PERAK CORPORATION BERHAD (210915-U) (Incorporated in Malaysia) contents page Notice of Meeting 2 Directorate and Administration 3 Audit Committee 4 Board of Directors 5 Management Team 5 Subsidiaries and Associate 6 Corporate Structure 7 Management Structure 8 Group Human Resources 8 Financial Highlights 9 Chairman’s Statement/Penyata Pengerusi 10 - 11 Group Activities 12 - 13 Analysis of Shareholdings 14 Financial Statements 15 Directors’ Report 16 - 20 Statement by Directors 21 Statutory Declaration 21 Auditors’ Report 22 Consolidated Balance Sheet 23 Consolidated Income Statement 24 Consolidated Statement of Changes in Equity 25 Consolidated Cash Flow Statement 26 - 27 Balance Sheet 28 Income Statement 29 Statement of Changes in Equity 30 Cash Flow Statement 31 Notes to the Financial Statements 32 - 65 Summary of Properties 66 Proxy Form Perak Corporation Berhad (210915-U) 1 (Incorporated in Malaysia) notice of meeting Notice is hereby given that the TENTH ANNUAL GENERAL MEETING of the Company will be held at Dewan Persidangan, Tingkat 4, Wisma Wan Mohamed, Jalan Panglima Bukit Gantang Wahab, 30000 Ipoh, Perak Darul Ridzuan on Wednesday, 13 June 2001 at 2.30 p.m. to transact the following businesses: AGENDA 1. To receive, consider and adopt the Audited Statement of Accounts for the year ended 31 December 2000 together with the Report of the Directors and Auditors thereon. [Resolution 1] 2. To approve the payment of a first and final dividend of 2 sen per share less 28% tax for the year ended 31 December 2000. [Resolution 2] 3. To approve the payment of Directors’ fees for the year ended 31 December 2000. [Resolution 3] 4. To re-elect Tuan Haji Iskhak bin Bardan, the retiring Director who retires in accordance with Article 80 of the Company’s Article of Association. [Resolution 4] 5. To re-appoint Messrs Arthur Andersen & Co as Auditors and to authorise the Directors to fix their remuneration. [Resolution 5] 6. To transact any other ordinary business of which due notice shall have been given. NOTICE OF FIRST AND FINAL DIVIDEND PAYMENT AND CLOSURE OF REGISTER Subject to the approval of the shareholders, a first and final dividend of 2 sen per share less 28% tax will be paid on 26 July 2001. Notice is hereby given that the Register of Members of the Company will be closed from 28 June 2001 to 29 June 2001, both days inclusive, to determine shareholders’ entitlement to the dividend payment. A depositor will qualify for entitlement only in respect of: a) Shares transferred into the Depositors’ Securities account before 12.30 p.m. on 27 June 2001 in respect of ordinary transfers; and b) Shares bought on the Kuala Lumpur Stock Exchange on a cum entitlement basis according to the Rules of the Kuala Lumpur Stock Exchange. By order of the board Cheai Weng Hoong Company Secretary Ipoh 25 May 2001 Notes: 1. A member entitled to attend and vote at the above Meeting is entitled to appoint one (1) or more proxies to attend and vote in his stead. A proxy may but need not be a member of the Company provided that the provisions of Section 149(1)(b) of the Companies Act, 1965 are complied with. Where a member appoints two (2) or more proxies, the member shall specify the proportion of his shareholdings to be represented by each proxy. 2. In the case of a corporate member, the instrument appointing a proxy must be either under its common seal or under the hand of its officer or attorney duly authorised. 3. The instrument appointing a proxy must be deposited at Room 305, 3rd Floor, Asia Life Building, 45 Jalan Tun Sambanthan, 30000 Ipoh, Perak Darul Ridzuan not less than forty-eight (48) hours before the time appointed for holding the meeting or at any adjournment thereof. 2000 ANNUAL REPORT 2 directorate & administration Board Of Directors Dato’ Ir Haji Harun bin Ahmad Saruji DPMP, AMP Chairman Kamaldeen bin Abdul Kader Tuan Haji Iskhak bin Bardan PMP YM Raja Ahmad Aminollah bin Raja Abdullah PCM, PMP Dato’ Abd Wahab bin Maskan DPTJ Tuan Haji Megat Dziauddin bin Megat Mahmud (alternate to Dato’ Abd Wahab bin Maskan) Audit Committee Kamaldeen bin Abdul Kader Chairman/Independent Non-Executive Director Dato’ Ir Haji Harun bin Ahmad Saruji DPMP, AMP Independent Non-Executive Director YM Raja Ahmad Aminollah bin Raja Abdullah PCM, PMP Independent Non-Executive Director Company Secretary Cheai Weng Hoong Registered Office 7th Floor, Wisma Wan Mohamed Jalan Panglima Bukit Gantang Wahab 30000 Ipoh, Perak Darul Ridzuan Tel: (05) 242 7277 (05) 242 7279 Fax: (05) 529 6617 E-mail: [email protected] [email protected] Registrars Securities Services (Holdings) Sdn Bhd Room 305, 3rd Floor, Asia Life Building 45, Jalan Tun Sambanthan 30000 Ipoh, Perak Darul Ridzuan Tel: (05) 241 7762 Fax: (05) 241 6761 Auditors Arthur Andersen & Co. Solicitors Azman Davidson & Co. Rusnah Loh & Ng Principal Bankers Southern Bank Berhad CitiBank Berhad Malayan Banking Berhad Stock Exchange Second Board of the Kuala Lumpur Stock Exchange Stock Code: 8346 Stock Name: PRKCORP Perak Corporation Berhad (210915-U) 3 (Incorporated in Malaysia) audit committee TERMS OF REFERENCE Composition The composition of the Audit Committee is as follows: 1. Kamaldeen bin Abdul Kader Chairman of Committee and Independent Non-Executive Director 2. Dato’ Ir Haji Harun bin Ahmad Saruji DPMP, AMP Independent Non-Executive Director 3. YM Raja Ahmad Aminollah bin Raja Abdullah PCM, PMP Independent Non-Executive Director Quorum The quorum for a meeting shall be two members. Authority The Audit Committee is authorised by the Board to investigate any activities within its terms of reference. It can obtain from all employees any information required and it can seek outside legal or other professional assistance if it considers necessary. Duties (a) To recommend to the Board the appointment and reappointment of the external auditors, audit fee and any question of their resignation or dismissal. (b) To discuss with the external auditors before the audit commences, the nature and scope of the audit. (c) To review the quarterly financial reports and annual financial statements before submission to the Board. (d) To discuss the outcome of the interim and final audit, and any matters the auditors may wish to discuss ensuring that no management restrictions are being placed on the scope of their examinations. (e) Reviewing the scope and results of the internal audit reports and the effectiveness of the internal audit function. 2000 ANNUAL REPORT 4 board of directors Tuan Haji YM Raja Ahmad Iskhak bin Aminollah bin Bardan Raja Abdullah Tuan Haji Megat Dziauddin bin Megat Mahmud (alternate to Dato’ Abd Wahab bin Maskan) Dato’ Ir. Haji Harun bin Ahmad Saruji Kamaldeen Chairman bin Abdul Kader Dato’ Abd Wahab management team bin Maskan Harbhajan Singh Ibrahim bin Yaacob Jimmy Ng a/l Ujagar Singh Group GM Group GM Property Development Consumer Products Group GM Corporate Finance Dato’ Samsudin bin Hashim Group Chief Executive Hj Hamsidi Sharifah Nor Hashimah Sharifah Hanizah bin Hj Shaharah bt Syed Kamaruddin bt Syed Mustaffa Group Assistant GM Group Manager Group Accountant Business Development Land & Property Perak Corporation Berhad (210915-U) 5 (Incorporated in Malaysia) subsidiaries & associate SUBSIDIARY PRINCIPAL ACTIVITY BUSINESS ADDRESS (TM) Taipan Merit Sdn Bhd Investment Holding Wisma Wan Mohamed, –––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––– Jalan Panglima Bukit (TB) Trans Bid Sdn Bhd Water Privatisation and Supply Services Gantang Wahab, 30000 Ipoh, (PCBD) PCB Development Sdn Bhd Investment Holding and Perak Darul Ridzuan. Real Property Development (PCBTM) PCB Trading & Manufacturing Sdn Bhd Trading & Manufacture of Building Materials (PCBT) PCB Transportation Travel & Tours Sdn Bhd Provision of Transport and Travel Services (MDC) Magni D’Corp Sdn Bhd Property Investment (BTE) B. T. Engineering Sdn Bhd Manufacture and Trading of Precision and 8, Lengkok Rishah 2, Telecommunication Products Silibin Industrial Estate, –––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––– 30100 Ipoh, (BTR) BT Realty Sdn Bhd Property Development Perak Darul Ridzuan. (BTM) BTE Marketing and Service Sdn Bhd Trading of Automotive Parts (LMT) Lumut Maritime Terminal Operation of Port and Port Related Lot 1, Lumut Port Sdn Bhd Activities and Industrial Park Industrial Park, –––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––– Mukim Lumut, (LMTC) LMT Capital Sdn Bhd Issuance and Redemption of Jalan Kampung Acheh, Redeemable Preference Shares 32000 Sitiawan, Perak Darul Ridzuan. (CHSB) Cash Hotel Sdn Bhd Hotelier, Restaurateur and Property Developer 18, Jalan Gopeng, ––––––––––––––––––––––––––––– 30250 Ipoh, (SCSB) Silveritage Corporation Sdn Bhd Development of Tourism Projects Perak Darul Ridzuan. –––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––– (CCSB) Cash Complex Sdn Bhd Investment Holding (AHSB) Anakku Holdings Sdn Bhd Investment Holding Lot 401, 4th Floor, –––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––– Bangunan TH Uptown 3, (ABP) Anakku Baby Products Trading of Children’s Wear and Damansara Uptown 3, Sdn Bhd Related Products 3 Jalan SS 21/39, –––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––– 47400 Petaling Jaya, (LSR) Anakku LSR Baby Products Trading of Children’s Wear and Selangor. Sdn Bhd Related Products –––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––– (WKI) Weltex Knitwear Industries Manufacture and Trading of Children’s Wear Sdn Bhd and Related Products ––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––