 2008 under the TV Sports category.

8TV continued to consolidate its position as the preferred television network of choice for the urban youth and Chinese market. With a focus on the best of Hollywood, Asian and local content, the station has consistently provided quality entertainment since its inception in 2004, winning awards and recognition at the Phoenix Awards in Singapore, Promax/BDA Awards and the Anugerah Skrin 2008.

The (R)evolution of TV9 After achieving great strides in 2007, TV9 experienced growing pains in 2008 with its audience share and revenue growth under pressure given the intensely competitive TV market.

Accordingly we decided to re-fresh and re- brand TV9 during the third quarter of 2008, repositioning it as a more contemporary, energised and vibrant station targeting the young malay mass audience whilst remaining true to its rooted and wholesome values.

Apart from a new logo, the exercise included changes in content, focusing on light hearted entertainment and drama around well-known local hosts and celebrities as well compelling variety, reality and magazine shows. review of operations

In November, Media Prima presented to our advertisers and clients, new and returning programmes for 2009 at our annual Network Screenings event. Collectively, the four Media Prima stations committed to invest nearly RM250 million on local and foreign content to ensure we continue exceeding the expectations of Malaysians viewers. Local audiences can expect compelling and higher quality content as our TV Networks reinforce themselves as the preferred platform for advertisers.

Hand in hand with quality content and programming, 2008 saw a significant investment being made in a sophisticated Customer Relationship Management (CRM) tool. Our business model centres around the needs of our customers, and the CRM tool has helped us service our clients better whilst enhancing yield and revenue. While more work needs to be done, we are pleased that the investment has already shown dividend where an independent survey has ranked the service quality of the Media Prima Television Networks Sales Team within the top 30 percentile globally.

Radio Networks Media Prima’s Radio Networks (MPRN) continued to grow strongly in 2008, with its two stations - Hot FM and Fly FM – consolidating their position in the listenership stake.

Under the latest survey results by Nielsen Media Research (NMR), Hot FM’s is now the No. 1 station overall in average audience, No. 1 in the under 34 demographic and No. 1 overall in the major market centres combined. The survey also showed an increase in the number of listeners from 2.9 million in 2006 to 4.3 million with the Hot FM AM Krew hosted by Fara Fauzana and Faizal Ismail now the number one breakfast show in Malaysia.

Fly FM meanwhile, has maintained its position as the No. 2 English Station in the under 34 demographic and among students. With a total listenership of 470,000 the radio network also leads amongst the Highest Household Income (HHI) Group.

470

4314 LISTENERSHIP - RADIO NETWORK all people 10+ Reach 000’s Survey #2 2008

Hot FM Fly FM

Source: AGB Nielsen Media Research 114/115

The stellar performance is a result of MPRN’s ability to Outdoor tailor its content to meet with listeners’ ever-growing needs With a 35% of the market share, our outdoor division and the passion of its youthful and committed workforce. consisting of Big Tree Outdoor Sdn. Bhd. (BTO), UPD Sdn. The MPRN is projected to grow further in 2009 with the Bhd. and The Right Channel Sdn. Bhd., is now by far, launch of One FM, a Chinese radio station which was Malaysia’s largest outdoor advertising player. The outdoor launched at the beginning of 2009. Early results would division continued its strong growth in 2008 with its seem to indicate that One FM will have similar success to revenue increasing strongly by more than 20% and now Hot FM and Fly FM, which would further expand and contributes 13% and 18% of the Group’s revenue and strengthen Media Prima’s radio operations. earnings respectively. This is in line with the target set in 2007 when Media Prima expanded into the out of home advertising business. review of operations

In addition to its existing long-term concessions, BTO won This is attributed to a combination of higher advertising the exclusive rights to market new major concessions, revenue driven by the No.1 daily newspaper in Malaysia, which include Maju Expressway (Kuala Lumpur-Putrajaya Harian Metro and effective cost control measures adopted. Highway), KL Monorail, KL Sentral External, and The Spring – a new lifestyle mall in Kuching. Total turnover grew by 3.5% to RM578.2 million, driven by continued strong performance by the No.1 daily newspaper With our concessions covering all of the major transit in Malaysia, Harian Metro. Harian Metro’s circulation is operations, highways and leading retails, we expect the currently more than 364,000 copies per day with readership outdoor business to provide revenue and earnings stability reaching 2.26 million. to the Group amidst the difficult advertising environment.

At the same time, BTO will aggressively explore suitable digital and ambient media opportunities to ensure its offerings to advertisers remain compelling and innovative. During the year, NSTP also took the bold step of converting Berita Harian from a traditional broadsheet Print following the steps of the New Straits Times. This move is Our associate company, The New Straits Times Press (M) aimed at ensuring the publication continues to appeal to Berhad (NSTP) continued its trend of steadily improving its readers, especially the young, whilst at the same time, operational results. For 2008, NSTP achieved a net profit maintaining the strong editorial content and credibility that for the year of RM47.4 million, representing a 40% the newspaper has long been renowned for. increase from RM33.8 million recorded in 2007. 116/117

Content Development 2008 proved to be a busy first year for primeworks studios In 2008, we were finally able to implement our long as it produced over 5,000 hours of content for Media standing plan to consolidate all of Media Prima’s content Prima TV Networks, which include Anugerah Juara Lagu creation activities under one roof. Under this initiative, a 2008, Project SuperStar, Majalah 3, Cari Menantu, Pepaya fully owned but independent subsidiary of Media Prima, and Susuk. primeworks studios was born through the combination of all television networks in house production units together primeworks studios Production Hours 2008 with our drama and feature films arm, Grand Brilliance. Department Hours Magazine & Documentary 2,464.0 The primary objective in the establishment of primeworks Entertainment 1,952.2 studios is to maximise the economies of scale in production Chinese Entertainment 363.5 as a means to increase productivity whilst at the same time Sports 216.0 enhancing the quality of our content produced for all our Drama/Telemovies 207.5 television networks as well as bringing them to a level Total 5,203.2 where it can be exported to the international market.

No. of movies released: 1) Local – 11, 2) Foreign – 11 No. of movies where GB provided distribution services - 5 No. of dramas – 12 No. of telemovies – 17 review of operations

Grand Brilliance, now a brand under primeworks studios, Notwithstanding the creation of primeworks studios, our expanded its roster of movie releases which included Duyung, commitment to continue supporting the external content Evolusi KL Drift, and Money Not Enough 2 – the highest creation industry remains, and primeworks studios is grossing Chinese film in 2008. However, the deteriorating expected to work with local producers to grow the industry economic climate during the year had resulted in a weak box together. The studio will also be making selective office market and affected the box office performance of investments into higher quality production using HD and several of its productions, such as Antoo Fighter, Kami The increasing its output of content, especially documentaries Movie, and Budak Kelantan; as well as foreign movies it had targeted towards the international market. acquired and distributed. This had adversely affected the overall financial performance of the division for the year. We envisage primeworks studios to evolve to be a truly glocal content creation house and to be a key driver to the Group’s revenue in the near future. 118/119

New Media Amidst stiff competition from local and foreign web-sites, Alt Media, the New Media division, started off strongly in 2008, with average monthly page views and unique visitors to its web portals climbing steadily from 30 million to 72 million and 3.1 million to 4.6 million respectively.

New Media Results

Avg Monthly Page Views Avg Monthly Unique Visitors Avg Monthly Video Views Sep-07 Jan-Dec 08 Sep-07 Jan-Dec 08 Jan-Dec 08 TV3 3,900,000 40,966,017 220,000 2,363,301 19,758,791 8TV 1,700,000 10,626,860 100,000 519,132 2,484,929 ntv7 308,337 4,267,048 15,137 316,458 1,314,338 TV9 100,337 5,448,912 5,902 212,008 1,777,438 Hot FM N/A 5,366,308 N/A 693,858 508,242 Fly FM N/A 639,714 N/A 136,579 N/A GUA N/A 5,020,868 N/A 401,448 313,534 Total 6,008,674 72,335,727 341,039 4,642,784 27,104,014 review of operations

Our television networks’ portals Catch Up TV service losses. However, with an expanded marketing team proved to be a massive success with an increase of over enhanced via our collaboration with Pixel Integrated Media 400% in Video Views across all portals during the financial Sdn. Bhd., one of the leading advertising networks in the period under review. Collectively we currently record more region, we are confident to be able to secure more than 27 million view views per month, making our portals advertising support to help grow this business. by far the leading domestic video based web sites.

Gua.com, our lifestyle portal consolidated its position as Events one of the leading entertainment and lifestyle sites in Big Events, which took over the events business from Tiga Malaysia with successful initiatives such as the launch of Events, took a significant step in establishing itself as a GuaMuzik in April, with 300,000 local and international major player in the entertainment industry by bringing in songs of a variety of genres to date and made for web only the highly acclaimed High School Musical Ice Tour in 2008. video series including Kerana Karina 2 and 3 and Jelma. Held during the school term break in August, the show We also successfully launched our 3G video calls content was based on the popular High School Musical TV Movies services on Maxis and Celcom mobile networks. and proved a resounding success among young teens and school children. Despite the success and support from online communities, unfortunately revenue monetisation remains a challenge In December, Big Events played an organizing role when with most advertisers still taking a “wait and see” attitude the Global Brand Forum made its debut in Malaysia. position before committing any substantial part of their Boasting of experts such as Jim Stengel, Global Chief media budget into online. Marketing Officer of Procter & Gamble, branding guru Martin Lindstrom and Oscar-winning Hollywood film This coupled with higher bandwith costs due to the high director Oliver Stone, Global Brand Forum Kuala Lumpur take-up of consumers usage of video services led to our 2008 provided invaluable insights to Malaysian business new media division to continue to record gestation period owners and professionals on the importance of branding. 120/121

International Investments However due to the global financial crisis, the financial closing As mentioned in the Chairman’s message, with media of the Media Fund has been delayed and consequently the assets in Malaysia already close to saturation, we took the Philippine investment was not able to be transferred to the strategic decision to explore opportunities within the Media Fund by year end. Accordingly to be consistent with region. Key to the strategy was the establishment of the prudent accounting standards, Media Prima has taken a net proposed MPB Strategic Media Fund Limited Partnership charge (excluding minority interests share) of RM31.7 million (“the Media Fund”), a private equity fund to be set up for being the 2008 losses incurred by Primedia, pending the the purpose of investing in media assets across South closing and transfer of the investment to the Media Fund. East Asia and other Asian emerging markets. Despite this and the challenging financial climate, we remain In 2008, as a potential seed asset for the Media Fund, we hopeful that this issue will be resolved this year and our plan set up in the Philippines, MPB Primedia Inc. a company to set up the Media Fund and transfer the Philippine which entered into a block airtime and consultancy investment to the Fund will materialise in 2009. agreement with the ABC Development Corporation (ABC), that owns and operates ABC5 network, one of the television We are also pleased that the Group’s investment in TV3 networks that operate nationwide in the Philippines. Ghana remains profitable and has finally received approval from the Ghana regulators to be listed on the Ghana Stock We then helped ABC to undertake a comprehensive re- Exchange under an IPO exercise. launch and re-positioning of the television network which included a name change to TV5, an enhanced transmitter The listing is expected to take place by third quarter 2009 and a completely revamped content schedule. Whilst it is and is expected to allow Media Prima to crystallise some still at an early stage, the initial results have been impressive of its longstanding investment in TV3 Ghana as well as with TV5 ratings increasing from 1% prior to launch to more raise funds for expansion and further investments in other than 7% in December 2008, making it the clear number 3 areas of media in Ghana. television network in the country. The challenge now is to continue on this strong start and significantly increase advertising revenue. review of operations

The Year Ahead The year ahead will be a challenging one – given the continued deterioration in the global financial and economic climate which is now affecting all countries including Malaysia, it is difficult to predict with any degree of certainty on what the advertising expenditure outlook will be in 2009.

We are hopeful for the best but have planned for the worst to ensure that we are ready to face a situation where advertising expenditure may contract for the year. At the same time, all of us, be it government, businesses and individuals, have a role to play to ensure we keep consumers confidence and domestic demand strong to avoid the worst of the crisis.

Despite this uncertain outlook, we are confident that with our wide array of media assets we will be able to navigate through these challenging times. Our cashflow remains positive, our debt is relatively low and some part of our businesses continue to grow. 122/123

In addition, it is also important that we continue to develop On the operations side, our continuing consolidation and the dominant brand positions of our media assets through cost management measures will help improve efficiencies in continued investment in quality content and relevant operations, eliminate duplication and reduce unnecessary programming to ensure we remain attractive to consumers costs. With the completion of the migration of ntv7’s and advertisers. operations to Sri Pentas and the consolidation of content creation activities under primeworks studios, we expect to As mentioned earlier, we will be investing nearly RM250 realise significant cost savings through economies of scale. million to further strengthen our TV brands with compelling and high quality content that will connect with the various We are quietly confident that we will able to continue to viewer segments we are targeting. Similarly, we will build on the foundations that have been set these past few continue to invest in our other divisions, such as print, radio years. As one of the leading integrated investment media and outdoor; and establish value-added incentive packages groups in the country, we have the track record and are across all media platforms to help our business partners to well positioned to leverage on the strong media assets that cost effectively execute their communication plans. we have to continue delivering value to all our stakeholders and take advantage of the current market situation to We believe that during hard times, opportunities are aplenty emerge stronger for the future. for businesses to grow their business and we aim to provide the most cost effective way for them to achieve this. In this context, customer relations will play an even more important Abdul Rahman Bin Ahmad role as we seek to maintain and grow our relationship with Group Managing Director / Chief Executive Officer, all our existing customers as well as develop new ones. Media Prima Berhad 24 YEARS AND STILL THE NO. 1

• TV3 has made great strides since its inception in June • Its programming strategy, interwoven with a 360˚ 1984. It is Malaysia’s 1st free-to air private television advertising and promotions campaign that also includes channel and has maintained its position as the no.1 online as well as ground activation, has further station in the country. strengthened the TV3 brand. The station’s programming strategies for its three key viewer segments - Mass • 2008 saw a change in leadership with Dato’ Amrin Market, Women, Kids & Teens - are developed with in- Awaluddin taking over as Chief Executive Officer from depth research resulting in the no.1 TV station dominating Dato’ Sri Farid Ridzuan, who remains as Group CEO of the nation’s top 20 programs and attracting the highest Television Networks. The change has not dampened the viewerships from the three segments. station’s progress as it continued to captivate its viewers with innovative programming reflective of current trends • In 2008, TV3 introduced a new slot - Lagenda - which and lifestyles of viewers from all market segments. contemporizes folktales into the modern twentieth century. Although transmitted in the afternoon, at its peak it • As the nation’s leading free-to-air TV network, it has captured close to 2 million viewers. A localized version of reinforced its market leadership by continuously investing Cinderella (Sindarela) in the Lestary slot made its debut in quality programs and introducing new concepts relevant during the year, and became an instant hit with to its viewers and the current environment. This bold and Malaysians. unique approach to programming delivered an impressive 32% in audience share, equivalent to over 4.5 million • Gangstarz Season 2, a talent-search reality show households or 21 million viewers. extended its boundaries to the Philippines and Thailand, in addition to participants from Malaysia, Indonesia and Singapore. Going beyond Malaysian shores brought it success as the no.1 regional talent search TV programme. 124/125

• On-ground activation and interactivity via Karnival Jom Heboh, My TV3, School Attack, Reading Room helped reinforce the TV3 brand whereby viewers get a chance to go beyond the confines of their living room to experience and be a part of the TV3 brand. The ground activities received overwhelming response from the station’s three key viewer segments. . • Karnival Jom Heboh, in its sixth year continued to draw the family crowd. In 2008, the carnival was visited by over 5 million visitors in eight states, making it the longest-running and biggest ground event in Malaysia.

• TV3’s position as a leading brand was further augmented as it once again was named as one of Malaysia’s Most Valuable Brands by leading global brand consultancy ‘Interbrand’. The award is a testimony of the hard work and commitment that the management and employees have put in to transform TV3 into one of the most recognized media brands in the country.

• The programme rankings for 2008 saw TV3 dominating the year’s top 20 programs yet again. Based on data from AGB Nielsen Media Research, 2008’s top rated programs include TV3’s prime news segment, Buletin Utama, Anugerah Juara Lagu, Anugerah Bintang Popular and Anugerah Skrin. Anugerah Juara Lagu in particular claimed 63% in audience share, attaining approximately 4.7 million viewers. FEELING GOOD, 10 YEARS AND BEYOND

• ntv7, the Home of Feel Good, celebrated its tenth year of delivering high-quality creative content to the Malaysian public during the year under review. The channel embarked on a 10 Feel Good Years campaign via a series of major outdoor advertisements around the city centre, a lineup of programme favourites aired on the channel in the past decade, the 10 Feel Good Years television commercials by acclaimed director Yasmin Ahmad and The Big 10! contest for viewers.

• During the year, ntv7 cemented its position as the number one channel for Chinese content, with a steady 18.2% viewership share in the Chinese 4+ category. The station intensified its support for local programming with the return of the Mandarin and English editions of Deal or No Deal, Anugerah Industri Muzik ke-15, Elly, Seekers, Wakenabeb!, 1..2..Jus!, Dari KL Ke Queenstown, Jangan Lupa, Frontpage, Ampang Medikal, Actorlympics TV, The Firm 2, Aura, A La Carte, Mi Casa, Fly fm Pagi Show on ntv7, 77 Hours, the period drama , Addicted To Love, , Love Is All Around, The Thin Line, Where The Heart Is, Exclusive, Fallen Angels, , Yummy Trail, Hong’s Kitchen and the biggest Chinese concert in the country – Live Concert 2008, which was free for the public. ntv7’s primetime performance was driven by these key content, while maintaining its overall leadership among upscale urban 30+ audiences.

• Apart from killer local content, the station continued to introduce the latest and best in urban entertainment from Hollywood, such as The 80th Annual Academy Awards, Grey’s Anatomy, Private Practice, Cashmere Mafia, Lipstick Jungle, Big Shots, She’s Got The Look, Samantha Who?, Studio 60 on the Sunset Strip, Bones, America’s Got Talent, Oprah’s Big Give, Rachael Ray, Survivor China, Shark, UFC Unleashed and American Gladiators.

• With programme belts like Daytime, Buzz, Hong, kids@fgw, Weekend – delivering the best in primetime entertainment, daytime dramas, news, talk shows and late-night laughs – the station remained as the choice channel for affluent urbanites and families.

• Malaysian football enthusiasts had a treat with the airing of live Euro 2008 matches as well as ntv7’s very own grandstand, The Arena. This live chat show with guest pundits garnered the sole Malaysian nomination at the Asia-Pacific Broadcasting Union Prizes 2008 under the TV Sports category.

• Journalistic standards continue to be achieved with objective reporting, especially during the 2008 General Elections. The station, most remembered for being the first to deliver the breaking news on the deadly tsunami which hit Acheh in December 2004 and the earthquake that hit Sumatra in March 2005, has galvanized its reputation as a much- respected news source, so much so that Yahoo! Asia sourced its updates on the elections from 7 Edition. Malaysia Votes became an important stop along the political campaign trail, as the co-hosts welcomed renowned political analysts and experts on the show. Business and corporate programmes helmed in 2007 also grew from strength to strength in 2008, with inspiring shows such as Hak Anda, Outstanding Malaysians, Captains, Biz Briefcase and Walk the Talk. 126/127

• In addition to drawing crowds on television, ntv7 continues to command a vast following on- ground and online. The much-anticipated nationwide entertainment road show, ntv7 At The Mall, proved to be a hit among the station’s target demographics, garnering overwhelming crowds of over 20,000 people in cities such as Penang, Johor Bahru, Ipoh, Petaling Jaya and Kuala Lumpur. The two-day weekend extravaganzas boasted a myriad of fun-filled activities, live performances, games, contests as well as meet and greet sessions with personalities and celebrities.

• Also hugely successful was the Euro Futsal Carnival, a month-long futsal tournament in conjunction with Euro 2008. Held in four locations in the Klang Valley, it entailed football skill challenges, football quizzes, face painting, dance performances and prizes.

• Online, ntv7’s Catch-Up TV feature has delivered hundreds of episodes of the station’s signature programming to online viewers, boasting approximately 50 million hits.

• The Home of Feel Good believes that being a good corporate citizen is not just an obligation, but the right thing to do as it benefits viewers, employees and stakeholders. The channel embarked on a series of initiatives: the Doraemon Outing Day to visit cancer patients under palliative care at Universiti Malaya Medical Centre; berbuka puasa with the orphans of Rumah Penyayang in Klang; an educational visit to Zoo Negara with the orphans from several orphanages, as well as numerous monetary donations to the needy. • Looking ahead, these activities, as well as the station’s initiatives and compelling content, will continue to reinforce the attractiveness of ntv7’s brand, strengthening bonds with viewers and the community – all to the “Home of Feel Good”. CONTINUES TO BE THE TASTEMAKER

• 8TV continues to surprise the industry with innovative and impressive content as it battles to win the hearts of both its urban youth and Chinese markets. The compelling appeal of 8TV has grown from strength to strength as it entered its fourth year of operations in 2008.

• Reaffirming its presence as the station of choice by being the tastemaker - ‘Always Ahead’ in content innovation and ideas that appeal to its target markets - 8TV’s main focus has always been about bringing the Best of Hollywood and Asian programmes, including the increasingly popular reality shows, to Malaysian TV viewers.

• The top and popular Best of Hollywood programmes for the year in review include Criminal Minds, NCIS, Prison Break, Burn Notice, Reaper, Pushing Daisies, Gossip Girl, Ugly Betty and Desperate Housewives. Reality shows also include America’s Next Top Model, Janice Dickinson Modeling Agency, Make Me A Super Model, Project Runway, So You Think You Can Dance, America’s Got Talent and American Idol.

• 8TV is also ‘Always Ahead’ in its Asian content, offering the Best of Asian programmes from , Korea, China and Japan. Some of these programmes include Hot Shot, Royal Tramp, Hana Kimi, Corner with Love and The Legend of Bruce Lee drama series. The popular Bruce Lee drama series was a coup for 8TV as it was one of the first networks outside China to air it.

• On the local front, 8TV has also been outstanding in its creative and groundbreaking local productions. These include Alam’s Story, 5 Jingga, Field Trip USA, Ghost, Goda, Teman, Latte @ 8, Quickie, So You Think You Can Dance Malaysia, Ultimate Prom Nite and One In A Million. • The station’s local content also include popular Chinese programmes such as Good Night DJ, Love Is Not Blind, Project 128/129 SuperStar, Go-go-Go, Double Triple or Nothing, 8 Style, Ho Chak!, 8 E-news, Go Travel and Step of Dance.

• Since its first year of operations, 8TV has been receiving accolades from various awards shows in the region. 2008 proved no different as the station won four Asian-level awards at the Phoenix Awards and Promax/BDA Awards. At the Phoenix Awards, held in Singapore in June 2008, 8TV won in the TV Promotional and Film Advertising/ Promotion category.

• At the Promax/BDA Awards, 8TV bagged the Gold and Silver awards for the interstitials of Project SuperStar and The Sarah Connor Chronicles respectively. 8TV was also nominated at the Asian Television Awards for its local programme, Good Night DJ. Adding to the awards, 8TV also won Best Entertainment Show for Project SuperStar and Best Reality Show for So You Think You Can Dance (Season 2) at the Anugerah Skrin 2008.

• On-ground activities and roadshows were also an integral part of the station’s strategy to reach out to its audiences in 2008. Leveraging on the growing appeal of hit reality shows such as One In A Million, Project SuperStar, So You Think You Can Dance Malaysia and Ultimate Prom Nite, the ground activities provided opportunities for viewers to experience 8TV’s “Always Ahead” brand proposition.

• The Ultimate Prom Nite was an overwhelming success as the nationwide search for the Ultimate Prom King and Queen attracted more than 26,000 students across 13 different colleges and universities.

• The 8TV Chinese Carnival, another major on-ground activity catering to the Chinese audience and held in conjunction with the Mid Autumn Celebration, also attracted a record turnout.

• In addition to this, 8TV’s annual Summer Live Concert, Malaysia’s biggest free Chinese concert, was held in Malacca and attracted approximately 70,000 music fans on-ground and almost 1 million viewers on 8TV.

• Another well received and successful event was the KAMI gigs in collaboration with Monkey Bone that were held in eight major towns and cities. The KAMI gigs attracted approximately 4,000 music fans in each of the first seven locations while an overwhelming 15,000 people gathered at the last gig held in Bukit Jalil, Kuala Lumpur. CONTINUES TO PUSH BOUNDARIES

• After a successful first year in 2007, TV9 further • Another big hit was reality show Gadis Melayu in pushed its boundaries and reaffirmed its presence as which TV9 went in search for a woman of Malay the station of choice among Malays in 2008. With an heritage who embodies the qualities of the perfect 11.4% viewership share amongst Malays at the end of Malay woman. 10 contestants were selected to go the year under review, TV9 increased its leadership through training and weekly challenges to determine among all Malay channels. TV9 also has a higher reach the ultimate Gadis Melayu. amongst Malays within the higher-income group. • In addition to the line up of new reality programmes, • Based on the success stories of existing reality TV9 also showcased several exciting dramas. Lagenda programmes such as Akademi al-Quran and Cari proved to be a major success during its 8:30 p.m. Menantu, TV9 introduced more reality programmes with primetime slot, capturing an average of 1 million fresh new concepts and ideas in 2008. The second viewers per episode. Akademi Polis also garnered season of Akademi Nasyid resulted in more than 300 major audiences during its debut, while the Mutiara participants and garnered more than 500,000 viewers Hati dominated the 5:30 p.m. slot. weekly. Idola Kecil, a new reality program featuring bright young stars from the age of 10-13 years old also proved to be a hit as viewers tuned in to watch the undoubted talent of young Malaysian children. 130/131

• For TV9’s younger audiences, Upin & Ipin became the • The station also showcased several special most admired local animation in the country with an programmes in 2008. Al-Risaalah, TV9’s flagship average of 1.5 million viewers per episode. Upin & Ipin programme during Ramadhan went into its second went on to win best animated series at the Kuala season exploring the life journey of Prophet Musa A.S. Lumpur International Film Festival (KLIFF). TV9 also throughout Asia, Africa, and Europe, while Semanis aired several Nickelodeon cartoons such as Spongebob Kurma became a weekly talkshow programme SquarePants, The Adventures of Jimmy Neutron, and following overwhelming response from viewers. Catdog, dubbed in Bahasa Malaysia. Classic cartoons such as He-Man, Popeye the Sailorman and Mighty • 2008 also saw the introduction of Sua Rasa with Mouse also added flavour to the kids content. exciting activities and an even more cheerful concept. One of the programme’s main attraction was the • In addition to the lighter programmes, TV9 also introduced introduction of a food carnival at various locations three killer sitcom titles – Pak Pandir, Bong, and Anak throughout the country. The carnival featured famous Mami – which consistently gained 1 million viewers per local delicacies of each location, and the combination episode on average. of on-air and on-ground activities extended the viewers’ experience of the programme beyond the TV set. The first venue kicked off in Melaka followed by Kedah, Johor & Perak, attracting more than 500,000 visitors at each venue.

• TV9 also believes in getting closer to its viewers and the community in general through corporate social responsibility programmes. One of its major community programmes in 2008 was Apa Khabar Orang Kampung or better known as AKOK, which clearly demonstrated the true meaning of TV9’s ‘Dekat di Hati’ philosophy. By bringing its staff and personalities to experience the rural life, the station was able to create a closer bond with its rural viewers. The stays at the selected kampungs also allowed TV9 to reach out to those in need by donating cows for kenduri’s, initiating gotong- royong activities with the kampung folks and participating in family adoption programmes. news and current affairs anchors 132/133 news and current affairs

• The News and Current Affairs team is responsible for • Headed by Dato’ Haji Kamarulzaman Haji Zainal and with newsgathering and the production of national daily, a staff strength of 181, TV3’s News and Current Affairs international business, sports and political news as well as team has regional offices across the country, as well as current affairs programmes. international correspondents around the world.

