Nanyang-AnnualReport 2001 (415KB)

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c o m p a n yprofi le

c o n t e n t s

Nanyang Press Holdings Berhad (“NPHB”)was incorporated on 23 July 1958 and waslisted on the Kuala Lumpur Stock Exchangeon 17 April 1989.

The authorised capital of NPHB isRM100,000,000 comprising 100,000,000ordinary shares of RM1.00 each of which61,355,070 ordinary shares of RM1.00 eachhave been issued and fully paid as at 30 June2001.

The principal activities of the Company areinvestment holding, letting of investmentproperties and provision of managementservices whilst the principal activities of itssubsidiaries are centred around the coreactivities of publishing newspapers andmagazines.

company profile 1 notice of annual general meeting 2 corporate information 4 profile of

directors 5 audit committee report 7 corporate governance 10 financial highlights 11

chairman’s statement 12 financial statement 17 report of the directors 18 statement by

directors 24 statutory declaration 24 balance sheet 25 income statement 27 statement of

changes in equity 28 cash flow statement 32 notes to the financial statements 34 report of

the auditors 63 list of properties 64 analysis of shareholdings 66 list of branch offices 68

form of proxy

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Nanyang Press Holdings BerhadAnnual Report 2001

n o t i c eof annual general meeting

3. To re-elect the following Directorsretiring in accordance with Article 90 andArticle 96 of the Company’s Articles ofAssociation:

Article 90(a) YBhg Datuk Henry Chin Poy-Wu

(Resolution No. 3)

Article 96(b) Mr Oh Chong Peng

(Resolution No. 4)

(c) Mr Leong Tang Chong(Resolution No. 5)

(d) Mr Liew Peng Chuen(Resolution No. 6)

4. To re-appoint Messrs Ernst & Young asAuditors of the Company and authorisethe Directors to fix their remuneration

(Resolution No. 7)

AGENDA1. To receive and consider the audited

financial statements for the year ended30 June 2001 and the Directors’ andAuditors’ Reports thereon.

(Resolution No. 1)

2. To approve the payment of Directors’fees RM233,404 to be divided amongstthe Directors in such manner as they maydetermine.

(Resolution No. 2)

NOTICE IS HEREBY GIVEN that the Forty-fourth

Annual General Meeting of Nanyang Press Holdings

Berhad will be held at Parkroyal 10, 2nd Floor,

Parkroyal Kuala Lumpur, Jalan Sultan Ismail, 50250

Kuala Lumpur on Thursday, 25 October 2001 at 10.00

a.m. for the transaction of the following business :-

notice of annual general meeting

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NOTES:1. A member entitled to attend and vote at the meeting

is entitled to appoint a proxy, but not more than

two proxies, to attend and vote in his stead. A proxy

need not be a member of the Company. A member

may appoint any other person to be his proxy without

limitation and the provision of Section 149(1)(b)

of the Companies Act, 1965 shall not apply to the

Company. The Form of Proxy must be deposited at

the Registered Office of the Company at Suite 4024,

4th Floor, President House, Jalan Sultan Ismail,

50250 Kuala Lumpur not less than 48 hours before

the time appointed for holding the meeting or

adjourned meeting.

2. Resolution On Authority To Directors To Issue

SharesThe proposed Resolution 8, if passed, would enable

the Directors to issue up to a maximum of 10% of

the issued share capital of the Company for the time

being for such purposes as the Directors consider

would be in the best interest of the Company. This

authority, unless revoked or varied by the Company

at a general meeting, will expire at the next Annual

General Meeting.

5. AS SPECIAL BUSINESS, to consider and ifthought fit, pass with or without anymodification, the following ordinarymotion:

Authority To Directors To Issue Shares“THAT pursuant to Section 132D of theCompanies Act, 1965, the Directors beand are hereby empowered to issueshares in the Company, at any time andupon such terms and conditions and forsuch purposes as the Directors may, intheir absolute discretion, deem fit,provided that the aggregate number ofshares issued pursuant to this resolutionin any one financial year does notexceed 10% of the issued capital of theCompany for the time being and thatt h e D i r e c t o r s b e a n d a r e a l s oempowered to obtain the approval forthe listing of and quotation for theadditional shares so issued on the KualaLumpur Stock Exchange and that suchauthority shall continue in force untilthe conclusion of the next AnnualGeneral Meeting of the Company.”

(Resolution No. 8)

6. To consider any other business of whichdue notice shall have been given.

By Order of the Board

KHOO PEK LINGLIEW YEN NIESecretaries

Kuala Lumpur2 October 2001

notes

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c o r p o r a t einformation

Secretaries

Khoo Pek Ling (MIA1816)Liew Yen Nie (LS NO 006560)

Auditors

Ernst & YoungPublic Accountants

Principal Bankers

• Bumiputra-Commerce Bank Berhad• Citibank Berhad• Deutsche Bank (Malaysia) Berhad• Hong Leong Bank Berhad• HSBC Bank Malaysia Berhad• Maybank Berhad• OCBC Bank (Malaysia) Berhad• RHB Bank Berhad

corporate information

Directors

• Mr. Oh Chong Peng (Chairman)

• Liew Peng Chuen (Managing Director)

• YBhg Tan Sri Dato’ Ahmad Sabki bin Jahidin• YBhg Datuk Henry Chin Poy-Wu• Leong Tang Chong

Principal Place of Business

No.1, Jalan SS7/247301 Petaling JayaSelangor Darul Ehsan

Registrars

Hong Leong Nominees Sedirian BerhadLevel 5, Wisma Hong Leong18 Jalan Perak50250 Kuala Lumpur

Registered Office

Suite 4024, 4th FloorPresident HouseJalan Sultan Ismail50250 Kuala Lumpur

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Oh Chong PengAged 57, was appointed as a Non-ExecutiveDirector of Nanyang Press Holdings Berhadon July 2001 and was elected as Chairmanin September 2001. Mr Oh is currently thenon-executive Chairman of RHBManagement Company Sdn Bhd. Thiscompany provides group support onAccounting, Legal, Tax, IT, HR and Riskmatters to all operating companies in theRashid Hussain Berhad (RHB) group ofcompanies. Prior to his involvement withthe RHB group, he was a senior partner ofCoopers & Lybrand Malaysia from 1974 untilhis retirement in 1997.

Mr Oh undertook his accountancy trainingin London and qualified as a CharteredAccountant in 1969 and is currently a Fellowof the Institute of Chartered Accountants inEngland and Wales. He joined Coopers &Lybrand in London in 1969 and in Malaysiain 1971.

He is currently a non-executive director ofStar Publications (Malaysia) Berhad (1987),Powertek Berhad (1997), British AmericanTobacco (Malaysia) Berhad (1998), RashidHussain Berhad (1998), RHB Capital Berhad(1998), RHB Bank Berhad (1998), RHBInsurance Berhad (1998), Land & GeneralBerhad (1999) and Rashid Hussain SecuritiesSdn Bhd (2000).

He is also a Council member of the MalaysianAssociation of Certified Public Accountants(MACPA) (1981); and a Trustee of theHuaren Education Foundation (1993); anda Government appointed member of theLabuan Offshore Financial Services Authority(LOSFA) (1996).

His past appointments included being aCommittee Member of the Kuala Lumpur

Stock Exchange (1990 to 1996); a pastPresident of the MACPA (1994 to 1996); anda Director of United Malayan BankingCorporation Berhad (now merged with RHBBank Berhad [1985 to 1990]).

Liew Peng ChuenAged 53, is the Managing Director ofNanyang Press Holdings Berhad (NPHB) andwas appointed to the Board of Directors ofNPHB in August 2001. He was the GroupChief Editor of “The Star” from 1983 to 1986.He graduated from London GuildhallUniversity with a law degree in 1987, andwas admitted as an Advocate and Solicitorof the High Court of Malaya in 1989. He wasa Director of Westmont Group of Companiesbetween 1992 and 1995, and the ChiefOperating Officer of NPHB in 1995-1996. Hejoined the Sin Chew Media Group in 1996and was appointed its Group ChiefExecutive in 1999.

Tan Sri Dato’ Ahmad Sabki bin JahidinAged 69, has been a Director of NanyangPress Holdings Berhad since 1994. Hegraduated from University of Malaya witha Bachelor of Arts (Honours) Degree in 1958.He also obtained a Diploma in InternationalRelations from the Institute of Social Studies,The Hague in 1967. He commenced hiscareer in 1958 as an Administrative Officerin Malayan Civil Services. He was theAssistant State Secretary of Malacca from1960 to 1962, District Officer of Jasin from1962 to 1963 before his transfer to theMinistry of Defence as Principal AssistantSecretary from 1964 to 1967. He then servedas Under Secretary in the Prime MinisterDepartment from 1967 to 1972 beforejoining the Ministry of Culture, Youth &Sports. In 1974, he was appointed SecretaryGeneral of the said Ministry. Thereafter, hewas seconded to the Malaysian Rubber

p r o f i l eof directors

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Exchange and Licensing Board from 1977 to1993 and served as Chairman of the Boardfrom 1980 to 1993. He also held the positionof Chairman of the International RubberAssociation from 1984 to 1993 and also asChairman of the Buffer Stock Committee ofthe International Natural RubberOrganisation from 1984 to 1986. He wasthe Vice Chairman of the Malaysian NationalShippers Council from 1980 to 1993.Currently, he is a director of Cygal Berhad,Gula Perak Berhad, Hwang-DBS (Malaysia)Berhad, Apollo Food Holdings Berhad,Paramount Corporation Berhad and ZaitunBerhad.

Datuk Henry Chin Poy-WuAged 64, retired from government servicein 1993 after almost 39 years of service. Hislast post with the Malaysian Governmentwas the Commissioner of Police, KualaLumpur. During his career he had also beentrained and served in overseas countriesincluding England, America, Australia andJapan.

After his retirement from governmentservice, he began his involvement in businessand is now a Director of several Public Listedcompanies. He is currently a non-executivedirector of Malaysian Mosaics Bhd, JTInternational Bhd, Kilang Papan Seribu DayaBhd, Eastern & Oriental Bhd, GlenealyPlantations (M) Bhd and MagnumCorporation Bhd. He is also active ineducation, social and communal work andis a Board Member of the UniversityMalaysia Sabah; Vice Chairman of theMalaysian Crime Prevention Foundation; amember of the Pardons Board, Sabah;Deputy Chairman of Kinabalu FoundationSabah; Chairman of Datuk Seah Tee TsuiFoundation, Kota Kinabalu, Sabah and is the

Honorary Life President of the Asia KarateFederation.

He has been a Director of Nanyang PressHoldings Berhad since December 1993.

Leong Tang ChongAged 57, was appointed as a Non-ExecutiveDirector of Nanyang Press Holdings Berhadin August 2001. Mr Leong obtained hiscertificate in Teaching from the MalayanTeachers’ college. He subsequently obtaineda Bachelor of Laws from the VictoriaUniversity of Wellington, New Zealand in1979 and passed the New Zealand LawProfessional Examination in 1980. He wasadmitted as a Barrister and Solicitor of theHigh Court of New Zealand in 1981 and as aBarrister and Solicitor of the Supreme Courtof Australia Capital Territory, Australia in1988. Subsequently, in 1989, he wasappointed as Commissioner for Oaths by theSupreme Court of Malaysia. He wasadmitted as an Advocate Solicitor of theHigh Court of Malaya on 4 January 1982 andhas been practicing law since then.Currently, he is also a Director of StarPublications (Malaysia) Berhad.

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committee reporta u d i t

CompositionThe composition of the Audit Committeepresently consists of the following: -

Members of the Committee

YBhg Tan Sri Dato’Ahmad Sabki Bin Jahidin- Chairman, Independent Non-Executive Director

YBhg Dato’ Henry Chin Poy-Wu- Independent Non-Executive Director

Mr Oh Chong Peng- Non-Executive Director

Terms of Reference1. Composition of Audit Committee

The Committee shall be appointed bythe Directors from among its membersand shall compose of not fewer thanthree (3) members. The majority of themembers shal l be non-executivedirectors. A quorum shall be twomembers.

No member of the Committee shall be

a) A spouse, parent, brother, sister, sonor adopted son or daughter oradopted daughter of an executivedirector of the Company or anyrelated corporation.

b) Any person having a relationshipwhich, in the opinion of theDirectors, would interfere with theexercise of independent judgementin carrying out the functions of anaudit committee.

The Committee shall elect a Chairmanfrom among its members who is not anexecutive director or employee of theCompany or any related corporation.

If a member of an audit committeeresigns, dies or for any other reasonceases to be a member with the result

that the number of members is reducedbelow three (3), the Board of Directorsshall, within three (3) months of thatevent, appoint such number of newmembers as may be required to makeup the minimum of three (3) members.

2 MeetingsThe Committee shall meet at least four(4) times a year. The Chairman shallconvene a meeting of the Committee ifrequested to do so by any member, themanagement or the internal or externalauditors to consider any matter withinthe scope and responsibilities of theCommittee.

3 In attendance at MeetingsThe Group Financial Controller, InternalAuditor and a representative of theexternal auditor shall normally attendmeetings. However, the Committee mayinvite any person to be in attendanceto assist it in its deliberation.

4 Secretary to Audit Committee andMinutesThe Company Secretary shall be thesecretary of the Committee and as areporting procedure, the minutes shallbe circulated to all members of theBoard.

5 AuthorityThe Committee is authorized by theBoard to investigate any activity withinits terms of reference. It is authorizedto seek any information it requires fromany employee for the purpose ofd i s c h a r g i n g i t s f u n c t i o n s a n dresponsibilities.

