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Annual Report ANNUAL REPORT 2007 2 Notice of Annual General Meeting 5 Statement Accompanying Notice of Annual General Meeting 6 Corporate Information 8 Corporate Structure 10 Board of Directors 11-13 Directors’ Profiles 14-16 Chairman’s Statement 17-21 Statement on Corporate Governance 22 Statement of Directors’ Responsibility 23-24 Audit Committee Report TABLE OF 25-26 Statement of Internal Control CONTENTS 27-31 Operation Review 33-84 Financial Statements 85-86 Analysis of Shareholding 87-89 List of Properties Proxy Form ANNUAL REPORT 2007 1 NOTICE OF ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN that the Fourth Annual General Meeting of the Company will be held at the Ball Room, Level 1, Kuala Lumpur International Hotel, Jalan Raja Muda Abd Aziz, 50738 Kuala Lumpur on Tuesday, 24 June 2008 at 10.00 a.m. for the purpose of transacting the following business: AGENDA As Ordinary Business 1. To receive and adopt the Audited Financial Statements for the year Resolution 1 ended 31 December 2007 and the Reports of the Directors and Auditors thereon. 2. To re-elect YM Tengku Mohd Hasmadi Tengku Hashim who retires in Resolution 2 accordance with Article 128 of the Company’s Article of Association. 3. To approve Directors’ fees of RM91,000 for the year ended 31 Resolution 3 December 2007. 4. To re-appoint Messrs. Ernst & Young as Auditors and to authorise the Resolution 4 Directors to fix their remuneration. As Special Business To consider and if thought fit, pass the following Ordinary Resolutions:- 5. Proposed Ratification of Recurrent Related Party Transactions of Resolution 5 a Revenue or Trading Nature “THAT pursuant to paragraph 10.09 of the Listing Requirements of Bursa Malaysia Securities Berhad, the specified recurrent transactions of a revenue or trading nature as stated in the Circular to Shareholders dated 2 June 2008 which were necessary for the Company and/or its subsidiaries for the day-to-day operations of the Group and which were on terms not more favourable to the related party than those generally available to the public and not detrimental to the minority shareholders of the Company and the execution of any documents related therein, entered into by the Company and/or its subsidiaries from 15 June 2007 to the date of this resolution be and are hereby approved, affirmed and ratified. AND THAT the Directors of the Company or any one of them be and are hereby authorized to complete and do all such acts and things as they may consider expedient or necessary in the interest of the Company and/or its subsidiaries to give effect to the Proposed Ratification as described in the Circular and/or this Resolution.” 2 ANNUAL REPORT 2007 NOTICE OF ANNUAL GENERAL MEETING 6. Proposed General Mandate for Recurrent Related Party Resolution 6 Transactions of a Revenue or Trading Nature “THAT pursuant to paragraph 10.09 of the Listing Requirements of Bursa Malaysia Securities Berhad, approval be and is hereby given for the Shareholders’ Mandate for the Company and/or its subsidiaries to enter into the recurrent related party transactions of a revenue or trading nature which are necessary for the day-to-day operations of the Group to be entered into by the Company and/or its subsidiaries provided such transactions are in the ordinary course of business and are on terms not more favourable to the related party than those generally available to the public, as specified in section 2.3 of the Circular to Shareholders dated 2 June 2008 AND THAT such approval conferred by the Shareholders’ Mandate shall continue to be in force until: (a) the conclusion of the next Annual General Meeting (“AGM”) of the Company following this AGM, at which time such mandate is passed, at which it will lapse, unless by a resolution passed at the general meeting, the authority is renewed; (b) the expiration of the period within which the next AGM of the Company after the forthcoming AGM is required to be held pursuant to Section 143(1) of the Companies Act, 1965 (“Act”) but shall not extend to such extension as may be allowed pursuant to Section 143(2) of the Act; or (c) revoked or varies by resolution passed by the shareholders of the Company in a general meeting; whichever is the earlier; AND THAT the Directors of the Company or any one of them be and are hereby authorized to complete and do all such acts and things (including without limitation to execute such documents as may be required) to give effect to the transactions contemplated and/or authorized by this Ordinary Resolution.” 