• The team is committed to excellence in its public service • With its distinctive and engaging contents, the team and strives to be impartial and accurate in its bagged the Anugerah Kewartawanan Television 2008 from comprehensive editorial contents, maintaining the highest the Malaysian Press Institute, Laporan Khas Berita Terbaik standards not only in day-to-day news reporting but also Anugerah Skrin 2008, Anugerah Polis Diraja Malaysia in the analytical perspectives offered by its current affairs 2008 and Anugerah Penerbitan Berita Pertanian TV programmes. Terbaik 2008 amongst others.

• Its high standards is highly regarded with TV3’s award • The Current Affairs team also deals with insightful winning news segment Buletin Utama maintaining its interviews on The Exchange talk show providing provoking position as the number 1 and preferred prime time discussions and debates on local and global business national news slot for Malaysians, averaging 2.9 million issues. viewers or 49% in audience share.* 134/135

• In 2008, the ntv7 news team played a key role in delivering • 8TV’s Mandarin news continued to gain popularity as it updates on the General Elections. Malaysia Votes became became the No.1 Primetime Chinese news in Malaysia an important stop along the political campaign trail, as the with a total average of 418,000 in 4+ audience share*. co-hosts welcomed renowned political analysts and This embodies the growing segment of Chinese viewers experts on the show. Other business and corporate for the station. programmes on ntv7 such as Hak Anda, Outstanding Malaysians, Captains, Biz Briefcase and Walk the Talk • The TV9 news team has been first at providing news that continued to attract viewers on television as well as online is relevant, timely and comprehensive. During the year through catch-up TV. under review, TV9’s primetime news Berita TV9 marked an increase of 42% in average daily viewership from the previous year.

* Source: AGB Nielsen Media Research DELIVERING THE FINEST CONTENT

• Primeworks Studios Sdn. Bhd. was set up on 1 April 2008 to take over the core business of Grand Brilliance and consolidate the production facilities and services of the subsidiaries and departments under the Media Prima Group. With the reorganisation and consolidation, primeworks studios is set to become the largest, finest and most diverse content creator and provider in Malaysia.

• Apart from producing content for Media Prima TV networks, primeworks studios plans to rejuvenate local content creation for the local and international markets in cooperation with local government agencies, creative colleges and universities as well as external producers. It will also seek strategic opportunities abroad by jointly producing content with international partners. In short, primeworks studios aims to be a truly glocal production unit.

• During primeworks studios’s official launch in August 2008, the What’s Your Big TV Idea? contest was unveiled to identify, recognise and reward the best and most innovative and genuine TV idea from the public. Over 2,500 entries were received with the top 20 shortlisted finalists given the opportunity to pitch their ideas to the “Big Bosses” in October. The RM20,000 grand prize went to Nazaruddin Abdullah for his idea on a drama series representative of Malaysia’s current cultural landscape. 136/137

• 2008 proved to be a busy year for primeworks studios as it clocked in over 5,000 hours of programmes produced and among its top-rated programmes were Anugerah Juara Lagu 2008, Project SuperStar, Majalah 3, Cari Menantu, Pepaya and Susuk. Grand Brilliance, which is now a brand under primeworks studios, continued to produce winners at the box office including Duyung, Evolusi KL Drift, and Money No Enough 2 – the highest grossing Chinese film in 2008 which was also its first joint venture with a Singaporean partner.

• primeworks studios also won numerous accolades and awards during the year in review, such as Best Music TV Show (Anugerah Juara Lagu 2008), Best Entertainment TV Show (Project SuperStar), Best Magazine / Documentary TV Programme (Majalah 3), and Best Screenplay (Sepi – Mira Mustapha & ARA) at Anugerah Skrin 2008; Choice Jury Film (Sepi), Best Visual Effects (Antoo Fighter), Best Art Director –Telemovie (Sumur Kasih), and Best Videography – Telemovie (Lillah) at Anugerah Oskar 7; Reader’s Favourite Local TV Show (Project SuperStar), Reader’s Favourite Local Actor (Johnson Wee) and Reader’s Favourite Local Actress (Hoon Mei Sim) at the Best Yeah Awards 2008; Best Cinematography (Evolusi KL Drift), and Best Sound Effect (Susuk) at the 21st Malaysian Film Festival; TV Programme Trailer (Reaper) and Station Identity (May ’08 Newbies) at the 2008 Phoenix Awards; and Best Interstitial (Project SuperStar) and Best Drama Campaign (Terminator – The Sarah Connor Chronicles) at the 2008 Promax Asia Awards.

• Forging ahead, primeworks studios will continue to uphold the finest production standards while acting as a catalyst for the Malaysian TV and movie production industry by bringing them to the next level through the creation of new business opportunities. MILESTONES & ACHIEVEMENTS IN 2008

• 2008 was a high-energy growth year for Media Prima • The Outdoor Division’s aggressive marketing and selling Berhad’s Outdoor Division. Spearheaded by Big Tree, the efforts saw it embarking on a number of creative division grew by 21% over the previous year. This marketing initiatives: the most notable being the Big exceptional achievement was the result of a number of Festive Sale, which was an integrated advertising factors – primarily, the concerted effort to drive internal campaign targeted at non-traditional advertisers for the growth with big volume packages sold by Big Drive festive season. The campaign employed outdoor, radio, throughout the year with a higher take-up rate achieved by direct mailers and online media and helped to generate UPD’s Ampang Line in Big Ride; the addition of a new over RM4 million in sales, as well as identify over 100 new concession KL Monorail to Big Tree’s stable of advertising clients to the division. concessions and finally, the bonus of the General Election Campaign. • As a responsible corporate citizen and in its efforts to serve the community, Big Tree partnered with expressway • Since Media Prima Berhad’s acquisition of Big Tree, UPD concessionaires PLUS, ELITE and Linkedua in a “Merdeka- and TRC in 2007, Outdoor today represents about 17% of cum-Road-Safety Campaign” by providing strategic media Media Prima’s revenue and a 35% share of Malaysia’s formats nationwide targeting motorists during the “balik- total Outdoor Advertising expenditure. kampung-festive-rush” period. 138/139

• Big Tree constantly engages in innovative and creative outdoor development in order to meet the needs and requirements of advertisers, and to make outdoor media work harder and more effectively. One such campaign, ‘Listerine’ - Look Good Feel Good, won the Silver Award at the Media Specialist Awards (MSA) 2008 for Best Use of Out-of-Home Media. Other past notable campaigns include the Kit Kat Have a Break Bench and Twisties’ Jom Ke England 3D Football (World Cup); all a testimony of Big Tree’s commitment to produce fresh and impactful creative executions.

• Looking ahead to 2009, Big Tree will embark on its 15th Anniversary celebrations and will continue to Think BIG. It hopes to increase its business coverage to East Malaysia whilst introducing new technology and product development such as a Digital Network as well as building greater online presence via an enhanced system to improve sales efficiency and communications with various stakeholders. Launched in the fourth quarter of 2007, Media Prima’s New Media division, Alt Media, showed promising progress throughout year under review.

Alt Media’s portals – which include its main portal gua.com.my as well as the web portals of Television Network’s four stations, returned excellent results in terms of video views and page views to the respective sites. Video views grew by 400% from December 2007 to December 2008, while page views averaged 72 million monthly during the same period.

2008 also saw the launch of Gua Muzik in April 2008 on the GUA portal, with a library of 300,000 local and international songs representing various music genres. This led to the GUAMUZIK Supergig – its first ever concert, which boasted some of the country’s finest entertainers.

The online drama Kerana Karina on gua.com.my, proved a big hit with over 1.6 million views. Its initial success led to a major sponsorhip deal for seasons 2 and 3 proving that online content can be profitable in a big way. 140/141

Other highlights during the year saw a portal revamp for ntv7 in conjunction with it’s 10th year anniversary; and the launch of 3G video calls on the Maxis and Celcom mobile networks for Alt Media’s content.

The uptake of online advertising was slow in 2008, as advertisers adopted a “wait-and-see” attitude. This was further compounded by the slowdown in ADEX growth during the second half of the year.

Despite the continuing depressed environment, the outlook for 2009 looks bright with an expanded sales team to drive advertising revenue, and the appointment of Pixel Integrated Media Sdn. Bhd. as exclusive ad network partner. Despite their late entry into the market, Hot FM and Fly FM have become dominant forces in the radio industry in Malaysia, with the results of a recent survey by Nielsen Media Research (NMR) confirming the stellar performances of Malaysia’s youngest radio stations.

Hot FM recorded an on-going ascending trend in terms of listenership and is now the number 1 station overall in average audience, number 1 in the under 34 demographic and number 1 overall in the major market centres; KL/PJ, Johor Bahru, Penang, Province Wellesley and Ipoh combined. Through the results released by NMR, the popular Malay language station recorded an increase in the number of listeners from 2.9 million in 2006 to 4.3 million.

The Hot FM AM Krew, hosted by Anugerah Bintang Popular Berita Harian 2007 winners Fara Fauzana and Faizal Ismail, is now the number one breakfast show in Malaysia with an increase of 19% during the year under review. The breakfast segment is one the most competitive segments in radio and being the top breakfast show speaks volumes for the immense strides the station has made in two short years.

Fly FM, on the other hand has maintained its position as the No: 2 English Station in the under 34 demographic and student categories. Fly FM also leads the pack in having listeners from the higher-income group and is ahead in Highest Household Income (HHI) group.

* Source: Nielsen Radio Audience Measurement, Survey 2,2008(4/08/08- 17/08/08) 142/143

The outstanding performance is a result of Media Prima Radio Collectively Hot FM & Fly FM have successfully reached Network’s (MPRN) initiatives to tailor-make content to suit the out to almost 5 million listeners in 2008, proving that being lifestyles and needs of Malaysian listeners, and the dedication of quick and responsive towards local needs play a big its youthful, yet experienced staff. role in developing success. Hot FM official website, www.hotfm.com.my was also nominated as the best An integral part of the success is the ability to integrate multi- media website finalist at the Asia Interactive Awards 2008. platform interaction with the network’s listeners, i.e. on-air, on- ground, on-line and mobile. The series of ground events are Both stations also play their part in supporting various NGO’s conceived and implemented to meet the expectations of and causes by disseminating community messages through listeners, with the Hot FM VIVA Zoomerz and Fly FM MyVi the Public Service Announcements. Troopers ground teams aggressively traveling the country to bring huge events like Hot FM Big Jam, Hot FM Mini Jam, Fly FM’s Flyniversary and Campur Chart Goes Live. • Big Events Sdn. Bhd. (“Big Events”) was established as the new event management arm of Media Prima in May 2007. With the new management team in place, its strategy is to undertake high value local and international entertainment related events and grow consumer-based revenue for the Group.

• Despite being a newcomer to the live family entertainment scene, Big Events was chosen by the Feld Entertainment Inc., the world’s largest provider of live action entertainment, to become the promoter for the Malaysian leg of Disney’s High School Musical: The Ice Tour in 2008.

Disney’s High School Musical is the hottest and most current entertainment property amongst the urban tweens, and is the only live fusion of songs, dance and team-spirited fun inspired by the Disney Channel’s Original Movie High School Musical and its sequel, High School Musical 2.

Malaysians were captivated by the High School Musical fever following a 3-month aggressive and innovative advertising & promotion campaign, resulting in over 35,000 spectators thronging Stadium Putra, Bukit Jalil from 15th to 20th August 2008. 144/145

• Following the success of staging Disney’s High School (Oscar-winning Hollywood film director), Jim Stengel Musical: The Ice Tour, Big Events was chosen to (former Global Chief Marketing Officer of Procter & promote the inaugural concert by Taiwanese mando- Gamble), Martin Lindstrom, (youth marketing and pop sensation, Fahrenheit. Members of Fahrenheit, techno branding guru), Mallika Sherawat (Bollywood Calvin, Aaron, Jiro and Wu Chun, are arguably the actress), Stewart Butterfield (founder of photo sharing most in-demand faces in the Asian region now. The website Flickr.com) and Joanne Ooi (Creative Director Malaysian leg of Fahrenheit’s Fantasy World Tour of Tang). previously scheduled for 15th November 2008 is now slated take place on 28th March 2009 at Stadium • Big Events will continue its strategy to undertake high Putra, Bukit Jalil. value local and international entertainment related events despite a challenging market ahead. It will • In December, Big Events also participated with the explore innovative partnerships & ventures with the aim Media Prima Group for the Global Brand Forum to entertain its five core entertainment market Malaysia 2008. The inaugural event played host to segments, namely the Malay, Chinese, Family, Youth dynamic personalities and icons such as Oliver Stone and Corporate categories. New Straits Times

New Straits Times enjoyed a 13% increase in readership for the year ended 2008 compared to the year before, attributed to editorial strides made to attract readers during the year.

During 2008, NST also organised several Corporate Responsibility (CR) initiatives, notably the RHB-NST Spell-It-Right (“SIR”) Challenge aimed at primary and secondary school students. The SIR Challenge, which started on 5 April 2008 and ended on 9 August 2008, was participated by some 330 students from 207 primary schools and 283 secondary schools through NST’s Newspaper in Education (“NIE”) program. NIE also launched the interactive e-learning English site, called NiEXUS in January 2008 aimed at students between the ages five and 17. The aim of the site is to foster creative self-expression and language learning while at the same building an online student community. To date the site has approximately 7,000 registered students.

The New Straits Times also continued to organise several annual events such as the 4th NSTP-PwC Malaysian Humanitarian Award held on 12 May 2008 and the 7th NST-Maybank Car of the Year Award held on 27 November 2008.

Berita Harian

Berita Harian underwent a quiet but significant change in 2008. After 51 years of being a broadsheet newspaper, it turned compact on 7 July 2008. Despite the success of the other compact newspapers within the Group, the decision to convert Berita Harian into a tabloid format was not one which was made lightly. NSTP commissioned a study on the reading habits of Bahasa Malaysia newspaper readers; it analysed and deliberated on the findings before electing for the change. Once the decision had been made, NSTP ensured that the first publication of Berita Harian compact was rolled out from the plants’ production lines smoothly and efficiently. The positive result from the introduction of the compact can be seen by the 9% increase of Berita Harian’s readership to 1.7 million by the end of 2008. 146/147

Harian Metro

Throughout the year, Harian Metro continued to surge in circulation and advertising revenue. For the July 2007-June 2008 period, Harian Metro was the highest circulated daily Bahasa Malaysia newspaper, having increased by 12% from the same period in the previous year. It was also the number one Bahasa Malaysia daily newspaper among readers, claiming 2.2 million readership at the end of 2008.

Harian Metro held several promotional events in 2008 most notably the Karnival Futsal i-Metro. More than 1000 teams and 10,000 players took part in the four zone tournament, the biggest futsal event in Malaysia. Karnival Futsal i-Metro has also helped increase the popularity of the newspaper’s website, i-Metro, as the tournament played a role for social networking among i-Metro members. To date approximately 110,000 readers have registered online as i-Metro members. feeling the buzz

The latest vibes, the funniest shows, the hottest music or even nostalgia – Media Prima is always tuned in to what our viewers and listeners want by offering the latest trends in entertainment. calendar of significant events

14 January 2008 | Media Prima’s TV3 dominated Malaysia’s Top 20 Programmes in 2007

TV3, Media Prima’s flagship television station and the No.1 free-to- air (FTA) TV station in Malaysia finished the 2007 season dominating the year’s top 20 programmes, recording a highly impressive 33% share of viewers amongst over a hundred channels available on satellite and FTA and amidst a proliferation of new channels in the same year.

According to AGB Nielsen Media Research, 2007’s top rated programmes included TV3’s award winning prime news segment, Buletin Utama, Anugerah Juara Lagu, Anugerah Bintang Popular and Anugerah Skrin. The top programmes came from exclusive “live” events which viewership share tripled the regular viewing share.

28 February 2008 | Media Prima recorded another profitable year

Media Prima announced another set of exceptional financial results with net profit after tax for the year ended 31 December 2007 crossing the RM100 million mark for the first time to hit RM117.4 million representing an increase of 46% from RM80.3 million recorded in 2006.

At the same time, profit before tax increased by 43% to RM151.3 million from RM105.7 million recorded in 2006. The strong profits were attributed to the excellent performance of all its media assets, covering television, radio, the outdoor business and significantly improved operational results in its associate company, NSTP.

29 February 2008 | Media Prima Group Managing Director on CNBC

Media Prima’s Group Managing Director, Abdul Rahman Ahmad was interviewed live by CNBC’s Martin Soong on the Group’s growth strategy and expansion plans. 150/151

25 March 2008 | Media Prima announced the setting up of a Media Fund and “Primedia” in the Philippines

Media Prima announced the establishment of the proposed MPB Strategic Media Fund Limited Partnership (“the Media Fund”), a private equity fund to be set up for the purpose of investing in media assets across South East Asian and other Asian emerging markets.

The fund’s maiden investment would be in the Philippines, through MPB Primedia Inc. (currently a subsidiary of Media Prima), which entered into a block airtime and consultancy agreement with ABC Development Corporation, one of the top three television networks in the Philippines.

21 April 2008 | The Ministry of Information’s visit to Sri Pentas

The Ministry of Information Malaysia led by Information Minister, Datuk Ahmad Shabery Cheek paid an official visit to Sri Pentas to discuss potential collaboration between government TV stations and private TV stations.

24 April 2008 | Tioman International ECO-Challenge launch by His Royal Highness Sultan of Pahang

Sri Pentas welcomed an official visit from His Royal Highness Sultan Ahmad Shah, Sultan of Pahang who officiated the launch of Tioman International Eco-Challenge 2008. calendar of significant events

29 April 2008 | Media Prima’s Annual General Meeting 2008

Media Prima held its 7th Annual General Meeting at the Holiday Inn Hotel, Glenmarie Shah Alam.

1 May 2008 | “Bridges – Dialogues Towards a Culture of Peace” HSH Prince Alfred of Liechtenstein

Media Prima’s Chairman, Dato’ Abdul Mutalib Bin Datuk Seri Mohamed Razak and Group Managing Director, Abdul Rahman Ahmad met with the Chairman of the advisory board of the International Peace Foundation, HSH Prince Alfred of Liechtenstein as part of the “Bridges - Dialogues Towards A Culture Of Peace” initiative by the International Peace Foundation.

8 May 2008 | 8TV Scholarship Fund awarded 39 students

8TV awarded RM1,000,000 worth of scholarships to 39 deserving students under the Higher Opportunities for Higher Education (HOPE) programme in partnership with SEGi University College. 152/153

28 May 2008 | Media Prima registered profitable first quarter 2008

Media Prima’s profit after tax and minority interests grew by 101% to RM17.1 million for the first quarter ended 31 March 2008 from RM8.5 million recorded in the first quarter ended 31 March 2007. Excluding exceptional items relating to the voluntary separation cost undertaken by the Group to increase operational efficiency and gain on disposal of Malay Mail Sdn. Bhd. by NSTP Group, net profit increased by more than 140% from RM8.5 million recorded in the prior quarter to RM20.4 million.

This strong performance was attributed to continued contributions from all of its business divisions.

13 June 2008 | Media Prima chosen as Malaysia’s Best Managed Mid Cap Company for 2nd consecutive year

Media Prima was voted for the second consecutive year as the best managed Malaysian company in the mid-cap category in Finance Asia’s 2008 poll for Asia’s best-managed companies. Under the annual exercise conducted by Finance Asia, votes were collected from over 200 fund managers and equity analysts across the regions, who were asked to rank companies in 10 Asian countries according to the overall management, corporate governance, investors’ relations and commitment to paying dividends.

30 June 2008 | Media Prima received Corporate Branding Award from Asia Pacific Brands Foundation

Media Prima was awarded the ‘Corporate Branding in Electronic Media’ award by the Asia Pacific Brand Foundation (APBF) at “The BrandLaureate Awards 2008”, reaffirming the market’s recognition of the Group’s efforts to create value for its shareholders. calendar of significant events

28 July 2008 | Italian Ambassador to Malaysia’s visit to Sri Pentas

The Italian Ambassador to Malaysia, Alessandro Busacca paid an official visit to Sri Pentas.

8 August 2008 | primeworks studios debut Media Prima launched its fully owned but independent subsidiary, “primeworks studios” as a move to produce great content for TV, movie and any new media content, both in Malaysia and around the world –with plans to bring local creativity to greater heights.

28 August 2008 | Media Prima continued to record strong revenue and earnings growth for Half Year 2008

Media Prima posted another strong set of results for its half year ending 30 June 2008 with profits after tax and minority interest (PATAMI) and excluding exceptional items increasing by an impressive 48% to RM49.1 million compared to the same period in the previous financial year. The Group also recorded a higher revenue of 28% to RM358 million, reflecting the strong contribution from all media assets covering the radio and television networks as well as the outdoor division, whose results were fully consolidated as opposed to only three months in the prior period. 154/155

4 September 2008 | Media Prima announced partnership with Global Brand Forum

Media Prima announced its partnership with Global Brand Forum (GBF) to bring world-renowned speakers to Malaysia for the first time from 4 to 5 December 2008. Themed “Creating Leader Brands”, the forum was aimed at elevating brand consciousness amongst Malaysian businesses to enable Malaysian brands to compete at the international arena.

8 September 2008 | Media Prima Group Managing Director’s speaking engagement at the Asia Media Summit,

Media Prima’s Group Managing Director, Abdul Rahman Ahmad was invited for a presentation and discussion at the Asia Media Summit in Hong Kong.

30 September 2008 | Media Prima’s proposed expansion plans for its radio operations

Media Prima expanded its radio business with an additional radio network with the proposed acquisition of “Radio Wanita Sdn. Bhd.” (RWSB). The Group announced that it has agreed to acquire RWSB through a conditional share sale agreement, which will see Media Prima owning 80% stake in RWSB. calendar of significant events

9 October 2008 | Top Media Powerhouse joined forces with Global Brand Forum and Media Prima to power Malaysian Brands

The Global Brand Forum’s debut in Malaysia saw an explosively unique partnership among leading media powerhouses in the country as they joined forces for the larger objective of raising the brand consciousness of Malaysian businessmen and marketeers to compete in the global arena.

Presented by Media Prima, the Global Brand Forum Malaysia saw an extraordinary collaboration with the New Straits Times, The Star, The Edge, The Malaysian Reserve and Astro Awani.

21 October 2008 | Media Prima radio stations rose to greater heights

Hot FM affirmed its position as the No.1 station in terms of average audience, according to survey#2 results by AGB Nielsen Media Research.

Listenership for the two year old Hot FM grew over 48% since its launch, from 2.9 million in 2006 to 4.3 million 2008 with the Hot FM AM Krew hosted by Fara Fauzana and Faizal Ismail now the No.1 breakfast show in Malaysia.

Fly FM, meanwhile maintained its position as the number 2 English station in the under-34 demographic and student categories, with a strong lead that was well ahead of the other stations in the High Household Income group.

29 October 2008 | KLBC endorsed debut of Global Brand Forum Malaysia

Media Prima welcomed the Kuala Lumpur Business Club (KLBC) onboard the Global Brand Forum Malaysia 2008 in raising the brand consciousness of Malaysia businesses to compete in the international business arena. Through this dynamic collaboration, Malaysian business owners benefited through valuable insights from speakers at the forum. 156/157

24 November 2008 | Media Prima’s revenue and profit grew in Q3 2008 despite challenging market environment

Media Prima increased its profit after tax and minority interest and excluding exceptional items (PATAMI) for the nine months ended 30 September 2008 by 5% to RM80.4 million compared to the same period in the previous financial year. Additionally, the Group recorded higher revenue of 16% to RM572 million, reflecting the strong contribution especially from its radio networks, outdoor division and newspaper business. Media Prima’s net profit for the 9 months period ended 30 September 2008 grew by 4% to RM81 million from RM78.6 million recorded in the previous corresponding year.

25 November 2008 | TV3 - Malaysia’s Channel of Choice (Malaysia Most Valuable Brand)

The Association of Accredited Advertising Agents Malaysia (4As) named TV3 as one of Malaysia Most Valuable Brands (MMVB) for the 2nd consecutive year. The valuation exercise was conducted by Interbrand, one of the world’s largest brand consultancies.

26 November 2008 | Media Prima ranked amongst top ten best in MSWG Corporate Governance Survey 2008

Media Prima maintained its ranking by the Minority Shareholder Watchdog Group (MSWG) as the 7th best company for corporate governance among 690 public listed companies surveyed in 2008. calendar of significant events

29 November 2008 | Media Prima’s annual television networks screening

Media Prima previewed its new and returning programmes for 2009 at its annual Television Networks Screenings at the Kuala Lumpur Convention Centre, which was attended by advertisers, corporate clients and media buyers.

4 & 5 December 2008 | Media Prima presented the Global Brand Forum Malaysia 2008

Media Prima Berhad presented the inaugural Malaysia’s edition of the Global Brand Forum.

The inaugural event played host to dynamic personalities and icons such as Oliver Stone (Oscar-winning Hollywood film director), Jim Stengel (former Global Chief Marketing Officer of Procter & Gamble), Martin Lindstrom, (youth marketing and techno branding guru), Mallika Sherawat (Bollywood actress), Stewart Butterfield (founder of photo sharing website Flickr.com) and Joanne Ooi (Creative Director of Shanghai Tang).

The event was graced by Malaysia’s Deputy Prime Minister, Datuk Seri Najib Tun Razak and Minister of the Ministry of International Trade and Industry (MITI), Tan Sri Muhyiddin Yassin.

