Professional Documents
Culture Documents
AR Plusbhd 2004
AR Plusbhd 2004
Directors' Report 70
Statement by Directors 75
Statutory Declaration 75
Report of the Auditors 76
Balance Sheets 77
Income Statements 79
Statements of Changes in Equity 80
Cash Flow Statements 81
Notes to the Financial Statements 83
70
Directors’ Report
The Directors present their annual report together with the audited financial statements of the Group and of the Company for the year
ended 31 December 2004.
Principal Activities
The principal activities of the Company are investment holding and provision of expressway operation services.
Its sole and wholly-owned subsidiary company, Projek Lebuhraya Utara-Selatan Berhad ("PLUS") is involved in the operation and
maintenance of a tolled expressway network comprising the North-South Interurban Toll Expressway, the New Klang Valley Expressway,
and a section of Federal Highway Route 2 between Subang and Klang in Peninsular Malaysia.
Financial Results
Group Company
RM’000 RM’000
Profit before taxation 773,701 393,492
Taxation (5,215) (5,215)
Profit after taxation attributable to shareholders of the Group and of the Company 768,486 388,277
There were no material transfers to or from reserves or provisions during the financial year other than as disclosed in the Statements
of Changes in Equity.
In the opinion of the directors, the results of the operations of the Group and of the Company during the financial year have not been
substantially affected by any item, transaction or event of a material and unusual nature.
Dividends
The amount of dividends paid by the Company since 31 December 2003 were as follows:
2004
RM’000
Final tax exempt dividend for the year ended 31 December 2003 of 3.5 sen per ordinary share
declared on 28 May 2004 and paid on 15 July 2004 175,000
Interim tax exempt dividend for the year ended 31 December 2004 of 3.5 sen per ordinary share
declared on 24 August 2004 and paid on 5 October 2004 175,000
350,000
Directors’ Report 71
Dividends cont’d
At the forthcoming Annual General Meeting, a final tax exempt dividend in respect of the financial year ended 31 December 2004 of 4.0 sen
per ordinary share of RM0.25 each, amounting to a total dividend payable of RM200 million will be proposed for shareholders' approval. The
financial statements for the current financial year do not reflect this proposed dividend. Such dividend if approved by the shareholders, will
be accounted for in shareholders' equity as an appropriation of retained profits in the financial year ending 31 December 2005.
Directors
The names of the Directors of the Company in office since the date of the last report and at the date of this report are:
Neither at the end of the financial year, nor at any time during the year, did there subsist any arrangement to which the Company was a party,
whereby the Directors might acquire benefits by means of acquisition of shares in, or debentures of the Company or any other body corporate,
other than pursuant to or in furtherance of the Employee Equity Scheme ("EES") of its related company, UEM World Berhad in conjunction with
the UEM group wide restructuring scheme to the following director:
Since the end of the previous financial year, no Director has received or become entitled to receive any benefits (other than a benefit included
in the aggregate amount of emoluments received or due and receivable by the Directors as disclosed in the financial statements or the fixed
salary of a full-time employee of the Company) by reason of a contract made by the Company or a related corporation with any Director or
with a firm of which the Director is a member or with a company in which the Director has a substantial financial interest, required to be
disclosed by Section 169(8) of the Companies Act 1965.
72 Directors’ Report
Directors cont’d
According to the register of Directors' shareholdings to be kept under section 134 of the Companies Act, 1965, the interest of Directors in
office at the end of the financial year in shares in the Company and its related corporation during the financial year were as follows:
In accordance with Article 76 of the Company's Articles of Association, Tan Sri Razali bin Ismail and Datuk K. Ravindran s/o C. Kutty Krishnan
retire at the forthcoming Annual General Meeting and being eligible, offer themselves for re-election.
In accordance with Article 83 of the Company's Articles of Association, Dato' Ahmad Pardas bin Senin retires at the forthcoming Annual
General Meeting and being eligible, offers himself for re-election.
Directors’ Report 73
Directors cont’d
In accordance with Section 129(2) of the Companies Act 1965, YM Professor DiRaja Ungku Abdul Aziz bin Ungku Abdul Hamid and Geh Cheng
Hooi, having already attained the age of 70, shall vacate the office of Director of the Company. However, pursuant to Section 129(6), they may
be re-appointed by resolutions passed by a majority of not less than three-fourth of such number of shareholders of the Company entitled to
vote at a general meeting of the Company. The appointment to hold office shall be until the next Annual General Meeting of the Company. The
resolutions to re-appoint them as Directors of the Company will be proposed at the forthcoming Annual General Meeting.