The Committee is also authorized toobtain legal or other independentprofessional advice and to ensure theattendance of outsiders with relevantexperience and expertise if it considersthis necessary.

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6 FunctionsThe functions of the audit committeeare as follows;

a) To review the audit plan with theexternal auditors.

b) To review, with the externalauditors, their evaluation of thesystem of internal accountingcontrols and audit findings.

c) To review the audit report with theexternal auditors.

d) To review the assistance given bythe Company’s officers to theexternal auditors.

e) To review the scope and results ofinternal audit procedures.

f) To review the financial statementso f t h e C o m p a n y a n d t h econsolidated financial statementssubmitted to the Audit Committeeby the Company and thereafter tosubmit them to the Directors of theCompany.

g) To rev iew any re la ted par tytransactions that may arise withinthe Company or the Group,

h) To nominate a person or persons asthe external auditors.

i) Other functions as may be agreedto by the Audit Committee and theBoard of Directors.

Attendence of MeetingsDuring the financial year under review,there were four (4) meetings held. Thedetails of attendance of each member areas follows: -

YBhg Tan Sri Dato’Ahmad Sabki Bin Jahidin- 4YBhg Dato’ Henry Chin Poy-Wu- N/R (Appointed on 27.7.2001)Mr Oh Chong Peng- N/R (Appointed on 27.7.2001)YBhg Dato’ Lim Beng Choon- 4 (Resigned on 31.5.2001)Mr Wong Ah Lek- 4 (Resigned on 17.8.2001)

Summary of ActivitiesDuring the year, the activities of the AuditCommittee included the reviews of:

i) the unaudited quarterly financial resultsannouncements for each quarter of theGroup prior to the Board of Directors’approval.

ii) the audit report and observations madeby the external auditors on the auditedf i n a n c i a l s t a t e m e n t s a n d t h eManagement’s response thereon.

iii) the internal audit plan and majorfindings of internal audit reports.

iv) the scope of work and audit plan of theinternal and external auditors forfinancial year ended 30 June 2001.

v) the related party transactions andconflict of interest situation that mayarise within the Company or Group.

vi) the appointment and fees of externalauditors.

Internal Audit FunctionThere is an internal audit functionestablished to carry out audits of the Group’skey operations. Internal audits areconducted based on the audit plan that isreviewed by the Audit Committee andapproved by the Board.

During the year the activities include thereview of operation controls, compliancewith Group’s policies and procedures,management efficiency and level ofcustomer services amongst others.

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c o r p o r a t egovernance

STATEMENT OF APPLICATION OF PRINCIPLES OF THE

MALAYSIAN CODE ON CORPORATE GOVERNANCEThe Group is committed to high standardsof corporate governance. This statementdescribes the manner in which the Companyhas applied the principles set in theMalaysian Code on Corporate Governance.

The Board of DirectorsThe current Board comprises one executivedirector and four non-executive directors ofwhich two are independent. There is a cleardivision of responsibilities between theexecutive function and the non-executive.The Board meets at least four times a yearand is provided with information, whichincludes executive operating reports, reportsfrom company secretaries and managementaccounts.

Appointments to the Board will beconsidered by the nomination committee,which is formally constituted. Proposals arethen made to the full Board. Each directormust retire and seek re-election at leastevery three years.

Director’s RemunerationThe remuneration committee is set up toreview the remuneration of the executivedirector. The remuneration of the non-executive directors is to be determined bythe whole Board.

Relations with ShareholdersThe Company encourages communicationswith its institutional and privateshareholders. All shareholders have at leasttwenty-one day’s notice of the annualgeneral meeting at which the Directors andthe Chairman of the committees areavailable for questions.

Financial ReportingA review of the performance of the groupis included in the Chairman’s statementwhich together with the Directors report,the Board presents a balanced assessmentof the Group’s position and prospects.

Internal ControlThe Board has overall responsibility for theGroup’s system of internal control and forreviewing its adequacy and integrity. Sucha system however can only providereasonable and not absolute assurancebecause of limitations inherent in any systemof internal control against materialmisstatement of fraud and is designed tomanage rather than eliminate the risk offailure to achieve business objectives.

Audit Committee and AuditorsThe audit committee is constituted withwritten terms of reference. The auditors ofthe Group may also attend part or all of eachmeeting and they have direct access to thecommittee for independent discussion,without the presence of the managingdirector or senior management. The auditcommittee may examine any mattersrelating to the financial affairs of the Groupand to the Group’s audit including thereviews of the annual accounts andannouncements, the going concernassumptions, accounting policies,compliance with accounting standards, theappointment and fees of auditors and anyother related functions.

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Turnover 324.4 296.3 252.9 286.2 286.7

Operating Profit BeforeExceptional Items 49.0 26.8 25.9 33.0 1.7

(Loss)/Profit Before Taxation 37.3 15.7 23.9 31.1 (1.6)

(Loss)/Earnings Per Share (sen) 37.1 10.1 41.7 35.8 (3.9)

Capital Expenditure 25.3 20.2 1.7 7.2 14.1

Net Tangible Assets 128.6 131.9 144.5 142.9 88.7

Total Shareholders’ Funds 142.2 137.4 148.8 143.8 88.7

Turnover(RM Million)

350

300

250

200

150

100

50

01997 1998 1999 2000 2001

Operating Profit Before Exceptional Items(RM Million)

50

40

30

20

10

01997 1998 1999 2000 2001

33.0

25.9

26.8

FINANCIAL YEAR ENDED JUNE JUNE JUNE JUNE JUNE(RM MILLION) 1997 1998 1999 2000 2001

AS AT 30 JUNE 30 JUNE 30 JUNE 30 JUNE 30 JUNE(RM MILLION) 1997 1998 1999 2000 2001

324.

4

296.

3

252.

9

286.

2

1.7

49.0

286.

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f i n a n c i a lhighlights

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c h a i r m a n ’ sstatement

This has been an exceptionally difficult year for the

Group. But I am pleased to report that despite the

sluggish economy and the extreme competitiveness

of the Chinese newspaper industry, our performance

has been better than anticipated.

chairman’s statement

Our performance declined mainly becauseof the cost of newsprint. And the boycottby some of our readers and advertisersfollowing a change of control of the Groupalso had some impact on the result.

But most of those readers and advertisershave responded positively to our counter-measures. We are confident of convincingeveryone eventually that the change ofcontrol will in no way affect our editorialintegrity and independence, but will in factenhance our contributions to the nation andto the community.

The major reason for the reversal in fortuneswas the substantial increase in operatingexpenses, particularly in newsprint costs. In

the past year, newsprint prices surged froma low of USD480 per metric ton to a high ofUSD745, increasing our newsprint costs by28% more than in the previous year. In fact,this increase, amounting to RM28million,was higher than the previous year’s profitof RM 21.8million after tax.

Group turnover increased marginally toRM286million despite the difficult marketconditions.

All told, we managed to make an operatingprofit of RM1.65million. Taxes andexceptional items eventually brought thisdown to a loss of RM2.33million for the year,which was still better than expected.

The 1999 Malaysian Press Institute Awards Winners :(Left to right) Chang Mon Lee, Goh Moi Tin, Yang Liay

Teing, Chou Z Lam, Tan Boon Piaw, Ho Sheu Yua.

Some of the lucky draw winners for theTeachers’ Day Celeberity event.

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I am pleased that the Group continued toset the standards in many areas of editorialoperations last year.

Nanyang Siang Pau won three MalaysianPress Institute Awards - Best News/Feature,Best Sports News, and Best EntertainmentNews. It also won the Science andTechnology Journalism Award (Chinesecategory) from the Science, Technology andEnvironment Ministry.

The China Press won the Malaysian PressInstitute Award for Economic News, theDato Wong Kee Tat Journalism Award, theICI-CCM Environment Journalism Award,and the Health Ministry’s Organ DonationAward.

To renew our sense of mission and ourcommitment to the country and thecommunity, we have drafted missionstatements for our newspapers, which arereproduced on Page 15 and 16 of this annualreport. These statements should providevery clear direction, and ensure unity ofpurpose among our journalists and otherstaff.

In brief, Nanyang Siang Pau seeks to be theleader in the Chinese newspaper industry, aquality paper authoritative and influential.The China Press aims to be the most popularChinese paper, a light-reading journalcomplementing the serious Nanyang SiangPau to capture all the segments of theChinese newspaper market.

Group turnover increased

marginally to RM286million

despite the difficult market

conditions.

Deputy Prime Minister Datuk Seri Abdullah AhmadBadawi presenting the Malaysian Press Institute Award for

Economic News to Ms Ho Sheau Yua.

Ms Sin Wai Ying receiving the ICI-CCM EnvironmentJournalism Award from the Minister of Science,

Technology and Environment, Datuk Law Hieng Ding.

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We also continued to lead in social work andcharity. Our latest contribution is a dialysiscenter in Kuala Lumpur, set up by theNanyang Press Foundation and operated bythe National Kidney Foundation to providesubsidised treatment to low-incomepatients.

To provide better news coverage and serviceto its readers, The China Press established aprinting plant in Prai. This is the group’sseventh plant, giving us the biggest networkof newspaper printing plants.

Life Publishers, the largest Chinese-languagemagazine publisher in the country,continued to contribute to the Group’sprofitability. In the year under review, weshut down one magazine, Sayang Ku,

because of poor performance. But we alsolaunched a new title, Special Weekly, whichfocuses on current events. At least one moretitle is expected to join the stable in the nextyear.

Citta Bella also continued to be profitable.

In the New Economy, Nanyang.com led theway by forging strategic alliances withworld-class players like Lycos Asia andReuters. Telekom Malaysia appointedNanyang.com as its official Chinese contentprovider. We were the first Chinese WAPnews website in South-east Asia, providingwireless access to rich content. The company,launched last year, is expected to beprofitable this year, with a business modelincorporating multiple income streams.

Nanyang Siang Pau seeks to

be the leader in the

Chinese newspaper

industry, a quality paper

authoritative and

influential

Taiwanese singer “Liew Luo Yin” at the CITTA BELLA 3rdAnnivesary Celebration at Mid-Valley, Kuala Lumpur.

NEW TIDE / PX & NOSE Summer 2000 fashion show washeld in Island Plaza Penang on 9 July 2000.

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This year, having paid an interim dividendof 6 sen and special dividend of 103.27 sen,the Board does not propose to pay a finaldividend.

In the next financial year, we expect a betterperformance by the group. Our biggest costitem, newsprint, is showing a downtrend inpricing. With the anticipated savings innewsprint expenses, and the cost-saving andrevenue-generating measures implementedby the management, we are very confidentof returning to profitability.

On behalf of the Board and management, Ithank our readers, newsvendors, agents,advertisers, advertising agencies, financiersand business associates who stood by us

through trying times. With their continuingsupport, and with the dedication andcommitment of the management and staff,the future looks bright for the Group.

OH CHONG PENGChairman

Kuala Lumpur17 September 2001

The China Press aims to be

the most popular

Chinese paper

Low cost dialysis treatment at the Nanyang Press Foundationdialysis centre in Kuala Lumpur, run by the

National Kidney Foundation.

SRJK(C) Chin Woo, Kuala Lumpur was the first schoolto participate in Nanyang.com’s Knowledge

Society Campaign.

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NANYANG SIANG PAU

The Objectives of Nanyang Siang Pau are:

TO BE the No. 1 Chinese-language newspaper inthe region We aim to lead in :

• Quality - authoritative and trustworthy, with peerless standards in content, service andproduction

• Influence - with impact on Malaysian society in general, and on the Chinese community inparticular

• Circulation and readership - with the highest sales and the most readers• Operational excellence - setting the standards for media organizations in the country.

TO PROMOTE and nurture Chinese education andculture We undertake to continue playing a major role as a cultural institution in developing

Chinese education and nurturing Chinese culture, to ensure its rightful place in Malaysian society,and to ensure our command of a language that is increasingly important in learning, commerceand international relations.

TO BE the most authoritative business journalWe undertake to provide the most reliable and complete coverage of commercial news,complemented with insightful commentary and in-depth analysis.

TO PREPARE the Chinese community for thefuture We undertake to educate our readers to face the challenges of globalisation and

reap its fruits, and to embrace the Internet and the digital world.

TO BE A BRIDGE between the Government andthe People We undertake to be a channel of communication, providing feedback from

the People to the Government and explaining the Government’s policies and activities to thePeople.

TO PROMOTE racial harmony, political stabilityand national prosperity We undertake to be responsible and responsive,

to promote understanding and interaction between the Chinese community and other Malaysians,in order to achieve racial harmony, political stability and national prosperity.

mission statement

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mission statementThe Mission of The China Press is to be the Most Popular Chinese-language daily in Malaysia dedicated to the following Objectives:

• To inform (to report the news as it is, without distortion or embellishment)

• To serve as a forum for the exchange of views (to facilitate the expressionof opinions and development of ideas)

• To promote gratifying lifestyles (to encourage values and activities that makelife healthy, pleasant and meaningful)

In pursuit of its Objectives, The China Press

Will persevere in its pursuit of the truth

Will strive to be independent and impartial in all its

editorial endeavours

Undertakes t o e n s u re p e a c e a n d h a r m o n y i n o u rmulti-racial nation, and

Commits itself to the highest standards in :

NEWS : fast, accurate, in-depth reporting

PICTURE POWER : photographs and graphics that perform their respectivefunctions quickly and effectively

COMMENTARY AND ANALYSIS : fair and bold commentary, in-depth and incisiveanalysis

FEATURES : contemporary features that reflect the society we live in, and visionaryfeatures to prepare us for the future

PRESENTATION : user-friendly presentation, and creative design.

f i n a n c i a lstatements

report of the directors 18 statement by

directors 24 statutory declaration 24

balance sheet 25 income statement 27

statement of changes in equity 28 cash flow

statement 32 notes to the financial

statements 34 report of the auditors 63

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r e p o r tof the directors

GROUP COMPANYRM’000 RM’000

The Directors have pleasure in presenting their report together with the audited financial statements ofthe Group and of the Company for the financial year ended 30 June 2001.