11 December 2008 | Media Prima Television Networks received multiple nominations at the Asian Television Awards 2008, Singapore

Media Prima Television Networks received five nominations at one of the most prestigious events in the Asian broadcast industry, the Asian Television Awards 2008 in Singapore. Amongst Media Prima Television Networks’ programmes that were short listed under several categories were, TV3’s Anugerah Juara Lagu 22, ntv7’s Love is All Around and 8TV’s Goodnight DJ Episodes 2 and 8. awards and recognition 158/159

FinanceAsia “thebrandlaureate” Minority Shareholders Watchdog Group Asia’s Best Companies 2008 Best Brands Electronic Media Corporate Governance Survey 2008 Malaysia’s Best Mid-Cap Company 2007-2008 7th (Joint Winner) Best Investor Relations (rank 7th) Best Corporate Governance (rank 8th)

TV3 was named as one of the Anugerah Skrin 2008 2008 Promax Asia Anugerah Oskar Malaysia 7 top 30 brands in the “Malaysian Most Valueble Brands” (MMVB), Best Music TV Show Best Interstitial Best Art Director (Telemovie) organised by The Association of Anugerah Juara Lagu 2008 - TV3 Project SuperStar Year 3 (Gold) Grand Brilliance Sdn. Bhd. Accredited Advertising Agencies 8TV (4As). The valuation exercise Best Magazine/ Best Film Visual Effect (Telemovie) was conducted by world Documentary TV Programme Best Drama Campaign (Silver) Grand Brilliance Sdn. Bhd. renowned Interbrand. Majalah 3 - TV3 Terminator: The Sarah Connor Chronicles Best Reality TV Show 8TV So You Think You Can Dance Season 2 - 8TV

Best Entertainment TV Show Project SuperStar (Season 2) - 8TV awards and recognition

AWARD CATEGORY RECIPIENT

Malaysia’s Most Malaysia’s Most Valuable Brands TV3 Valuable Brands (MMVB) by Listed as top 15 4As and The Edge

Malaysian Press Institute – English language category New Straits Times Petronas AWARDS 2008 Sonia Ramachandran Heidi Foo

Sports category for Malay language New Straits Times Lokman Zainal Abidin

Entertainment category Berita Harian Azrul Affandi Sobry

Second best photo category New Straits Times Press (M) Berhad Datu Ruslan Sulai

Third best photo category New Straits Times Press (M) Berhad Zulkarnain Ahmad Tajuddin

Media Specialist Award Best Use of Out of Home Big Tree Outdoor Sdn. Bhd. (media platform) (MSA) 2008 Media-Silver Award Universal McCann/MindShare

Minority Shareholder 7th for Best Corporate Media Prima Berhad Watchdog Group (MSWG) Governance

Finance Asia 2008 Poll – Asia’s Best Managed Companies- Media Prima Berhad

1. Best Managed Malaysian Company in the Mid-Cap Category

2. Eighth in the country for ‘Best Corporate Governance’

3. Fifth in the country for ‘Best Investors’ Relations’ category.

Asia Pacific Brand The BrandLaureate Awards- Media Prima Berhad Foundation (APBF) ‘Corporate Branding in Electronic Media’

Malam Anugerah Media 2008 Special Jury Award – New Straits Times Kementerian Perdagangan “Ringgit & Sense” Dalam Negeri dan Hal Ehwal Pengguna Best Consumer Reporter New Straits Times Sonia Ramachandran

Anugerah Tinta Gafim 2008 1. Penulisan Bahasa Malaysia Berita Harian Abdullah Mamat

2. Penulisan Bahasa Malaysia Berita Harian Zainuri Misfar

3. Kategori Kritikan Filem/Muzik Berita Harian Akmal Abdullah

4. Penulisan Bukan Bahasa Malaysia New Straits Times Suraya Al Attas

5. Penulisan Bukan Bahasa Malaysia New Straits Times Amir Muhammad 160/161

AWARD CATEGORY RECIPIENT

Majlis Anugerah Cemerlang 1. Penerima Emas Berita Harian

Keselamatan dan Kesihatan 2. Penerima Perak New Straits Times

Pekerjaan Kebangsaan 2007 3. Tempat Keempat Harian Metro

Malam Penghargaan Media 1. Anugerah Khas Liputan Seni Visual Berita Harian Balai Seni Lukis Negara 2008 Azran Jaafar

Kawat-ExxonMobil Exploration 1. Second place in the Berita Harian Journalism Awards 2008 Best Economic writing category Sharani Ismail

2. Third place in the Berita Harian Best Economic writing category Nazura Ngah

3. Third place in the Harian Metro Best News category Ahmad Shahrul Nizam Muhammad

4. Third place in the Harian Metro Best News category Zarina Abdullah

Kinabalu Shell Press Awards 1. Business and Economics New Straits Times Reporting Award Datuk Joniston Bangkuai

2. Environmental Reporting Award New Straits Times Jaswinder Kaur

Finas’ Film Industry 1. Samad Idris Challenge Trophy New Straits Times Appreciation Evening Muhammad Hazimin Sulaiman Suraya Al Attas Amir Muhammad

2. Third Prize in Bahasa Malaysia Harian Metro Hartati Hassan Basri

Universiti Malaysia Sabah Bahasa Malaysia category Berita Harian Journalism Education Awards 1. Journalism Award Hasan Omar 2. News Reporting Award 3. Business and Economics Reporting Award 4. Environmental Journalism Award

Main Journalism category New Straits Times Roy Goh

Environmental award New Straits Times Main Journalism category Jaswinder Kaur

Best Picture Award New Straits Times Press (M) Berhad Datu Ruslan Sulai

Best Sports Photography New Straits Times Press (M) Berhad Edmund Samunting

Best News Photography and Berita Harian Environmental Photography Mohd Azrone (Bahasa Malaysia category) Sarabatin 1. Journalism Award 2. News Reporting Award 3. Business and Economics Reporting Award 4. Environmental Journalism Award awards and recognition

AWARD CATEGORY RECIPIENT

Permodalan Nasional Bhd Best Journalist Award New Straits Times Group’s Media Appreciation Zulita Mustafa Night Two consolation prizes Berita Harian Mohd Azrone Sarabatin Consolation prizes New Straits Times Roy Goh Consolation prizes New Straits Times Jaswinder Kaur

Anugerah Skrin 2008 Best Music TV Show TV3 Anugerah Juara Lagu 2008 Best Magazine/ TV3 Documentary TV Programme Majalah 3 Best Reality TV Show 8TV So You Think You Can Dance Season 2 Best Entertainment TV Show 8TV Project SuperStar- Season 2 Best Screenplay SEPI –Mira Mustapha/ARA Best Actress SEPI- Baizura Kahar Best Supporting Actress SEPI – Nasha Aziz Best Drama Series ntv7 Elly (nominated) Best Drama ntv7 Aku Bukan Buaya (nominated) Jangan Lupa (nominated) Anugerah Amin 2008 1. Best Programme TV9 Akademi al-Quran 2. Penerbitan Program TV9 Majalah Islam Terbaik Akademi al-Quran 3. Pengacara Wanita Rancangan TV9 Islam Terbaik Farrah Adeeba-Cari Menantu Best Yeah Awards 2008 Readers’ Favourite Local TV Show 8TV (Chinese Entertainment) Project SuperStar Readers’ Favourite Local TV Host 8TV (Male) Gary Yap (Gold) Dylan Liong (Silver) Rickman Chia (Bronze) Readers’ Favourite Local TV Host 8TV (Female) Cheryl Lee (Gold) Natalie Ng (Silver) Ng Kar Yoon (Bronze) Readers’ Favourite Local TV Actor 8TV Johnson Wee (Silver) Readers’ Favourite Local TV Actress 8TV Hoon Mei Sim (Silver) Anugerah Media Pertanian by Best TV Production TV3 Ministry of Agriculture Majalah 3 162/163

AWARD CATEGORY RECIPIENT

Islamic Media Award 2008 Best Islamic TV Documentary 13-Sahabat Programme Best Islamic Magazine Production Akademi Al-Quran 2 Finals 21st Malaysian Film Festival Best Cinematography Evolusi KL Drift Special Jury Award- The Effective Evolusi KL Drift Use of Action Stunts On Screen Special Jury Award-Box Office Film Duyun Best Sound Effect Susuk Best Poster Susuk

Anugerah Oskar Malaysia 7 Best Film Visual Effects Antoo Fighter Best Film Costume Antoo Fighter Best 3D Animator Antoo Fighter Film Production Manager Evolusi KL Drift Choice Jury Film SEPI Best Scriptwriter SEPI – Mira Mustapha/ARA Best Key Grip Operator SEPI – Dzulkafli Mohd Jusoh Best Art Director (Telemovie) Sumur Kasih – Mohd. Firdaus Mohd Sahar Best Film Visual Effect (Telemovie) Residen (Harlina Abdul Ghani) Best Continuity (Telemovie) Lillah – Noorsyahida Mohd Radzali Best Videography (Telemovie) Lillah – Malek Marwi Best Location Manager (Drama Series) Saka – Sahib Selamat

2008 Phoenix Awards TV Promotional and Film Advertising/ 8TV Promotion Desperate Housewives-SS 4 – (Bronze) Terminator – The Sarah Conor Chronicles (Silver) Station Identity May Newbies 2008 (Bronze) TV Programme Trailer Reaper (Silver)

2008 Promax Asia Best Interstitial Project SuperStar Year 3 (Gold) Best Drama Campaign Terminator: The Sarah Connor Chronicles (Silver)

Asia-Pacific Broadcasting TV Sports ntv7 Union Prizes 2008 The Arena (sole Malaysian nomination)

Asian Television Awards Best Music Programme TV3 Anugerah Juara Lagu Ke-22 (nomination) Best Drama Performance by an actor ntv7 Love is all around – Melvin Sia (nomination) Best Cinematography 8TV Goodnight DJ – Ep. 2 and 9 (nomination) Best Single Drama or 8TV Telemovie Programme Goodnight DJ – Ep. 8 (nomination) Kuala Lumpur International Best Animated Series TV9 Film Festival (KLIFF) Upin & Ipin financial statements

Directors’ Report // 166 Income Statements // 171 Balance Sheets // 173 Statement of Changes in Equity // 175 Cash Flow Statements // 177 Summary of Significant Accounting Policies // 179 Notes to the Financial Statements // 195 Statement by Directors // 245 Statutory Declaration // 245 Report of the Auditors // 246 Analysis of Shareholdings // 248 List of Properties // 252 Group Directory // 256 directors’ report

The Directors have pleasure in submitting their report with the audited financial statements of the Group and of the Company for the financial year ended 31 December 2008.

PRINCIPAL ACTIVITIES

The principal activities of the Company are investment holding and the provision of procurement services for its subsidiaries.

The principal activities of the Group consist of investment holding, commercial television and radio broadcasting, general media advertising, provision of advertising space and related production works, sale of programme rights, sale of videos, cable and laser rights and the provision of production, event management and other industry related services.

There have been no significant changes in the nature of these activities during the financial year.

The principal activities of the subsidiaries and associates are set out in Note 25, Note 26 and Note 43 to the financial statements.

FINANCIAL RESULTS Group Company RM’000 RM’000

Net profit for the financial year from continuing operations 117,703 56,639 Loss from subsidiary acquired exclusively for sale (45,257) –

Net profit for the financial year 72,446 56,639

Attributable to: Equity holders of the Company 86,023 Minority interests (13,577)

Net profit for the financial year 72,446

DIVIDENDS

The dividends paid or declared since 31 December 2007 were as follows: RM’000

(1) In respect of the financial year ended 31 December 2007, a final dividend of 9.3 sen gross per ordinary share, less income tax of 26%, paid on 18 July 2008:

- as shown in the Directors’ report of that financial year, dividends on 842,183,254 ordinary shares 57,964 - dividends on additional 4,966,808 ordinary shares issued subsequent to 31 December 2008 up to the date of book closure on 30 June 2008 due to conversion of debt and equity instruments 337

58,301

(2) Special dividend of 9.0 sen per share on 845,309,233 ordinary shares, less income tax of 26%, paid on 30 April 2008 to shareholders registered on the Company’s Register of Members at the close of business on 17 April 2008. 56,297

114,598 166/167

DIVIDENDS (cont’d)

The Directors had on 27 February 2009 recommended the payment of a final dividend of 6.7 sen gross per ordinary share, less income tax at 25% subject to the approval of the shareholders at the forthcoming Annual General Meeting of the Company, will be paid on 28 July 2009 to shareholders registered on the Company’s Register of Members at the close of business on 30 June 2009.

RESERVES AND PROVISIONS

All material transfers to or from reserves and provisions during the financial year are shown in the financial statements.

ISSUE OF SHARES

During the financial year, 11,627,788 new ordinary shares of RM1.00 each were issued by the Company comprising:

(a) 6,181,967 ordinary shares of RM1.00 each through the conversion of 9,274,536 Irredeemable Convertible Unsecured Loan Stocks (“ICULS”) of RM1.00 each on the basis of two new ordinary shares for every three ICULS exercised. The premium arising from the ICULS conversion of RM3,092,569 has been credited to the Share Premium account.

(b) 4,839,121 ordinary shares of RM1.00 each arising from the exercise of 4,839,121 Warrants of RM0.10 each at an exercise price of RM1.10 per Warrant. The premium arising from the exercise of Warrants of RM967,824, including the transfer of proceeds from issuance of Warrants of RM524,413 from Warrants Reserve, has been credited to the Share Premium account.

(c) 606,700 ordinary shares of RM1.00 each pursuant to the exercise of the Employees’ Share Option Scheme (“ESOS”) at exercise prices of RM1.46, RM1.55 and RM2.23 per share. The premium arising from the exercise of ESOS of RM385,281 has been credited to the Share Premium account.

The new ordinary shares issued during the financial year ranked pari passu in all respects with the existing ordinary shares of the Company.

EMPLOYEES’ SHARE OPTION SCHEME (“ESOS”)

The Company’s ESOS was approved by the shareholders on 7 January 2005 and became effective on 11 January 2005 for a period of five (5) years, expiring on 10 January 2010.

Details of the ESOS are set out in Note 10 to the financial statements.

The Company has been granted an exemption by the Companies Commission of Malaysia via a letter dated 18 March 2009 from having to disclose in this report, the names of the persons to whom options have been granted during the financial year and details of their holdings pursuant to Section 169 (11) of the Companies Act, 1965 except for information on employees who were granted options representing 600,000 ordinary shares and above.

There were no persons who were granted options representing 600,000 ordinary shares and above during the financial year. directors’ report

DIRECTORS

The Directors who have held office during the period since the date of the last report are:

Dato’ Abdul Mutalib Datuk Seri Mohamed Razak Tan Sri Lee Lam Thye Abdul Rahman Ahmad Shahril Ridza Ridzuan Tan Sri Mohamed Jawhar Dato’ Sri Ahmad Farid Ridzuan Dato’ Kamarulzaman Hj Zainal Dato’ Abdul Kadir Mohd Deen Dato’ Gumuri Hussain (appointed on 29 April 2008) Dato’ Dr Mohd Shahari Ahmad Jabar (resigned on 29 April 2008)

In accordance with Article 106 of the Company’s Articles of Association, Dato’ Gumuri Hussain, who was appointed during the financial year, retires at the forthcoming Annual General Meeting and, being eligible, offers himself for election.

In accordance with Articles 101 and 102 of the Company’s Articles of Association, Shahril Ridza Ridzuan, Tan Sri Mohamed Jawhar and Dato’ Kamarulzaman Hj Zainal retire by rotation at the forthcoming Annual General Meeting and, being eligible, offer themselves for re-election.

DIRECTORS' BENEFITS

During and at the end of the financial year, no arrangements subsisted to which the Company is a party, being arrangements with the object or objects of enabling Directors of the Company to acquire benefits by means of the acquisition of shares in, or debentures of, the Company or any other body corporate, other than the Company’s ESOS (see Note 6 to the financial statements).

Since the end of the previous financial year, no Director has received or become entitled to receive a benefit (other than Directors’ remuneration and benefits-in-kind disclosed in Note 6 to the financial statements) by reason of a contract made by the Company or a related corporation with the Director or with a firm of which the Director is a member, or with a company in which the Director has a substantial financial interest.

REMUNERATION COMMITTEE

The Remuneration Committee concluded the annual review of the overall remuneration policy for Directors, the Group Managing Director and the Senior Management Officers whereupon recommendations are made the Board of Directors for approval. The members of the Remuneration Committee comprise of:

• Dato’ Abdul Kadir Mohd Deen (Chairman) • Tan Sri Lee Lam Thye • Dato’ Abdul Mutalib Datuk Seri Mohamed Razak • Shahril Ridza Ridzuan 168/169

DIRECTORS' INTERESTS IN SHARES

According to the Register of Directors’ shareholdings, particulars of interests of Directors who held office as at the end of the financial year in shares and options over ordinary shares in the Company are as follows:

Number of ordinary shares of RM1.00 each As at As at 1.1.2008 Additions Disposals 31.12.2008 ’000 ’000 ’000 ’000

Abdul Rahman Ahmad 600 – – 600 Dato’ Sri Ahmad Farid Ridzuan 190 – – 190 Dato’ Kamarulzaman Hj Zainal 200 – – 200

Number of options over ordinary shares of RM1.00 each As at As at 1.1.2008 Granted Exercised 31.12.2008 ’000 ’000 ’000 ’000

Dato’ Sri Ahmad Farid Ridzuan 350 – – 350

Other than as disclosed above, according to the Register of Directors’ shareholdings, none of the other Directors in office at the end of the financial year held any interest in shares and options over ordinary shares in the Company and its related corporations during the financial year.

STATUTORY INFORMATION ON THE FINANCIAL STATEMENTS

Before the income statements and balance sheets of the Group and of the Company were made out, the Directors took reasonable steps:

(a) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of allowance for doubtful debts and satisfied themselves that all known bad debts had been written off and that adequate allowance had been made for doubtful debts; and

(b) to ensure that any current assets, other than debts, which were unlikely to realise in the ordinary course of business their values as shown in the accounting records of the Group and of the Company had been written down to an amount which they might be expected so to realise.

At the date of this report, the Directors are not aware of any circumstances:

(a) which would render the amounts written off for bad debts or the amount of the allowance for doubtful debts in the financial statements of the Group and of the Company inadequate to any substantial extent; or

(b) which would render the values attributed to current assets in the financial statements of the Group and of the Company misleading; or

(c) which have arisen which render adherence to the existing method of valuation of assets or liabilities of the Group and of the Company misleading or inappropriate. directors’ report

STATUTORY INFORMATION ON THE FINANCIAL STATEMENTS (cont’d)

No contingent or other liability has become enforceable or is likely to become enforceable within the period of twelve months after the end of the financial year which, in the opinion of the Directors, will or may affect the ability of the Group or of the Company to meet their obligations when they fall due.

At the date of this report, there does not exist:

(a) any charge on the assets of the Group or of the Company which has arisen since the end of the financial year which secures the liability of any other person; or

(b) any contingent liability of the Group or of the Company which has arisen since the end of the financial year.

At the date of this report, the Directors are not aware of any circumstances not otherwise dealt with in this report or the financial statements which would render any amount stated in the financial statements misleading.

In the opinion of the Directors:

(a) the results of the Group's and of the Company's operations during the financial year were not substantially affected by any item, transaction or event of a material and unusual nature except as disclosed in the financial statements; and

(b) there has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely to affect substantially the results of the operations of the Group or of the Company for the financial year in which this report is made.

AUDITORS

The auditors, PricewaterhouseCoopers, have expressed their willingness to continue in office.

Signed on behalf of the Board of Directors in accordance with their resolution dated 18 March 2009.

DATO’ ABDUL MUTALIB DATUK SERI MOHAMED RAZAK CHAIRMAN

ABDUL RAHMAN AHMAD GROUP MANAGING DIRECTOR income statements 170/171 for the financial year ended 31 December 2008

Group Company Note 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Continuing operations Revenue 2 781,290 691,339 109,101 163,507 Other operating income 33,319 39,264 2,130 – Finance income 3 1,493 1,195 – – Programmes, film rights and album production costs - Amortisation (208,103) (179,650) – – - Write off (1,489) (44) – – Other direct costs (77,798) (43,163) – – Employee benefits costs 4 (155,153) (160,638) (4,426) (10,601) Advertising and promotion expenses (31,311) (22,577) (1,406) (1,099) Transmission rental and expenses (35,250) (30,556) – – Repairs and maintenance (12,848) (12,774) (69) (16) Utilities (14,255) (13,020) (61) (38) Professional and consultancy fees (7,059) (7,609) (738) (1,116) Rental of premises (11,066) (9,449) – – License fees (9,210) (6,170) – – Depreciation of property, plant and equipment (39,107) (37,639) (51) (7) Depreciation of investment properties (271) (274) – – Amortisation of prepaid lease rentals (334) (827) – – (Impairment losses)/ write back of impairment losses on assets (132) 4,278 – – Doubtful debts for trade and other receivables - Allowances (4,010) (4,707) – – - Write back – 447 – – Bad debts written off (1,422) – – – (Allowance)/reversal of allowance for diminution in value of quoted investment (1,163) 912 – – Amortisation of intangibles (6,710) (6,823) – – Other operating expenses (40,368) (42,255) (3,926) (3,642)

Profit from continuing operations 5 159,043 159,260 100,554 146,988 Finance cost 3 (20,308) (24,209) (18,318) (15,972) Share of results of an associate 20,529 14,044 – –

Profit before taxation 159,264 149,095 82,236 131,016 Taxation 7 (41,561) (31,655) (25,597) (37,936)

Net profit for the financial year from continuing operations 117,703 117,440 56,639 93,080 income statements for the financial year ended 31 December 2008

Group Company Note 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Subsidiary held exclusively for sale Losses from subsidiary acquired exclusively for sale 43 (45,257) – – –

Net profit for the financial year 72,446 117,440 56,639 93,080

Attributable to: Equity holders of the Company 86,023 117,440 Minority interests 43 (13,577) –

Net profit for the financial year 72,446 117,440

Basic earnings per share (sen) for: 8 - net profit from continuing operations 13.92 14.37 - losses from subsidiary acquired exclusively for sale (3.75) – - net profit for the financial year 10.17 14.37

Diluted earnings per share (sen) for: 8 - net profit from continuing operations 13.92 14.09 - losses from subsidiary acquired exclusively for sale (3.75) – - net profit for the financial year 10.17 14.09

The accounting policies on pages 179 to 194 and the notes on pages 195 to 244 form an integral part of these financial statements. balance sheets 172/173 as at 31 December 2008

Group Company Note 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

CAPITAL AND RESERVES ATTRIBUTABLE TO EQUITY HOLDERS OF THE COMPANY

Share capital 10 853,811 842,183 853,811 842,183 Share premium 11 188,118 183,250 188,118 183,250 Other reserves 12 33,900 30,132 843 1,791 (Accumulated losses)/ retained earnings 14 (524,527) (495,952) 58,973 116,932

551,302 559,613 1,101,745 1,144,156 MINORITY INTERESTS (11,533) 1,922 – –

TOTAL EQUITY 539,769 561,535 1,101,745 1,144,156

NON-CURRENT LIABILITIES

Irredeemable convertible unsecured loan stocks 15 – 9,275 – 9,275 Bank guaranteed medium term notes 16 163,990 162,351 163,990 162,351 Interest bearing bank borrowings: - Term loans 18 49,589 56,865 49,000 56,000 Hire-purchase and lease creditors 19 14,585 8,972 – – Trade and other payables 20 950 – – – Deferred tax liabilities 21 20,007 16,828 – –

249,121 254,291 212,990 227,626

788,890 815,826 1,314,735 1,371,782

NON-CURRENT ASSETS

Property, plant and equipment 22 212,553 203,666 193 57 Investment properties 23 13,682 15,049 – – Prepaid lease rentals 24 9,162 9,206 – – Subsidiaries 25 – – 614,829 614,280 Associates 26 347,444 332,482 399,651 399,651 Investments 27 2,393 3,604 – – Prepaid transmission station rentals 2,622 2,731 – – Intangible assets 28 179,084 206,135 – – Deferred tax assets 21 19,445 7,692 – –

786,385 780,565 1,014,673 1,013,988 balance sheets as at 31 December 2008

Group Company Note 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

CURRENT ASSETS

Assets held-for-sale 29 – 58,660 – – Inventories 30 35 439 – – Trade and other receivables 31 280,180 254,436 11,521 5,023 Amounts due from subsidiaries 32 – – 443,352 471,587 Deposits, cash and bank balances 33 51,083 128,358 6,792 34,805 Tax recoverable 3,814 2,532 1,952 1,925 Amount due from an associate 843 – – –

335,955 444,425 463,617 513,340

Assets of subsidiary acquired exclusively for sale 42,402 – – –

378,357 444,425 463,617 513,340

CURRENT LIABILITIES

Trade and other payables 20 191,341 271,355 12,555 41,546 Amount due to an associate 34 4,282 7,242 – – Commercial papers 16 137,000 100,000 137,000 100,000 Interest bearing bank borrowings: - Term loans 18 14,845 16,510 14,000 14,000 - Bank overdrafts 18 1,674 705 – – Current tax liabilities 18,283 13,352 – –

367,425 409,164 163,555 155,546 Liabilities of subsidiary acquired exclusively for sale 8,427 – – –

375,852 409,164 163,555 155,546

NET CURRENT ASSETS 2,505 35,261 300,062 357,794

788,890 815,826 1,314,735 1,371,782

Sen Sen

NET ASSETS PER SHARE 0.64 0.66

* Net assets per share is calculated by dividing the net assets of the Group by the number of ordinary shares in issue at the balance sheet date.

The accounting policies on pages 179 to 194 and the notes on pages 195 to 244 form an integral part of these financial statements. statements of changes in equity 174/175 for the financial year ended 31 December 2008

Attributable to equity holders of the Company Share Share Other Accumulated Minority Total Group Note capital premium reserves losses Total interests equity RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

2008

At 1 January 2008 842,183 183,250 30,132 (495,952) 559,613 1,922 561,535 Currency translation differences/ income and expense recognised directly in equity – – 4,716 – 4,716 91 4,807 Net profit from continuing operations for the financial year ––– 117,703 117,703 – 117,703 Losses from subsidiary acquired exclusively for sale – – – (31,680) (31,680) (13,577) (45,257) Total recognised income and expense for the financial year –– 4,716 86,023 90,739 (13,486) 77,253 New subsidiary acquired exclusively for sale ––– – – 31 31 Issuance of shares arising from: 10,11 - Conversion of ICULS 6,182 3,092 – – 9,274 – 9,274 - Exercise of Warrants 4,839 968 (525) – 5,282 – 5,282 - Exercise of ESOS 607 808 (423) – 992 – 992 Final dividend paid for the financial year ended 31 December 2007 9 – – – (58,301) (58,301) – (58,301) Special dividend paid 9 – – – (56,297) (56,297) – (56,297)

At 31 December 2008 853,811 188,118 33,900 (524,527) 551,302 (11,533) 539,769

2007

At 1 January 2007 763,852 111,677 28,165 (589,563) 314,131 (632) 313,499 Currency translation differences/ income and expense recognised directly in equity – – 1,857 – 1,857 (170) 1,687 Net profit for the financial year – – – 117,440 117,440 – 117,440 Total recognised income and expense for the financial year – – 1,857 117,440 119,297 (170) 119,127 Acquisition of additional interest in subsidiaries – – – (2,724) (2,724) 2,724 – Options granted to employees of the Group 10 – – 1,266 – 1,266 – 1,266 Issuance of shares arising from: 10,11 - Conversion of ICULS 3,098 1,549 – – 4,647 – 4,647 - Exercise of Warrants 18,600 3,704 (1,860) – 20,444 – 20,444 - Exercise of ESOS 18,062 10,391 – – 28,453 – 28,453 - Acquisition of subsidiaries 38,571 55,929 – – 94,500 – 94,500 Reversal of deferred tax liabilities recognised directly in equity – – 704 – 704 – 704 Final dividend paid for the financial year ended 31 December 2006 9 – – – (21,105) (21,105) – (21,105)

At 31 December 2007 842,183 183,250 30,132 (495,952) 559,613 1,922 561,535

The accounting policies on pages 179 to 194 and the notes on pages 195 to 244 form an integral part of these financial statements. statements of changes in equity for the financial year ended 31 December 2008

Non-distributable Distributable Share Share Other Retained Total Company Note capital premium reserves earnings equity RM’000 RM’000 RM’000 RM’000 RM’000

2008

At 1 January 2008 842,183 183,250 1,791 116,932 1,144,156 Net profit for the financial year – – – 56,639 56,639 Issuance of shares arising from: 10,11 - Conversion of ICULS 6,182 3,092 – – 9,274 - Exercise of Warrants 4,839 968 (525) – 5,282 - Exercise of ESOS 607 808 (423) – 992 Final dividend paid for the financial year ended 31 December 2007 9 – – – (58,301) (58,301) Special dividend paid 9 – – – (56,297) (56,297)

At 31 December 2008 853,811 188,118 843 58,973 1,101,745

2007

At 1 January 2007 763,852 111,677 2,385 44,957 922,871 Net profit for the financial year – – – 93,080 93,080 Options granted to employees of the Group 10 – – 1,266 – 1,266 Issuance of shares arising from: 10,11 - Conversion of ICULS 3,098 1,549 – – 4,647 - Exercise of Warrants 18,600 3,704 (1,860) – 20,444 - Exercise of ESOS 18,062 10,391 – – 28,453 - Acquisition of subsidiaries 38,571 55,929 – – 94,500 Final dividend paid for the financial year ended 31 December 2006 9 – – – (21,105) (21,105)

At 31 December 2007 842,183 183,250 1,791 116,932 1,144,156

The accounting policies on pages 179 to 194 and the notes on pages 195 to 244 form an integral part of these financial statements. cash flow statements 176/177 for the financial year ended 31 December 2008

Group Company Note 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

CASH FLOWS FROM OPERATING ACTIVITIES

Cash flows generated from operations 37 114,078 155,461 37,635 (86,884) Income tax paid (46,484) (41,866) (161) (428)

Net cash inflow/(outflow) arising from operating activities: - Continuing operations 67,594 113,595 37,474 (87,312) - Subsidiary acquired exclusively for sale (31,290) –––

Net cash flow from operating activities 36,304 113,595 37,474 (87,312)

CASH FLOWS FROM INVESTING ACTIVITIES

Payment to scheme creditors of subsidiaries (12,867) (16,898) (12,867) (16,898) Additional share capital in subsidiaries – 2,724 (550) – Acquisition of subsidiaries, net of cash acquired: - Big Tree Outdoor Sdn Bhd (“BTO”) – (46,683) – (64,620) - UPD Sdn Bhd (“UPD”) – (1,440) – (576) - The Right Channel Sdn Bhd (“TRC”) – 269 – (138) Part payment of purchase consideration of subsidiaries (27,832) (25,100) (27,832) (25,100) Property, plant and equipment - Additions (36,148) (32,625) (187) (40) - Proceeds from disposals 3,195 959 – – Investment properties - Proceeds from disposals 57,251 – – – Prepaid lease rentals - Additions – (6,995) – – Proceeds from disposal of unquoted investment 10 – – – Interest received 1,493 2,338 115 1,377 Dividends received 5,713 6,916 72,476 4,326

Net cash (outflow)/inflow arising from investing activities: - Continuing operations (9,185) (116,535) 31,155 (101,669) - Subsidiary acquired exclusively for sale (1,618) – – –

Net cash flow from investing activities (10,803) (116,535) 31,155 (101,669) cash flow statements for the financial year ended 31 December 2008

Group Company Note 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

CASH FLOWS FROM FINANCING ACTIVITIES

Repayment of: - Term loans (9,807) (120,742) (7,000) (48,490) - Medium term notes – (70,000) – (70,000) - Unsecured redeemable exchangeable bond – (85,000) – (85,000) - Redeemable unsecured loan stocks – (62,044) – – - Hire-purchase and lease creditors (4,405) (2,711) – – Drawdown of: - Bank borrowings – 332,351 – 332,351 - Term loan 2,047 – – – - Commercial papers 37,000 – 37,000 – Proceeds from issuance of ordinary shares arising from: - Exercise of Warrants 5,282 20,444 5,282 20,444 - Exercise of ESOS 992 28,453 992 28,453 Restricted bank balances (4,371) 6,932 – 7,000 Interest paid (20,188) (21,349) (18,318) (13,690) Dividends paid to shareholders of the Company (114,598) (21,105) (114,598) (21,105)

Net cash flow from financing activities arising from continuing operations (108,048) 5,229 (96,642) 149,963

NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS DURING THE FINANCIAL YEAR (82,547) 2,289 (28,013) (39,018)

FOREIGN EXCHANGE DIFFERENCES ON OPENING BALANCES 14 2,814 – –

CASH AND CASH EQUIVALENTS AT BEGINNING OF THE FINANCIAL YEAR 126,612 121,509 34,805 73,823

CASH AND CASH EQUIVALENTS AT END OF THE FINANCIAL YEAR 35 44,079 126,612 6,792 34,805

The accounting policies on pages 179 to 194 and the notes on pages 195 to 244 form an integral part of these financial statements. summary of significant accounting policies 178/179 for the financial year ended 31 December 2008

Unless otherwise stated, the following accounting policies have been applied consistently in dealing with items that are considered material in relation to the financial statements.