Holding Company
The Directors regard United Engineers (Malaysia) Berhad, a company incorporated in Malaysia which owns 46.2% of the Company's equity as
at 31 December 2004, as the immediate holding company.
(ii) to ensure that any current assets which were unlikely to realise their value as shown in the accounting records in the ordinary course
of business had been written down to an amount which 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) it necessary to write off any debts or the amount of allowance for doubtful debts in the Group and of the Company inadequate to
any substantial extent; and
(ii) the values attributed to current assets in the financial statements of the Group and of the Company misleading.
(c) At the date of this report, the Directors are not aware of any circumstances which have arisen which would render adherence to the
existing method of valuation of assets and liabilities of the Group and of the Company misleading or inappropriate.
(d) At the date of this report, the Directors are not aware of any circumstances not otherwise dealt with in this report or the financial
statements of the Group and of the Company which would render any amount stated in the financial statements misleading.
(ii) any contingent liability in respect of the Group and of the Company which has arisen since the end of the financial year..
74 Directors’ Report
(ii) no item, transaction or event of a material and unusual nature has arisen in the interval between the end of the financial year and the
date of this report which is likely to affect substantially the results of the Group and of the Company for the financial year in which this
report is made.
Significant Events
(i) On 18 February 2004, the Minister of Works announced that the Government of Malaysia ("Government") had approved the
abolition of the Senai toll plaza with effect from 1 March 2004. The Senai toll plaza is a part of the Senai-Johor Bahru Highway
stretching approximately 25 kilometres operated and maintained by PLUS. As a result of the abolition, a compensation amount of
RM331,680,000 is to be made to PLUS by the Government ("Senai Compensation").
(ii) On 14 September 2004, the Government had requested PLUS to undertake the construction of through-traffic between the Ipoh Selatan
toll plaza and the Jelapang toll plaza and the construction of the third lane in respect of certain stretches (collectively referred to as
"Additional Works").
(iii) On 14 September 2004, PLUS received official notification from the Government followed by a letter of undertaking by PLUS dated 6
October 2004 whereby PLUS had agreed, at the request of the Government, to take over the management, operation and maintenance of,
and the collection of toll from vehicles using the Seremban-Port Dickson Highway ("SPDH") as part compensation for the abolition of the
Senai toll plaza. The effective date for the take over of SPDH was 7 October 2004. However, the rights and authorities to be granted by the
Government to PLUS is a temporary arrangement pending the execution of the necessary agreements with regard to settlement of the
Senai Compensation.
PLUS is currently finalising with the Government on the detailed terms of the settlement of Senai Compensation together with the
funding of the Additional Works.
Auditors
The auditors, Ernst & Young, have expressed their willingness to accept reappointment.
TAN SRI DATO' MOHD SHERIFF BIN MOHD KASSIM DATO' IDROSE BIN MOHAMED
We, TAN SRI DATO' MOHD SHERIFF BIN MOHD KASSIM and DATO' IDROSE BIN MOHAMED, being two of the Directors of PLUS EXPRESSWAYS
BERHAD, do hereby state that in the opinion of the Directors, the financial statements set out on pages 77 to 128 are drawn up in accordance
with applicable Approved Accounting Standards in Malaysia and the provisions of the Companies Act 1965 so as to give a true and fair view
of the financial position of the Group and of the Company as at 31 December 2004 and of the results and the cash flows of the Group and of
the Company for the year then ended.
TAN SRI DATO' MOHD SHERIFF BIN MOHD KASSIM DATO' IDROSE BIN MOHAMED
I, MOHD LUTFI BIN MAT LAZIM, the Officer primarily responsible for the financial management of PLUS EXPRESSWAYS BERHAD, do solemnly
and sincerely declare that the financial statements set out on pages 77 to 128 are in my opinion correct, and I make this solemn declaration
conscientiously believing the same to be true, and by virtue of the provisions of the Statutory Declarations Act 1960.
Before me,
SOH AH KAU
Commissioner for Oaths
(No. W315)
76
We have audited the accompanying financial statements set out on pages 77 to 128. These financial statements are the responsibility of the
Company’s Directors. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with applicable Approved Standards on Auditing in Malaysia. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by the Directors, as well as evaluating the overall presentation of the financial
statements. We believe that our audit provides 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 true and fair view of:
(i) the financial position of the Group and of the Company as at 31 December 2004 and of the results and the cash flows of the Group
and of the Company for the year then ended; and
(ii) the matters required by Section 169 of the Companies Act 1965 to be dealt with in the financial statements; and
(b) the accounting and other records and the registers required by the Act to be kept by the Company and by its subsidiary have been
properly kept in accordance with the provisions of the Act.