Principal ActivitiesThe principal activities of the Company are those of investment holding, letting of investment propertiesand provision of management services.

The principal activities of the subsidiaries are described in Note 5 to the financial statements. There havebeen no significant changes in the nature of these activities during the financial year.

Financial Results

Operating profit before exceptional items 1,654 52,134Exceptional items ( 3,287 ) ( 1,000 )

(Loss)/profit before taxation ( 1,633 ) 51,134Taxation ( 1,142 ) ( 11,228 )

(Loss)/profit after taxation ( 2,775 ) 39,906Minority interests 444 -

(Loss)/profit attributable to shareholders of the Company ( 2,331 ) 39,906Retained profit brought forward 85,835 25,200

(Loss)/profit available for appropriation 83,504 65,106Less: Dividends ( 45,685 ) ( 45,685 )

Retained profit carried forward 37,819 19,421

In the opinion of the Directors, the results of the operations of the Group and of the Company duringthe financial year were not substantially affected by any item, transaction or event of a material andunusual nature other than the exceptional items disclosed in Note 25 to the financial statements.

DividendsSince the end of the previous financial year, the Company paid:

i) final dividends of 5% tax exempt, amounting to RM2,982,504 and 8% less tax, amounting toRM3,435,844, for the financial year ended 30 June 2000 on 14 November 2000. The Company’s ownshares repurchased by the Company amounting to 1,542,000 shares did not qualify for the dividend.

ii) an interim dividend of 6% less tax, amounting to RM2,573,081 in respect of the financial year ended30 June 2001 on 15 March 2001. The Company’s own shares repurchased by the Company amountingto 1,630,000 shares did not qualify for the dividend.

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Dividends (Contd.)iii) a special dividend of 103.27% less tax, amounting to RM43,122,627 in respect of the financial year

ended 30 June 2001 on 20 June 2001. The Company’s own shares repurchased by the Companyamounting to 3,359,000 shares did not qualify for the dividend.

Share CapitalDuring the financial year, the issued and paid-up share capital of the Company was increased fromRM61,192,070 to RM61,355,070 by the issue of 163,000 new ordinary shares of RM1 each at an optionprice of RM5.16 per ordinary share pursuant to the ESOS of the Company. The new shares issued rankpari passu with the existing shares of the Company.

Significant Events During The Financial YearOn 16 August 2000, the Company subscribed for a further 1,874,925 shares of RM1 each at par in asubsidiary company, Nanyang Online Sdn. Bhd. This subscription retained the Company’s equity interestin the subsidiary company at 75 percent.

On 26 February 2001, the Company entered into an agreement to acquire a 100 percent equity interestin Asia Times Sdn. Bhd. for a total purchase consideration of RM4,500,000. The proposed acquisition hasyet to be finalised and is subject to the approval of shareholders and the relevant authorities.

DirectorsThe Directors of the Company in office since the date of the last report and at the date of this report are:

Oh Chong Peng (Chairman) (Appointed on 27 July 2001)

Liew Peng Chuen (Managing Director) (Appointed on 28 August 2001)

Yong Ming Sang (Appointed on 27 July 2001, Resigned on 10 September 2001)

YBhg Tan Sri Dato’ William Chek Lin Kwai (Appointed on 27 July 2001, Resigned on 21 August 2001)

YBhg Tan Sri Dato’ Ahmad Sabki bin JahidinYBhg Datuk Henry Chin Poy-WuLeong Tang Chong (Appointed on 28 August 2001)

YBhg Dato’ Lim Beng Choon (Resigned on 31 May 2001)

Dr. Tan Tat Wai (Resigned on 31 May 2001)

YM Tengku Ahmad Faisal bin Tengku Ibrahim (Resigned on 13 June 2001)

YBhg Datuk Roger Tan Kim Hock (Resigned on 17 August 2001)

Wong Ah Lek (Resigned on 17 August 2001)

Kou Yok Liong (Appointed on 16 April 2001, Resigned on 17 August 2001)

In accordance with Article 90 of the Company’s Articles of Association, YBhg Datuk Henry Chin Poy-Wuretires by rotation from the Board at the forthcoming Annual General Meeting and, being eligible,offers himself for re-election.

In accordance with Article 96, Mr Oh Chong Peng, Mr Leong Tang Chong and Mr Liew Peng Chuen retirefrom the Board at the forthcoming Annual General Meeting and, being eligible, offer themselves for re-election.

20


Directors (Contd.)Neither at the end nor at any time during that financial year, did there subsist any arrangement to whichthe Company was a party, whereby Directors might acquire benefits by means of the acquisition ofshares in or debentures of the Company or any other body corporate.

None of the Directors holding office at 30 June 2001 held or dealt in the ordinary shares or options of theCompany or its related companies during the financial year ended 30 June 2001 except as follows:

Interest of WongAh Lek in:

Nanyang PressHoldings Berhad- ordinary shares RM1.00 48,000 95,000 - 143,000- options 335,000 - ( 95,000 ) 240,000

No Director of the Company has since the end of the previous financial year received or become entitledto receive a benefit (other than a benefit included in the aggregate amount of emoluments received ordue and receivable by the Directors shown in the financial statements or the fixed salary of a full-timeemployee of the Company or of a related company) by reason of a contract made by the Company or arelated corporation with the Director or with a firm of which the Director is a member, or with a companyin which the Director has a substantial financial interest.

Executive Share Option Scheme (“ESOS”)The main features of the ESOS are, inter alia, as follows:

1. Eligible executives are those executives who have served the Group for a period of at least one (1)year and have been confirmed in service on the date of offer, and full time executive directors of theCompany whose maximum allowable allotments have been approved by the Company in a generalmeeting.

2. The aggregate number of shares to be issued under the ESOS shall not exceed 10% of the totalissued and paid-up ordinary share capital of the Company for the time being.

3. The ESOS shall be in force for a period of five (5) years commencing from 24 December 1999, subjecthowever to any extension for a further period of five (5) years provided that the requisite approvalshave been obtained for such extension.

4. The option price shall be the average of the mean market quotation of the shares of the Company asquoted on the Kuala Lumpur Stock Exchange for the five (5) market days preceding the date ofoffer, or at the par value of the shares of the Company of RM1, whichever is higher.

NUMBER OF ORDINARY SHARES/NEW SHARES TO BE ISSUEDARISING FROM EXERCISE OF OPTIONS

NOMINAL VALUE AT SOLD/OPTIONS ATPER SHARE 1.7.00 ACQUIRED EXERCISED 30.6.01

21

NUMBER OF UNISSUED ORDINARY SHARES OF RM1EACH UNDER THE ESOS

AT OPTIONS OPTIONS AT1.7.00 LAPSED EXERCISED 30.6.01‘000 ‘000 ‘000 ‘000

Executive Share Option Scheme (“ESOS”) (Contd.)5. A grantee may exercise up to 20% of shares comprised in an option in any one year and the number

of shares to be exercised shall be in multiples of and not less than 1,000 shares provided that if thegrantee’s balance of shares is less than 1,000 shares, the balance of shares must be exercised in asingle tranche.

6. No executive shall be eligible to participate in more than one (1) employees’ share option schemeimplemented by the subsidiaries within the Group.

7. In the event of a takeover offer being made for the Company by a general offer or otherwise andresulting in a change of control (as shall be notified by the Company or the ESOS Committee) andupon such offer becoming or being declared unconditional, a Grantee shall be entitled within sixcalendar months of the date on which such offer becomes or is declared unconditional (within theOption Period) to exercise in whole or in part up to the full extent of the Option remaining unexercised.

The movements in the Company’s unissued ordinary shares under the ESOS during the financial year areas follows:

At option price of RM5.16 1,008 ( 22 ) ( 163 ) 823At option price of RM11.18 36 - - 36

1,044 ( 22 ) ( 163 ) 859

Event Subsequent To Balance Sheet DateSubsequent to the balance sheet date, the issued and paid-up share capital of the Company was furtherincreased from RM61,355,070 to RM61,910,670 by the issue of 555,600 new ordinary shares of RM1 eachat an option price of RM5.16 per ordinary share pursuant to the ESOS of the Company. The new sharesissued rank pari passu with the existing shares of the Company.

Mandatory Take-OverOn 6 June 2001, the Company notified shareholders of a written Notice of Mandatory Take-over Offer("Offer") from RHB Sakura Merchant Bankers Berhad, who was acting on behalf of Huaren ManagementSdn Bhd ("HMSB"), extending a mandatory offer to acquire all the remaining ordinary shares of theCompany shares of RM1.00 each not already held by HMSB and parties acting in concert with HMSBincluding such number of Treasury Shares that might be resold by the Company on the Kuala LumpurStock Exchange ("KLSE") and such number of shares that might be issued within the duration of theOffer pursuant to the exercise of option granted under the Company's Executive Share Option Schemefor a cash consideration of RM5.50 per share. A circular was issued to shareholders on 27 July 2001 inrelation to this matter.

22


Mandatory Take-Over (Contd.)At the close of the Offer on 17 August 2001, HMSB acquired 92.14% in the equity of the Company. HMSBhas advised the Company and the KLSE of its intention to comply with the 25% public shareholdingspread requirement to ensure the continued listing of Nanyang Press Holdings Berhad on the mainboard of KLSE by divesting its holding of the equity of the Company to strategic investors.

Other Statutory Information(a) Before the balance sheet and income statement of the Group and of the Company were made out,

the Directors took reasonable steps:

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

ii) to ensure that all current assets which were unlikely to realise their value as shown in theaccounting records in the ordinary course of business had been written down to an amountwhich they might be expected so to realise.

(b) At the date of this report, the Directors are not aware of any circumstances which would render:

i) the amount written off for bad debts or the amount of the provision for doubtful debts in theGroup and of the Company inadequate to any substantial extent;

ii) the values attributed to current assets in the financial statements of the Group and of theCompany misleading.

(c) At the date of this report, the Directors are not aware of any circumstances which have arisen whichrender adherence to the existing method of valuation of assets or liabilities of the Group and of theCompany misleading or inappropraite.

(d) At the date of this report, the Directors are not aware of any circumtances not otherwise dealt within this report or financial statements of the Group and of the Company which would render anyamount stated in the financial statements misleading.

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

i) any charge on the assets of the Group and of the Company which has arisen since the end of thefinancial year which secures the liabilities of any other person; or

ii) any contingent liability in respect of the Group and of the Company which has arisen since theend of the financial year.

23

Other Statutory Information (Contd.)(f) In the opinion of the Directors:

i) no contingent liability or other liability has become enforceable or is likely to become enforceablewithin the period of twelve months after the end of the financial year which will or may affectthe ability of the Group and of the Company to meet its obligations as and when they fall due;and

ii) no item, transaction or event of a material and unusual nature has arisen in the interval betweenthe end of the financial year and the date of this report which is likely to affect substantially theresults of the operations of the Group and of the Company for the financial year in which thisreport is made.

AuditorsThe auditors, Messrs Ernst & Young, have expressed their willingness to continue in office.

Signed on behalf of the Board in accordance with a resolution of the Directors,

Oh Chong Peng ))) DIRECTORS

YBhg Tan Sri Dato’ )Ahmad Sabki Bin Jahidin )

Kuala Lumpur, Malaysia17 September 2001

24


We, OH CHONG PENG and YBHG TAN SRI DATO' AHMAD SABKI BIN JAHIDIN, being two of the Directorsof NANYANG PRESS HOLDINGS BERHAD, do hereby state that in the opinion of the Directors, the financialstatements set out on pages 25 to 62 are drawn up in accordance with applicable approved accountingstandards so as to give a true and fair view of:

(i) the financial position of the Group and of the Company as at 30 June 2001 and of the results of theGroup and of the Company for the financial year then ended; and

(ii) the cash flows of the Group and of the Company for the financial year ended 30 June 2001.

Signed on behalf of the Board in accordance with a resolution of the Directors,

Oh Chong Peng ))) DIRECTORS

YBhg Tan Sri Dato’ )Ahmad Sabki Bin Jahidin )


I, WEE TEE FATT, being the Officer primarily responsible for the financial management of NANYANGPRESS HOLDINGS BERHAD, do solemnly and sincerely declare that the financial statements set out onpages 25 to 62 are in my opinion correct and I make this solemn declaration conscientiously believing thesame to be true and by virtue of the provisions of the Statutory Declarations Act, 1960.