A BASIS OF PREPARATION

The financial statements of the Group and of the Company have been prepared in accordance with Financial Reporting Standards (“FRS”), the Malaysian Accounting Standards Board (“MASB”) Approved Accounting Standards in Malaysia for Entities Other than Private Entities and the provisions of the Companies Act, 1965.

The financial statements have been prepared under the historical cost convention, except as disclosed in this summary of significant accounting policies.

The financial statements are presented in Ringgit Malaysia (RM) and all values are rounded to the nearest thousand (RM’000) except when otherwise indicated.

The preparation of financial statements in conformity with FRS requires the use of certain critical accounting estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported financial year. It also requires Directors to exercise their judgement in the process of applying the Group’s and the Company’s accounting policies. Although these estimates and judgement are based on the Directors’ best knowledge of current events and actions, actual results may differ.

The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the Group’s and Company’s financial statements, are disclosed in Note AD.

(a) Standards and interpretations to existing standards that are applicable to the Group’s and Company’s operations but not yet effective and have not been early adopted

The new standard and IC Interpretation that are applicable to the Group and Company, which have not been early adopted are as follows:

• FRS 8 Operating Segments (effective for annual period beginning on or after 1 July 2009). FRS 8 replaces FRS 114 Segment Reporting. The new standard requires a ‘management approach’, under which segment information is presented on the same basis as that used for internal reporting purposes.

• IC Interpretation 9 Reassessment of Embedded Derivatives (effective for annual period of beginning on or after 1 January 2010). IC Interpretation 9 requires an entity to assess whether an embedded derivative is required to be separated from the host contract and accounted for as a derivative when the entity first becomes a party to the contract. Subsequent reassessment is prohibited unless there is a change in the terms of the contract that significantly modifies the cash flows that otherwise would be required under the contract, in which case reassessment is required.

• IC Interpretation 10 Interim Financial Reporting and Impairment (effective for annual period beginning on or after 1 January 2010). IC Interpretation 10 prohibits the impairment losses recognised in an interim period on goodwill and investments in equity instruments and in financial assets carried at cost to be reversed at subsequent balance sheet date. summary of significant accounting policies for the financial year ended 31 December 2008

A BASIS OF PREPARATION (cont’d)

(a) Standards and interpretations to existing standards that are applicable to the Group’s and Company’s operations but not yet effective and have not been early adopted (continued)

• FRS 7 Financial Instruments: Disclosures (effective for annual period beginning on or after 1 January 2010).

• FRS 139 Financial Instruments: Recognition and Measurement (effective for annual period beginning on or after 1 January 2010). This new standard establishes principles for recognising and measuring financial assets, financial liabilities and some contracts to buy and sell non-financial items. Hedge accounting is permitted only under strict circumstances.

The Group has applied the transitional provision in FRS 7 and FRS 139 which exempts entities from disclosing the possible impact arising from the initial application of these standards on the financial statements of the Group and Company.

The Group and Company will apply the above new standards and interpretations to existing standards when effective. With the exception of FRS 7 and FRS 139, the adoption of these standards and interpretations will not have any significant impact on the results and position of the Group and Company.

(b) Standard that is not yet effective and not relevant for the Group’s and Company’s operation

• FRS 4 Insurance Contracts (effective for accounting periods beginning on or after 1 January 2010). FRS 4 is not relevant to the Group’s and Company’s operations as the Group and Company are not involved in insurance activities.

B BASIS OF CONSOLIDATION

Subsidiaries are those corporations, partnerships or other entities (including special purpose entities) in which the Group has power to exercise control over the financial and operating policies so as to obtain benefits from their activities, generally accompanying a shareholding of more than one half of the voting rights. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity.

Subsidiaries are consolidated using the purchase method of accounting except for certain business combinations which were accounted for using the merger method as follows:

• Internal group reorganisations, as defined in FRS 122 2004 “Business Combinations”, consolidated on/after 1 April 2002 but with agreements dated before 1 January 2006 where:

- the ultimate shareholders remain the same, and the rights of each such shareholder, relative to the others, are unchanged; and - the minorities’ share of net assets of the Group is not altered by the transfer

• Business combinations involving entities or businesses under common control with agreements dated on or after 1 January 2006. 180/181

B BASIS OF CONSOLIDATION (cont’d)

The Group has taken advantage of the exemption provided by FRS122 2004 and FRS 3 “Business Combinations” to apply these standards prospectively. Accordingly, business combinations entered into prior to the respective dates have not been restated to comply with these standards.

Under the purchase method of accounting, subsidiaries are fully consolidated from the date on which control is transferred to the Group and are de-consolidated from the date that control ceases. The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the acquisition. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date, irrespective of the extent of any minority interest. The excess of the cost of acquisition over the fair value of the Group’s share of the identifiable net assets acquired at the date of acquisition is reflected as goodwill. See accounting policy Note E on goodwill. If the cost of acquisition is less than the fair value of the net assets of the subsidiary acquired, the difference is recognised directly in the income statement.

Minority interests represent that portion of the profit or loss and net assets of a subsidiary attributable to equity interest that are not owned, directly or indirectly through subsidiaries, by the parent. It is measured at the minorities’ share of the fair value of the subsidiaries’ identifiable assets and liabilities at the acquisition date and the minorities’ share of changes in the subsidiaries’ equity since that date.

Where more than one exchange transaction is involved, any adjustment to the fair values of the subsidiary’s identifiable assets, liabilities and contingent liabilities relating to previously held interests of the Group is accounted for as a revaluation.

Under the merger method of accounting, the results of the subsidiaries are presented as if the merger had been effected throughout the current and previous financial years. The assets and liabilities combined are accounted for based on the carrying amounts from the perspective of the common control shareholder at the date of transfer. On consolidation, the cost of the merger is cancelled with the value of the shares received. Any resulting credit difference is classified as equity and regarded as a non-distributable reserve. Any resulting debit difference is adjusted against any suitable reserve. Any share premium, capital redemption reserve and any other reserves which are attributable to share capital of the merged enterprises, to the extent that they have not been capitalised by a debit difference, are reclassified and presented as movement in other capital reserves.

Intragroup transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are also eliminated but are considered as an impairment indicator of the asset transferred. Accounting policies of subsidiaries have been changed to ensure consistency with the policies adopted by the Group, where necessary.

The gain or loss on disposal of a subsidiary is the difference between net disposal proceeds and the Group's share of its net assets as of the date of disposal, including the cumulative amount of any exchange differences that relate to the subsidiary, and is recognised in the consolidated income statement.

C TRANSACTIONS WITH MINORITY INTERESTS

The Group applies a policy of treating transactions with minority interests as transactions with equity owners of the Group. For purchases from minority interests, the difference between any consideration paid and the relevant share of the carrying value of net assets of the subsidiary acquired is deducted from equity. Gains or losses on disposals to minority interests are also recorded in equity. For disposals to minority interests, differences between any proceeds received and the relevant share of minority interests are also recorded in equity. summary of significant accounting policies for the financial year ended 31 December 2008

D ASSOCIATES

Associates are those corporations, partnerships or other entities in which the Group exercises significant influence, but which it does not control, generally accompanying a shareholding of between 20% and 50% of the voting rights. Significant influence is the power to participate in the financial and operating policy decisions of the associates but not the power to exercise control over those policies.

Investments in associates are accounted for using the equity method of accounting and are initially recognised at cost. The Group’s investment in associates includes goodwill identified on acquisition, net of any accumulated impairment losses. See accounting policy Note E on goodwill.

The Group’s share of its associates’ post-acquisition profits or losses is recognised in the consolidated income statement, and its share of post-acquisition movements in reserves is recognised in reserves. The cumulative post-acquisition movements are adjusted against the carrying amount of the investment. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group’s interest is reduced to nil and recognition of further losses is discontinued except to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate.

Unrealised gains on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in the associates; unrealised losses are also eliminated unless the transaction provides evidence of impairment of the asset transferred. Where necessary, in applying the equity method, adjustments are made to the financial statements of associates to ensure consistency of accounting policies with those of the Group.

Dilution gains and losses in associates are recognised in the income statement.

For incremental interest in an associate, the date of acquisition is the purchase date at each stage and goodwill is calculated at each purchase date based on the fair value of assets and liabilities identified. There is no “step up to fair value” of net assets previously acquired and the share of profits and equity movements for the previously acquired stake is recorded directly through equity.

E GOODWILL

Goodwill represents the excess of the cost of acquisition of subsidiaries or associates over the fair value of the Group’s share of the identifiable net assets at the date of acquisition.

Goodwill is tested annually for impairment and carried at cost less accumulated impairment losses. Impairment losses on goodwill are not reversed. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.

Goodwill is allocated to cash-generating units for the purpose of impairment testing. The allocation is made to those cash-generating units or groups of cash-generating units that are expected to benefit from the synergies of the business combination in which the goodwill arose. See accounting policy Note L on impairment of assets.

F INVESTMENTS

Investments in subsidiaries and associates are stated at cost less accumulated impairment losses. Where an indication of impairment exists, the carrying amount of the investment is assessed and written down immediately to its recoverable amount. See accounting policy Note L on impairment of assets. 182/183

F INVESTMENTS (cont’d)

Investments in other non-current investments are stated at cost and an allowance for diminution in value is made where, in the opinion of the Directors, there is a decline other than temporary in the value of such investments. Where there has been such a decline, such a decline is recognised as an expense in the financial year in which the decline is identified.

On disposal of an investment, the difference between the net disposal proceeds and its carrying amount is charged/credited to the income statement.

G PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses. Cost includes expenditure that is directly attributable to the acquisition of the assets.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance costs are charged to the income statement during the financial year in which they are incurred.

The Directors have applied the transitional provisions of International Accounting Standard (“IAS”) 16 “Property, Plant and Equipment”, which has been adopted by MASB, which allow properties previously revalued to continue to be stated at their valuation amounts less accumulated depreciation and impairment losses. Accordingly, certain leasehold land and buildings of the Group are stated at valuation amounts carried out in 1996, which have not been updated.

Freehold land is not depreciated as it has an infinite life. Depreciation on assets under construction commences when the assets are ready for their intended use.

Depreciation on the other property, plant and equipment is calculated so as to write off the cost or valuation of the assets on a straight line basis over the expected useful lives of the assets, summarised as follows:

Buildings 20 – 50 years Plant and machinery 4 – 5 years Broadcasting and transmission equipment 10 years Production equipment 5 – 10 years Office equipment, furniture and fittings 3 – 10 years Office renovations 3 – 5 years Motor vehicles 5 years Leasehold improvements 3 – 15 years Structures 5 – 10 years

Residual values and useful lives of assets are reviewed, and adjusted if appropriate, at each balance sheet date.

At each balance sheet date, the Group assesses whether there is any indication of impairment. If such indications exist, an analysis is performed to assess whether the carrying amount of the asset is fully recoverable. A write down is made if the carrying amount exceeds the recoverable amount. See accounting policy Note L on impairment of assets.

Gains and losses on disposals are determined by comparing proceeds with carrying amounts and are included in profit/(loss) from operations. On disposal of revalued assets, amounts in the revaluation reserve relating to those assets are transferred to retained earnings. summary of significant accounting policies for the financial year ended 31 December 2008

H PREPAID LEASE RENTALS

The Directors have applied the transitional provisions of FRS 117 “Leases” for the lease of land previously recognised as property within property, plant and equipment.

Where the Group and the Company had previously classified a lease of land as finance lease and had recognised the amount of the prepaid lease rental as property within property, plant and equipment, the Group and the Company will treat the lease as an operating lease with the unamortised carrying amount being classified as prepaid lease rental.

Where the Group and the Company had previously revalued the leasehold land, the Group and the Company will retain the unamortised revalued amount as the surrogate carrying amount of lease rentals, which is amortised over the lease term.

Leasehold land is amortised over the remaining period of the respective leases ranging from 50 and 90 years.

I INVESTMENT PROPERTIES

Investment properties comprise principally land and buildings held for long term rental yields or for capital appreciation or both, and are not occupied by the Group. Investment properties are stated at cost less accumulated depreciation and accumulated impairment losses.

Freehold land is not depreciated as it has an infinite life.

Depreciation on the other investment properties is calculated so as to write off the cost of the assets on a straight line basis over the expected useful lives of the assets concerned, as summarised below:

Buildings/Cinema 20 – 50 years

On disposal of an investment property, or when it is permanently withdrawn from use and no future economic benefits are expected from its disposal, it shall be derecognised. The difference between the net disposal proceeds and the carrying amount is recognised in the income statement in the financial year of the retirement or disposal.

J INTANGIBLE ASSETS

(a) Programmes and film rights

Programmes and film rights are stated at cost less accumulated amortisation and accumulated impairment losses, if any.

The programmes and film rights are recognised after they are contracted for, after receipt of materials and after approvals are obtained from the censorship authority. Cost comprises contracted cost and direct expenditure. Amortisation is calculated so as to write off the relevant portion of the cost of programmes and film rights which fairly represents its relevant attached rights, to match against recognised revenue from these programmes and film rights. 184/185

J INTANGIBLE ASSETS (cont’d)

(a) Programmes and film rights (cont’d)

The amortisation rates are as follows:

Purchases with full rights/limited rights (2 runs or more) %

Features Upon first transmission 60 Upon second transmission 40

Series Upon first transmission 100

Purchases with limited rights (1 run) and in-house programmes Upon first transmission 100

Where an indication of impairment exists, the carrying amount of the asset is assessed and written down immediately to its recoverable amount. See accounting policy Note L on impairment of assets.

(b) Acquired concession rights and outdoor advertising rights

Acquired concession rights and outdoor advertising rights that have a finite useful life are carried at cost less accumulated amortisation and impairment. Amortisation is calculated using the straight-line method to allocate the cost of concession rights over their respective concession lives. Where an indication of impairment exists, the carrying amount of the asset is assessed and written down immediately to its recoverable amount. See accounting policy Note L on impairment of assets.

Acquired concession rights and outdoor advertising rights that have an indefinite useful life are assessed for any indication of impairment on an annual basis. A write-down is made if the carrying amount exceeds the recoverable amount. See accounting policy Note L on impairment of assets.

K PREPAID EXPENDITURE

Prepaid expenditure is in respect of prepaid lease rentals for transmission stations, which are charged to the income statement on a straight line basis over the respective period of the leases, ranging between 31 and 36 years.

L IMPAIRMENT OF ASSETS

Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment. Assets that are subject to amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the carrying amount of the asset exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or its value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there is separately identifiable cash flows (cash generating units). Non-financial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at each reporting date. summary of significant accounting policies for the financial year ended 31 December 2008

L IMPAIRMENT OF ASSETS (cont’d)

The impairment loss is charged to the income statement unless it reverses a previous revaluation, in which case it is charged to the revaluation surplus. Impairment losses on goodwill are not reversed. In respect of other assets, any subsequent increase in recoverable amount is recognised in the income statement unless it reverses an impairment loss on a revalued asset, in which case it is taken to revaluation surplus.

M NON-CURRENT ASSETS HELD FOR SALE

Non-current assets are classified as assets held for sale and are stated at the lower of carrying amount and fair value less costs to sell if their carrying amount is recovered principally through a sale transaction rather than through continuing use.

N TRADE RECEIVABLES

Trade receivables are carried at invoiced amount less an allowance for doubtful debts. The allowance is established when there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of the receivables.

Advanced billings are billings made to customers in advance of display rental, advertisement production works or events elapsed time. Advanced billings collected are disclosed in the financial statements as deferred income. Advanced billings not collected are excluded from trade receivables until revenue is recognised.

O INVENTORIES

Inventories are stated at the lower of cost and net realisable value. Cost is determined on a weighted average basis.

(i) Consumable spares

Consumable spares comprise spare parts for broadcasting and transmission equipment and are expensed upon utilisation.

(ii) Albums

Albums comprise mainly costs of production and related production overheads.

(iii) Other inventories

Other inventories comprise mainly cost of work-in-progress incurred for events to be held in future years. The cost comprises direct labour, other direct costs and related production overheads.

P CASH AND CASH EQUIVALENTS

For the purpose of the cash flow statements, cash and cash equivalents comprise cash on hand, bank balances, demand deposits and short term, highly liquid investments with original maturities of three months or less and less bank overdrafts. Bank overdrafts are included within borrowings, classified under current liabilities on the balance sheet. 186/187

Q LEASES

(i) Finance leases

Leases of property, plant and equipment where the Group assumes substantially all the benefits and risks of ownership are classified as finance leases.

Finance leases are capitalised at the inception of the lease at the lower of the fair value of the leased asset and the present value of the minimum lease payments. Each lease payment is allocated between the liability and finance charges so as to achieve a constant periodic rate of interest on the balance outstanding. The corresponding rental obligations, net of finance charges, are included in payables. The interest element of the finance lease is charged to the income statement over the lease period, so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period.

Property, plant and equipment acquired under finance leases are depreciated over the estimated useful life of the asset, in accordance with the annual rates stated in Note G above. Where there is no reasonable certainty that the ownership will be transferred to the Group, the asset is depreciated over the shorter of the lease term and its estimated useful life.

(ii) Operating leases

Leases of assets where a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to the income statement on a straight line basis over the period of the lease.

R INCOME TAXES

Current tax expense is determined according to the tax laws of each jurisdiction in which the Group operates and include all taxes based upon the taxable profits, including withholding taxes payable by a foreign subsidiary or associate on distributions of retained earnings to companies in the Group.

Deferred tax is recognised in full, using the liability method, on temporary differences arising between the amounts attributed to assets and liabilities for tax purposes and their carrying amounts in the financial statements. However, deferred tax is not accounted for if it arises from the initial recognition of an asset or liability in a transaction other than a business combination that, at the time of the transaction, affects neither accounting nor taxable profit or loss.

Deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which the deductible temporary differences or unused tax losses can be utilised.

Deferred tax is recognised on temporary differences arising on investments in subsidiaries and associates except where the timing of reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.

Deferred tax is determined using tax rates (and tax laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled. summary of significant accounting policies for the financial year ended 31 December 2008

S EMPLOYEE BENEFITS

(i) Short-term employee benefits

The Group recognises a liability and an expense for bonuses based on a formula that takes into consideration the profit attributable to equity holders of the Company after certain adjustments. The Group recognises a provision where there is a contractual obligation or where there is a past practice that has created a constructive obligation.

Wages, salaries, sick leave, bonuses and non-monetary employee benefits are accrued in the financial year in which the associated services are rendered by employees of the Group.

(ii) Post-employment benefits - Defined contribution plans

A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity (a fund) and will have no legal or constructive obligations to pay further contributions if the fund does not hold sufficient assets to pay all employee benefits relating to the employee service in the current and prior periods.

The Group’s contributions to defined contribution plans, including the national defined contribution plan, the Employees’ Provident Fund (“EPF”), are charged to the income statement in the financial year to which they relate. Once the contributions have been paid, the Group has no further payment obligations. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments is available.

(iii) Termination benefits

Termination benefits are payable whenever an employee’s employment is terminated before the normal retirement date or whenever an employee accepts voluntary redundancy in exchange for these benefits. The Group recognises termination benefits when it is demonstrably committed to either terminate the employment of current employees according to a detailed formal plan without the possibility of withdrawal or to provide termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits which are due more than 12 months after the balance sheet date are discounted to present value.

(iv) Share-based compensation

The Group operates an equity-settled, share-based compensation plan for its employees.

Employee services received in exchange for the grant of the share options are recognised as an expense in the income statement over the vesting period of the grant, with a corresponding increase in equity.

The total amount to be expensed over the vesting period is determined by reference to the fair value of the share options granted, excluding the impact of any non-market vesting conditions (for example, profitability and sales growth targets). Non-market vesting conditions are included in the assumptions about the number of options that are expected to vest. At each balance sheet date, the Group revises its estimates of the number of share options that are expected to vest. It recognises the impact of the revision of original estimates, if any, in the income statement, with a corresponding adjustment to equity.

The proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share premium when the options are exercised. 188/189

S EMPLOYEE BENEFITS (cont’d)

(iv) Share-based compensation (cont’d)

The Group has taken advantage of the transitional provisions of FRS 2 “Share-based Payment” in respect of equity instruments granted after 31 December 2004 and not vested as at 1 January 2006, and not recognised any expense in respect of these instruments.

T PROVISIONS

Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, when it is probable that an outflow of resources will be required to settle the obligation, and when a reliable estimate of the amount can be made. Where the Group expects a provision to be reimbursed, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. Provisions are not recognised for future operating losses.

Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small.

Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to passage of time is recognised as interest expense.

U CONTINGENT LIABILITIES AND CONTINGENT ASSETS

The Group and Company do not recognise a contingent liability but disclose its existence in the financial statements. A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence and non-occurrence of one or more uncertain future events beyond the control of the Group and Company or a present obligation that is not recognised because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in the extremely rare circumstance where there is a liability that cannot be recognised because it cannot be measured reliably.

A contingent asset is a possible asset that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the Group and Company. The Group and Company do not recognise contingent assets but disclose their existence where inflows of economic benefits are probable, but not virtually certain.

V SHARE CAPITAL

Ordinary shares are classified as equity.

Incremental external costs directly attributable to the issuance of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

Dividends on ordinary shares are recognised as a liability in the financial year in which they are declared. summary of significant accounting policies for the financial year ended 31 December 2008

W DEBT INSTRUMENTS

The debt instruments issued by the Group and the Company are as follows:

(i) Irredeemable convertible unsecured loan stocks (“ICULS”) (ii) Bank guaranteed medium term notes/Commercial papers (“BGMTN/CP”) (iii) Warrants

The carrying value of debt instruments issued by the Group and the Company is the nominal value of the debt instruments less the unamortised discount or plus the unamortised premium on issuance, if any. The discount or premium on issuance is amortised or accreted to the income statement on an effective yield basis over the duration of the debt instruments. Coupon payments arising from the debt instruments are charged to the income statement on an accrual basis.

The Group has taken advantage of the exemption provided by FRS 132 “Financial Instruments: Disclosure and Presentation” not to reclassify compound financial instruments issued by the Company prior to 1 January 2003 into liability and equity components. Accordingly, the ICULS issued by the Company continue to be classified as liabilities.

X WARRANTS RESERVE

Proceeds from the issuance of warrants, net of issue costs, are credited to warrants reserve which is non-distributable. Warrants reserve are transferred to the share premium account upon the exercise of warrants, and warrants reserve in relation to unexercised warrants at the expiry of the warrants period is transferred to retained earnings.

Y BORROWINGS

Borrowings are initially recognised based on the proceeds received, net of transaction costs incurred. In subsequent periods, borrowings are stated at amortised cost using the effective yield method; any difference between proceeds (net of transaction costs) and the redemption value is recognised in the income statement over the period of the borrowings.

Interest, dividends, losses and gains relating to a financial instrument, or a component part, classified as a liability is reported within finance cost in the income statement.

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the balance sheet date.

Z INCOME RECOGNITION

Revenue comprises the fair value of the consideration received or receivable for the sale of goods and services in the ordinary course of the Group’s activities. Revenue is shown net of discounts, commissions, rebates and taxes and after eliminating sales within the Group.

The Group recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and specific criteria have been met for each of the Group’s activities. The amount of revenue is not considered to be reliably measurable until all contingencies relating to the sale have been resolved. The Group bases its estimates on historical results, taking into consideration the type of customer, the type of transaction and the specifics of each arrangement.

Revenue of the Company from the provision of procurement services to subsidiaries is recognised on an accrual basis. 190/191

Z INCOME RECOGNITION (cont’d)

Interest income of the Company is recognised on an accrual basis based on the prevailing interest rates for deposits at financial institutions and fixed rates for advances to subsidiaries. Interest income of the Group is recognised on an accrual basis based on the prevailing interest rates. Rental income is recognised on an accrual basis.

Revenue of the subsidiaries is recognised upon the delivery of products and customer acceptance or performance of services, or upon telecast of advertisements, net of discounts, sales commissions and sales rebates, if any. Revenue from display rental income, advertisement production works and events are recognised in accordance with the terms of the sales contract which is principally over the period of the contract, on an accrual basis. Accordingly, all amounts received in advance are disclosed in the financial statements as deferred income.