7. “THAT pursuant to Section 132D of the Companies, Act 1965, the Resolution 7 Directors be and are hereby authorized to issue shares in the Company from time to time at such price, upon such terms and conditions, for such purposes and to such person or persons whomsoever as the Directors may, in their absolute discretion, deem fit provided that the aggregate amount of shares issued pursuant to this resolution does not exceed 10% of the issued and paid-up share capital of the Company for the time being, subject always to the approval of the relevant regulatory authorities AND THAT the Directors be and are hereby also empowered to obtain approval from Bursa Malaysia Securities Berhad for the listing of and quotation for the additional shares to be issued AND THAT such authority shall continue in force until the conclusion of the next Annual General Meeting of the Company.” 8. To transact any other business for which due notice shall have been given. By Order of the Board TIFLA HAIRI TAIB (LS 0008017) RAHANAWATI ALI DAWAM (BC/R/504) Company Secretaries Kuala Lumpur 2 June 2008 ANNUAL REPORT 2007 3 NOTICE OF ANNUAL GENERAL MEETING Notes: (i) A member of the Company entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote in his stead. A proxy may but need not be a member of the Company. (ii) The proxy form must be deposited at the Company’s registered office at No. 38, Jalan Chow Kit, 50350 Kuala Lumpur not less than forty eight (48) hours before the time fixed for holding the meeting and at any adjournment thereof. (iii) Where a member of the Company appoint two (2) proxies, the appointment shall be invalid unless the member specifies the proportion of his shareholding to be represented by each proxy. (iv) The Proxy Form must be signed by the appointer or his attorney duly authorized in writing or if the appointer is a corporation, either under its common seal or the hand of its attorney duly authorized. Explanatory Notes on Special Business (i) Resolution pertaining to the Proposed Ratification of Recurrent Related Party Transactions of a Revenue or Trading Nature and Proposed Mandate for Recurrent Related Party Transactions of a Revenue or Trading Nature, for proposed Ordinary Resolutions 5 and 6, further information on the Recurrent Related Party Transactions are set out in the Circular to Shareholders of the Company dated 2 June 2006 which is dispatched together with the Company’s 2007 Annual Report. (ii) The proposed Resolution 7, if passed, will give the Directors of the Company, from the date of the forthcoming Annual General Meeting, authority to issue and allot ordinary shares for such purposes as the Directors in their absolute discretion consider to be in the interest of the Company without having to convene a general meeting. This authority will, unless revoked or varied by the Company in a general meeting, expire and at the conclusion of the next Annual General Meeting. 4 ANNUAL REPORT 2007 STATEMENT Pursuant to paragraph 8.28 of the Listing Requirements of ACCOMPANYING Bursa Malaysia Securities Berhad NOTICE OF THE FOURTH 1. Name of Director who is standing for re-election/re-appointment ANNUAL GENERAL MEETING The details of YM Tengku Mohd Hasmadi Tengku Hashim, the Director who is standing for re-election/re-appointment are set out in the Directors’ Profile (page 12 of the Annual Report). 2. Details of Attendance of Directors at Board Meeting Eight (8) board meetings were held during the financial year ended 31 December 2007. Attendance of the Directors holding office at the end of the financial year 2007 is shown below:- No. Directors Attendance 1. YBhg Dato’ Mohd Nadzmi Mohd Salleh 7 out of 8 meetings 2. YBhg Datuk Sulaiman Daud 7 out of 8 meetings 3. YM Tengku Mohd Hasmadi Tengku Hashim 7 out of 8 meetings 4. Encik Zainal Abidin Jamal 7 out of 8 meetings 5. Encik Muhammad Adib Ariffin 6 out of 8 meetings 3. Date, time and place of Annual General Meeting The Fourth Annual General Meeting of the Company will be held on Tuesday, 24 June 2008 at 10.00 a.m. at the Ballroom, Level 1, Kuala Lumpur International Hotel, Jalan Raja Muda Abd Aziz, 50738 Kuala Lumpur. ANNUAL REPORT 2007 5 CORPORATE INFORMATION BOARD OF DIRECTORS Name Nationality Status YBhg Dato’ Mohd Nadzmi Mohd Salleh Malaysian Chairman / Managing Director Independent Non-Executive YBhg Datuk Sulaiman Daud Malaysian Director YM Tengku Mohd Hasmadi Tengku Hashim Malaysian Executive Director Independent Non-Executive Encik Zainal Abidin Jamal Malaysian Director Independent Non-Executive Encik Muhammad Adib Ariffin Malaysian Director 6 ANNUAL REPORT 2007 COMPANY SECRETARIES SENIOR MANAGEMENT Tifla Hairi Taib (LS 0008017) YM Tengku Mohd Hasmadi Tengku Hashim Rahanawati Ali Dawam (BC/R/504) Executive Director REGISTERED OFFICE Mr. Kong Hon Khien General Manager, Finance & Corporate Affairs No. 38, Jalan Chow Kit 50350 Kuala Lumpur Major (R) Randhir Singh Tel: 03-40477878 Head, Transnasional Express Division Fax: 03-40445516 Encik Noor Azmi Nordin AUDITOR Sales Operations Manager,
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