Subscribed and solemnly declared by the )abovenamed WEE TEE FATT at Kuala Lumpur in ) Wee Tee Fattthe Federal Territory on )17 September 2001 )

Before me,

TEONG KIAN MENGCommissioner for Oaths

s t a t e m e n tby directorsPURSUANT TO SECTION 169 (15) OF THE COMPANIES ACT, 1965

s t a t u t o r ydeclarationPURSUANT TO SECTION 169 (16) OF THE COMPANIES ACT, 1965

25

FIXED ASSETS 3 99,458 96,589 6,392 6,373LONG-TERM INVESTMENTS 4 25,247 25,247 19,787 19,787SUBSIDIARY COMPANIES 5 - - 79,088 77,213ASSOCIATED COMPANY 6 - - - -GOODWILL ON CONSOLIDATION 7 - 904 - -

CURRENT ASSETS

Stocks 8 37,153 15,895 - -Trade debtors 9 49,503 52,140 - -Other debtors 10 23,079 22,303 18,239 17,540Amounts due from

related companies 11 - 54,724 - 22,048Amounts due from

subsidiary companies 12 - - 4,534 852Deposits, cash and bank balances 13 10,770 61,815 669 49,910

120,505 206,877 23,442 90,350

CURRENT LIABILITIES

Trade creditors 22,043 22,657 - -Other creditors 14 19,753 18,231 863 1,361Short-term bank borrowings 15 100,360 101,930 22,500 56,000Amounts due to

subsidiary companies 12 - - 37,864 37,140Taxation 3,376 9,799 - -Proposed dividend - 6,429 - 6,429

145,532 159,046 61,227 100,930

NET CURRENT (LIABILITIES)/ASSETS AT 30 JUNE ( 25,027 ) 47,831 ( 37,785 ) ( 10,580 )

99,678 170,571 67,482 92,793

b a l a n c esheets

AS AT 30 JUNE 2001

GROUP COMPANY2001 2000 2001 2000

NOTES RM’000 RM’000 RM’000 RM’000

26


GROUP COMPANY2001 2000 2001 2000

NOTES RM’000 RM’000 RM’000 RM’000

REPRESENTED BY:

SHARE CAPITAL 16 61,355 61,192 61,355 61,192

RESERVES 17 48,324 95,662 27,069 32,170

TREASURY SHARES 18 ( 20,974 ) ( 13,099 ) ( 20,974 ) ( 13,099 )

88,705 143,755 67,450 80,263

MINORITY INTERESTS 224 128 - -

EMPLOYEES RETIREMENT BENEFITS 19 3,514 3,703 32 30

LONG-TERM LOAN 20 - 12,500 - 12,500

DEFERRED TAXATION 21 7,235 10,485 - -

99,678 170,571 67,482 92,793

NET TANGIBLE ASSETSPER SHARE (SEN) AT 30 JUNE 153 239 116 134

The annexed notes form an integral part of these financial statements.

27

TURNOVER 22 286,682 286,187 60,045 40,144

COST OF SALES ( 184,120 ) ( 155,602 ) - -

GROSS PROFIT 102,562 130,585 60,045 40,144

OTHER OPERATING INCOME 23 2,052 1,840 - -DISTRIBUTION COSTS ( 18,540 ) ( 17,744 ) - -ADMINISTRATIVE COSTS ( 26,464 ) ( 21,427 ) ( 1,471 ) ( 1,847 )OTHER OPERATING COSTS ( 52,271 ) ( 53,593 ) ( 944 ) ( 518 )

( 95,223 ) ( 90,924 ) ( 2,415 ) ( 2,365 )

PROFIT FROM OPERATIONS 7,339 39,661 57,630 37,779INTEREST COSTS ( 5,685 ) ( 6,629 ) ( 5,496 ) ( 8,010 )OPERATING PROFIT BEFORE

EXCEPTIONAL ITEMS 24 1,654 33,032 52,134 29,769EXCEPTIONAL ITEMS 25 ( 3,287 ) ( 1,973 ) ( 1,000 ) ( 1,575 )

(LOSS)/PROFIT BEFORE TAXATION ( 1,633 ) 31,059 51,134 28,194TAXATION 26 ( 1,142 ) ( 9,222 ) ( 11,228 ) ( 1,620 )

(LOSS)/PROFIT AFTER TAXATION ( 2,775 ) 21,837 39,906 26,574MINORITY INTERESTS 444 ( 87 ) - -

(LOSS)/PROFIT FOR THEFINANCIAL YEAR ( 2,331 ) 21,750 39,906 26,574

(LOSS)/EARNINGS PER SHARE (IN SEN)- basic 27 ( 3.9 ) 35.8- fully diluted 27 ( 3.9 ) 35.8

NET DIVIDENDS PER SHARE (IN SEN) 28 78.7 20.6 78.7 20.6


i n c o m estatement

FOR THE FINANCIAL YEAR ENDED 30 JUNE 2001

GROUP COMPANY2001 2000 2001 2000

NOTES RM’000 RM’000 RM’000 RM’000

28


GROUP

At 1 July 1999 as previously reported 60,980 5,834

Prior year adjustment 29 - -

At 1 July 1999 as restated 60,980 5,834

Share options exercised 212 -

Profit for the financial year - -

Dividends 28 - -

Own shares purchased - -

At 30 June 2000 as restated 61,192 5,834

At 30 June 2000 as previously reported 61,192 5,834

Prior year adjustment 29 - -

At 30 June 2000 as restated 61,192 5,834

Share options exercised 163 -

Profit for the financial year - -

Dividends 28 - -

Own shares purchased - -

At 30 June 2001 61,355 5,834


NOTES SHARE REVALUATIONCAPITAL RESERVERM’000 RM’000

s t a t e m e n tof changes in equityFOR THE FINANCIAL YEAR ENDED 30 JUNE 2001

29

343 2,770 - 78,874 - 148,801

- - - ( 2,435 ) - ( 2,435 )

343 2,770 - 76,439 - 146,366

- - 880 - - 1,092

- - - 21,750 - 21,750

- - - ( 12,354 ) - ( 12,354 )

- - - - ( 13,099 ) ( 13,099 )

343 2,770 880 85,835 ( 13,099 ) 143,755

343 2,770 880 87,349 ( 13,099 ) 145,269

- - - ( 1,514 ) - ( 1,514 )

343 2,770 880 85,835 ( 13,099 ) 143,755

- - 678 - - 841

- - - ( 2,331 ) - ( 2,331 )

- - - ( 45,685 ) - ( 45,685 )

- - - - ( 7,875 ) ( 7,875 )

343 2,770 1,558 37,819 ( 20,974 ) 88,705

TREASURY CAPITAL MERGER SHARE RETAINED SHARES TOTAL RESERVE RESERVE PREMIUM PROFIT ACCOUNT RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

30


s t a t e m e n tof changes in equity (Contd.)FOR THE FINANCIAL YEAR ENDED 30 JUNE 2001

COMPANY

At 1 July 1999 as previously reported 60,980

Prior year adjusment 29 -

At 1 July 1999 as restated 60,980

Share option exercised 212

Profit for the financial year -

Dividends 28 -

Own shares purchased -

At 30 June 2000 as restated 61,192

At 30 June 2000 as previously reported 61,192

Prior year adjusment 29 -

At 30 June 2000 as restated 61,192

Share options exercised 163

Profit for the financial year -

Dividends 28 -

Own shares purchased -

At 30 June 2001 61,355


NOTES SHARECAPITALRM’000

31

5,747 343 - 12,974 - 80,044

- - - ( 1,994 ) - ( 1,994 )

5,747 343 - 10,980 - 78,050

- - 880 - - 1,092

- - - 26,574 - 26,574

- - - ( 12,354 ) - ( 12,354 )

- - - - ( 13,099 ) ( 13,099 )

5,747 343 880 25,200 ( 13,099 ) 80,263

5,747 343 880 26,369 ( 13,099 ) 81,432

- - - ( 1,169 ) - ( 1,169 )

5,747 343 880 25,200 ( 13,099 ) 80,263

- - 678 - - 841

- - - 39,906 - 39,906

- - - ( 45,685 ) - ( 45,685 )

- - - - ( 7,875 ) ( 7,875 )

5,747 343 1,558 19,421 ( 20,974 ) 67,450

TREASURY REVALUATION CAPITAL SHARE RETAINED SHARES TOTAL

RESERVE RESERVE PREMIUM PROFIT ACCOUNT RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

32


c a s h f l o wstatementFOR THE FINANCIAL YEAR ENDED 30 JUNE 2001

GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

Cash flow from operating activities

Operating (loss)/profit before taxation ( 1,633 ) 31,059 51,134 28,194

Adjustments for:Depreciation of fixed assets 10,886 10,440 156 118Interest expense 5,683 6,629 5,496 8,010Provision for employees’

retirement benefits 286 754 24 20Provision for doubtful debt 3,000 1,716 - -Dividend income ( 494 ) ( 349 ) ( 54,809 ) ( 32,056 )Interest income ( 5,613 ) ( 7,669 ) ( 4,077 ) ( 6,345 )Loss/(gain) on disposal of fixed assets ( 18 ) ( 309 ) 36 -Loss on disposal of a subsidiary company - 1,575 - -Amortisation of goodwill 47 47 - -Goodwill written off 857 - - -

14,634 12,834 ( 53,174 ) ( 30,253 )

Operating (loss)/profit beforeworking capital changes 13,001 43,893 ( 2,040 ) ( 2,059 )

Changes in working capital:Stocks ( 21,258 ) 7,825 - -Debtors ( 1,139 ) ( 3,570 ) ( 699 ) 717Creditors 1,197 1,531 ( 498 ) 116Subsidiary company balances - - ( 2,958 ) ( 26,512 )Related company balances 54,724 24,842 22,048 56,713

Cash generated from operations 46,525 74,521 15,853 28,975

Interest paid on short termbank borrowings ( 3,744 ) ( 2,682 ) ( 3,558 ) ( 4,066 )

Income taxes paid ( 10,815 ) ( 5,407 ) ( 11,228 ) ( 1,620 )Payment of retirement benefits ( 56 ) ( 37 ) ( 22 ) ( 18 )Contribution to retirement benefits fund ( 352 ) ( 403 ) - -Payments for preliminary and

pre-operating expenses - ( 8 ) - -

Net cash generated fromoperating activities 31,558 65,984 1,045 23,271

33

Cash flow from investing activities

Purchase of treasury shares ( 7,875 ) ( 13,099 ) ( 7,875 ) ( 13,099 )Proceeds from sale of fixed assets 358 1,065 - 49Purchase of fixed assets ( 14,095 ) ( 7,235 ) ( 211 ) ( 3 )Interest received 5,613 7,669 4,077 6,345Dividends received 494 349 54,809 32,056Dividends paid to minority shareholders in

a subsidiary company ( 85 ) ( 54 ) - -Shares subscribed by minority shareholders

in a subsidiary company 625 - - -Proceed from disposal of a subsidiary

company - 1,795 - -Subscription of shares in a subsidiary company - - ( 1,875 ) -

Net cash (used in)/generated frominvesting activities ( 14,965 ) ( 9,510 ) 48,925 25,348

Cash flow from financing activities

Repayment of long-term loan ( 36,000 ) ( 32,500 ) ( 36,000 ) ( 32,500 )Drawdown of short-term loans 32,076 - - 5,000Repayment of short-term loans (10,000 ) ( 3,651 ) ( 10,000 ) -Payment of finance lease creditors ( 17 ) ( 46 ) - -Payment of interest on long-term loan ( 1,938 ) ( 3,944 ) ( 1,938 ) ( 3,944 )Payment of finance lease interest ( 1 ) ( 3 ) - -Dividends paid ( 52,114 ) ( 17,780 ) ( 52,114 ) ( 17,780 )Proceeds from issue of shares 841 1,092 841 1,092

Net cash (used in)/generated fromfinancing activities ( 67,153 ) ( 56,832 ) ( 99,211 ) ( 48,132 )

Net (decrease)/increase in cash andcash equivalents 30 ( 50,560 ) ( 358 ) ( 49,241 ) 487

Cash and cash equivalentsat beginning of year 59,142 59,500 49,910 49,423

Cash and cash equivalentsat end of year 30 8,582 59,142 669 49,910


GROUP COMPANY2001 2000 2001 2000

NOTES RM’000 RM’000 RM’000 RM’000

34


n o t e sto the financial statements30 JUNE 2001

1. Fundamental Accounting ConceptsThe financial statements have been prepared on the going concern basis, notwithstanding that thecurrent liabilities of the Group and of the Company are in excess of the current assets because theultimate holding company has agreed to provide adequate funds for the Company and its subsidiariesto meet their liabilities as and when they fall due.

2. Significant Accounting Policies(a) Basis of Accounting

The financial statements of the Group and of the Company are prepared under the historicalcost convention modified to include the revaluation of certain assets and comply with applicableapproved accounting standards issued by the Malaysian Accounting Standards Board.

(b) Basis of ConsolidationThe Group financial statements incorporate the financial statements of the Company and all itssubsidiaries to 30 June 2001. Subsidiaries of the Group are consolidated either on the acquisitionor merger method of accounting.

i) Under the acquisition method of accounting, the results of subsidiaries acquired or disposedduring the financial year are included from the date of acquisition or up to the date ofdisposal. At the date of acquisition, the fair values of the subsidiaries’ net assets aredetermined and these values are reflected in the Group financial statements.

The difference between the acquisition cost and fair values of the attributable net assets ina subsidiary company acquired is reflected as goodwill or reserve on consolidation asappropriate.

Goodwill on consolidation is amortised over a period of twenty five years. The goodwill iswritten down to its estimated recoverable amounts, if in the opinion of the Directors thereis any indication of impairment.

ii) Under the merger method of accounting, the results of the subsidiaries are included in theconsolidated financial statements on the basis that companies have been combinedthroughout the current and previous financial years.