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

AA FOREIGN CURRENCIES

(a) Functional and presentation currency

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The financial statements are presented in Ringgit Malaysia, which is the Company’s functional and presentation currency.

(b) Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at year-end exchange rates are recognised in the income statement.

(c) Group companies

The results and financial position of all the group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

• assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet;

• income and expenses for each income statement are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions); and

• all resulting exchange differences are recognised as a separate component of equity.

On consolidation, exchange differences arising from the translation of the net investment in foreign operations are taken to equity. When a foreign operation is partially disposed of or sold, exchange differences that were recorded in equity are recognised in the income statement as part of the gain or loss on disposal.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and are translated at the closing rate. summary of significant accounting policies for the financial year ended 31 December 2008

AB SEGMENT REPORTING

Segment reporting is presented for enhanced assessment of the Group’s risks and returns. A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different from those of other business segments. A geographical segment is engaged in providing products or services within a particular economic environment that are subject to risks and returns that are different from those components operating in other economic environments.

Segment revenue, expenses, assets and liabilities are those amounts resulting from the operating activities of a segment that are directly attributable to the segment and the relevant portion that can be allocated on a reasonable basis to the segment. Segment revenue, expenses, assets and liabilities are determined before intragroup balances, and intragroup transactions are eliminated as part of the consolidation process, except to the extent that such intragroup balances and transactions are between group enterprises within a single segment. Inter-segment pricing is based on similar terms as those available to other external parties.

AC FINANCIAL INSTRUMENTS

(i) Description

A financial instrument is any contract that gives rise to both, a financial asset of one enterprise and a financial liability or equity instrument of another enterprise.

A financial asset is any asset that is cash, a contractual right to receive cash or another financial asset from another enterprise, a contractual right to exchange financial instruments with another enterprise under conditions that are potentially favourable, or an equity instrument of another enterprise.

A financial liability is any liability that is a contractual obligation to deliver cash or another financial asset to another enterprise, or to exchange financial instruments with another enterprise under conditions that are potentially unfavourable.

(ii) Financial instruments recognised on the balance sheet

The particular recognition method adopted for financial instruments recognised on the balance sheets is disclosed in the individual accounting policy note associated with each item.

(iii) Fair value estimation for disclosure purposes

The fair value of publicly traded securities is based on quoted market prices at the balance sheet date.

In assessing the fair values of financial instruments, the Group uses a variety of methods and makes assumptions that are based on market conditions existing at each balance sheet date. Quoted market prices or dealer quotes for the specific or similar instruments are used for long term debt. Other techniques, such as discounted value of future cash flows are used to determine fair values for the remaining financial instruments. In particular, the fair value of financial liabilities is estimated by discounting the future contractual cash flows at the current market interest rate available to the Group for similar financial instruments.

The carrying values of financial assets and financial liabilities with a maturity period of less than one year are assumed to approximate their fair values. 192/193

AD CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the current circumstances.

(a) Critical accounting estimates and assumptions

The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, rarely equal the related actual results. To enhance the information content of the estimates, certain key variables that are anticipated to have a material impact to the Group’s results and financial position are tested for sensitivity to changes in the underlying parameters. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are outlined below:

(i) Impairment of investments

The Group assesses impairment of the investments mentioned in Note F whenever the events or changes in circumstances indicate that the carrying amount of the investment may not be recoverable i.e. the carrying amount of the investment is more than the recoverable amount.

Projected future cash flows are based on Group’s judgements in terms of assessing future uncertain parameters such as estimated revenue growth, operating costs, margins, future inflationary figures, appropriate discount rates and other available information. These judgements are based on the historical track record and expectations of future events that are believed to be reasonable under the current circumstances.

The assumptions used, results and conclusion of the impairment assessment are disclosed in Note 25 and Note 26 to the financial statements.

(ii) Assessment of impairment of property, plant and equipment

The Group assesses impairment of assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

Recoverable amount is measured at the higher of the fair value less cost to sell for that asset and its value-in-use (‘VIU’). The VIU is the net present value of the projected future cash flows derived from that asset discounted at an appropriate discount rate. Projected future cash flows are estimates made based on historical, sector and industry trends, general market and economic conditions, changes in technology and other available information.

The assumptions used, results and conclusion of the impairment assessment are disclosed in Note 22 to the financial statements.

(iii) Deferred tax assets

Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised. This involves judgements regarding the future financial performance of the particular entity in which the deferred tax asset has been recognised. summary of significant accounting policies for the financial year ended 31 December 2008

AD CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (cont’d)

(iv) Estimation of income taxes

Income taxes are estimated based on the rules governed under the Income Tax Act, 1967. Significant judgement is required in determining the capital allowances and deductibility of certain expenses during the estimation of the provision for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business.

Where the final tax outcome of these matters is different from the amounts that were initially recognised, such differences will impact the income tax and deferred tax provisions in the financial year in which such determination is made.

(v) Assessment of impairment of goodwill

The Group tests goodwill for impairment annually in accordance with its accounting policy as stated in Note E, and whenever events or changes in circumstances indicate that the goodwill may be impaired.

For the purposes of assessing impairment, goodwill is allocated to cash-generating units or groups of cash generating units that are expected to benefit from the synergies of the business combination in which the goodwill arose.

Significant judgement is required in the estimation of the present value of future cash flows generated by the cash generating units or groups of cash-generating units, as this involves uncertainties and is significantly affected by assumptions used and judgement made regarding estimates of future cash flows and discount rates. Changes in assumptions could significantly affect the results of the Group’s tests for impairment of goodwill.

The assumptions used, results and conclusion of the impairment assessment are disclosed in Note 28 to the financial statements.

(vi) Contingent liabilities

The Group has several material pending legal cases which are disclosed in Note 41 to the financial statements. The Directors, based on legal advice, have taken certain positions as to whether there will be any future liabilities arising from these legal proceedings. Each case is unique and therefore, the eventual outcome cannot be ascertained with virtual certainty.

(b) Critical judgements in applying the Group’s accounting policies

There are no critical judgements made in applying the Group’s accounting policies. notes to the financial statements 194/195 for the financial year ended 31 December 2008

1 GENERAL INFORMATION

The principal activities of the Company are investment holding and the provision of procurement services for its subsidiaries.

The principal activities of the Group consist of investment holding, commercial television and radio broadcasting, general media advertising, provision of advertising space and related production works, sale of programme rights, sale of videos, cable and laser rights and the provision of production, event management and other industry related services.

There have been no significant changes in the nature of these activities during the financial year.

The principal activities of the subsidiaries and associates are set out in Note 25, Note 26 and Note 43 to the financial statements.

The Company is a public limited liability company, incorporated and domiciled in Malaysia and listed on the Main Board of the Bursa Malaysia Securities Berhad (“Bursa Malaysia”).

The address of the registered office and principal place of business of the Company is as follows:

Sri Pentas No. 3, Persiaran Bandar Utama Bandar Utama 47800 Petaling Selangor Darul Ehsan

2 REVENUE

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Advertising income 747,841 678,966 – – Sale of programmes, videos, cable and laser rights, and media revenue 24,532 6,989 – – Fees from provision of production services, sponsorship and event management services 8,917 4,241 – – Fees from provision of procurement services – – 11,046 10,685 Interest income (Note 3) – 1,143 115 6,327 Gross dividends from subsidiaries – – 90,417 137,091 Gross dividends from an associate – – 7,523 9,404

781,290 691,339 109,101 163,507 notes to the financial statements for the financial year ended 31 December 2008

3 FINANCE INCOME AND COST

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Finance income: Interest income classified in - Revenue (Note 2) – (1,143) (115) (6,327) - Other interest income (1,493) (1,195) – –

(1,493) (2,338) (115) (6,327)

Finance cost: Interest expenses on: - Irredeemable convertible unsecured loan stocks 71 209 71 209 - Redeemable unsecured loan stocks – 1,840 – – - Medium term notes – 3,319 – 3,319 - Bank guaranteed medium term notes 8,259 2,308 8,259 2,308 - Commercial papers 4,922 1,201 4,922 1,201 - Term loans 4,004 7,929 3,518 3,478 - Unsecured redeemable exchangeable bonds – 4,935 – 4,935 - Scheme creditors of subsidiaries 266 720 – – - Bank guarantee fee 1,548 522 1,548 522 - Hire purchase interest 1,194 1,086 – – - Overdraft 44 140 – –

20,308 24,209 18,318 15,972

Net finance cost 18,815 21,871 18,203 9,645

4 EMPLOYEE BENEFITS COSTS

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Wages, salaries and bonus 119,528 131,171 3,293 8,892 Defined contribution retirement plan 15,470 17,361 942 1,411 Termination benefits 5,918 520 39 – Employees’ Share Option Scheme (Note 10) – 1,266 – 71 Other employee benefits 14,237 10,320 152 227

155,153 160,638 4,426 10,601 196/197

5 PROFIT FROM CONTINUING OPERATIONS

Profit from continuing operations is stated after charging/(crediting):

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Royalties 3,192 2,883 – – Auditors' remuneration: - statutory audit 811 683 66 50 - fees for other services 50 159 – 159 - fees for tax advisory and compliance work 120 579 – 42 Prepaid expenditure written off 284 284 – – Amortisation of transaction fees – UREB – 1,238 – 1,238 Property, plant and equipment written off 678 305 – – (Gain)/loss on disposal of investment properties (3,730) 83 – – Rental income from equipment (2,218) (5,461) – – Rental income from premises (1,253) (193) – – Gross dividends from: - Quoted shares in Malaysia (6) (5) – – - Property and unit trusts (140) (48) – – Net exchange (gain)/loss: - Realised (1,099) (1,636) (1,050) – - Unrealised 34 (547) – – Loss/(gain) on disposal of property, plant and equipment 279 (199) – – Write back of long outstanding accruals (20,010) (24,380) (1,080) – Provision for scheme creditors 2,522 – – – Loss on disposal of investment 38 – – –

6 DIRECTORS’ REMUNERATION

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Non-executive Directors: - Fees 525 490 290 272 - Allowances 262 252 143 137 - Defined contribution plan 48 46 24 23 - Bonus 170 98 130 73

Executive Directors: - Basic salaries and bonus 3,116 2,438 1,269 1,023 - Allowances 336 732 144 390 - Defined contribution plan 562 474 233 203

5,019 4,530 2,233 2,121

Estimated monetary value of benefits-in-kind 111 135 40 9 notes to the financial statements for the financial year ended 31 December 2008

6 DIRECTORS’ REMUNERATION (cont’d)

Executive Directors of the Company have been granted options under the ESOS on the same terms and conditions as those offered to other employees of the Group (see Note 10) as follows:

Number of options over ordinary shares of RM1.00 each Exercise At At Expiry price 1 January 31 December Grant date date RM/share 2008 Granted Exercised 2008 ’000 ’000 ’000 ’000

Financial year ended 31 December 2008

11 January 2005 10 January 2010 1.55 350 – – 350

Number of options over ordinary shares of RM1.00 each Exercise At At Expiry price 1 January 31 December Grant date date RM/share 2007 Granted Exercised 2007 ’000 ’000 ’000 ’000

Financial year ended 31 December 2007

11 January 2005 10 January 2010 1.55 1,500 – (1,150) 350 14 December 2005 10 January 2010 1.46 1,250 – (1,250) –

2,750 – (2,400) 350

2008 2007 ’000 ’000

Number of share options vested at balance sheet date 350 350

7 TAXATION Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Current tax: - Malaysian tax 49,092 32,945 25,597 37,936 - Foreign tax 1,043 848 – –

50,135 33,793 25,597 37,936 Deferred tax (Note 21) (8,574) (2,138) – –

41,561 31,655 25,597 37,936 198/199

7 TAXATION (cont’d)

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Current tax: - Current financial year 47,431 40,263 25,597 37,675 - Under/(over) accrual in prior financial years 2,704 (6,470) – 261

50,135 33,793 25,597 37,936

Deferred tax: - Origination and reversal of temporary differences (8,867) (2,246) – – - Change in corporate income tax rate 293 108 – –

(8,574) (2,138) – –

41,561 31,655 25,597 37,936

Income tax is calculated at the statutory tax rate of 26% (2007: 27%) of the estimated assessable profit for the financial year. The statutory tax rate will be reduced to 25% from the current financial year’s rate of 26%, effective from year of assessment 2009. The computation of deferred tax as at 31 December 2008 has reflected these changes.

The explanation of the relationship between taxation and profit before taxation is as follows:

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Profit before taxation 159,264 149,095 82,236 131,016

Tax calculated at the Malaysian corporate income tax rate of 26% (2007: 27%) 41,408 40,256 21,381 35,374 Tax effects of: - expenses not deductible for tax purpose 7,430 11,780 4,216 2,301 - Small and Medium Enterprises tax rate (67) (133) – – - income not subject to tax (1,191) (2,662) – – - temporary differences and unutilised tax losses not recognised 4,610 4,339 – – - utilisation of previously unrecognised temporary differences and unutilised tax losses (13,797) (11,860) – – - share of results of an associate (5,338) (3,791) – – - under/(over) accruals of current tax in prior years 8,231 (6,470) – 261 - others 275 196 – –

Taxation 41,561 31,655 25,597 37,936

Included in income tax expense of the Group are tax savings amounting to RM2,126,775 (2007: RM1,997,523) from utilisation of tax losses of the current financial year.

Tax saving during the period due to the recognition of previously unrecognised tax losses and unutilised capital allowances amounted to RM15,701,582 (2007: RM19,805,106). notes to the financial statements for the financial year ended 31 December 2008

8 EARNINGS PER SHARE

(a) Basic earnings per share

The basic earnings per share is calculated by dividing the net profit for the financial year from continuing operations, losses from subsidiary acquired exclusively for sale and net profit for the financial year by the weighted average number of ordinary shares in issue during the financial year, adjusted to include the potential ordinary shares that would be issued upon conversion of a mandatorily convertible instrument, ICULS, from the date the contract is entered into, amounting to 845,483,000 (2007: 817,212,000).

Group 2008 2007

Net profit from continuing operations attributable to equity holders of the Company (RM’000) 117,703 117,440 Share of losses from subsidiary acquired exclusively for sale attributable to equity holders of the Company (RM’000) (31,680) – Net profit for the financial year attributable to equity holders of the Company (RM’000) 86,023 117,440

Weighted average number of ordinary shares in issue (’000) 845,483 817,212

Basic earnings per share for: Net profit from continuing operations (Sen) 13.92 14.37 Share of losses from subsidiary acquired exclusively for sale (Sen) (3.75) – Net profit for the financial year (Sen) 10.17 14.37

(b) Diluted earnings per share

For the diluted earnings per share calculation, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all dilutive potential ordinary shares. The Company has two categories of dilutive potential ordinary shares, Warrants and ESOS.

In the diluted earnings per share calculation in respect of Warrants, a calculation is done to determine the number of shares that could have been acquired at market price (determined as the average annual share price of the Company’s shares) based on the monetary value of the subscription rights attached to outstanding Warrants. This calculation serves to determine the “bonus” element to the ordinary shares outstanding for the purpose of computing the dilution. No adjustment is made to the net profit attributable to ordinary equity holders of the Company for the Warrants calculation.

In respect of share options granted to employees, a calculation is done to determine the number of shares that could have been acquired at fair value (determined as the annual average share price of the Company’s shares) based on the monetary value of the subscription rights attached to outstanding share options. The number of shares calculated is compared with the number of shares that would have been issued assuming the exercise of the share options. The difference is added to the denominator as an issue of ordinary shares for no consideration. This calculation serves to determine the “bonus” element to the ordinary shares outstanding for the purpose of computing the dilution. No adjustment is made to net profit for the financial year for the share options calculation. 200/201

8 EARNINGS PER SHARE (cont’d)

(b) Diluted earnings per share (cont’d) Group 2008 2007 RM’000 RM’000

Net profit attributable to ordinary equity holders of the Company 86,023 117,440

Weighted average number of ordinary shares in issue, adjusted for the potential ordinary shares of the mandatorily convertible instrument, ICULS (’000) 845,483 817,212

Adjustments for: - Exercise of Warrants (’000) – 10,297 - Exercise of ESOS (’000) – 6,261

Weighted average number of ordinary shares for diluted earnings per share (’000) 845,483 833,770

Diluted earnings per share (sen) Net profit from continuing operations (Sen) 13.92 14.09 Share of losses from subsidiary acquired exclusively for sale (Sen) (3.75) – Net profit for the financial year (Sen) 10.17 14.09

For the diluted earnings per share calculation for the financial year ended 2008, the weighted average number of ordinary shares in issue remains unchanged as the warrants had been fully converted in 2008 and there were no dilutive potential ordinary shares since the market prices of the ordinary share were lower than the exercise prices of the share option at RM1.45, RM1.55 or RM2.23 per ordinary share.

9 DIVIDENDS

Group and Company 2008 2007 Gross Gross dividend Amount of dividend Amount of per share net dividend per share net dividend Sen RM’000 Sen RM’000

Final dividend, less income tax of 26% (2007 : 27%) 9.3 58,301 3.5 21,105 Special dividend, less income tax of 26% (2007 : Nil) 9.0 56,297 ––

18.3 114,598 3.5 21,105

At the forthcoming Annual General Meeting on 28 April 2009, a final dividend of 6.7 sen gross per ordinary share less income tax of 25% in respect of the financial year ended 31 December 2008 will be proposed for shareholders’ approval. This final dividend will be accrued as a liability in the financial year ending 31 December 2009 when approved by the shareholders. notes to the financial statements for the financial year ended 31 December 2008

10 SHARE CAPITAL

Group and Company Note 2008 2007 RM’000 RM’000

Ordinary shares of RM1.00 each:

Authorised At 1 January/At 31 December 2,000,000 2,000,000

Issued and fully paid At 1 January 842,183 763,852 Issuance of shares arising from: - Conversion of ICULS (a) 6,182 3,098 - Exercise of Warrants (b) 4,839 18,600 - Exercise of ESOS (c) 607 18,062 - Acquisition of subsidiaries (d) – 38,571

At 31 December 853,811 842,183

During the financial year, the Company increased its issued and fully paid share capital from RM842,183,254 to RM853,811,042 by way of the issuance of:

(a) 6,181,967 (2007: 3,097,860) ordinary shares of RM1.00 each through the conversion of 9,274,536 ICULS of RM1.00 each on the basis of two new ordinary shares for every three ICULS exercised. The premium arising from the ICULS conversion of RM3,091,512 (2007: RM1,549,387) has been credited to the Share Premium account.

(b) 4,839,121 (2007: 18,599,995) ordinary shares of RM1.00 each arising from the exercise of 4,839,121 Warrants of RM0.10 each at an exercise price of RM1.10 per Warrant. The premium arising from the exercise of Warrants of RM967,834 including the transfer of proceeds from issuance of Warrants of RM524,413 from (2007: RM1,860,000) Warrants Reserve, has been credited to the Share Premium account.

(c) 606,700 (2007: 18,061,600) ordinary shares of RM1.00 each pursuant to the exercise of ESOS at exercise prices of RM1.46, RM1.55 and RM2.23 per option. The premium arising from the exercise of ESOS of RM385,281 (2007: RM10,391,384) has been credited to the Share Premium account.

(d) Nil (2007: 38,571,429) ordinary shares of RM1.00 each pursuant to the acquisition of Big Tree Outdoor Sdn Bhd (“BTO”). The premium arising from the issuance of ordinary shares of RM Nil (2007: RM55,928,571) has been credited to the Share Premium account.

The new ordinary shares issued during the financial year ranked pari passu in all respects with the existing ordinary shares of the Company. 202/203

10 SHARE CAPITAL (cont’d)

Employees’ Share Option Scheme (“ESOS”)

The Company’s ESOS was approved by the shareholders on 7 January 2005 and became effective on 11 January 2005 for a period of five (5) years, expiring on 10 January 2010.

The main features of the ESOS are:

(i) The total number of ordinary shares to be issued by the Company under the ESOS as approved by the Securities Commission shall not exceed ten per centum (10%) of the total issued and paid-up share capital of the Company at any one time during the existence of the ESOS.

(ii) The options granted may be exercised at any time within the option period.

(iii) The exercise price is at a discount of 10% from the weighted average market price of the shares for the five (5) market days preceding the respective dates of offer of the options or the par value of the shares of the Company of RM1.00, whichever is higher.

(iv) Options granted under the ESOS carry no dividend or voting rights. Upon exercise of the options, shares issued rank pari passu in all respects with the existing ordinary shares of the Company.

(v) The persons to whom the options have been granted have no right to participate by virtue of the options in any share issue of any other company.

Set out below are details of options over ordinary shares of the Company granted under the ESOS:

Number of options over ordinary shares of RM1.00 each Exercise price Fair Expiry RM/ At 1 At 31 value of Grant date date share January Granted Exercised Lapsed December options ’000 ’000 ’000 ’000 ’000 ‘000

Financial year ended 31 December 2008

11 January 2005 10 January 2010 1.55 5,447 – (404) – 5,043 –* 14 December 2005 10 January 2010 1.46 1,581 – (112) – 1,469 –* 28 February 2007 10 January 2010 2.23 3,301 – (91) – 3,210 843

10,329 – (607) – 9,722 843 notes to the financial statements for the financial year ended 31 December 2008

10 SHARE CAPITAL (cont’d)

Employees’ Share Option Scheme (“ESOS”) (cont’d)

Number of options over ordinary shares of RM1.00 each Exercise price Fair Expiry RM/ At 1 At 31 value of Grant date date share January Granted Exercised Lapsed December options ’000 ’000 ’000 ’000 ’000 ’000

Financial year ended 31 December 2007

11 January 2005 10 January 2010 1.55 15,606 – (10,159) – 5,447 –* 14 December 2005 10 January 2010 1.46 7,966 – (6,385) – 1,581 –* 28 February 2007 10 January 2010 2.23 – 4,819 (1,518) – 3,301 1,266

23,572 4,819 (18,062) – 10,329 1,266

* FRS 2 is not applicable for these tranches

2008 2007 ’000 ’000

Number of options over ordinary shares vested, as the end of the financial year 9,722 10,329

There are no options granted in the current financial year. In the previous financial year, the weighted average fair value of options granted was RM0.26, determined using the binomial valuation model. The significant inputs into the model were as follows:

2008 2007

Valuation assumptions: Expected volatility – 21.00% Expected dividend yield – 3.00% Expected option life – 1.5 years Share price at date of grant – RM2.40 Risk free interest rate (per annum) – 3.60%

The expected volatility was based on the statistical analysis of historical daily share prices over the previous 2 years.

There were no charges to the income statements arising from share-based payment during the financial year for the Group (2007: RM1,265,980) and for the Company (2007: RM70,928) (Note 4). 204/205

11 SHARE PREMIUM

Group and Company Note 2008 2007 RM’000 RM’000

At 1 January 183,250 111,677 Arising from: - Conversion of ICULS 10 (a) 3,092 1,549 - Exercise of Warrants 10 (b) 968 3,704 - Exercise of ESOS 10 (c) 808 10,391 - Acquisition of subsidiaries 10 (d) – 55,929

At 31 December 188,118 183,250

12 OTHER RESERVES

Exchange Merger Share Revaluation fluctuation reserve Warrants option reserve reserve (Note 13) reserve reserve Total Group RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

2008

At 1 January 2008 1,292 712 26,337 525 1,266 30,132 Exercise of Warrants during the financial year – – – (525) – (525) Exercise of ESOS during the financial year – – – – (423) (423) Currency translation differences – 4,716 – – – 4,716

At 31 December 2008 1,292 5,428 26,337 – 843 33,900

2007

At 1 January 2007 1,809 (2,366) 26,337 2,385 – 28,165 Exercise of Warrants during the financial year – – – (1,860) – (1,860) Options granted to employees of the Group – – – – 1,266 1,266 Reversal of deferred tax liabilities 704 – – – – 704 Currency translation differences (1,221) 3,078 – – – 1,857

At 31 December 2007 1,292 712 26,337 525 1,266 30,132 notes to the financial statements for the financial year ended 31 December 2008

12 OTHER RESERVES (cont’d)

Share Warrants option reserve reserve Total Company RM’000 RM’000 RM’000

2008

At 1 January 2008 525 1,266 1,791 Exercise of Warrants during the financial year (525) – (525) Exercise of ESOS during the financial year – (423) (423)

At 31 December 2008 – 843 843

2007

At 1 January 2007 2,385 – 2,385 Exercise of Warrants during the financial year (1,860) – (1,860) Options granted to employees of the Group – 1,266 1,266

At 31 December 2007 525 1,266 1,791

13 MERGER RESERVE

The merger reserve represents the difference between the nominal value of shares issued as consideration for the acquisition on 28 May 2003 of a subsidiary, Sistem Televisyen Malaysia Berhad (“STMB”), which met the criteria for the use

of the merger method of accounting under the provisions of FRS 1222004 “Business Combinations”, and the nominal value of the shares of the subsidiary which was acquired.

Group 2008 2007 RM’000 RM’000

Nominal value of shares issued (263,375) (263,375) Less: Nominal value of shares in the subsidiary 289,712 289,712

Merger reserve 26,337 26,337

14 (ACCUMULATED LOSSES)/RETAINED EARNINGS

Under the single-tier tax system which comes into effect from the year of assessment 2008, companies are not required to have tax credits under Section 108 of the Income Tax Act, 1967 for dividend payment purposes. Dividends paid under this system are tax exempt in the hands of shareholders.

Companies with Section 108 credits as at 31 December 2008 may continue to pay franked dividends until the Section 108 credits are exhausted or 31 December 2013, whichever is earlier, unless they opt to disregard the Section 108 credits to pay single-tier dividends under the special transitional provisions of the Finance Act, 2007.

Subject to the agreement by the Inland Revenue Board, the Company has sufficient tax credit under Section 108 of the Income Tax Act, 1967 to frank the payment of net dividends out of all (2007: All) its retained earnings as at 31 December 2008. 206/207

15 IRREDEEMABLE CONVERTIBLE UNSECURED LOAN STOCKS (“ICULS”)

The Company issued 180,000,000 2% five (5) years ICULS on 18 July 2003 at a nominal value of RM1.00 each for cash to finance the acquisition of The New Straits Times Press (Malaysia) Berhad (“NSTP”), which was constituted by a Trust Deed dated 10 July 2003.

The principal terms of the ICULS are as follows:

(a) The face value of the ICULS is RM180 million;

(b) The ICULS bear interest of 2% per annum payable semi-annually in arrears, except for the first payment which was made on 31 December 2003 and the last payment which is due on the maturity date, 18 July 2008. Interest is calculated on the basis of the actual number of days elapsed;

(c) The tenure of the ICULS is five (5) years from the date of issue;

(d) The ICULS are convertible at any time on and after 18 July 2005 into new ordinary shares in the Company at the conversion ratio at RM3.00 nominal value of ICULS to two (2) ordinary shares of RM1.00 each;

(e) The new ordinary shares allotted and issued upon conversion of the ICULS will be considered as fully paid up and will rank pari passu in all respects with the existing ordinary shares of the Company; and

(f) The ICULS are listed on Bursa Malaysia.

During the financial year, 9,274,536 (2007: 4,646,797) ICULS were converted into ordinary shares in the Company, as disclosed in Note 10 (a) to the financial statements. As at 31 December 2008, there are no outstanding ICULS (2007: RM9,274,536) that have not been converted.

The ICULS have expired on 18 July 2008.