We are satisfied that the financial statements of the subsidiary company that have been consolidated with the financial statements of the
Company are in form and content appropriate and proper for the purposes of the preparation of the consolidated financial statements and
we have received satisfactory information and explanations required by us for those purposes.
The auditors' report on the financial statements of the subsidiary was not subject to any qualification and did not include any comment
required to be made under Section 174(3) of the Act.
Current Assets
Toll compensation recoverable from
the Government of Malaysia 9 566,284 422,992 – –
Inventories 911 – 911 –
Sundry receivables, deposits and prepayments 10 21,089 26,035 1,444 1,331
Amounts owing from related companies 11 2,623 658 1,112 28
Amount owing from subsidiary company 11 – – 199,702 163,477
Short term investments 12 11,221 1,062 – –
Short term deposits with licensed banks 13 1,354,293 1,244,406 32,904 22,889
Cash and bank balances 13 5,749 6,031 230 232
Current Liabilities
Trade payables 14,851 21,635 – –
Sundry payables and accruals 14 82,674 60,349 14,177 4,121
Amount owing to immediate holding company 11 15,345 10,707 21 70
Amounts owing to related companies 11 42,202 53,206 119 –
Bai Bithaman Ajil Islamic Debt Securities ("BAIDS") 20 300,000 200,000 – –
Taxation 1,469 1,413 1,469 1,413
Company
At 1 January 2003 1,250,000 – – (7,840) 1,242,160
Profit for the year – – – 374,477 374,477
Dividends 32 – – – (175,000) (175,000)
Net cash generated from operating activities 1,180,691 1,158,189 1,217 12,342
Net cash (used in)/generated from investing activities (220,911) (256,984) 358,796 185,778
82 Cash Flow Statements
Net increase in cash and cash equivalents 109,605 320,380 10,013 23,120
Cash and cash equivalents at the beginning of the year 1,250,437 930,057 23,121 1
Cash and cash equivalents at the end of the year (Note 13) 1,360,042 1,250,437 33,134 23,121
Note:
Previously, the Cash Flow Statements for the Group and the Company were prepared under the Indirect Method. For the current financial year,
as allowed under MASB 5, Cash Flow Statements, the Group has adopted the Direct Method in preparing the Cash Flow Statements. Therefore,
the comparative figures have been represented to conform with the current method.
1 Corporate Information
The principal activities of the Company are investment holding and provision of expressway operation services. There have been no
significant changes in the nature of the principal activities during the financial year.
Its sole and wholly-owned subsidiary company, Projek Lebuhraya Utara-Selatan Berhad ("PLUS") is involved in the operation and
maintenance of a tolled expressway network comprising the North-South Interurban Toll Expressway, the New Klang Valley Expressway,
and a section of Federal Highway Route 2 between Subang and Klang in Peninsular Malaysia.
The Company is a public limited liability company, incorporated and domiciled in Malaysia, and is listed on the Main Board of the Bursa
Malaysia Securities Berhad. The registered office of the Company is located at 2nd Floor, Bangunan MCOBA, 42, Jalan Syed Putra, 50460
Kuala Lumpur. The principal place of business is located at Level 12-17, Menara 1, Faber Towers, Jalan Desa Bahagia, Taman Desa, Off Jalan
Klang Lama, 58100 Kuala Lumpur.
The Directors regard United Engineers (Malaysia) Berhad ("UEM"), which is incorporated in Malaysia and owns 46.2% of the Company's
equity as at 31 December 2004, as the immediate holding company. The intermediate holding company is Syarikat Danasaham Sdn Bhd
("Danasaham") and the ultimate holding company is Khazanah Nasional Berhad ("Khazanah"), both of which are incorporated in Malaysia.
Khazanah is wholly-owned by the Minister of Finance Inc., a body corporate which was incorporated under the Minister of Finance
(Incorporation) Act 1967.
On 14 January 2005, Danasaham transferred its entire holding in UEM to Khazanah and ceased to become the intermediate
holding company.
The financial statements were authorised for issue by the Board of Directors in accordance with a resolution of the Directors on
24 February 2005.
Subsequently, UEM and PLUS entered into a Novation Agreement with the Government dated 20 July 1988 whereby, with the approval of
the Government, UEM assigned its rights and transferred its liabilities and obligations under the Concession Agreement to PLUS.
On 8 July 1999, PLUS entered into a Supplemental Concession Agreement ("SCA") with the Government whereby the toll rate structure
was revised and toll revenue sharing arrangements were established between the parties. As a result of the revision in the toll rate
structure the Concession Period was extended for another 12 years to 31 May 2030.