The excess of the appropriate share in nominal value of the share capital of a subsidiaryover the acquisition cost is taken to merger reserve.

(c) Subsidiary CompaniesInvestment in subsidiary companies is stated at cost. In 1993, the Company revalued its investmentin certain subsidiary companies primarily as a one-off exercise and did not intend to effect achange in the accounting policy to one of revaluation of investments.

Dividend income from subsidiary companies is included in the income statement of the Companywhen declared or proposed.

35

(d) Associated CompanyAssociated company is a company in which a long-term equity interest of between 20 and 50 percent is held and where the Group exercises significant influence through board representation.

Where appropriate, the Group’s share of results of associated company is included in the Groupincome statement and the Group’s share of post-acquisition retained profits and reserves areadded to the cost of investment in associated company in the Group balance sheet.

(e) InvestmentsLong-term investments are stated at cost unless in the opinion of the Directors there has been apermanent decline in value in which case, provision is made for the diminution in value.

Short-term quoted investments are stated at the lower of cost and net realisable value.

Income arising from investments is taken to the income statements as and when received.

(f) DepreciationFixed assets are stated at cost or revaluation less accumulated depreciation.

The Group and the Company applied certain transitional provisions in the standard with regardsto Property, Plant and Equipment, by virtue of which a reporting enterprise which does notadopt a policy of revaluation is allowed to retain revalued amounts on the basis of their previousrevaluations (subject to continuity in depreciation policy and the requirement to write an assetdown to its recoverable amount).

No amortisation is provided for freehold land while leasehold land is amortised over the leaseperiod of between 15 and 80 years. All other assets are depreciated over their estimated usefullives by equal annual installments. The annual rates used are as follows:

Buildings 2%Plant and machinery 5% - 20%Office equipment and furniture and fittings 10% - 20%Motor vehicles 20%Renovation works 10% - 33 1/3%

(g) StocksStocks are stated at lower of cost and net realisable value. Cost is arrived at using the weightedaverage method.

Cost includes the actual cost of materials and incidentals in bringing the stocks into store. Inarriving at net realisable value, due allowance is made for all obsolete and slow moving items.

36


(h) DebtorsKnown bad debts are written off and provision is made for any debt considered to be doubtfulof collection.

(i) Shares RepurchasedThe Company’s shares repurchased are accounted for using the treasury stock method and heldas treasury shares. These shares are measured and carried at the cost of repurchase. These sharesare not revalued for subsequent changes in the fair value or market price. Where such shares arecancelled, their nominal values is eliminated, and the differences between their costs and nominalvalue are accounted for in the share premium accounts and retained profit, as appropriate.

(j) Retirement BenefitsApart from contributions to the statutory Employees’ Provident Fund, the Company and certainof its subsidiaries also provide the following additional retirement benefits to employees;

i) Executive Staff

Prior to 1 June 2001 the Group operates a defined contribution scheme for eligible executiveswhich is administered by the Hume Group Executive Retirement Benefit Fund.

The Group ceased its participation in the Hume Group Executive Retirement Benefit Fundwith effect from 31 May 2001 and all contributions by the Group to 31 May 2001 plusaccrued interest thereon will be shared among the eligible employees and their proportionateshare paid into their Statutory Employee Provident Fund accounts.

The provision for retirement benefits for executive staff in the financial statements for thefinancial year ended 30 June 2001 is based on a revised scheme which has been approved bythe Board.

ii) Non-Executive and Unionised Staff

The Group operates an unfunded defined benefit scheme for eligible employees andprovision is made for all eligible employees based on rates set out in the union agreementfor unionised staff or the Group’s retirement benefit scheme for non-executives.

(k) Deferred TaxationDeferred taxation is provided using the liability method, on all material temporary differencesat balance sheet date between the tax bases of assets and liabilities and their carrying amountsfor financial reporting purposes. Where such temporary diffrerences give rise to net deferredtax benefit, these temporary differences are not accounted for.

37

(l) Income RecognitionRevenue is recognised to the extent that it is probable that the economic benefits will flow tothe Group or the Company and the revenue can be reliably measured.

The following specific recognition criteria is met before revenue is recognised.

Advertising revenue

Revenue is recognised when services are rendered.

Circulation revenue

Circulation revenue comprises sales of newspapers and magazines and is recognised when thenewspapers and magazines are despatched to customers for a consideration.

Dividends

Dividends from investments are recognised in the financial statements when the rights to receivepayment are established.

Interest income, rental income and management fees

Interest income, rental income and management fee income are recognised when the rights toreceive payments are established.

(m) Foreign Currency TransactionsTransactions in foreign currencies are recorded in Ringgit Malaysia at the approximate rates ofexchange ruling at the time of transaction or at contracted rates where applicable. Foreigncurrency assets and liabilities are reported at the exchange rates ruling at balance sheet date.All gains and losses on exchange are included in the income statement.

(n) Cash and Cash EquivalentsCash and cash equivalents comprise cash and bank balances, fixed deposits and short-term highlyliquid investments with maturity of three months or less from the date of acquisition and arereadily convertible into cash with insignificant risk of changes in value, net of outstanding bankoverdrafts.

38


3. Fixed Assets

GROUPCOST/VALUATIONAt 1 July 19,520 1,311 1,748 26,408Additions - - - 6Disposals/write off - - - -Disposal of a subsidiary company - - - -

At 30 June 19,520 1,311 1,748 26,414

ACCUMULATED DEPRECIATIONAt 1 July - 376 245 4,116Charge for the financial year - 104 35 634Disposals/write off - - - -

At 30 June - 480 280 4,750

NET BOOK VALUEAt 30 June 2001 19,520 831 1,468 21,664

At 30 June 2000 19,520 935 1,503 22,292

COMPANYCOST/VALUATIONAt 1 July 3,630 - - 2,590Additions - - - -Disposals - - - -

At 30 June 3,630 - - 2,590

ACCUMULATED DEPRECIATIONAt 1 July - - - 364Charge for the financial year - - - 52Disposals - - - -

At 30 June - - - 416

NET BOOK VALUEAt 30 June 2001 3,630 - - 2,174

At 30 June 2000 3,630 - - 2,226

SHORT-TERM LONG-TERMFREEHOLD LEASEHOLD LEASEHOLD

LAND LAND LAND BUILDINGSRM’000 RM’000 RM’000 RM’000

39

88,053 1,601 23,215 11,124 241 173,221 171,80910,647 478 946 1,936 82 14,095 7,235

( 863 ) ( 146 ) ( 116 ) ( 14 ) - ( 1,139 ) ( 3,343 )- - - - - - ( 2,480 )

97,837 1,933 24,045 13,046 323 186,177 173,221

48,431 1,119 16,934 5,384 27 76,632 68,7796,115 198 2,460 1,313 27 10,886 10,440( 646 ) ( 82 ) ( 59 ) ( 12 ) - ( 799 ) ( 2,587 )

53,900 1,235 19,335 6,685 54 86,719 76,632

43,937 698 4,710 6,361 269 99,458 -

39,622 482 6,281 5,740 214 - 96,589

- 245 390 116 - 6,971 7,087- 163 - 48 - 211 3- - ( 35 ) ( 3 ) - ( 38 ) ( 119 )

- 408 355 161 - 7,144 6,971

- 132 38 64 - 598 550- 82 6 16 - 156 118- - - ( 2 ) - ( 2 ) ( 70 )

- 214 44 78 - 752 598

- 194 311 83 - 6,392 -

- 113 352 52 - - 6,373

PLANTAND MOTOR FURNITURE OFFICE RENOVATION TOTAL

MACHINERY VEHICLES AND FITTINGS EQUIPMENT WORKS 2001 2000RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

40


3. Fixed Assets (Contd.)

GROUPNET BOOK VALUEAt 1 July 19,520 935 1,503 22,292Additions - - - 6Disposals/write off - - - -Disposal of a subsidiary company - - - -Charge for the financial year - ( 104 ) ( 35 ) ( 634 )

At 30 June 19,520 831 1,468 21,664

COMPANYNET BOOK VALUEAt 1 July 3,630 - - 2,226Additions - - - -Disposals - - - -Charge for the financial year - - - ( 52 )

At 30 June 3,630 - - 2,174

SHORT-TERM LONG-TERMFREEHOLD LEASEHOLD LEASEHOLD

LAND LAND LAND BUILDINGSRM’000 RM’000 RM’000 RM’000

41

39,622 482 6,281 5,740 214 96,589 103,03010,647 478 946 1,936 82 14,095 7,235

( 217 ) ( 64 ) ( 57 ) ( 2 ) - ( 340 ) ( 756 )- - - - - - ( 2,480 )

( 6,115 ) ( 198 ) ( 2,460 ) ( 1,313 ) ( 27 ) ( 10,886 ) ( 10,440 )

43,937 698 4,710 6,361 269 99,458 96,589

- 113 352 52 - 6,373 6,537- 163 - 48 - 211 3- - ( 35 ) ( 1 ) - ( 36 ) ( 49 )- ( 82 ) ( 6 ) ( 16 ) - ( 156 ) ( 118 )

- 194 311 83 - 6,392 6,373

PLANTAND MOTOR FURNITURE OFFICE RENOVATION TOTAL

MACHINERY VEHICLES AND FITTINGS EQUIPMENT WORKS 2001 2000RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

42


ACCUMULATED NET BOOKCOST/VALUATION DEPRECIATION VALUE

RM’000 RM’000 RM’000


Analysis of Cost and Accumulated Depreciation:

GROUP - 2001Freehold land 19,520 - 19,520Short-term leasehold land 1,311 ( 480 ) 831Long-term leasehold land 1,748 ( 280 ) 1,468Buildings 26,414 ( 4,750 ) 21,664Plant and machinery 97,837 ( 53,900 ) 43,937Motor vehicles 1,933 ( 1,235 ) 698Furniture and fittings 24,045 ( 19,335 ) 4,710Office equipment 13,046 ( 6,685 ) 6,361Renovation works 323 ( 54 ) 269

186,177 ( 86,719 ) 99,458

GROUP - 2000Freehold land 19,520 - 19,520Short-term leasehold land 1,311 ( 376 ) 935Long-term leasehold land 1,748 ( 245 ) 1,503Buildings 26,408 ( 4,116 ) 22,292Plant and machinery 88,053 ( 48,431 ) 39,622Motor vehicles 1,601 ( 1,119 ) 482Furniture and fittings 23,215 ( 16,934 ) 6,281Office equipment 11,124 ( 5,384 ) 5,740Renovation works 241 ( 27 ) 214

173,221 ( 76,632 ) 96,589

COMPANY - 2001Freehold land 3,630 - 3,630Buildings 2,590 ( 416 ) 2,174Motor vehicles 408 ( 214 ) 194Furniture and fittings 355 ( 44 ) 311Office equipment 161 ( 78 ) 83

7,144 ( 752 ) 6,392

COMPANY - 2000Freehold land 3,630 - 3,630Buildings 2,590 ( 364 ) 2,226Motor vehicles 245 ( 132 ) 113Furniture and fittings 390 ( 38 ) 352Office equipment 116 ( 64 ) 52

6,971 ( 598 ) 6,373

43

ACCUMULATED NET BOOKCOST/VALUATION DEPRECIATION VALUE

RM’000 RM’000 RM’000


Analysis of Cost and Valuation:

GROUP - 2001Freehold land - 19,520 19,520Short-term leasehold land - 1,311 1,311Long-term leasehold land - 1,748 1,748Buildings 19,524 6,890 26,414Plant and machinery 97,837 - 97,837Motor vehicles 1,933 - 1,933Furniture and fittings 24,045 - 24,045Office equipment 13,046 - 13,046Renovation works 323 - 323

156,708 29,469 186,177

GROUP - 2000Freehold land - 19,520 19,520Short-term leasehold land - 1,311 1,311Long-term leasehold land - 1,748 1,748Buildings 19,518 6,890 26,408Plant and machinery 88,053 - 88,053Motor vehicles 1,601 - 1,601Furniture and fittings 23,215 - 23,215Office equipment 11,124 - 11,124Renovation works 241 - 241

143,752 29,469 173,221

COMPANY - 2001Freehold land - 3,630 3,630Buildings - 2,590 2,590Motor vehicles 408 - 408Furniture and fittings 355 - 355Office equipment 161 - 161

924 6,220 7,144

COMPANY - 2000Freehold land - 3,630 3,630Buildings - 2,590 2,590Motor vehicles 245 - 245Furniture and fittings 390 - 390Office equipment 116 - 116

751 6,220 6,971

44


2001 2000RM’000 RM’000

GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

3. Fixed Assets (Contd.)Under the historical cost convention, the net book values of land and buildings at valuation wouldbe as follows:

GROUPFreehold land 13,050 13,050

Short-term leasehold land 788 884

Long-term leasehold land 80 82

Buildings 5,640 5,857

COMPANYFreehold land 2,048 2,048

Buildings 2,356 2,412

The short-term leasehold land refer to leases expiring in 2008, 2039 and 2055.

The land and buildings were revalued by the Directors in 1998 based on independent professionalvaluations on an open market for existing use basis.

As allowed by the transitional provisions of the standards with regards to Property, Plant andEquipment, these assets are stated on the basis of their 1998 valuations.

The rights over a piece of the Group’s long-term leasehold land stated at valuation of RM1,748,000is by way of a Deed of Assignment from the previous owner.

4. Long-Term Investments

Quoted shares in Malaysia 25,247 25,247 19,787 19,787

Market value at 30 June 17,384 26,184 13,167 20,428

Market value at 27 August 2001 21,292 - 15,756 -

The above investments are long term in nature and the Directors are of the opinion that the differencebetween the cost and market value at 30 June 2001 is expected to be temporary.