16 BANK GUARANTEED MEDIUM TERM NOTES/COMMERCIAL PAPERS (“BGMTN/CP”)

Group and Company 2008 2007 RM’000 RM’000

Current: CP (unsecured) 137,000 100,000

Non-current: 4-year 4.15% BGMTN (unsecured) 70,000 70,000 5-year 4.27% BGMTN (unsecured) 100,000 100,000

170,000 170,000 Less: Transaction costs (8,196) (8,196)

161,804 161,804 Add: Accumulated amortisation of transaction costs 2,186 547

163,990 162,351 notes to the financial statements for the financial year ended 31 December 2008

16 BANK GUARANTEED MEDIUM TERM NOTES/COMMERCIAL PAPERS (“BGMTN/CP”) (cont’d)

In the previous financial year, the Company issued Bank Guaranteed Medium Term Notes (“BGMTN”) and Commercial Papers (“CP”) of RM170 million and RM100 million respectively. On 22 July 2008 and 23 September 2008, the Company issued additional CP of RM17 million and RM20 million respectively. The BGMTN/CP were constituted by separate Trust Deeds dated 23 August 2007 and 28 August 2007 respectively.

The principal terms of the BGMTN and CP are as follows:

(a) The face value of the BGMTN is RM170 million and the CP is RM137 million;

(b) The CP are issued at a discount to face value of ranging from 3.98% to 4.99% (2007: 3.95%) per annum and shall be repayable at par;

(c) The interest on the BGMTN of RM70 million and RM100 million are 4.15% and 4.27% per annum respectively, payable semi-annually in arrears, calculated on the basis of the actual number of days elapsed in a year of 365 days with the last payment of interest to be made on the maturity date of the BGMTNs;

(d) The tenure of BGMTN of RM70 million and RM100 million are 4 years and 5 years from the date of issue respectively;

(e) The tenure of the CP is 7 years from the date of issue; and

(f) The maturity date of the CP is between one (1) to twelve (12) months and the BGMTN is between twelve (12) to sixty (60) months.

17 WARRANTS

On 31 July 2003, the Company issued 115,000,000 detachable Warrants at an issue price of RM0.10 per Warrant, which was constituted by a Trust Deed dated 17 July 2003.

The principal terms of the Warrants are as follows:

(a) 115,000,000 detachable Warrants at an issue price of RM0.10 each;

(b) The exercise price of the Warrants is fixed at RM1.10 per Warrant;

(c) The Warrants may be exercised at any time on or before the maturity date, 31 July 2008, falling five (5) years from the date of issue of the Warrants, 31 July 2003. Unexercised Warrants after the exercise period will thereafter lapse and cease to be valid;

(d) The Warrants will rank pari passu without any preference or priority among themselves including in an event of liquidation; and

(e) The Warrants are listed on Bursa Malaysia.

During the financial year, 4,839,121 (2007: 18,599,995) Warrants were exercised, as disclosed in Note 10 (b) to the financial statements. As at 31 December 2008, there are no outstanding Warrants (2007: RM524,413) that have not been exercised.

The warrants have expired on 31 July 2008. 208/209

18 INTEREST BEARING BANK BORROWINGS

Group Company 2008 2007 2008 2007 Note RM’000 RM’000 RM’000 RM’000

Current: Term loans (unsecured) (a) 14,000 14,000 14,000 14,000 Term loans (secured) (a) 845 2,510 – –

14,845 16,510 14,000 14,000 Bank overdrafts (unsecured) (Note 35) 1,674 705 – –

16,519 17,215 14,000 14,000

Non-current: Term loans (unsecured) (a) 49,589 56,865 49,000 56,000

66,108 74,080 63,000 70,000

The currency exposure profile of the above borrowings is as follows:

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Ringgit Malaysia 64,339 73,874 63,000 70,000 Cedi 1,769 206 – –

66,108 74,080 63,000 70,000

The weighted average effective interest rates applicable to the Group and the Company are as follows:

Group Company 2008 2007 2008 2007 %%%%

For the financial year Term loans 5.09 3.85 4.27 2.35 Bank overdrafts 8.25 8.25 * *

As at the financial year end Term loans 5.10 5.12 4.27 5.48 Bank overdrafts 8.25 8.25 * *

* Not applicable notes to the financial statements for the financial year ended 31 December 2008

18 INTEREST BEARING BANK BORROWINGS (cont’d)

(a) Term loans

The term loans are repayable as follows:

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Unsecured Current: Repayable within 12 months 14,000 14,000 14,000 14,000

Non-current: Repayable after 12 months: - between 2 and 5 years 49,589 56,865 49,000 56,000

63,589 70,865 63,000 70,000

Secured: Current: Repayable within 12 months 845 2,510 – –

64,434 73,375 63,000 70,000

Available credit facilities of the Group as at 31 December 2008 amounts to RM46.4 million.

19 HIRE-PURCHASE AND LEASE CREDITORS

This represents future instalments under hire-purchase and lease agreements, repayable as follows:

Group 2008 2007 RM’000 RM’000

Finance lease liabilities: Minimum lease payments: - not later than 1 year 6,370 3,622 - later than 1 year and not later than 5 years 16,371 10,038

22,741 13,660 Future finance charges on finance leases (3,068) (1,935)

Present value of finance lease liabilities 19,673 11,725

Present value of finance lease liabilities: - not later than 1 year 5,088 2,753 - later than 1 year and not later than 5 years 14,585 8,972

19,673 11,725

Analysed as: Due within 1 year (Note 20) 5,088 2,753 Due after 1 year 14,585 8,972

19,673 11,725 210/211

19 HIRE-PURCHASE AND LEASE CREDITORS (cont’d)

Finance lease liabilities are effectively secured as the rights to the leased assets revert to the lessors in the event of default. The finance lease liabilities contain covenants which require a subsidiary to maintain minimum debt service ratio.

As at 31 December 2008, the weighted average effective interest rate applicable to the lease liabilities as at the financial year end is 4% (2007: 3.98%) per annum and interest for the financial year is fixed at 3.03% (2007: 3.84%) per annum for the Group. The entire balance is denominated in Ringgit Malaysia.

20 TRADE AND OTHER PAYABLES Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Non-Current: Trade payables 950 – – –

Current: Trade payables 37,183 40,609 – – Programme rights payables 17,532 27,257 5,223 3,730

54,715 67,866 5,223 3,730 Trade accruals 34,619 29,861 – – Other accruals 26,486 69,355 4,911 7,703 Other payables 65,329 97,778 2,421 30,113 Hire-purchase and lease creditors (Note 19) 5,088 2,753 – – Deferred income 310 132 – – Advanced billings 4,794 3,610 – –

191,341 271,355 12,555 41,546

192,291 271,355 12,555 41,546

The currency profile of trade payables and programme rights payables is as follows:

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Ringgit Malaysia 35,303 62,563 2,558 738 US Dollar 17,311 4,555 2,665 2,992 EURO 686 479 – – Hong Kong Dollar 193 79 – – Indonesian Rupiah 34 34 – – Cedi 519 156 – – Singapore Dollar 574 – – – Philippine Peso 93 – – – Great Britain Pound 2 – – –

54,715 67,866 5,223 3,730

Credit terms of trade payables range from 45 days to 90 days (2007: 45 days to 90 days).

Included in other payables of the Group and of the Company at the end of the previous financial year were outstanding purchase considerations for the acquisition of subsidiaries and remaining interest in subsidiaries of RM15,000,000 and RM10,400,000 respectively, which has been fully repaid during the financial year.

Included in non-current payables are advances from shareholders of a subsidiary. notes to the financial statements for the financial year ended 31 December 2008

21 DEFERRED TAXATION

Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when the deferred taxes relate to the same tax authority. The following amounts, determined after appropriate offsetting, are shown in the balance sheet:

Group 2008 2007 RM’000 RM’000

Deferred tax assets - Subject to corporate income tax 19,445 7,692

Deferred tax liabilities - Subject to corporate income tax (20,007) (16,828)

The movement during the financial year relating to deferred tax is as follows:

Group 2008 2007 RM’000 RM’000

At 1 January (9,136) 2,234

(Charged)/credited to income statement (Note 7) - Property, plant and equipment (9,029) (3,526) - Intangible assets - Programme, film rights and royalties 2,039 (2,040) - Acquired concession rights (Note 28) 1,460 2,433 - Allowances and provisions (364) 403 - Hire purchase creditors 2,485 479 - Unused tax losses 5,893 2,105 - Unutilised capital allowances 4,626 2,274 - Advance billings 1,464 (215) - Others – 225

8,574 2,138

Credited to equity - Property, plant and equipment – 704

Acquisition of subsidiaries – (14,212)

At 31 December (562) (9,136) 212/213

21 DEFERRED TAXATION (cont’d)

Subject to income tax:

Group 2008 2007 RM’000 RM’000

Deferred tax assets (before offsetting) - Intangible assets 3,701 1,662 - Allowances and provisions 489 853 - Hire purchase creditors 2,964 479 - Unused tax losses 7,998 2,105 - Advanced billings 2,949 1,485 - Unutilised capital allowances 9,683 5,057

27,784 11,641 Offsetting (8,339) (3,949)

Deferred tax assets (after offsetting) 19,445 7,692

Deferred tax liabilities (before offsetting) - Intangible assets (8,747) (10,207) - Property, plant and equipment (19,599) (10,570) Offsetting 8,339 3,949

Deferred tax liabilities (after offsetting) (20,007) (16,828)

The amount of deductible temporary differences and unused tax losses (both of which have no expiry date) for which no deferred tax asset is recognised in the balance sheet is as follows:

Group 2008 2007 RM’000 RM’000

Unused tax losses 209,199 236,934 Deductible temporary differences 40,800 68,316

249,999 305,250

Deferred tax assets not recognised at 25% (2007: 25%) 62,500 76,313

The deductible temporary differences and unused tax losses are available indefinitely for offset against future taxable profits of certain subsidiaries in the Group, subject to agreement with the Inland Revenue Board. Deferred tax assets have not been recognised in respect of the deductible temporary differences and unused tax losses as the respective subsidiaries in the Group have a history of losses, and are dormant. notes to the financial statements for the financial year ended 31 December 2008

22 PROPERTY, PLANT AND EQUIPMENT

Broadcasting and Freehold Building Plant and transmission Production land at at Building machinery equipment equipment cost valuation at cost at cost at cost at cost RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Group 2008

Cost/valuation

At 1.1.2008 10,246 5,751 41,754 1,613 522,784 989 Additions 294 – – 80 27,530 305 Disposals ––––(21) – Write off –––––– Currency translation differences – 276 204 77 659 –

At 31.12.2008 10,540 6,027 41,958 1,770 550,952 1,294

Accumulated depreciation

At 1.1.2008 – 1,816 10,671 1,605 376,397 677 Charge for the financial year – 86 657 13 19,275 110 Disposals – – – (4) (10) – Write off –––––– Currency translation differences –472440325–

At 31.12.2008 – 1,949 11,352 1,654 395,987 787

Accumulated impairment losses

At 1.1.2008 3,265 – 5,618 – 36,407 –

At 31.12.2008 3,265 – 5,618 – 36,407 –

Net book value

At 31.12.2008 7,275 4,078 24,988 116 118,558 507 214/215

Office equipment, Assets furniture Office Motor Leasehold under and fittings renovations vehicles improvements construction Structures at cost at cost at cost at cost at cost at cost Total RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

85,454 17,875 16,450 29,068 1,049 65,655 798,688 9,282 2,890 6,115 880 61 3,828 51,265 (106) – (3,938) – – (557) (4,622) (942) (189) – – – (180) (1,311)

58 – 171 – 11 – 1,456

93,746 20,576 18,798 29,948 1,121 68,746 845,476

60,811 14,560 9,260 24,700 17 43,951 544,465

7,703 2,752 2,793 344 – 5,374 39,107 (260) (132) (649) – – (93) (1,148) (478) – – – – (155) (633)

57 – 82 – – – 575

67,833 17,180 11,486 25,044 17 49,077 582,366

3,975 – 910 – – 382 50,557

3,975 – 910 – – 382 50,557

21,938 3,396 6,402 4,904 1,104 19,287 212,553 notes to the financial statements for the financial year ended 31 December 2008

22 PROPERTY, PLANT AND EQUIPMENT (cont’d)

Long term Long term Freehold leasehold leasehold Building Plant and land at land at land at at Building machinery cost valuation cost valuation at cost at cost RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Group 2007

Cost/valuation

At 1.1.2007 10,246 – – 5,751 41,551 795 Acquisition of subsidiaries 582–––647193 Additions –––––869 Disposals –––––– Write off –––––(177) Reclassified from investment property (Note 23) ––––149– Reclassified to investment property (Note 23) (582) – – – (593) – Reclassification –––––– Currency translation differences –––––(67)

At 31.12.2007 10,246 – – 5,751 41,754 1,613

Accumulated depreciation

At 1.1.2007 – – – 1,699 9,863 795 Acquisition of subsidiaries ––––205155 Charge for the financial year – – – 117 790 837 Disposals –––––– Write off –––––(153) Reclassified from investment property (Note 23) ––––20– Reclassified to investment property (Note 23) ––––(207) – Currency translation differences –––––(29)

At 31.12.2007 – – – 1,816 10,671 1,605 216/217

Broad- Office casting equipment, Assets and trans- furniture Leasehold under mission Production and Office Motor improve- con- equipment equipment fittings renovations vehicles ments struction Structures at cost at cost at cost at cost at cost at cost at cost at cost Total RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

503,548 763 69,326 16,162 11,507 29,067 349 – 689,065 – – 12,090 712 844 – 806 63,867 79,741 20,406 226 6,231 1,630 5,197 1 882 1,264 36,706 (49) – (119) – (908) – (19) (27) (1,122) – – (1,795) (629) – – (136) (49) (2,786)

––––––––149

––––––––(1,175) 183–36–––(819) 600 –

(1,304) – (315) – (190) – (14) – (1,890)

522,784 989 85,454 17,875 16,450 29,068 1,049 65,655 798,688

357,078 579 50,838 13,777 6,669 22,783 – – 464,081 – – 6,530 643 471 – – 39,385 47,389 20,275 98 5,527 682 2,772 1,917 17 4,607 37,639 (20) – (89) (9) (516) – – (7) (641) – – (1,761) (533) – – – (34) (2,481)

––––––––20

––––––––(207)

(936) – (234) – (136) – – – (1,335)

376,397 677 60,811 14,560 9,260 24,700 17 43,951 544,465 notes to the financial statements for the financial year ended 31 December 2008

22 PROPERTY, PLANT AND EQUIPMENT (cont’d)

Long term Long term Freehold leasehold leasehold Building Plant and land at land at land at at Building machinery cost valuation cost valuation at cost at cost RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Group 2007

Accumulated impairment losses

At 1.1.2007 3,265–––5,618 – Acquisition of subsidiaries –––––– Charge for the financial year ––––––

At 31.12.2007 3,265–––5,618 –

Net book value

At 31.12.2007 6,981 – – 3,935 25,465 8 218/219

Broad- Office casting equipment, Assets and trans- furniture Leasehold under mission Production and Office Motor improve- con- equipment equipment fittings renovations vehicles ments struction Structures at cost at cost at cost at cost at cost at cost at cost at cost Total RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

36,407 – 3,975 – 910–––50,175 –––––––175175 –––––––207207

36,407 – 3,975 – 910 – – 382 50,557

109,980 312 20,668 3,315 6,280 4,368 1,032 21,322 203,666 notes to the financial statements for the financial year ended 31 December 2008

22 PROPERTY, PLANT AND EQUIPMENT (cont’d)

Property, plant and equipment amounting to RM53.0 million for wholly owned subsidiaries of the Company, ntv7 and TV9, were assessed for impairment. No impairment loss was required for the carrying amount of the property, plant and equipment assessed as at 31 December 2008 as the recoverable amount was in excess of the carrying amount.

The key assumptions used in the value in use calculation as at 31 December 2008 are as detailed out in Note 25, except that the compound annual growth rate (‘CAGR’) used is 7.40% for ntv7 and 11.6% for TV9. The terminal growth rate is not used as the value in use is calculated using the projected cash flows of the property, plant and equipment for eight (8) years from 2009 to 2016, being the remaining useful lives of the property, plant and equipment.

The Group’s review includes an impact assessment of changes in key assumptions.

Based on the sensitivity analysis performed for ntv7, the Directors have concluded that no reasonable change in the base case assumptions would cause the carrying amount of the cash generating units to exceed their recoverable amount.

In respect of TV9, a change to the key assumption on the projected revenue growth used in the discounted cash flow model could significantly affect the recoverable amount of the property, plant and equipment. It is estimated that should the revenue growth fall below the CAGR of 10.72%, over the remaining 8 years, the recoverable amount of the property, plant and equipment of TV9 will be lower than its carrying amount.

Group 2008 2007 RM’000 RM’000

Office equipment, furniture & fittings Cost At 1 January 72 32 Additions 187 40

At 31 December 259 72

Accumulated depreciation At 1 January 15 8 Charge for the financial year 51 7

At 31 December 66 15

Net book value At 31 December 193 57 220/221

22 PROPERTY, PLANT AND EQUIPMENT (cont’d)

(a) The value of property, plant and equipment of the Group includes the following assets acquired under hire-purchase and finance lease agreements:

Accumulated Net book Cost depreciation value Group RM’000 RM’000 RM’000

2008 Broadcasting, transmission and production equipment 26,196 3,854 22,342 Motor vehicles 504 301 203

26,700 4,155 22,545

2007 Broadcasting, transmission and production equipment 14,653 1,908 12,745 Motor vehicles 522 152 370

15,175 2,060 13,115

23 INVESTMENT PROPERTIES

Freehold Note land Buildings Cinema Total RM’000 RM’000 RM’000 RM’000

Group 2008

Cost At 1 January 2008 1,619 14,935 2,382 18,936 Disposal (582) (592) – (1,174)

At 31 December 2008 1,037 14,343 2,382 17,762

Accumulated depreciation At 1 January 2008 – 2,070 605 2,675 Charge for the financial year – 225 46 271 Disposal – (210) – (210)

At 31 December 2008 – 2,085 651 2,736

Accumulated impairment losses At 1 January 2008 36 1,098 78 1,212 Charge for the financial year 132 – – 132

At 31 December 2008 168 1,098 78 1,344

Net book value At 31 December 2008 869 11,160 1,653 13,682 notes to the financial statements for the financial year ended 31 December 2008

23 INVESTMENT PROPERTIES (cont’d)

Freehold Note land Buildings Cinema Total RM’000 RM’000 RM’000 RM’000

Group 2007

Cost At 1 January 2007 1,037 14,935 2,382 18,354 Disposal – (444) – (444) Reclassified to property, plant and equipment 22 – (149) – (149) Reclassified from property, plant and equipment 22 582 593 – 1,175

At 31 December 2007 1,619 14,935 2,382 18,936

Accumulated depreciation At 1 January 2007 – 1,738 558 2,296 Charge for the financial year – 227 47 274 Disposal – (82) – (82) Reclassified to property, plant and equipment 22 – (20) – (20) Reclassified from property, plant and equipment 22 – 207 – 207

At 31 December 2007 – 2,070 605 2,675

Accumulated impairment losses At 1 January 2007 482 4,987 228 5,697 Impairment losses - Charge for the financial year 20 5 – 25 - Reversal during the financial year (466) (3,894) (150) (4,510)

At 31 December 2007 36 1,098 78 1,212

Net book value At 31 December 2007 1,583 11,767 1,699 15,049

The above properties are not occupied by the Group and are used to earn rentals or for capital appreciation.

The Group recognised an impairment loss of RM132,000 (2007: RM24,900) during the financial year in respect of buildings and freehold land, for which the recoverable amount using the selling price based on independent professional valuation reports was lower than the carrying amount. 222/223

23 INVESTMENT PROPERTIES (cont’d)

The Group has also recognised a reversal of impairment loss of RM Nil (2007: RM4,510,000) during the financial year in respect of buildings and freehold land, for which the recoverable amount using the selling price based on independent professional valuation reports was higher than the carrying amount.

The fair value of the properties was estimated at RM15.3 million (2007: RM15.2 million) based on valuations by independent professionally qualified valuers. Valuations were based on current prices in an active market for all properties except for properties in certain locations where this information is not available. For these properties, the fair value was estimated by reference to open market value of properties in the vicinity.

Direct operating expenses from investment properties that generated rental income of the Group during the financial year amounted to RM55,849 (2007: RM524,702).

Direct operating expenses from investment properties that did not generate rental income of the Group during the financial year amounted to RM176,013 (2007: RM88,671).

24 PREPAID LEASE RENTALS

Group 2008 2007 Note RM’000 RM’000

Cost At 1 January 11,014 4,829 Additions – 6,995 Currency translation differences 312 (810)

At 1 December 11,326 11,014

Accumulated amortisation At 1 January 1,808 1,219 Charge for the financial year 334 827 Currency translation differences 22 (238)

At 31 December 2,164 1,808

Net book value At 31 December 9,162 9,206

(a) Long term leasehold land and buildings of a subsidiary were last revalued by the Directors on 20 September 1996 based on valuations carried out by professional valuers to reflect the market value for existing use. The book values of the leasehold land and buildings were adjusted to the revalued amounts and the resultant surpluses were credited to the revaluation reserve.

(b) The net book value of revalued long term leasehold land and buildings of the Group that would have been included in the financial statements, had these assets been carried at cost less accumulated depreciation, is nil (2007: RM1,715,000). notes to the financial statements for the financial year ended 31 December 2008

25 SUBSIDIARIES

Company 2008 2007 RM’000 RM’000

Unquoted shares, at cost 614,829 614,280

The details of the subsidiaries are as follows:

Country of Interest in equity Name of company incorporation Principal activities 2008 2007 %%

Sistem Televisyen Malaysia Commercial television broadcasting 100 100 Malaysia Berhad (“STMB”)

Ch-9 Media Sdn Bhd (“TV9”) Malaysia Commercial television broadcasting 100 100

Natseven TV Sdn Bhd (“ntv7”) Malaysia Commercial television broadcasting 100 100

Synchrosound Studio Sdn Bhd Malaysia Commercial radio broadcasting 100 100

Big Tree Outdoor Sdn Bhd Malaysia Provision of advertising space 100 100 and related services, investment holding and management services

UPD Sdn Bhd Malaysia Outdoor advertising 100 100

The Right Channel Sdn Bhd Malaysia Outdoor advertising 100 100

Merit Idea Sdn Bhd Malaysia Investment holding 100 100

Perintis Layar Sdn Bhd Malaysia Investment holding 100 100

Primeworks Studios Sdn Bhd Malaysia Production of motion picture 100 100 (formerly known as Grand films, acquiring ready made Brilliance Sdn Bhd (“GBSB”)) films from local producers and production houses and investment holding

Big Events Sdn Bhd Malaysia Events management 100 100

The Talent Unit Sdn Bhd Malaysia Talent management of artistes 100 100

Alternate Records Sdn Bhd Malaysia Album production and recording studio 100 100

Amity Valley Sdn Bhd Malaysia Investment holding 100 100

Esprit Assets Sdn Bhd Malaysia Property investments and 100 100 provision of property management services

Animated & Production Malaysia Dormant 100 100 Techniques Sdn Bhd 224/225

25 SUBSIDIARIES (cont’d)

Country of Interest in equity Name of company incorporation Principal activities 2008 2007 %%

Esprit Assets Sdn Bhd Malaysia Property investments and 100 100 provision of property management services

Animated & Production Malaysia Dormant 100 100 Techniques Sdn Bhd

mmStudios Sdn Bhd (formerly Malaysia Dormant 100 100 known as Newslink Asia Sdn Bhd)

Able Communications Malaysia Dormant 100 100 Sdn Bhd

Encorp Media Technology Malaysia Dormant 100 100 Sdn Bhd

Star Crest Sdn Bhd Malaysia Dormant 100 –

Lazim Juta Sdn Bhd Malaysia Investment holding 100 –

Held by Merit Idea Sdn Bhd Metropolitan TV Sdn Bhd (“8tv”) Malaysia Commercial television broadcasting 100 100

Held by Perintis Layar Sdn Bhd Max-Airplay Sdn Bhd Malaysia Commercial radio broadcasting 75 75

Held by Big Tree Outdoor Sdn Bhd Big Tree Productions Sdn Bhd Malaysia Undertaking outdoor advertising 100 100 business and carrying out related production works

Uniteers Outdoor Advertising Malaysia Advertising contracting and 100 100 Sdn Bhd agents, sale of advertising space

Gotcha Sdn Bhd Malaysia Undertaking outdoor advertising 100 100 business and carrying out related production works

Eureka Outdoor Sdn Bhd Malaysia Dormant 100 100

Anchor Heights Sdn Bhd Malaysia Dormant 100 100

Uni-Talent Gateway Sdn Bhd Malaysia Dormant 100 100

Held by Alternate Records Sdn Bhd Booty Studio Productions Malaysia Dormant 60 60 Sdn Bhd notes to the financial statements for the financial year ended 31 December 2008

25 SUBSIDIARIES (cont’d)

Country of Interest in equity Name of company incorporation Principal activities 2008 2007 %%

Held by Primeworks Studios Sdn Bhd (formerly known as Grand Brilliance Sdn Bhd) Alt Media Sdn Bhd Malaysia New media businesses and 100 100 related activities

Held by UPD Sdn Bhd Utusan Sinar Media Sdn Bhd Malaysia Dormant 100 100

Held by The Right Channel Sdn Bhd MMC-AD Sdn Bhd Malaysia Undertaking outdoor advertising 100 100 business

Media Master Industries (M) Malaysia Dormant 100 100 Sdn Bhd

Held by Amity Valley Sdn Bhd Gama Media International British Virgin Investment holding 100 100 (BVI) Ltd Islands

Held by Gama Media International (BVI) Ltd Gama Film Company Limited ^ Republic of Film production, pre and post 70 70 Ghana production, audio/video recording and duplication, video exhibition and distribution

TV3 Network Limited ^ Republic of Media and communication 90 90 Ghana businesses, managerial services and operation of free-to-air television service

Cableview Network Limited ^ Republic of Dormant 70 70 Ghana

Gama Media Systems Limited ^ Republic of Dormant 70 70 Ghana 226/227

25 SUBSIDIARIES (cont’d)

Country of Interest in equity Name of company incorporation Principal activities 2008 2007 %%

Held by Lazim Juta Sdn Bhd Strategic Media Asset Labuan Dormant 100 – Management Co. Ltd. (formerly known as MPB Asset Mgmt Co. Ltd.)

Held by mmStudios Sdn Bhd (formerly known as Newslink Asia Sdn Bhd) MPB Primedia Inc. ^ Philippines Provision of airtime 70 – consultancy services

^ Audited by a firm other than PricewaterhouseCoopers, Malaysia

The Company undertook the test for impairment of its investment in ntv7 and TV9. No impairment loss was required for the carrying amount of investments in ntv7 and TV9 assessed as at 31 December 2008 as their recoverable amount was in excess of their carrying amount.