84 Notes to the Financial Statements
(i) increase of Class 1 toll rate by 10% from 11.24 sen/km to 12.36 sen/km, which will be in force from 1 January 2002 until
31 December 2004;
(ii) scheduled increases of Class 1 toll rate by 10% every 3 years thereafter.
The second 10% increase in toll rate was scheduled and came into effect from 1 January 2005 from 12.36sen/km to 13.60sen/km. The new
rates will be applied until 31 December 2007.
Toll rates for other classes of vehicles are determined based on pre-set factors by reference to rates applicable to Class 1 vehicles.
Details of the compensation and set-off arrangement and other relevant matters in relation to PLUS agreeing to the lower toll rate
structures are set out in Note 3, 'Revised Toll Rates, Tax Exempt Status and Toll Compensation Arrangement'.
3 Revised Toll Rates, Tax Exempt Status and Toll Compensation Arrangement
(a) Revised Toll Rate Structures
In consideration of PLUS agreeing to the revised toll rate structures applicable from 1 January 2002 (details of which are set out in Note
2 above) the Government agreed to the following:
(i) to waive PLUS' obligation to pay the interest accrued to 1 January 2002 amounting to RM1,729.22 million on its Government
Support Loan;
(ii) to waive PLUS' obligation to pay interest on the remaining principal amount of RM750 million on the Government Support Loan,
after (i) above; and
(iii) to address the manner in which the Government would discharge its liability in respect of the amount of compensation due that
would arise in each of the remaining Concession Years; such compensation would arise as the new toll rates which took effect
from 1 January 2002 are lower than the toll rates contemplated in the SCA previously entered into; and the arrangements have
been formalised through the SSCA, and in the manner described in (c) below, 'Toll Compensation Arrangements'.
PLUS entered into a Third Supplemental Support Loan Agreement with the Government on 23 May 2002 in connection with the
exemption from the payment of interest on the Government Support Loan, as described in (i) and (ii) above.
Notes to the Financial Statements 85
3 Revised Toll Rates, Tax Exempt Status and Toll Compensation Arrangement cont’d
(b) Tax Exempt Status
Under the Toll Compensation Arrangements, the Government agreed to grant PLUS tax exempt status for a period of five consecutive
years from 2002 to 2006. The exemption applies to PLUS’ ‘Adjusted Income’ from all sources.
Pursuant to the above, the Minister of Finance has, on 25 June 2003, made an order which may be cited as Income Tax (Exemption)
(No. 34) Order 2003 ("Order"), exempting PLUS from payment of income tax in respect of its adjusted income from all sources from the
year of assessment 2002 until the year of assessment 2006.
(ii) deduction for interest that would have been payable to the Government on the Government Support Loan, had the
Government not waived PLUS from its obligation to pay such interest;
(iii) set-off of PLUS' income tax liabilities against such compensation due to PLUS after the deductions referred to in (i) and (ii)
above; and
(iv) set-off of any Toll Sharing Amount due to the Government against the resultant from (iii) above.
Under the SSCA, in any Concession Year after the tax-exempt period, if there is any tax amount owing by PLUS to the Government
after taking into consideration the adjustments referred to in (i), (ii) and (iii) above, PLUS shall pay such tax amount owed by it to the
Government in cash.
The SSCA provides that the payment of such tax amount shall not include any toll sharing to be paid to the Government (if applicable),
which shall continue to be carried forward for utilisation against future toll compensation amounts. Upon expiry of the Concession
Period, any amounts of tax payable and toll sharing amounts which have not been utilised under the compensation arrangements
referred to above are to be paid by PLUS to the Government. However, if there are any amounts due from the Government upon expiry
of the Concession Period, such amounts are to be unconditionally waived by PLUS.
In the event that the Government imposes a toll rate which is lower than the toll rates stated in the SSCA for any Concession Year, the
SSCA provides that the amount of further compensation arising will be paid in full. Notwithstanding such compensation, the other toll
compensation arrangements pursuant to the SSCA will remain in effect.
86 Notes to the Financial Statements
During the financial year, the Group and the Company adopted for the first time MASB 31 on Accounting for Government Grant and
Disclosure of Government Assistance.
The adoption of MASB 31 has not given rise to any adjustments to the opening balances of retained profits of the prior and current
year or to changes in comparatives.
A subsidiary is a company in which the Group has equity interest and where it has power to exercise control over the financial and
operating policies so as to obtain benefits therefrom.