45

COMPANY2001 2000

RM’000 RM’000

5. Subsidiary Companies

Unquoted shares:At valuation 75,558 75,558At cost 3,530 1,655

79,088 77,213

COUNTRY OFINCORPORATION

EFFECTIVE INTEREST PRINCIPAL ACTIVITIESNAME OFCOMPANY 2001

%2000

%

The principal subsidiaries of the Group are:

Nanyang Siang Malaysia 100 100 Publication of newspapersPau Sdn. Bhd. and magazines

The China Press Malaysia 99.7 99.7 Publication of a dailyBerhad and its newspaper and provisions ofsubsidiary: printing services

- Evening Express Malaysia 99.7 99.7 Non-operatingSdn. Bhd.

Life Publishers Malaysia 100 100 Publication of newspapersBerhad and its and magazinessubsidiaries:

- Lifepap Sdn. Malaysia 100 100 Non-operatingBerhad

- Percetakan Malaysia 100 100 In voluntary liquidationAbadi Sdn. Bhd.

- P&M Marketing Malaysia 100 100 In voluntary liquidationSdn. Berhad

- The Voice Malaysia 100 100 In voluntary liquidationPublicationSdn. Bhd.

CittaBella (Malaysia) Malaysia 51 51 Publication of magazinesSdn. Bhd.

46




%2000

%



%2000

%

5. Subsidiary Companies (Contd.)

Nanyang Promotion Malaysia 100 100 Non-operatingNetwork Sdn. Bhd.

Nanyang Gallery of Malaysia 100 100 Investment holdingArt Sdn. Bhd.

Nanyang (BVI) Ltd. British Virgin 100 100 Investment and trading inIslands securities

Nanyang.com Sdn. Bhd. Malaysia 100 100 Non-operating

Capital Foremost Malaysia 100 100 Non-operatingSdn. Bhd.

Nanyang Online Malaysia 75 75 Provision of internet relatedSdn. Bhd. and electronic commerce

services

The financial statements of Nanyang (BVI) Ltd are not audited by the Company’s auditors, Ernst &Young or its members firms.

6. Associated Company

Details of the associated company are:

Channel K TV Singapore 18.38 18.38 In voluntary liquidationPte. Ltd.

At an Extraordinary General Meeting held on 23 May 1997, the shareholders of Channel K TV Pte.Ltd. approved the voluntary winding up of the company. Full provision for the cost of the Group’sand Company’s investment of RM10,206,000 in the unquoted shares of Channel K TV Pte. Ltd. hasbeen made in the financial statements.

47

GROUP2001 2000

RM’000 RM’000

GROUP2001 2000

RM’000 RM’000

GROUP2001 2000

RM’000 RM’000

7. Goodwill On Consolidation

At 1 July 904 951Amortisation for the financial year ( 47 ) ( 47 )Write down to estimated recoverable amount ( 857 ) -

At 30 June - 904

8. Stocks

At cost:Newsprints 34,908 13,640Others 217 278

35,125 13,918Net realisable valueConsumables 2,028 1,977

37,153 15,895

9. Trade Debtors

Amounts receivable 61,032 62,546Provision for doubtful debts ( 11,529 ) ( 10,406 )

49,503 52,140

48


GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

10. Other Debtors

Consideration due from the purchaser ofa subsidiary company 4,880 5,880 4,880 5,880

Amount owing by director/shareholderof a former subsidiary 1,095 1,095 1,095 1,095

Amount owing by a former subsidiary 10,050 10,100 10,050 10,100Deposit for the purchase of a subsidiary

company 450 - 450 -Prepayment and deposits 3,225 2,539 42 35Other debtors 3,379 2,689 1,722 430

23,079 22,303 18,239 17,540

The Directors have given due consideration to all available information in assessing the recovery ofthe above amounts and are of the opinion that no provision for irrecoverable amount is necessary.

11. Related CompaniesWith effect from 31 May 2001, related companies refer to companies within the Nanyang PressHoldings Berhad Group. Prior to that date, related companies refer to companies within the HongLeong Company (Malaysia) Berhad Group.

The amounts due to and from related companies are unsecured, bear interest at the rate of 1.00%(2000: 1.00%) above the Group’s cost of funds and have no fixed term of repayment.

12. Subsidiary CompaniesThe amounts due to and from subsidiary companies are unsecured, bear interest at rates rangingbetween 4.22% and 7.29% (2000: 2.55% and 8.41%) per annum and have no fixed repayment term.

49

GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

13. Deposits, Cash and Bank Balances

Deposits with licensedfinance companies - 400 - 400

Deposits with licensed banks - 50,376 - 49,476Cash and bank balances 8,582 8,512 669 34

8,582 59,288 669 49,910

Monies held in trustDeposits with licensed banks 1,752 2,173 - -Cash and bank balances 436 354 - -

2,188 2,527 - -

Total 10,770 61,815 669 49,910

Monies held in trust are donations received from the general public for charitable purposes. Thesemonies are kept in separate bank accounts.

14. Other Creditors

Accruals 11,222 8,597 814 933Deposits by agents 3,301 3,458 - -Donation received 2,188 2,527 - -Employees retirement benefits 763 696 - -Others 2,279 2,953 49 428

19,753 18,231 863 1,361

50


GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

15. Short-Term Bank Borrowings

Bankers’ acceptances (unsecured) 68,060 45,784 - -Revolving credits (unsecured) 14,000 20,000 10,000 20,000Bank overdraft (unsecured) - 146 - -

82,060 65,930 10,000 20,000

Short-term loan 5,800 - - -Current portion of long-term loan 12,500 36,000 12,500 36,000

100,360 101,930 22,500 56,000

The bankers’ acceptances bear interest at rates ranging from 0.5% to 0.75% (2000: 0.75% to 1%)above the banks’ annual cost of funds.

The revolving credits bear interest at rates of 1.25% (2000: 1.25%) above the KLIBOR.

The bank overdraft in prior year bears interest of 0.75% above the bank annual base lending rate.

The short-term bank borrowings bear interest at rates ranging from 3.35% to 5.50% per annum.

16. Share Capital

Authorised:Ordinary shares of RM1 each 100,000 100,000 100,000 100,000

Issued and fully paid:Ordinary shares of RM1 each 61,355 61,192 61,355 61,192

During the financial year, the issued and paid-up share capital of the Company was increased fromRM61,192,070 to RM61,355,070 by the issue of 163,000 new ordinary shares of RM1 each at anoption price RM5.16 per ordinary share pursuant to the ESOS of the Company. The new shares issuedrank pari passu with the existing shares of the Company.

The issued and paid-up ordinary share at balance sheet date included 3,359,000 shares held as treasuryshares by the Company. As at 30 June 2001, the number of outstanding shares in issue and fully paidup after the set off of treasury shares is 57,996,070 ordinary shares of RM1 each.

51

GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

17. Reserves

Share premium 1,558 880 1,558 880Revaluation reserve 6,177 6,177 6,090 6,090Merger reserve 2,770 2,770 - -Retained profit 37,819 85,835 19,421 25,200

Total reserves 48,324 95,662 27,069 32,170

The revaluation reserve of the Group represents the net surplus arising from revaluation of land andbuildings.

The revaluation reserve of the Company represents net surplus arising from the revaluation ofinvestments in certain subsidiary companies and land and buildings.

The retained profit of the Company is not available for distribution after taking into account thecarrying amount of the treasury shares held by the Company.

18. Treasury SharesThe shareholders of the Company, by an ordinary resolution passed on 27 October 1999, approvedthe Company’s plan to repurchase its own shares. The Directors of the Company are committed toenhance the value of the Company to its shareholders and believe that the buy back plan can beapplied in the best interest of the Company and its shareholders.

During the financial year, the Company repurchased a total of 1,915,000 of its issued and paid upshares from the open market. The average price paid for the shares repurchased was RM4.11 pershare. The share repurchased was financed by internal funds. The shares repurchased are being heldas treasury shares in accordance with the provisions of Section 67A of the Companies Act, 1965.

At 1 July 2000 1,444 13,099Increase in treasury shares for the financial year 1,915 7,875

At 30 June 2001 3,359 20,974

GROUP/COMPANYNUMBER

OF SHARES AMOUNT000 RM’000

52


18. Treasury Shares(Contd.)The details of the share repurchased during the financial year were as follows:

October 2000 6.20 6.00 6.18 98 606January 2001 4.50 4.50 4.52 6 27February 2001 4.50 4.32 4.50 82 369March 2001 4.20 3.90 4.03 1,200 4,831April 2001 3.96 3.66 3.86 529 2,042

1,915 7,875

GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

19. Employee Retirement Benefits

At 1 July 2000 4,399 4,074 30 28Provision for the financial year 870 765 24 20Overprovision for the financial year ( 584 ) - - -Contribution to retirement benefits fund ( 352 ) ( 403 ) - -Payment during the financial year ( 56 ) ( 37 ) ( 22 ) ( 18 )

At 30 June 2001 4,277 4,399 32 30

Ageing analysis:- Amounts due between the next two

financial years 57 60 - -- Amounts due between the next two

and five financial years 266 238 - -- Amounts due after the next five

financial years 3,191 3,405 32 30

3,514 3,703 32 30

20. Long-Term LoanThe long-term loan is unsecured and bears interest at a rate of 1.5% (2000: 1.75%) above the annualcost of funds of the lender bank.

PRICE PER SHARE (RM) NUMBER OF TOTALMONTH HIGHEST LOWEST AVERAGE SHARES CONSIDERATION

RM RM RM (‘000’) RM’000

53

GROUP2001 2000

RM’000 RM’000

GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

21. Deferred Taxation

At 1 July 10,485 11,350Transferred to income statements ( 3,250 ) ( 865 )

At 30 June 7,235 10,485

The deferred taxation is in respect of capital allowances claimed in excess of depreciation.

The tax effects of timing differences which give rise to deferred tax assets and are therefore notaccounted for are as follows:

Depreciation in excess of capitalallowance claimed ( 73 ) 173 - -

Employee retirement benefits provision ( 1,768 ) ( 1,667 ) ( 32 ) ( 30 )Unabsorbed tax losses ( 3,524 ) ( 2,239 ) - -Provisions ( 373 ) ( 240 ) - -

( 5,365 ) ( 3,733 ) ( 32 ) ( 30 )

22. Turnover

GroupTurnover of the Group comprises advertising and circulation revenue, dividend income frominvestments, income from sale of short-term investments, and the invoiced value of internet relatedand electronic commerce services rendered. Returns and intra-group sales are excluded from turnover.

CompanyTurnover of the Company comprises dividends from investment in subsidiaries and other investments,interest income, rental income and management fees.

54


GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

22. Turnover (Contd.)Analysis of turnover is as follows;

Advertising and circulation revenue 281,573 278,896 - -Interest income 4,203 6,897 4,077 6,945Dividend income from- unquoted share in subsidiary - - 54,452 31,753- share quoted in Malaysia 494 349 357 302Rental income - - 874 874Management services - - 285 230Internet related and eletronic

commerce services 412 - - -Others - 45 - 40

286,682 286,187 60,045 40,144

23. Other Operating Income

Interest income 1,410 772 - -Rental income 49 182 - -Gain on disposal of fixed assets 93 402 - -Sundry income 107 89 - -Others 393 395 - -

2,052 1,840 - -

55

GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

24. Operating Profit Before Exceptional Items

This is arrived at after charging:

Auditors’ remuneration 112 109 20 20Provision for doubtful debts 3,000 1,716 - -Depreciation of fixed assets 10,886 10,440 156 118Interest on:- long-term loan 1,938 3,944 1,938 3,944- short-term borrowings 3,744 2,682 1,853 1,379- finance leases 1 3 - -- loan from subsidiary companies - - 1,705 2,687Rent of land and building 881 754 71 71Rent of plant and machinery 14 16 - -Amortisation of

deferred expenditure - 921 - 825Deferred expenditure written off - 1,514 - 1,169Loss on disposal of fixed assets 75 93 36 -

And crediting:

Bad debts recovered 2 43 - -Gain on foreign exchange 7 10 - -Overprovision of employees retirement

benefits in prior financial years 584 - - -

Employee Information

Staff costs (excluding Directors) 55,233 50,341 1,299 1,346

Number of employees(excludingDirectors) at 30 June 1,696 1,701 13 8

56


GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

GROUP COMPANYEXECUTIVE NON-EXECUTIVE EXECUTIVE NON-EXECUTIVEDIRECTORS DIRECTORS DIRECTORS DIRECTORS

24. Operating Profit Before Exceptional Items (Contd.)

Directors’ emoluments

In respect of Company’s directors:Executive- fees 70 64 40 40- remuneration 870 920 762 920

Non-executive- fees 224 231 193 201

Total 1,164 1,215 995 1,161

In respect of subsidiary companies’directors:

Non-executive- fees 23 29 - -

Directors’ emoluments (No. of directors)

2001Up to 0 to RM50,000 - 6 - 6RM50,001 - RM100,000 - 1 - -RM100,001 - RM150,000 1 - - -RM750,001 - RM800,000 1 - 1 -

2 7 1 6

2000Up to 0 to RM50,000 - 9 - 7RM50,001-RM100,000 - 1 - -RM900,001-RM950,000 - - 1 -RM950,001-RM1,000,000 1 - - -

1 10 1 7

57

GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

25. Exceptional Items

Exceptional items comprisethe following:

Goodwill on consolidation:- amortisation for the financial year 47 47 - -- write off during the financial year 857 - - -Loss on disposal of

a subsidiary company - 1,575 - 1,575Employee termination benefits:- directors 1,380 - 1,000 -- others 1,003 351 - -

3,287 1,973 1,000 1,575

26. Taxation

Malaysian taxation based onresults for the financial year:

Current 3,000 10,415 11,228 1,937

Over provision of current anddeferred taxation in prior financialyears ( 1,858 ) ( 1,193 ) - ( 317 )

1,142 9,222 11,228 1,620

The effective tax rate of the Group for the current and previous financial year is higher than thestatutory rate due to certain expenses incurred but disallowed for taxation purposes.