(a) Key assumptions used in the VIU calculations

Value-in-use for TV9 and ntv7 are determined by discounting the future cash flows to be generated from continuing use based on the following assumptions:

i) Cash flows are derived based on the projections for a period of five (5) years. The projections reflect management’s expectation of revenue growth, operating costs and margins for the cash-generating unit based on current assessment of market share, expectations of market growth and industry growth.

ii) The pre-tax discount rate used for cash flows discounting purpose is 10.29% (2007: 9.06%) based on the estimate of weighted average cost of capital (post tax) applicable for the Group.

iii) Growth rate for TV9 is estimated based on the growth in advertising revenue, both in spot-buys and sponsorships, arising from the re-positioning of, and re-branding exercise undertaken by TV9 targeting towards the younger Malay Urban market. The growth also takes into account of the comparatively low level of revenue currently recorded by TV9. The growth in content costs takes into account the costs of syndicated and in-house produced content that serves the new target market and the re-branded station. Revenue compound annual growth rate (‘CAGR’) of 15.75% over the 5 years and terminal growth rate of 2% are the key assumptions used for the purpose of VIU calculation. notes to the financial statements for the financial year ended 31 December 2008

25 SUBSIDIARIES (cont’d)

(a) Key assumptions used in the VIU calculations (cont’d)

iv) Growth rate for ntv7 is estimated based on the growth in advertising revenue, both in spot-buys and sponsorships, arising from the projected continued improvement in the take-up of advertising and sponsorship slots by advertisers. The growth in content costs takes into account the costs of syndicated and in-house produced content that serves the station’s target market, in addition to the industry’s growth trends. Revenue CAGR of 8.86% over the 5 years period and terminal growth rate of 2% are the key assumptions used for the purpose of VIU calculation.

v) The growth in overhead costs is determined based on industry trends and past performance of the stations within the Group.

vi) Profit margins are projected based on the industry trends, together with the trends observed in other stations within the Group.

(b) Impact of possible change in key assumptions

The Group’s review includes an impact assessment of changes in key assumptions.

Based on the sensitivity analysis performed for ntv7, the Directors have concluded that no reasonable change in the base case assumptions would cause the carrying amount of the investment to exceed the recoverable amount.

For the investment in TV9, a change to the key assumption on the projected revenue growth used in the discounted cash flow model could significantly affect the carrying amount of the investment in TV9. It is estimated that revenue CAGR of below 14.83% over the 5 years, would result in the recoverable amount of the investment in TV9 to be lower than the carrying amount.

26 ASSOCIATES

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Unquoted shares, at cost 49 49 – – Share of post acquisition results, net of dividends received (49) (49) – –

– – – –

Quoted shares, at cost 399,651 399,651 399,651 399,651 Share of post acquisition results, net of dividends received 36,556 21,594 – – Goodwill on acquisition written off (88,763) (88,763) – –

347,444 332,482 399,651 399,651

Total 347,444 332,482 399,651 399,651

Market value of quoted shares 91,685 187,131 91,685 187,131 228/229

26 ASSOCIATES (cont’d)

The Group’s share of revenue, profit, assets and liabilities of the associates are as follows:

Group 2008 2007 RM’000 RM’000

Revenue 250,284 241,930 Net profit for the financial year 20,529 14,044

Non-current assets 309,963 316,228 Current assets 101,434 116,073 Current liabilities (55,447) (95,380) Non-current liabilities (8,506) (4,439)

Share of net assets 347,444 332,482

Details of the associates, all of which are incorporated in Malaysia, are as follows:

Name of company Principal activities Interest in equity 2008 2007 %%

The New Straits Times Press Publishing and sale of newspaper 43.29 43.29 (Malaysia) Berhad and investment holding

Sistem Network Nusantara Sdn Bhd Dormant 49.00 49.00

Contingent liabilities relating to associates are shown in Note 41 (d) to the financial statements.

The Company undertook a test for impairment of its investment in New Straits Times Press (Malaysia) Berhad (“NSTP”). No impairment loss was required for the carrying amount of investment in NSTP assessed as at 31 December 2008 as their recoverable amount was in excess of the carrying amount.

(a) Key assumptions used in the VIU calculations

Value-in-use for the investment in NSTP is determined by discounting the future cash flows to be generated based on the following assumptions:

i) Cash flows are derived based on projections for a period of five (5) years. The projections reflect management’s expectation of revenue growth, operating costs and margins for the cash-generating unit based on current assessment of market share, expectations of market growth and industry growth. The estimated terminal growth rate used is 2%.

ii) The pre-tax discount rate used for cash flows discounting purpose is 13.0% based on the estimate of weighted average cost of capital applicable for the investment. notes to the financial statements for the financial year ended 31 December 2008

26 ASSOCIATES (cont’d)

iii) The foreign currency rate of USD:RM is estimated to be ranging from 3.63 to 3.10 over the 5 year projection period based on foreign exchange trends.

(b) Impact of possible change in key assumptions

The Group’s review includes an impact assessment of changes in key assumptions.

It is estimated that where there is an increase in foreign currency rate of USD:RM by 8%, the carrying amount will equal the recoverable amount.

27 INVESTMENTS

Group 2008 2007 RM’000 RM’000

At cost: Shares in corporations, quoted in Malaysia 291 291 Less: Allowance for diminution in value (177) (127)

114 164

Units in property and unit trusts, quoted in Malaysia 5,210 5,210 Less: Allowance for diminution in value (3,089) (1,976)

2,121 3,234

Shares in corporations, unquoted 88 381 Less: Allowance for diminution in value – (245)

88 136

Club membership, unquoted 70 70

2,393 3,604

At market value: Quoted shares 84 190 Quoted property and unit trusts 2,121 3,235 230/231

28 INTANGIBLE ASSETS

Group Acquired concession rights and outdoor Programmes advertising and film rights Goodwill rights Total RM’000 RM’000 RM’000 RM’000

At 1 January 2008 51,418 94,525 60,192 206,135 Additions during the financial year 189,251 – – 189,251

240,669 94,525 60,192 395,386 Gross amortisation during the financial year (208,103) – (6,710) (214,813) Write off during the financial year (1,489) – – (1,489)

At 31 December 2008 31,077 94,525 53,482 179,084

At 1 January 2007 38,736 – – 38,736 Additions during the financial year 192,376 – – 192,376 Acquisition of subsidiaries (Note 39) – 94,525 67,015 161,540

231,112 94,525 67,015 392,652 Gross amortisation during the financial year (179,650) – (6,823) (186,473) Write off during the financial year (44) – – (44)

At 31 December 2007 51,418 94,525 60,192 206,135

Deferred tax liabilities arising from the amortisation of the acquired concession rights of RM1,460,000 (2007: RM2,433,000) have been credited to the income statement (Note 21), resulting in net amortisation of RM5,250,000 (2007: RM4,390,000).

Included in intangible assets arising from the acquisitions during the financial year were acquired rights which have indefinite useful lives, totalling RM22,113,000 (2007: RM22,113,000). These assets are deemed to have indefinite useful lives as they are renewable with minimum costs to the Group and there is no foreseeable limit to the period over which the assets are expected to generate net cash inflows for the Group. The intangible assets are tested for impairment. Based on the test performed as described below, the Directors concluded that the VIU is higher than the carrying amount of the intangible assets.

Impairment tests for goodwill

The carrying amounts of goodwill allocated to the Group’s cash-generating units (“CGUs”) are as follows: Group 2008 2007 RM’000 RM’000

TV 72,812 72,812 Radio 3,979 3,979 Outdoor 17,734 17,734

94,525 94,525 notes to the financial statements for the financial year ended 31 December 2008

28 INTANGIBLE ASSETS (cont’d)

The Group undertakes an annual test for impairment of its cash-generating units. No impairment loss was required for the carrying amount of the remaining goodwill assessed as at 31 December 2008 as their recoverable amounts were in excess of their carrying amounts.

The recoverable amount of the TV, Radio and Outdoor CGU, is determined based on value-in-use calculations, using cash flow projections based on financial budgets approved by the Directors covering a ten-year period. These forecasts and projections reflect management’s expectation of revenue growth, operating costs and margins for each cash-generating unit based on past experience and future outlook.

Discount rates applied to the cash flow forecasts are derived from the Group’s weighted average cost of capital at the date of the assessment of the respective cash-generating units.

The key assumptions used for the value-in-use calculations are as follows:

2008 2007 TV Radio Outdoor TV Radio Outdoor %%%%%%

Revenue growth 5.46 10.00 2.00 7.00 15.00 7.00 Pre-tax discount rate 10.29 10.29 10.29 9.06 9.06 9.06 Terminal growth rate 2.00 2.00 2.00 5.00 5.00 5.00

The Group’s review includes an impact assessment of changes in key assumptions. Based on the sensitivity analysis performed, the Directors concluded that no reasonable change in the base case assumptions would cause the carrying amounts of the cash generating unit to exceed their recoverable amounts.

29 ASSETS HELD-FOR-SALE

Group 2008 2007 RM’000 RM’000

Property classified as assets held-for-sale: - Leasehold land – 14,927 - Leasehold building – 45,674

– 60,601 Less: Loss on measurement at fair value less cost to sell – (1,941)

Fair value less cost to sell – 58,660

In the previous financial year, a subsidiary entered into a sale and purchase agreement for the disposal of a piece of leasehold land together with a six storey building. This satisfied the criteria set out in FRS 5 “Non-current Assets Held for Sale and Presentation of Discontinued Operations” and hence, the property was classified as “asset held-for-sale”. The difference between the carrying value of the investment property and the fair value less cost to sell, amounting to RM1,941,000, was recognised as a loss in the income statement in the previous financial year.

The disposal was completed during the financial year ended 31 December 2008. 232/233

30 INVENTORIES

Group 2008 2007 RM’000 RM’000

Consumable spares – 426 Musical albums 35 13

35 439

31 TRADE AND OTHER RECEIVABLES

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Trade receivables 266,140 263,420 – – Less: Allowance for doubtful debts (42,950) (40,143) – –

223,190 223,277 – – Less: Advanced billings (5,501) (4,066) – –

217,689 219,211 – –

Deposits 10,110 7,714 2,506 69 Prepayments 31,084 17,628 5,297 4,942 Other receivables 187,607 176,030 3,718 12

228,801 201,372 11,521 5,023 Less: Allowance for doubtful debts (166,310) (166,147) – –

62,491 35,225 11,521 5,023

280,180 254,436 11,521 5,023

The currency exposure profile of trade receivables is as follows:

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Ringgit Malaysia 247,998 248,412 – – US Dollar 1,838 1,016 – – Cedi 15,228 13,756 – – Singaporean Dollar 850 147 – – Brunei Dollar 226 89 – –

266,140 263,420 – –

Credit terms of trade receivables are 60 to 90 days (2007: 90 days). notes to the financial statements for the financial year ended 31 December 2008

32 AMOUNTS DUE FROM SUBSIDIARIES

Company 2008 2007 RM’000 RM’000

Amounts due from subsidiaries 443,352 471,587

The amounts due from subsidiaries are denominated in Ringgit Malaysia, unsecured, interest free and have no fixed terms of repayment. Included in amounts due from subsidiaries is a loan denominated in Ringgit Malaysia of RM Nil (2007: RM99 million) which bears interest at Nil% (2007: 5.00%) per annum.

33 DEPOSITS, CASH AND BANK BALANCES

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Cash and bank balances 39,961 53,923 5,719 12,724

Deposits with licensed financial institutions: - Deposits with licensed banks 7,887 30,259 977 959 - Deposits with licensed finance companies 1,048 1,016 – – - Deposits with discount houses 2,187 43,160 96 21,122

11,122 74,435 1,073 22,081

Deposits, cash and bank balances (Note 35) 51,083 128,358 6,792 34,805

The currency exposure profile of deposits, cash and bank balances is as follows:

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Ringgit Malaysia 50,621 128,358 6,792 34,805 Cedi 462 – – –

51,083 128,358 6,792 34,805

During the financial year, the interest rates for the deposits ranged from 3.00% to 3.70% (2007: 3.00% to 3.70%) per annum for the Group and for the Company. As at 31 December 2008, the effective interest rates for the deposits ranged from 3.00% to 3.70% (2007: 3.00% to 3.70%) per annum for the Group and for the Company.

Fixed deposits with licensed financial institutions have a maturity period ranging between 30 days to 365 days (2007: 30 days to 365 days).

Bank balances are deposits held at call with banks and earn no interest. 234/235

34 AMOUNT DUE TO AN ASSOCIATE

The amount due to an associate is denominated in Ringgit Malaysia, unsecured, interest free and has no fixed terms of repayment.

35 CASH AND CASH EQUIVALENTS

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Deposits, cash and bank balances (Note 33) 51,083 128,358 6,792 34,805 Cash from subsidiary acquired exclusively for sale 82 – – – Less: Restricted deposits: - Deposits with a licensed bank (5,412) (25) – – - Deposits with a licensed finance company – (1,016) – –

45,753 127,317 6,792 34,805

Less: Bank overdrafts (Note 18) (1,674) (705) – –

44,079 126,612 6,792 34,805

Bank balances at the end of the financial year include the following deposits which are not available for use by the Group and the Company:

(a) Deposits with a licensed bank, amounting to RM5,412,352 (2007: RM25,000), which have been placed with the licensed bank for bank guarantee facilities extended to the Group;

(b) Deposits with a licensed finance company, amounting to RM Nil (2007: RM1,016,103), which have been placed with a licensed finance company pending the completion of the installation of certain equipment of the Group.

36 ACQUISITION AND INCORPORATION OF SUBSIDIARIES

During the financial year, the Group acquired/incorporated the following companies:

(a) Lazim Juta Sdn Bhd (“LJSB”)

On 16 April 2008, the Company had acquired 2 ordinary shares of RM1.00 each in LJSB representing 100% of the issued and paid-up share capital of LJSB. LJSB is currently dormant.

(b) Star Crest Sdn Bhd (“SCSB”)

On 2 September 2008, the Company had acquired 2 ordinary shares of RM1.00 each in SCSB representing 100% of the issued and paid-up share capital of SCSB. SCSB is currently dormant.

(c) MPB Primedia Inc.

On 25 March 2008, MPB Primedia was incorporated as a subsidiary of mmStudios Sdn Bhd, for the purpose of setting up a Media Fund in Philippines, details of which are disclosed in Note 43 of the financial statements.

(d) Strategic Media Assets Mgt Co. Ltd.

On 21 April 2008, a new offshore subsidiary of LJSB, Strategic Media Assets Mgt Co. Ltd. was incorporated under the Offshore Companies Act 1990 with a paid up capital of USD100. notes to the financial statements for the financial year ended 31 December 2008

37 CASH FLOWS GENERATED FROM OPERATIONS

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Net profit/(loss) for the financial year from: Continuing operations 117,703 117,440 56,639 93,080 Subsidiary acquired exclusively for sale (45,257) – – –

72,446 117,440 56,639 93,080 Adjustments for: Programmes, film rights and album production cost - Amortisation 208,103 179,650 – – - Write off 1,489 44 – – Prepaid expenditure written off 284 284 – – Property, plant and equipment - Depreciation 39,107 37,639 51 7 - Gain on disposals 279 (199) – – - Write off 678 305 – – Investment properties - Depreciation 271 274 – – - (Gain)/loss on disposal (3,730) 83 – – Amortisation of prepaid lease rentals 334 827 – – Amortisation of intangibles 6,710 6,823 – – Impairment losses/(write back) of impairment losses on assets 132 (4,278) – – Interest expenses 20,308 24,209 18,318 15,972 Amortisation of transaction fees – UREB – 1,238 – 1,238 Allowance for diminution in value/(reversal of) allowance for diminution in value of quoted investments 1,163 (912) – – Net unrealised exchange loss/(gain) 34 (547) – – Share of results of an associate (20,529) (14,044) – – Dividend income (146) (53) (97,940) (146,494) Interest income (1,493) (2,338) (115) (6,327) Taxation 41,561 31,655 25,597 37,936 Options granted during the year – 1,266 – 71 Allowance for doubtful debts 4,010 – – – Bad debts written off 1,422 – – – Amortisation of BGMTN transaction cost 1,639 – 1,639 – Loss on disposal of investment 38 – – –

374,110 379,366 4,189 (4,517)

Changes in working capital: Inventories 404 865 – – Receivables (33,538) (54,619) (6,498) (1,998) Payables (222,492) (176,150) 11,708 42,831 Subsidiaries – – 28,236 (123,200) Associates (3,803) 5,999 – –

Cash flows generated from/(used in) operations 114,681 155,461 37,635 (86,884) 236/237

38 SIGNIFICANT NON-CASH TRANSACTIONS

The significant non-cash transactions during the financial year are as follows:

Group 2008 2007 RM’000 RM’000

Property, plant and equipment obtained through: - contra arrangements with customers 3,573 1,704 - hire-purchase arrangements 11,544 2,253

39 SIGNIFICANT RELATED PARTY TRANSACTIONS

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Group, directly or indirectly, including any director (whether executive or otherwise) of the Group.

Key management personnel of the Company are the directors (executive/non-executive) of the Company and includes senior management.

Key management compensation is as follows:

Group Company 2008 2007 2008 2007 RM’000 RM’000 RM’000 RM’000

Key management: - Fees 525 490 290 272 - Basic salaries and bonus 7,727 5,276 2,636 1,961 - Allowance 1,074 1,496 435 732 - Defined contribution retirement plan 1,360 1,031 484 396

10,686 8,293 3,845 3,361

Estimated monetary value of benefits-in-kind 252 248 88 16

Key management personnel of the Group and of the Company have been granted options under the ESOS on the same terms and conditions as those offered to other employees of the Group (see Note 10) as follows:

Number of options over ordinary shares of RM1.00 each Exercise At Expiry price At 1 January 31 December Grant date date RM/share 2008 Granted Exercised 2008 ’000 ’000 ’000 ’000

Financial year ended 31 December 2008

11 January 2005 10 January 2010 1.55 820 – – 820 14 December 2005 10 January 2010 1.46 450 – – 450

1,270 – – 1,270 notes to the financial statements for the financial year ended 31 December 2008

39 SIGNIFICANT RELATED PARTY TRANSACTIONS (cont’d)

Number of options over ordinary shares of RM1.00 each Exercise At price At 1 January 31 December Grant date Expiry date RM/ share 2007 Granted Exercised 2007 ’000 ’000 ’000 ’000

Financial year ended 31 December 2007

11 January 2005 10 January 2010 1.55 2,210 – (1,390) 820 14 December 2005 10 January 2010 1.46 2,180 – (1,730) 450

4,390 – (3,120) 1,270

Included in the key management compensation is Directors’ remuneration as disclosed in Note 6 to the financial statements.

In addition to related party disclosures mentioned elsewhere in the financial statements, set out below are other significant related party transactions which were carried out on terms and conditions attainable in transactions with unrelated parties.

Name of company Relationship

The New Straits Times Press (Malaysia) Berhad (“NSTP”) An associate of the Company Sistem Televisyen Malaysia Berhad A subsidiary of the Company Metropolitan TV Sdn Bhd A subsidiary of the Company Natseven TV Sdn Bhd A subsidiary of the Company Ch–9 Media Sdn Bhd A subsidiary of the Company Big Tree Outdoor Sdn Bhd A subsidiary of the Company UPD Sdn. Bhd. A subsidiary of the Company

Company 2008 2007 RM’000 RM’000

(a) Fees receivable in relation to provision of procurement services to: - Sistem Televisyen Malaysia Berhad 5,560 5,109 - Metropolitan TV Sdn Bhd 2,353 2,126 - Natseven TV Sdn Bhd 1,540 1,497 - Ch-9 Media Sdn Bhd 1,412 1,988

(b) Interest receivable in relation to advances given to: - Sistem Televisyen Malaysia Berhad – 4,950

(c) Dividends received/receivable net of tax from: - Sistem Televisyen Malaysia Berhad 47,808 80,366 - Big Tree Outdoor Sdn Bhd 15,000 19,710 - NSTP 5,568 6,864 - UPD Sdn. Bhd. 4,100 –

(d) Loan due from - Sistem Televisyen Malaysia Berhad – 99,000 238/239

39 SIGNIFICANT RELATED PARTY TRANSACTIONS (cont’d)

The Group and its associate, NSTP, have an arrangement whereby all sales and placement of advertisements between the two Groups of entities are made in slots/space usually reserved for in-house advertisements and promotions. The fair values of these sales and placement of advertisements are not material in relation to the financial statements.

40 COMMITMENTS

(a) Capital commitments Group 2008 2007 RM’000 RM’000

Capital commitments, approved but not contracted for - Property, plant and equipment 55,103 50,445 - Programmes and film rights 289,103 193,553

344,206 243,998

Share of an associate’s capital commitments 14,315 25,228

(b) Operating lease commitments

The future minimum lease payments under non-cancellable operating leases are as follows:

Group 2008 2007 RM’000 RM’000

- Not later than 1 year 10,994 11,100 - Later than 1 year and not later than 5 years 9,217 19,032 - Later than 5 years – 1,164

20,211 31,296

The operating lease commitments relate to the rental of the Company’s registered office and principal place of business and offices leased by subsidiary companies.

41 CONTINGENT LIABILITIES

(a) Material litigation

(i) A claim of RM100 million (2007: RM100 million) for defamation action was brought against STMB for words mentioned and visual broadcasting during its news programme in 1998. The High Court on 28 June 2007, dismissed the Plaintiff’s claim. The Plaintiff appealed, which is now pending. The Directors are of the opinion, based on legal advice, that the claim has no merit and is unlikely to succeed.

(ii) A claim of RM24 million (2007: RM24 million) for an alleged breach of contract for the marketing of STMB’s Tamil belt programme was brought against STMB in 2002. The parties have settled the matter out of court upon mutually agreed terms in 2008.

(iii) Three claims totalling RM270 million (2007: RM270 million) for defamation action was brought against STMB for visual images and statements made during its news programme broadcasted in 2007. The Directors are of the opinion, based on legal advice, that the claims have no merit and are unlikely to succeed. notes to the financial statements for the financial year ended 31 December 2008

41 CONTINGENT LIABILITIES (cont’d)

(a) Material litigation (cont’d)

(iv) A claim of RM100 million (2007: RM100 million) for defamation action was brought against a subsidiary, ntv7, for visual images and statements made during its programme in 2004. The Directors are of the opinion, based on legal advice, that the claim has no merit and is unlikely to succeed.

(v) Two new claims totalling RM11 million for defamation brought against a subsidiary, STMB for words mentioned during its news programme and other programme broadcasted in 2008. The Directors are of the opinion, based on legal advice, that the claim has no merit and is unlikely to succeed.

(b) The Group is a defendant in various other legal actions with contingent liabilities amounting to approximately RM13 million (2007: RM3.6 million). The Directors are of the opinion, after taking appropriate legal advice, that the outcome of such actions will not give rise to any significant loss.

(c) In June 2008, Inland Revenue Board issued Notices of Assessment (“NA”) under Section 90(3) of the Act for Year of Assessments (“YA”) 2004 to 2006 in respect of a subsidary, Synchrosound Studio Sdn. Bhd., the total tax liability for these YAs amounting to RM13.3 million in total. The Directors are of the opinion that the amounts raised in the NA is excessive following detailed submission sent.

(d) There are several libel suits which involve claims against NSTP, an associate, of which the outcome and compensation, if any, are not determinable. No provision has been made in the financial statements of the associate as at 31 December 2008 as the Directors of the associate are of the opinion that the claims have no merit. The Directors of the associate do not expect the outcome of these claims to have a material impact on the financial position of the associate.

42 SEGMENTAL ANALYSIS

(a) Primary reporting format – business segment

The Group operates primarily within one business segment, namely commercial television broadcasting and related services.

Other operations of the Group consist of the activities set out in Note 1 to the financial statements, none of which are of a sufficient size to be reported separately.

(b) Secondary reporting format – geographical segment

The Group operates in two main geographical areas as shown below:

Losses from subsidiary acquired Total exclusively Capital segment Revenue for sale expenditure assets* RM’000 RM’000 RM’000 RM’000

2008

Malaysia 754,820 – 49,084 1,062,388 Republic of Ghana 26,470 – 2,181 36,693 Philippines – (45,257) – 42,402

781,290 (45,257) 51,265 1,141,483 240/241

42 SEGMENTAL ANALYSIS (cont’d)

(b) Secondary reporting format - geographical segment (cont’d)

Losses from subsidiary acquired Total exclusively Capital segment Revenue for sale expenditure assets* RM’000 RM’000 RM’000 RM’000

2007

Malaysia 666,958 – 35,046 1,186,778 Republic of Ghana 23,238 – 8,655 27,988

690,196 – 43,701 1,214,766

* Excludes deferred tax assets and tax recoverable

43 SIGNIFICANT EVENT DURING THE FINANCIAL YEAR

On 25 March 2008, the Company announced the intention of the setting up of a Media Fund (“the Fund”). The Fund, with an expected size of USD100 million, is being established for the purpose of making private equity investment in the media sector within the ASEAN emerging markets including Indonesia, the Philippines, Vietnam and Malaysia. The initial financial close of the Fund is expected to take place by the end of the second quarter of 2009.

Pursuant to the announcement, on the same day, mmStudios Sdn Bhd (formerly known as Newslink Asia Sdn Bhd) (“MSSB”), the Company’s wholly owned subsidiary entered into a Shareholders’ Agreement with SBC Markwendell. Inc (“SBC”) and MPB Primedia, Inc. (“MPI”) for the subscription by both MSSB and SBC of their respective portions of common shares in MPI, whereby MSSB will hold 70% of the issued and paid up capital of MPI and SBC the balance 30%.

Pending the setting up of the Fund, MSSB and MPI have entered into a Shareholders’ Agreement as described above, with the intention that the Shareholders’ Agreement be novated and/or MSSB interest in MPI be transferred to the Fund after the Fund has been set up.

As the investment in MPI is intended to be held temporarily and is anticipated to be transferred to the Fund within the next twelve months, under FRS5 “Non-Current Assets Held For Sale”, this investment is classified as “subsidiary acquired exclusively for sale”. Consequently, the losses arising from MPI’s share of the losses is included in the results of the Group:

RM’000

MPI’s losses for the period ended 31 December 2008 45,257 Minority interests (SBC) (13,577)

The Group’s share of losses 31,680

SBC has given an undertaking and commitment that the losses incurred by MPI for the period ended 31 December 2008 to the extent of their thirty percent (30%) shareholding will be borne by SBC and that they are able to provide the additional investment to cover these losses. notes to the financial statements for the financial year ended 31 December 2008

44 MATERIAL EVENT SUBSEQUENT TO THE END OF THE FINANCIAL YEAR

The Company had on 29 September 2008 entered into a conditional share sale agreement with Zulkifli Bin Amin Noordin to acquire 80% of the issued and paid-up share capital of Radio Wanita Sdn Bhd, which is principally engaged in the operation of a radio broadcasting station for a cash consideration of RM12.2 million (subject to deduction of agreed liabilities). The acquisition was completed on 19 January 2009.

45 FAIR VALUE OF FINANCIAL INSTRUMENTS

The fair value of a financial instrument is assumed to be the amount at which the instrument could be exchanged or settled between knowledgeable and willing parties in an arm’s length transaction.

Quoted market prices, when available, are used as a measure of fair values. However, for a significant portion of the Group’s and Company’s financial instruments, quoted market prices do not exist. For such financial instruments, fair values presented are estimates derived using the net present value or other valuation techniques. These techniques involve uncertainties and are significantly affected by the assumptions used and judgements made regarding risk characteristics of various financial instruments, discount rates, estimates of future cash flows and other factors. Changes in assumptions could significantly affect these estimates and the resulting fair values.

The carrying values of financial assets and financial liabilities of the Group and the Company at the balance sheet date approximated their fair values, except as set out below:

2008 2007 Carrying Carrying amount Fair value amount Fair value RM’000 RM’000 RM’000 RM’000

Group

Investments - Quoted shares ^ 114 84 164 190 - Quoted property and unit trusts ^ 2,121 2,121 3,234 3,235 Irredeemable convertible unsecured loan stocks ^ ––9,275 15,488 Bank guaranteed medium term notes * 163,990 170,000 162,351 170,000 Term loans (unsecured) (non-current) * 49,589 51,974 56,865 63,815

Company

Irredeemable convertible unsecured loan stocks ^ ––9,275 15,488 Bank guaranteed medium term notes * 163,990 170,000 162,351 170,000 Term loans (unsecured) (non-current) * 49,000 51,241 56,000 62,949

^ The fair value of these financial instruments has been estimated using quoted market prices at balance sheet date.

* The fair value of these financial instruments has been estimated using future contractual cash flows discounted at current market interest rates available for similar financial instruments/loans. 242/243

46 FINANCIAL RISK MANAGEMENT

The Group’s activities expose it to a variety of financial risks, including:

• foreign currency exchange risk – risk that the value of a financial instrument will fluctuate due to changes in foreign exchange rates

• fair value interest rate risk – risk that the value of a financial instrument will fluctuate due to changes in market interest rates

• cash flow interest rate risk – risk that future cash flows associated with a financial instrument will fluctuate. In the case of a floating rate debt instrument, such fluctuations result in a change in the effective interest rate of the financial instrument, usually without a corresponding change in its fair value

• price risk – risk that the value of a financial instrument will fluctuate as a result of changes in market prices, whether those changes are caused by factors specific to the individual instrument or its issuer or factors affecting all instrument traded in the market

• credit risk – risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss

• liquidity risk (funding risk) – risk that an entity will encounter difficulty in raising funds to meet commitments associated with financial instruments

The Group’s overall financial risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group. Financial risk management is carried out through risk reviews, internal control systems and adherence to the Group’s financial risk management policies. The Board regularly reviews these risks and approves the treasury policies, which covers the management of these risks.

(a) Foreign currency exchange risk

The Group operates internationally and is exposed to currency risk as a result of the foreign currency transactions entered into by companies in currencies other than their functional currency.

The exposure of the Group to currency fluctuations of Ringgit Malaysia to the US Dollar is constantly monitored by management. The exposure of the Group to other currency fluctuations are minimal.

(b) Fair value interest rate risk

The Group’s income and operating cash flows are substantially independent of changes in market interest rates. Interest rate exposure arises from the Group’s borrowings and deposits, and is managed through the use of fixed and floating rate debt.

(c) Price risk

For key product purchases, the Group establishes floating and fixed price levels that the Group considers acceptable and enters into physical supply agreements, where necessary, to achieve these levels. notes to the financial statements for the financial year ended 31 December 2008

46 FINANCIAL RISK MANAGEMENT (cont’d)

(d) Credit risk

Credit risk arises when sales are made on deferred credit terms. The Group seeks to invest cash assets safely and profitably. It also seeks to control credit risk by setting counterparty limits and ensuring that sales of products and services are made to customers with an appropriate credit history. The Group considers the risk of material loss in the event of non-performance by a financial counterparty to be unlikely.

The Group has no significant concentrations of credit risk except that the majority of its deposits are placed with major financial institutions in Malaysia.

The Group trades with a large number of customers who are nationally and internationally dispersed but within the commercial television and radio broadcasting industry. Due to these factors, management believes that no additional credit risk beyond amounts allowed for collection losses is inherent in the Group’s trade receivables.

(e) Liquidity risk and cash flow interest rate risk

The Group manages its debt maturity profile, operating cash flows and availability of funding so as to ensure that all repayment and funding requirements are met. As part of its overall prudent liquidity management, the Group maintains sufficient levels of cash or cash convertible investments to meet its working capital requirements. Due to the dynamic nature of the underlying business, the Group aims at maintaining flexibility in funding by keeping committed credit lines available.

47 APPROVAL OF FINANCIAL STATEMENTS

The financial statements have been approved for issue in accordance with a resolution of the Board of Directors on 18 March 2009. statement by directors 244/245 pursuant to section 169(15) of the companies act, 1965

We, Dato’ Abdul Mutalib bin Datuk Seri Mohamed Razak and Abdul Rahman Ahmad, two of the Directors of Media Prima Berhad, do hereby state that, in the opinion of the Directors, the financial statements set out on pages 171 to 244 are drawn up so as to give a true and fair view of the state of affairs of the Group and of the Company as at 31 December 2008 and of the results and cash flows of the Group and of the Company for the financial year ended on that date in accordance with the provisions of the Companies Act, 1965 and MASB Approved Accounting Standards in Malaysia for Entities Other than Private Entities.

Signed on behalf of the Board of Directors in accordance with their resolution dated 18 March 2009.

DATO’ ABDUL MUTALIB BIN DATUK SERI MOHAMED RAZAK ABDUL RAHMAN AHMAD CHAIRMAN GROUP MANAGING DIRECTOR

statutory declaration pursuant to section 169(16) of the companies act, 1965

I, Amil Izham Hamzah, the Officer primarily responsible for the financial management of Media Prima Berhad, do solemnly and sincerely declare that the financial statements set out on pages 171 to 244 are, in my opinion, correct and I make this solemn declaration conscientiously believing the same to be true, and by virtue of the provisions of the Statutory Declarations Act, 1960.

AMIL IZHAM HAMZAH Subscribed and solemnly declared by the above named Amil Izham Hamzah, at Petaling Jaya, Malaysia on 18 March 2009, before me.

COMMISSIONER FOR OATHS report of the auditors to the members of media prima berhad

REPORT ON THE FINANCIAL STATEMENTS

We have audited the financial statements of Media Prima Berhad, which comprise the balance sheets as at 31 December 2008 of the Group and of the Company, and the income statements, statements of changes in equity and cash flow statements of the Group and of the Company for the financial year then ended, and a summary of significant accounting policies and other explanatory notes, as set out on pages 171 to 244.

Directors’ Responsibility for the Financial Statements

The directors of the Company are responsible for the preparation and fair presentation of these financial statements in accordance with Financial Reporting Standards in Malaysia, the MASB Approved Accounting Standards in Malaysia for Entities Other than Private Entities and the Companies Act 1965. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditors’ Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on our judgment, including the assessment of risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the financial statements have been properly drawn up in accordance with Financial Reporting Standards in Malaysia and the Companies Act 1965 so as to give a true and fair view of the financial position of the Group and of the Company as of 31 December 2008 and of their financial performance and cash flows for the financial year then ended. 246/247

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

In accordance with the requirements of the Companies Act 1965 in Malaysia, we also report the following:

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

(b) We have considered the accounts and the auditors’ reports of all the subsidiaries of which we have not acted as auditors, which are indicated in note 25 to the financial statements.

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

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

OTHER MATTERS

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

PRICEWATERHOUSECOOPERS THAYAPARAN A/L S. SANGARAPILLAI (No. AF: 1146) (No. 2085/09/10 (J)) Chartered Accountants Chartered Accountant

Kuala Lumpur 18 March 2009 analysis of shareholdings as at 27 February 2009

Authorised Capital : RM2,000,000,000 Issued and Paid Capital : RM853,811,042 Class of Shares : Ordinary Share of RM1.00 each No. of Shareholders : 28,457

DISTRIBUTION OF SHAREHOLDINGS As At 27 February 2009

No. of % of No. of % of Issued Size of Shareholdings Shareholders Shareholders Shares Share Capital

Less than 100 4,989 17.53 211,739 0.03 100 - 1000 13,557 47.64 6,783,015 0.80 1,001 - 10,000 8,841 31.07 26,229,195 3.07 10,001 - 100,000 867 3.05 21,717,651 2.54 100,001 to less than 5% of issued shares 199 0.70 349,058,943 40.88 5% and above of issued shares 4 0.01 449,810,499 52.68

Total 28,457 100.00 853,811,042 100.00

DIRECTORS' SHAREHOLDINGS As At 27 February 2009

No. of Names Shares %

1 Dato' Abdul Mutalib Bin Datuk Seri Mohamed Razak – – 2 Abdul Rahman Bin Ahmad 600,000 0.07 Registered Into: Cimsec Nominees (Tempatan) Sdn Bhd CIMB Bank For Abdul Rahman Ahmad 3 Shahril Ridza Bin Ridzuan – – 4 Tan Sri Lee Lam Thye –– 5 Dato' Sri Ahmad Farid Bin Ridzuan 190,000 0.02 6 Dato' Kamarulzaman Bin Hj Zainal 200,000 0.02 7 Tan Sri Mohamed Jawhar – – 8 Dato' Abdul Kadir Bin Mohd Deen – – 9 Dato' Gumuri Bin Hussain – –

Total 990,000 0.11 248/249

SUBSTANTIAL SHAREHOLDERS As At 27 February 2009

No. of Names Shares %

1 Employees Provident Fund Board 195,272,158 22.87

2 Alliancegroup Nominees (Tempatan) Sdn Bhd 123,023,070 14.40 Alliance Investment Management Berhad For Gabungan Kesturi Sdn Bhd

3 Amanah Raya Berhad 123,023,070* 14.40

4 Alliancegroup Nominees (Asing) Sdn Bhd 87,840,471 10.29 Alliance Investment Management Berhad For Altima, Inc

5 Cartaban Nominees (Asing) Sdn Bhd 43,674,800 5.12 SSBT Fund 2IB6 For Oakmark International Small Cap Fund

Total: 449,810,499 52.68

* Deemed interested by virtue of its 100% equity interest in Gabungan Kesturi Sdn Bhd

THIRTY (30) LARGEST SHAREHOLDERS As At 27 February 2009

No. of Names Shares %

1 Employees Provident Fund Board 195,272,158 22.87

2 Alliancegroup Nominees (Tempatan) Sdn Bhd 123,023,070 14.40 Alliance Investment Management Berhad For Gabungan Kesturi Sdn Bhd

3 Alliancegroup Nominees (Asing) Sdn Bhd 87,840,471 10.29 Alliance Investment Management Berhad For Altima, Inc

4 Cartaban Nominees (Asing) Sdn Bhd 43,674,800 5.12 SSBT Fund 2IB6 For The Oakmark International Small Cap Fund

5 HSBC Nominees (Asing) Sdn Bhd 26,107,000 3.06 Exempt An For JPMorgan Chase Bank, National Association (U.K.) analysis of shareholdings as at 27 February 2009

THIRTY (30) LARGEST SHAREHOLDERS (cont’d) As At 27 February 2009

No. of Names Shares %

6 Cartaban Nominees (Asing) Sdn Bhd 24,219,000 2.84 Government of Singapore Investment Corporation Pte Ltd For Government of Singapore (C)

7 Cartaban Nominees (Asing) Sdn Bhd 19,474,100 2.28 SSBT Fund WB2M for Bill And Melinda Gates Foundation Trust

8 HSBC Nominees (Asing) Sdn Bhd 17,017,700 1.99 TNTC For Saudi Arabian Monetary Agency

9 HSBC Nominees (Asing) Sdn Bhd 16,483,320 1.93 Exempt An For The Hongkong and Shanghai Banking Corporation Limited (HBFS-B CLT 500)

10 Citigroup Nominees (Tempatan) Sdn Bhd 16,380,163 1.92 Exempt An For Prudential Fund Management Berhad

11 Citigroup Nominees (Asing) Sdn Bhd 14,975,900 1.75 Exempt An For Mellon Bank (Mellon)

12 Cartaban Nominees (Asing) Sdn Bhd 11,366,000 1.33 SSBT Fund 59DS For Oregon Public Employees Retirement System

13 HSBC Nominees (Asing) Sdn Bhd 10,820,300 1.27 BNY Brussels For SpecialForeningen BankPension Emerging Markets Aktier (PAL)

14 Cartaban Nominees (Asing) Sdn Bhd 10,548,800 1.24 Government of Singapore Investment Corporation Pte Ltd For Monetary Authority of Singapore (H)

15 HSBC Nominees (Asing) Sdn Bhd 10,250,000 1.20 BNY Brussels For Brooklawn House

16 Cartaban Nominees (Asing) Sdn Bhd 8,564,000 1.00 State Street Australia Fund UAJB For UniFund (HTSG As Trustee)

17 HSBC Nominees (Asing) Sdn Bhd 6,070,600 0.71 BBH And Co Boston For Matthews Asia Pacific Equity Income Fund 250/251

THIRTY (30) LARGEST SHAREHOLDERS (cont’d) As At 27 February 2009

No. of Names Shares %

18 Valuecap Sd Bhd 6,064,800 0.71

19 Cartaban Nominees (Asing) Sdn Bhd 5,481,500 0.64 SSBT Fund NP9Q For Ontario Teachers' Pension Plan Board

20 RHB Nominees (Tempatan) Sdn Bhd 5,222,214 0.61 RHB Investment Management Sdn Bhd For Telekom Malaysia Berhad (C)

21 Mayban Nominees (Tempatan) Sdn Bhd 4,150,000 0.49 Mayban Investment Management Sdn Bhd For Kumpulan Wang Simpanan Pekerja (N14011980810)

22 Minister of Finance 4,140,027 0.48

23 HSBC Nominees (Tempatan) Sdn Bhd 4,115,700 0.48 Nomura Asset Mgmt Malaysia For Employees Provident Fund

24 Citigroup Nominees (Asing) Sdn Bhd 3,402,500 0.40 CBHK For Kuwait Investment Authority (Fund 222)

25 Cartaban Nominees (Asing) Sdn Bhd 3,379,300 0.40 RBC Dexia Investor Services Bank For BI Global Emerging Markets Equities Sri Sicav (BI Sicav)

26 AM Nominees (Tempatan) Sdn Bhd 2,983,900 0.35 Employees Provident Fund Board (A/C 1)

27 HSBC Nominees (Asing) Sdn Bhd 2,931,400 0.34 BBH (Lux) SCA For Fidelity Funds Malaysia

28 HSBC Nominees (Asing) Sdn Bhd 2,517,000 0.29 UBS Ag Zurich For SBC Lux Equity Portfolio Malaysia

29 HSBC Nominees (Asing) Sdn Bhd 2,192,700 0.26 BNY Brussels For Investeringsforeningen Jop Emerging Markets

30 HSBC Nominees (Asing) Sdn Bhd 2,186,600 0.26 BNY Brussels For Co-Operative Insurance Society Limited

Total 690,855,023 80.91 list of properties as at 31 December 2008

Approximate Age of Date of buildings Net book Location Type Tenure Acquisition Area Description (Years) Value (RM)

Country Height Leasehold 99 years 5-May-01 14,863 sq ft Bungalow 10 2,645,677 The Mines Resort City Expiry : 2091 house 43300 Seri Kembangan including Selangor furniture

Lot 2494 Freehold – 16-Aug-87 0.7039 ha Television 20 180,655 Mukim Peringat transmission Daerah Peringat station Kampung Parit Kota Bharu, Kelantan

Lot 374, Block 12 Leasehold 60 years 8-Apr-93 0.4815 ha Television 15 107,878 Miri Concession Expiry : 2053 transmission Land District station Km 3, Jalan Miri-Bintulu Miri, Sarawak

Pandan Ville Condominium Leasehold 99 years 1-Oct-01 8 unit x Condominium 11 1,628,725 Block B Expiry : 2091 1,587 sq ft Jalan Pandan Indah 1/16 Pandan Indah 55100 Kuala Lumpur

Lot 340 Leasehold 99 years 21-Aug-96 8,860 sq ft Commercial 11 1,800,000 Jalan Bangsar Utama 3 Expiry : 2085 building Off Jalan Maarof 59100 Kuala Lumpur

Pangsapuri Greenpark Freehold – 25-Jun-96 5 unit x Condominium 9 581,496 Block B, Jalan Awan Pintal 1,232 sq ft Pangsapuri Taman Hijau 58200 Kuala Lumpur

Sri Intan Condominium Freehold – 21-Aug-96 2 unit x Condominium 10 955,089 No. 2, Jalan Terolak 6 206 sq metre Off Jalan Batu 5, Jalan Ipoh 51200 Kuala Lumpur 252/253

Approximate Age of Date of buildings Net book Location Type Tenure Acquisition Area Description (Years) Value (RM)

Commerce Square Leasehold 99 years 30-May-01 1 unit x Commercial 9 1,678,791 Batu 10 Expiry : 2091 2,963 sq ft building 9 Jalan Kelang Lama SS8/1 1 unit x Commercial Petaling Jaya Selatan 3,130 sq ft building Mukim Damansara Petaling, Selangor

Lembah Beringin Freehold – 27-Jul-99 1 unit x Residential 8 376,346 P.T. No 2133 43,597 sq ft land Mukim Sungai Gumut Daerah Hulu Selangor Selangor

Lembah Beringin Freehold – 27-Jul-99 1 unit x Residential 8 410,049 P.T. No 2133 53,561 sq ft land Mukim Sungai Gumut Daerah Hulu Selangor Selangor

Lembah Beringin Freehold – 21-Sep-04 1 unit x Residential 3 134,284 P.T. No 2133 10,934 sq ft land Mukim Sungai Gumut Daerah Hulu Selangor Selangor

Lembah Beringin Freehold – 21-Sep-04 1 unit x Residential 3 134,830 P.T. No 2133 10,955 sq ft land Mukim Sungai Gumut Daerah Hulu Selangor Selangor

Putrajaya Precinct 8 Phase 5A Freehold – 22-Dec-00 8,981.8 Commercial 7 123,074 Unit C-3A-3A sq metre building Level 4 (Tingkat 3), Block C Pusat Pentadbiran Kerajaan Persekutuan Putrajaya list of properties as at 31 December 2008

Approximate Age of Date of buildings Net book Location Type Tenure Acquisition Area Description (Years) Value (RM)

Unit No. 102 Freehold – 14-May-04 942 sq ft Apartment 3 100,000 Jalan Seksyen 3/3 Sekyen 3, Kajang Utama 43000 Kajang, Selangor

Lot No. 76 Freehold – 14-May-04 1,650 sq ft Commercial 3 550,000 Jalan Seksyen 3/3 building Sekyen 3, Kajang Utama 43000 Kajang, Selangor

Summerset Resort Leasehold 99 years Unit No : D120 Expiry : 2094 12-Dec-02 1,455 sq ft Holiday 5 237,805 bungalow Unit No : D124 12-Dec-02 1,455 sq ft Holiday 5 236,540 bungalow Unit No : GS-01-11 12-Dec-02 377 sq ft Studio 5 124,532 Unit No : D108 4-May-04 1,500 sq ft Holiday 3 284,352 bungalow Mukim Rompin Daerah Rompin Negeri Pahang

Lot 2B-4-20 & 2B-4-21 Leasehold 99 years 31-May-95 7,316 sq ft Cineplex 12 1,652,343 Kompleks Tun Abdul Razak Expiry : 2093 Geogetown, Penang

Damai Laut Leasehold 99 years 5-Aug-97 2 lot x Apartment 9 340,000 Holiday Apartments Expiry : 2098 981 sq ft Lot F2-01-03A & Lot F2-GF-03A Jalan Titi Panjang 32200 Lumut Perak 254/255

Approximate Age of Date of buildings Net book Location Type Tenure Acquisition Area Description (Years) Value (RM)

Kawasan Perniagaan Freehold – 29-Apr-97 5 lot x Commercial 11 1,530,724 Permatang Rawa 5,092 sq ft building Jalan Permatang Rawa 1 14000 Bukit Mertajam Pulau Pinang

Lot No. 2.30 Freehold 99 years 15-Sep-04 603.88 sq ft Commercial 3 219,380 Expiry : 2093 building Lot No. 2.31 Freehold 15-Sep-04 603.88 sq ft Commercial 3 232,910 building Lot No. 2.32 Freehold 15-Sep-04 596.99 sq ft Commercial 3 230,240 building Summit Centre Shopping Complex Mines Wonderland Seri Kembangan Petaling, Selangor

Lot No. 2344/45 Freehold – 9-Aug-06 4,292 sq ft Double storey 1 320,000 Mukim of Jeram, Selangor terrace

Lot 159 & 160 Freehold – 12-Nov-96 80,063 sq ft Commercial – 7,093,700 Jalan Jurubina U1/18 land Seksyen U1 Hicom Glenmarie Industrial Park 40150 Shah Alam, Selangor

Lot 7/9 Freehold – 12-Nov-96 7,562 sq ft Commercial – 21,346,994 Jalan Jurubina U1/18 building Seksyen U1 Hicom Glenmarie Industrial Park 40150 Shah Alam, Selangor

No. 9-2b, Jalan Desa 9/4 Freehold – 28-Dec-98 695 sq ft Office unit 9 43,545 Bandar Country Homes 48000 Rawang, Selangor group directory

MEDIA PRIMA BERHAD CH-9 MEDIA SDN. BHD. METROPOLITAN TV SDN. BHD. Sri Pentas Sri Pentas, 3rd Floor, South Wing Sri Pentas, 3rd Floor, South Wing No. 3 Persiaran Bandar Utama No. 3 Persiaran Bandar Utama No. 3 Persiaran Bandar Utama Bandar Utama Bandar Utama Bandar Utama 47800 Petaling 47800 Petaling 47800 Petaling Selangor Darul Ehsan Selangor Darul Ehsan Selangor Darul Ehsan Malaysia Malaysia Malaysia Tel : +603 7726 6333 Tel : +603 7985 8360 Tel : +603 7728 8282 Fax : +603 7726 1367 Fax : +603 7952 7819 / 7809 Fax : +603 7726 8282 Email: Website: http://www.tv9.com.my Website: http://www.8tv.com.my [email protected] Website: http://www.mediaprima.com.my NATSEVEN TV SDN. BHD. ALT MEDIA SDN. BHD. Sri Pentas, 2nd Floor, North Wing (Formerly known as Cineart SISTEM TELEVISYEN MALAYSIA No. 3 Persiaran Bandar Utama Enterprises Sdn. Bhd.) BERHAD Bandar Utama Sri Pentas, 3rd Floor, North Wing Sri Pentas 47800 Petaling No. 3 Persiaran Bandar Utama No. 3 Persiaran Bandar Utama Selangor Darul Ehsan Bandar Utama Bandar Utama Malaysia 47800 Petaling 47800 Petaling Tel : +603 7726 8777 Selangor Darul Ehsan Selangor Darul Ehsan Fax : +603 7726 9777 Malaysia Malaysia Email: [email protected] Tel : +603 7726 6333 (P.O Box 11124, 50736 Kuala Lumpur) Website: http://www.ntv7.com.my Fax : +603 7710 3876 Tel : +603 7726 6333 Email: [email protected] Fax : +603 7727 8455 THE NEW STRAITS TIMES PRESS Website: http://www.gua.com.my Email: [email protected] (MALAYSIA) BERHAD Website: http://www.tv3.com.my Balai Berita, 31 Jalan Riong PRIMEWORKS STUDIOS SDN. BHD. 59100 Kuala Lumpur (Formerly known as Grand Brilliance BIG TREE OUTDOOR SDN. BHD. Malaysia Sdn. Bhd.) Lot 1.06, 1st Floor, KPMG Tower Tel : +603 2282 3131 Sri Pentas 8, First Avenue, Bandar Utama Fax : +603 2282 1428 No. 3 Persiaran Bandar Utama 47800 Petaling Email : [email protected] Bandar Utama Selangor Darul Ehsan Website: http://www.nstp.com.my 47800 Petaling Malaysia Selangor Darul Ehsan Tel : +603 7728 3889 GAMA MEDIA INTERNATIONAL Malaysia Fax : +603 7729 3999 (BVI) LIMITED Tel : +603 7726 6333 Website: http://www.bigtreeoutdoor.com 12th Road Kanda-Accra Fax : +603 7726 1333 Opposite the French Embassy Website: http://www.primeworks.com.my Box M83 Accra-Ghana Tel : +21-763458 / 763462 Fax : +233-21-763450 E-mail: [email protected] Website: http://www.tv3.com.gh proxy form Company No: 532975 A Incorporated in Malaysia Before completing this form, please see the notes below

I/We (Full Name in Capital Letters) of (Full Address)

being a member/members of MEDIA PRIMA BERHAD hereby appoint *The Chairman of the Meeting or (Full Name)

of (Full Address)

or failing whom (Full Name) of (Full Address)

as my/our proxy to attend and vote for me/us on my/our behalf at the Eighth (8th) Annual General Meeting of the Company to be held on Tuesday, 28 April 2009 at 10.00 a.m. and at any adjournment thereof.

Please indicate with an “X” on the Resolutions below on how you wish your vote to be cast. If no specific direction as to voting is given, the proxy will vote or abstain at his discretion.

NO. RESOLUTION FOR AGAINST 1. To receive and adopt the Statutory Financial Statements To re-elect the following Directors under Articles 101 and 102: 2. Shahril Ridza Ridzuan 3. Dato’ Hj Kamarulzaman Hj Zainal 4. Tan Sri Mohamed Jawhar To re-elect the following Director under Article 106: 5. Dato’ Gumuri Bin Hussain 6. To approve a final dividend of 6.7 sen ordinary share less 25% income tax for the financial year ended 31 December 2008 7. To approve the Directors’ fees of RM290,123.00 for the financial year ended 31 December 2008 8. To re-appoint Messrs PricewaterhouseCoopers as Auditors of the Company and to authorize the Directors to fix their remuneration AS SPECIAL BUSINESS: ORDINARY RESOLUTION 9. Proposed Renewal of Share Buy-Back Authority

Dated this day of 2009 Signature of Shareholder Number of shares held

* Delete if not applicable

NOTES : 1. A member of the Company entitled to attend and vote at the meeting is entitled to appoint one or more proxies (or in the case of a corporation, to appoint a representative) to attend and vote in his stead. A proxy need not be a member of the Company. 2. The Proxy Form must be signed by the appointor or his attorney duly authorized in writing. In the case of a corporation, it shall be executed under its Common Seal or signed by its attorney duly authorised in writing or by an officer on behalf of the corporation. 3. The instrument appointing the proxy must be deposited at the Registrar, Symphony Share Registrars Sdn. Bhd., Level 26, Menara Multi Purpose, Capital Square, No. 8 Jalan Munshi Abdullah, 50100 Kuala Lumpur not less than 48 hours before the time appointed for holding the meeting or any adjournment thereof. **Resolution 9 Please refer to the Statement to Shareholders dated 6 April 2009 for further information. STAMP

MEDIA PRIMA BERHAD C/O REGISTRAR SYMPHONY SHARE REGISTRARS SDN BHD LEVEL 26, MENARA MULTI PURPOSE CAPITAL SQUARE NO. 8 JALAN MUNSHI ABDULLAH 50100 KUALA LUMPUR MALAYSIA FinanceAsia “thebrandlaureate” TV3 was named as one of Minority Shareholders Asia’s Best Companies 2008 Best Brands Electronic Media Malaysia Most Valuable Brands Watchdog Group Malaysia’s Best 2007-2008 (MMVB) by the Association of Corporate Governance Mid-Cap Company Accredited Advertising Agents Survey 2008-7th (Joint) Best Investor Relations Malaysia (4As) and Interbrand. (rank 7th) Best Corporate Governance (rank 8th)

contents

Notice of Annual General Meeting // 4 Statement Accompanying Notice of Annual General Meeting // 7 Calendar of Significant Events // 150 Our Profile // 8 Awards and Recognition // 159 Corporate Information // 9 Financial Statements // 165 Corporate Structure // 12 Directors’ Report // 166 Organisational Structure // 14 Income Statements // 171 Board of Directors’ Profile // 18 Balance Sheets // 173 Senior Management // 27 Statement of Changes in Equity // 175 Statement on Corporate Governance // 40 Cash Flow Statements // 177 Additional Compliance Information // 54 Summary of Significant Statement on Internal Control // 56 Accounting Policies // 179 Statement on Risk Management // 60 Notes to the Financial Statements // 195 Audit Committee Report // 64 Statement by Directors // 245 5-Year Financial Highlights // 70 Statutory Declaration // 245 Share Price Chart // 72 Report of the Auditors // 246 Viewership and Listenership Data // 73 Analysis of Shareholdings // 248 Chairman’s Statement // 76 List of Properties // 252 Corporate Responsibility // 84 Group Directory // 256 Review of Operations // 110 Proxy Form Media Prima Berhad 532975 A Sri Pentas, No. 3, Persiaran Bandar Utama Bandar Utama, 47800 Petaling Selangor Darul Ehsan, Malaysia www.mediaprima.com.my annual report 2008