The effective tax rates of the Company for the current and previous financial year is lower than thestatutory rates due to certain non-taxable income for taxation purposes.

58


GROUP2001 2000

RM’000 RM’000

GROUP/COMPANY2001 2000

DIVIDEND AMOUNT OF DIVIDEND AMOUNT OFPER SHARE DIVIDEND PER SHARE DIVIDENDNET OF TAX NET OF TAX NET OF TAX NET OF TAX

SEN RM’000 SEN RM’000

27. Earning Per ShareThe basic and diluted earnings per share are calculated as follows:

Basic Earnings Per Share

(Loss)/profit for the financial year ( 2,331 ) 21,750

Weighted average number of share outstanding (‘000) 59,215 60,702

Basic (loss)/earnings per share (sen) ( 3.9 ) 35.8

Fully Diluted Earnings Per Share

(Loss)/profit for the financial year ( 2,331 ) 21,750

Weighted average number of share outstanding (‘000) 59,215 60,702- Number of shares under option * 154- Number of shares that would have been issued at fair value * ( 126 )Number of shares used in the calculation

of diluted (loss)/earnings per share 59,215 60,730

Diluted (loss)/earnings per share (sen) ( 3.9 ) 35.8

* These adjustments are not taken into account as they are anti-dilutive.

28. Dividends

Interim dividend of 6% less tax 4.3 2,573 - -Interim dividend of 8% less tax - - 5.8 3,497Interim tax exempt dividend of 4% - - 4.0 2,428Special dividend of 103.27% less tax 74.4 43,122 - -Proposed final dividend of 8% less tax - - 5.8 3,442Proposed final dividend of 5% tax exempt - - 5.0 2,987Overprovision of final dividends

in prior financial year resultingfrom shares repurchased - ( 10 ) - -

78.7 45,685 20.6 12,354

59

GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

29. Prior Year AdjustmentsDuring the financial year, the Group changed its accounting policy on deferred expenditure fromdeferral and amortisation to that of immediate write off as and when incurred in compliance withthe requirements of MASB. This change in policy has been applied retroactively and has the effectof:

(i) decreasing the Group’s (loss)/profit before taxation for the current financial year by RM1,514,000and that of the previous financial year by RM1,514,000.

(ii) increasing the Company’s profit before taxation for the current financial year by RM1,169,000and decreasing that of the previous financial year by RM1,619,000.

The cumulative effect of the policy change decreases retained profit brought forward of the Groupand Company in the current financial year by RM1,514,000 and RM1,169,000 respectively. Comparativefigures have been restated accordingly.

30. Cash and Cash Equivalents at end of Financial YearCash and cash equivalents included in the cash flow statement comprises the following balancesheet amounts:

Short-term deposits 1,752 52,949 - 49,876Cash and bank balances 9,018 8,866 669 34Bank overdraft - ( 146 ) - -

10,770 61,669 669 49,910Less: monies from donation

Short-term deposits ( 1,752 ) ( 2,173 ) - -Cash and bank balances ( 436 ) ( 354 ) - -

( 2,188 ) ( 2,527 ) - -

8,582 59,142 669 49,910

31. Holding CompanyThe immediate holding company is Huaren Management Sdn. Bhd. (HMSB) and the ultimate holdingcompany is Huaren Holdings Sdn. Bhd. Both companies are incorporated in Malaysia. As at 30 June2001, HMSB has a 72.3% equity interests in the Company.

60


GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

32. Significant Related Party TransactionsThere are no transactions with companies in the Huaren Holdings Sdn Bhd Group during the financialyear.

Intra Group Transactions

Transactions with companies in the Nanyang Press Holdings Bhd Group during the financial year areas follow:

Advances from subsidiary companies,net of settlements - - ( 724 ) ( 4,015 )

Advances to subsidiary companies,net of settlements - - 3,682 -

Settlement of advances fromsubsidiary companies - - - 30,527

Interest payable to subsidiarycompanies - - 1,705 2,687

Interest income fromsubsidiary companies - - ( 22 ) ( 185 )

Rental incomefrom a subsidiary company - - ( 874 ) ( 874 )

Rent payable to a subsidiarycompany - - 71 71

Management services incomefrom subsidiary companies - - ( 285 ) ( 230 )

Gross dividendsfrom subsidiary companies - - ( 54,452 ) ( 31,753 )

The Directors of the Company are of the opinion that the above transactions were made in thenormal course of business and at terms mutually agreed between the companies.

61

GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

32. Significant Related Party Transactions (Contd.)

Other related party transactions

With effect from 1 June 2001, the Group and the Company ceased to be members of the HongLeong Company (Malaysia) Berhad (HLMC) Group. The following are transactions with companies inthe HLMC Group during the financial year prior to 1 June 2001.

Repayment received for advancesto related companies of HLMC 54,724 24,842 22,048 56,713

Interest income from HLMC ( 5 ) ( 440 ) ( 5 ) ( 357 )Interest income from a related

company of HLMC ( 4,668 ) ( 6,254 ) ( 3,285 ) ( 5,644 )Management fees payable to

immediate holding company,Hume Industries (Malaysia) Berhad 527 - - -

Management fees payable to HLMC 340 1,129 - -Management fees payable to

a related company of HLMC 634 796 - -Purchases from a company in

which a related company of HLMChas interest 83,277 82,200 - -

Sales to a company in which arelated company has interest of HLMC ( 1,092 ) ( 533 ) - -

Gross dividendsfrom related companies of HLMC ( 494 ) ( 349 ) ( 357 ) ( 302 )

The Directors of the Company are of the opinion that these transactions were made in the ordinarycourse of business and at terms mutually agreed between the companies.

33. Contingent LiabilitiesThere are several libel suits which involve claims against companies in the Group. The outcome andcompensation of these suits, if any, is currently indeterminable.

Unsecured guarantees given to banksfor banking facilities extended to asubsidiary company - - 41 -

62


34. Commitments

(a) Capital expenditure:- approved but not contracted 21,922 21,033 15,232 15,210

(b) On 26 February 2001, the Company entered into a 100% equity interest in Asia Times Sdn Bhdfor a consideration of RM4,500,000. A deposit of 10% amounting to RM450,000 has been paidon account of this acquisition.

(c) The Group has outstanding foreign currency contracts amounting to USD1,781,000 (RM6,752,000)which will expired on 31 October 2001. The contracts are entered into for the Group’s committedpurchases in foreign currencies.

35. Segmental ReportingSegmental reporting is not presented as the activities of the Group are principally the publicationand selling of newspapers and magazines in Malaysia.

36. Event Subsequent to Balance Sheet DateSubsequent to the balance sheet date, the issued and paid-up share capital of the Company wasfurther increased from RM61,355,070 to RM61,910,670 by the issue of 555,600 new ordinary sharesof RM1 each at an option price of RM5.16 per ordinary share pursuant to the ESOS of the Company.The new shares issued rank pari passu with the existing shares of the Company.

GROUP COMPANY2001 2000 2001 2000

RM’000 RM’000 RM’000 RM’000

63

r e p o r tTO THE MEMBERS OF NANYANG PRESS HOLDINGS BERHAD

of the auditors

We have audited the financial statements set out on pages 25 to 62. These financial statements are theresponsibility of the Company's Directors. Our responsibility is to express an opinion on these financialstatements based on our audit.

We conducted our audit in accordance with approved standards on auditing in Malaysia. These standardsrequire that we plan and perform the audit to obtain reasonable assurance about whether the financialstatements are free of material misstatement. An audit includes examining, on a test basis, evidencesupporting the amounts and disclosures in the financial statements. An audit also includes assessing theaccounting principles used and significant estimates made by Directors, as well as evaluating the overalladequancy of the presentation of information in the financial statements. We believe that our auditprovides a reasonable basis for our opinion.

In our opinion:(a) the financial statements have been properly drawn up in accordance with the provisions of the

Companies Act, 1965 and applicable approved accounting standards in Malaysia, so as to give a trueand fair view of:

(i) the financial position of the Group and of the Company as at 30 June 2001 and of the resultsand cash flows of the Group and of the Company for the financial year then ended; and

(ii) the matters required by Section 169 of the Companies Act, 1965 to be dealt with in the financialstatements of the Group and of the Company;

(b) the accounting and other records and the registers required by the Act to be kept by the Companyand by the subsidiary companies for which we have acted as auditors have been properly kept inaccordance with the provisions of the Act.

We have considered the financial statements and the Auditors' Report of a subsidiary company for whichwe have not acted as auditors as indicated in Note 5 to the financial statements, being financial statementswhich are included in the consolidated financial statements.

We are satisfied that the financial statements of the subsidiary companies that have been consolidatedwith the Company's financial statements are in the form and content appropriate and proper for thepurpose of the preparation of the consolidated financial statements and we have received satisfactoryinformation and explanations required by us for those purposes.

The Auditors' Reports on the financial statements of the subsidiary companies are not subject to anyqualification and do not include any comment required to be made under Section 174(3) of the CompaniesAct, 1965.

ERNST & YOUNG AF: 0039Public Accountants

See Huey Beng 1495/03/03(J)Partner


64


Properties And Long-Term Leases Held By The Group AS AT 30 JUNE 2001

Freehold 80, Jalan Riong Land & Building 42,716 26 5,01559100 Kuala Lumpur (3 storey office

block, 3 levelfactory and officeannexe)

Freehold Lot 4173, Land & Building 21,660 10 791Mukim Tebrau (1 storey factory3, Jalan Riang 22/1 with 2 storeyTaman Gembira office block)Tampoi81200 Johor BahruJohor Darul Takzim

Freehold 1, Jalan SS7/2 Land & Building 269,907 7.5 30,82947301 Petaling Jaya (3 storey officeSelangor Darul Ehsan block and single

storey factoryannexe)

Freehold 24, 24A, 24B Land & Building 4,164 26 577Weld Quay (Double storey10300 Pulau Pinang shophouse)

Freehold 224-226 Land & Building 3,474 26 1,049Jalan Sultan Iskandar (5 storey office30000 Ipoh building)Perak Darul Ridzuan

Freehold 7, 7A-B Land & Building 1,783 24 583Jalan Maju (3 storeyTaman Maju Jaya shophouse)80400 Johor BahruJohor Darul Takzim

Freehold 6, Jalan Liku Land & Building 8,099 13 941Off Jalan Bangsar (1 1/2 storey59100 Kuala Lumpur factory)

APPROXIMATEAPPROXIMATE AGE OF NET BOOK

TENURE FULL ADDRESS DESCRIPTION LAND AREA BUILDING VALUE(SQ. FT.) (YEARS) (RM’000)

l i s tof porperties

65

APPROXIMATEAPPROXIMATE AGE OF NET BOOK

TENURE FULL ADDRESS DESCRIPTION LAND AREA BUILDING VALUE(SQ. FT.) (YEARS) (RM’000)

Properties And Long-Term Leases Held By The Group AS AT 30 JUNE 2001 (Cont’d.)

Leasehold 40, Jalan Lima Land & Building 10,968 33 53242 years Off Jalan Chan Sow Lin (4 storey officeexpiring 55200 Kuala Lumpur building)on 2008

Leasehold 11, Persiaran Sri Rapat Land & Building 23,574 18 39260 years Off Jalan Lapangan (1 storey factory )expiring Terbang, Ipohon 2039 Perak Darul Ridzuan

Leasehold 31, Jalan Lima Land & Building 49,048 31 1,15442 years Off Jalan Chan Sow Lin (2 storey officeexpiring 55200 Kuala Lumpur building with aon 2008 single storey

factory annexe)

99 years 57-F, Jalan Tun Ali Land & Building 39,262 26 1,256lease 75300 Melaka (Single storeyexpiring office/storageon 2055 block)

Leasehold 59-1-2, Jalan TMR 2 Land & Building 1,388 5 36499 years Taman Melaka Raya (3 storeyexpiring 75000 Melaka Shophouse)on 2094

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Distribution Schedule Of Shareholders AS AT 30 AUGUST 2001

Less than 1,000 81 8.13 26,825 0.041,000 - 10,000 872 87.55 1,904,273 3.2510,001 - 100,000 35 3.52 974,959 1.67100,001 - less than 5% of issued shares 6 0.60 1,709,800 2.925% and above of issued shares 2 0.20 53,935,813 92.12

996 100.0 58,551,670 100.0

NO. OF NO. OFSIZE OF HOLDINGS SHAREHOLDERS % SHARES %

List of Thirty Largest Shareholders AS AT 30 AUGUST 2001

1. Public Nominees (Tempatan) Sdn Bhd- Pledged Securities Account for Huaren Management Sdn Bhd (PBL) 41,840,902 71.46

2. Public Nominees (Tempatan) Adn Bhd- Huaren Management Sdn Bhd (PBL) 12,094,911 20.66

3. Asia Selatan (M) Sdn Bhd 697,800 1.194. Sea Housing Corporation Sdn Bhd 366,000 0.635. Amanah Raya Berhad

- Tabung Ittikal Arab-Malaysian 283,000 0.486. Malaysia National Insurance Berhad 149,000 0.267. Bee Garden Holdings Sdn Bhd 110,000 0.198. Lee Pek Jeng 104,000 0.189. Lonpac Insurance Bhd 71,000 0.1210. Liao Kuei Hsiang @ June Liao 60,000 0.1011. Universal Trustee (Malaysia) Berhad

- Ronfield Limited 52,000 0.0912. Low Chor Chor 50,000 0.0913. AM Nominees (Tempatan) Sdn Bhd

- Malaysia France Institute Sdn Bhd 49,000 0.0814. Lim Shiu Ho 43,000 0.0715. Menteri Kewangan Malaysia

- Section 29 (SICDA) 42,179 0.0716. Chip Hoe Enterprises Sdn Bhd 39,000 0.0717. PPH Paper Products Holdings Sdn Bhd 36,000 0.0618. RHB Capital Nominees (Tempatan) Sdn Bhd

- Pledged Securities Account for Foo Wan Thot 35,339 0.0619. Raza Sendirian Berhad 35,000 0.0620. Low Tuck Choy 32,000 0.0621. Low Wan Chin 30,000 0.0522. Thye Yeo Enterprises Sdn Bhd 30,000 0.05

NAME OF SHAREHOLDERS NO. OF SHARES %

a n a l y s i sof shareholdings

67

Substantial ShareholdersAccording to the Register of Substantial Shareholders, the substantial shareholders of the Company as at30 August 2001 are as follows :-

1. Huaren Management Sdn Bhd (“HMSB”) 53,935,813 92.122. Huaren Holdings Sdn Bhd (“HHSB”) 53,935,813 * 92.123. Y.B. Dato’ Seri Dr Ling Liong Sik 53,935,813 ** 92.124. Y.B. Dato’ Chua Jui Meng 53,935,813 ** 92.125. Y.B. Dato’ Lim Ah Lek @ Lim Mok Siang 53,935,813 ** 92.126. Y.B. Dato’ Dr Ting Chew Peh 53,935,813 ** 92.127. Public Nominees (Tempatan) Sdn Bhd 53,935,813 # 92.12

* Deemed interest through HMSB

** Deemed interest through HHSB. Y.B. Dato’ Seri Dr Ling Liong Sik, Y.B. Dato’ Chua Jui Meng, Y.B. Dato’ Lim Ah Lek @

Lim Mok Siang and Y.B. Dato’ Dr Ting Chew Peh are joint shareholders of HHSB. They are holding the HHSB shares in trust

for MCA, and that MCA is the beneficial owner of the entire issued and paid-up capital of HHSB

# Held as bare trustee for HMSB



23. Kuala Lumpur City Nominees (Tempatan) Sdn Bhd 27,000 0.05- Pancar Strategi (M) Sdn Bhd

24. PB Securities Nominees (Tempatan) Sdn Bhd 25,000 0.04- Pledged Securities Account for Chang Keng Chiang

25. Low Chee & Sons Sdn Bhd 23,000 0.0426. Chuah Suat Geo 21,000 0.0427. Koh Boon Keat 20,000 0.0328. Koo San Choon 20,000 0.0329. Royal & Sun Alliance Insurance (M) Bhd 20,000 0.0330. Teh Heng Huay 20,000 0.03

56,426,131 96.37

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Selangor

1. Head Office 1, Jln SS7/2 03-76508666 80, Jln Riong 03-22828208 2nd Floor, 1, Jln SS7/2 03-7620211847301 Petaling Jaya 03-78726888 59100 Kuala Lumpur 47301 Petaling Jaya

2. Klang 36, 1st Flr 03-33444543 38B, Lrg Tapah 03-33435977Jln Tiara 4 41400 Klang 03-33436049Bandar Baru Klang41150 Klang

3. Ampang 42A, Jln Wawasan 03-42954226Ampang 2/3Bandar Baru Ampang68000 Ampang

4. Kajang 7A, Jln Tengah 03-87332381 7A, Jln Tengah 03-8737703343000 Kajang 43000 Kajang

NegeriSembilan

5. Seremban 178, Tingkat 1 06-7627250/ 2D, 1st Flr 06-7626316Bgn Ko Chow NS 06-7621716 Jln TemiangJln Tuanku Munawir 70200 Seremban70200 Seremban

6. Bahau 135, Tingkat 1 06-4547417 135, Tingkat 1 06-4548135/Jln Lelayang Jln Lelayang 06-767588272100 Bahau 72100 Bahau

7. Lukut/ 33, 1st Floor 06-6515861 67 PT 5831 06-6515177Port Dickson Tmn Aman Rumah Kedai

Jln Besar Lukut Pasar Baru71010 Port Dickson 71010 Lukut

Port Dickson

8. Nilai 4752A, Jln T/S, 1/9 06-7994255Tmn Semarak71800 Nilai

Melaka

9. Melaka 57-F, Jln Tun Ali 06-2825605/ G Flr, Plaza Seri Kubu 06-2837923/75300 Melaka 06-2825610/ 14, Jln Chay Yan 06-2824717

06-2825613 75000 Melaka

Johor

10. Johor Bahru 7, Jln Maju 07-3332760/ 14A, Jln Maju 07-3314130 14-B, Jln Maju 07-3316150Tmn Maju Jaya 07-3324576 Tmn Maju Jaya Tmn Maju Jaya80250 Johor Bahru 80400 Johor Bahru 80400 Johor Bahru

11. Batu Pahat 32, Room 6 07-4327431 32, Room 9 07-4327242Jln Rahmat Jln Rahmat83000 Batu Pahat 83000 Batu Pahat

12. Segamat 61, 1st Floor 07-9314595 120, 1st Flr 07-9325682Jln Genuang Jln Sia Her Yam85000 Segamat 85000 Segamat

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NANYANG SIANG PAU CHINA PRESS LIFE PUBLISHERS

STATE ADDRESS TEL NO. ADDRESS TEL NO. ADDRESS TEL NO.

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13. Kulai Suite 100, 1st Flr 07-6634079/ Room 100, 1-3 07-6636463Chevron Complex 07-6634080 Chevron ComplexJln Susur Kulai 1 Jln Susur Kulai 1Tmn Seraya Tmn Seraya81000 Kulai 81000 Kulai

14. Muar 123, 1st Flr 06-9510028/ 119-5, 1st Flr 07-9519122Jln Abdullah 06-9510029 Jln Meriam84000 Muar 84000 Muar

15. Kluang F12 07-7713777 F15 07-7711098/91, Jln Wayang Dewan 1, Jln WayangChong Hwa Chong Hwa86000 Kluang 86000 Kluang

16. Pontian 762A, 1st Flr 07-6874627Jln Tais82000 Pontian

17. Tampoi 4, Jln Riang 22/1 07-3355563Tmn Gembira81200 Tampoi

Perak

18. Ipoh 224-226 05-2541246/ 224-226, 2nd Flr 05-2541630/ 224-226, 2nd Flr 05-2557209Jln Sultan Iskandar 05-2541275 Jln Sultan Iskandar 05-2559800 Jln Sultan Iskandar30000 Ipoh 30000 Ipoh 30000 Ipoh

19. Taiping 21, Jln Besar 05-8074782 35, Tingkat 1 05-808482434000 Taiping Jln Pasar

34000 Taiping

20. Teluk Intan 47, 1st Flr 05-6224059 47, 1st Floor 05-6224315Medan Mahkota Medan MahkotaJln Ah Cheong Jln Ah Cheong36000 Teluk Intan 36000 Teluk Intan

21. Kampar 174, Jln Gopeng 05-4652409 143A, Jln Gopeng 05-466956031900 Kampar 31900 Kampar

22. Sg. Siput 1st Flr, 9, Jln Besar 05-598413131100 Sg. Siput (U)

23. Bidor 21, Jln Persatuan 05-434540235500 Bidor

24. Setiawan 12A, Tingkat 1 05-6913308 12A, Tingkat 1 05-6929277Jln Omar Jln Raja OmarTmn Lekir Baru Tmn Lekir Baru32000 Setiawan 32000 Setiawan

25. Parit Buntar 23, Jln Taiping34200 Parit Buntar

Penang

26. Penang 24 & 24A-B 04-2612467/ 425, Tingkat 3 04-2627395 425, 3rd Flr 04-2611775Weld Quay 04-2615141 Leboh Pantai Beach Street10300 Penang 10300 Penang 10300 Penang



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27. Butterworth 9, Jln Kampung 04-3327705/ 2nd Flr, 4474 Jln 04-3243985Benggali 04-3317402 Kampung Benggali12200 Butterworth 12200 Butterworth

28. Bkt 83, 1st Flr 04-5385040 26-1 04-5308197Mertajam Jln Asmara Lrg Usaha Niaga 3

14000 Bkt Mertajam Tmn Usaha Niaga14000 Bkt Mertajam

29. Sg. Jawi 1st Flr, 1308 Mukim 4 04-5828086Jln Besar, Sg. Bakap14200 Sg. Jawi, S P S

Kedah

30. Alor Setar 73-L 04-7312906 73-L, 1st Flr 04-7348481Seberang Jln Putra Seberang Jln Putra05150 Alor Setar 05150 Alor Setar

31. Sg. Petani Bgn KMCRC 04-4224441/2 129-B, Jln Masjid 1 04-42566531, Jln Petri Tmn Pekan Baru08000 Sg. Petani 08000 Sg. Petani

Pahang

32. Kuantan B-324, 1st Flr 09-5664404/ 145, Tingkat 1 09-5150279/Jln Beserah 09-5664417 Jln Bukit Ubi 09-515015025300 Kuantan 25200 Kuantan

33. Mentakab 1, 1st Flr, Jln Temerloh 09-2779063/4 24, 1st Flr, Jln Zabidin 09-2779848Tmn Zabidin 28400 Mentakab28400 Mentakab

34. Raub 37, Bandar Raub 09-3559416 7, 1st Flr 09-3558089Perdana Jln Dato Abdullah27600 Raub 27600 Raub

35. Bentong 83, Jln Loke Yew 09-2224429 83, Jln Loke Yew 09-222705128700 Bentong 28700 Bentong

Terengganu

36. Kuala 137-D, M Flr 09-6223157/ 137-D, M Flr 09-6230757Terengganu Jln Sultan 09-6233920 Jln Sultan

Zainal Abidin Zainal Abidin20000 K. Terengganu 20000 K. Terengganu

Kelantan

37. Kota Bharu 4210-F, 1st Flr 09-7441992/ Tingkat 1 09-7482563Jln Kebun Sultan 09-7444110 Rumah Kedai15350 Kota Bharu Buloh Kubu

385 S, Jln Pintu Pong15000 Kota Bharu

Sarawak

38. Kuching Lot 124, Lrg 5 082-349598Jln Datuk AbangAbdul Rahim93100 Kuching

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I/We

of

being a member of NANYANG PRESS HOLDINGS BERHAD, hereby appoint

of

or failing him/her,

ofor failing him or her, the Chairman of the meeting as my/our proxy to vote for me/us on my/our behalf atthe Forty-fourth Annual General Meeting of the Company to be held at the Parkroyal 10, 2nd Floor,Parkroyal Kuala Lumpur, Jalan Sultan Ismail, 50250 Kuala Lumpur on Thursday, 25 October 2001 at 10.00a.m. and at any adjournment thereof.

My/Our proxy is to vote either on a show of hands or on a poll as indicated below with an “X”:

Resolutions For Against

1. To receive the Financial Statements and Reports

2. To approve the payment of Directors’ fees

3. To re-elect the following as Directors pursuant to the Company’sArticles of Association:

YBhg Datuk Henry Chin Poy-Wu (Article 90)

4. Mr Oh Chong Peng (Article 96)

5. Mr Leong Tang Chong (Article 96)

6. Mr Liew Peng Chuen (Article 96)

7. To re-appoint Messrs Ernst & Young as Auditors and authorise theDirectors to fix their remuneration

8. As special business, to approve the ordinary motion in respect ofthe authority to Directors to issue shares

NUMBER OF SHARES HELD

NOTES:1. If you wish to appoint other person(s) to be your proxy, delete the words “the Chairman of the meeting” and insert the name(s) and address(es) of

the person(s) desired in the space provided.2. If there is no indication as to how you wish your vote(s) to be cast, the proxy will vote or abstain from voting at his/her discretion.3. A proxy may but need not be a member of the Company and the provision of Section 149(1)(b) of the Companies Act, 1965 shall not apply to the

Company.4. A member shall not be entitled to appoint more than two proxies to attend and vote at the same meeting. Where two proxies are appointed, the

proportions of shareholdings to be represented by each proxy must be specified in order for the appointments to be valid.5. In the case where a member is a corporation, this Form of Proxy must be executed under its Common Seal or under the hand of its Attorney.6. All Forms of Proxy must be duly executed and deposited at the Registered Office of the Company at Suite 4024, 4th Floor, President House, Jalan

Sultan Ismail, 50250 Kuala Lumpur not less than 48 hours before the time for holding the meeting or adjourned meeting.

Dated this day of 2001

Signature of Member

f o r mof proxy

Nanyang Press Holdings Berhad (3245-K)

Nanyang-AnnualReport 2001 (415KB)

Documents

Transcript of Nanyang-AnnualReport 2001 (415KB)