Intragroup transactions, balances and resulting unrealised gains are eliminated on consolidation and the consolidated financial
statements reflect external transactions only. Unrealised losses are eliminated on consolidation unless cannot be recovered.
Where the carrying amount, inclusive of capitalised borrowing costs, if applicable, of an asset exceeds its recoverable amount, such
excess is written down or adjusted for as a provision for impairment, through an appropriate charge to the income statement.
Notes to the Financial Statements 87
Depreciation is provided for on a straight line basis over the estimated useful lives of the property, plant and equipment. The annual
rates of depreciation are as follows:
%
Aircrafts 12
Motor Vehicles 20
Furniture and Fittings 20
Office Equipment 20
Computers 20
Telecommunication System 20
Operation Tools and Equipment 20
Buildings 2
EDE is stated at cost less accumulated amortisation and impairment losses. The policy for the recognition and measurement of
impairment losses is in accordance with Note 4(f).
EDE is amortised over the Concession Period. The amortisation formula applied in the preparation of the financial statements to
arrive at the annual amortisation charge for each financial period is as follows:
Toll revenue for the year X [Net Book Value of EDE + Additions for the year]
[Actual toll revenue for the year +
Projected total toll revenue
for the subsequent years to year 2030]
88 Notes to the Financial Statements
In the previous financial year ended 31 December 2003, PLUS re-assessed the computations applied in arriving at estimates of
accumulated amortisation of EDE, and the following were undertaken:
(I) PLUS re-assessed the useful lives of items classified within EDE, and identified items that were estimated to have useful lives
that would expire before the end of the Concession Period. Whereas these items had previously been amortised within the
total of items classified as EDE, PLUS has re-computed their accumulated amortisation based on the re-estimated useful lives.
(II) The accumulated amortisation of EDE had, to 31 December 2002, been computed as described above. In conjunction with the
re-assessment of accumulated amortisation of EDE, PLUS applied to the remaining amount of EDE (i.e. after re-classification of
assets referred to in (I) above) the proportion of toll revenues based on cumulative toll revenues from the commencement of
the Concession in 1988 to 31 December 2002, as a percentage of total projected toll revenue for the entire Concession Period,
i.e. from 31 May 1988 to 31 May 2030.
(III) PLUS also re-assessed accumulated amortisation amounts that had been accounted for previously for accelerated
amortisation of certain stretches of the Expressways, and, in light of the charges recognised in the income statement for
damages from the Bukit Lanjan rockfall, wrote back the accumulated accelerated amortisation to 31 December 2003.
(IV) Further to the re-assessments described in (I) and (II) above, PLUS also obtained from independent Traffic Consultants a revised
set of traffic volume projections in October 2003, and the base-case projections arising have been used for application in the
accumulated amortisation computations for these financial statements to 31 December 2003.
The effects of the above, which have been incorporated in the financial statements for the year ended 31 December 2003 is
disclosed in Note 27.
%
Software and computers 12.5
Others 10
(f) Impairments
The carrying amounts of the Group's and of the Company's assets and inventories are reviewed at each balance sheet date to
determine whether there is any indication of impairment. If any such indication exists, the asset's recoverable amount is estimated
and an impairment loss is recognised whenever the recoverable amount is less than the carrying amount of the asset. The impairment
loss is recognised in the Income Statement immediately.
All reversals of impairment losses are recognised as income immediately in the Income Statement. An impairment loss is only reversed
to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of
depreciation or amortisation, if no impairment had been recognised.
(g) Taxation
Income tax on the profit or loss for the year comprises current and deferred tax. Current tax is the expected amount of income taxes
payable in respect of the taxable profit for the year and is measured using the tax rates that have been enacted at the balance sheet
date.
Deferred tax is provided for, using the liability method, on temporary differences at the balance sheet date between the tax bases of
assets and liabilities and their carrying amounts in the financial statements. In principle, deferred tax liabilities are recognised for all
taxable temporary differences and deferred tax assets are recognised for all deductible temporary differences, unused tax losses and
unused tax credits to the extent that it is probable that taxable profit will be available against which the deductible temporary
differences, unused tax losses and unused tax credits can be utilised. Deferred tax is not recognised if the temporary difference arises
from goodwill or negative goodwill or from the initial recognition of an asset or liability in a transaction which is not a business
combination and at the time of the transaction, affects neither accounting profit nor taxable profit.
90 Notes to the Financial Statements
The scheme is unfunded and the provision represents full liabilities based on the length of service of the personnel concerned, at
contracted rates.
The Group also contributes to the statutory Employees Provident Fund in accordance with applicable statutory rates.
BAIDS are initially recognised at cost, being the fair value of the consideration received. After initial recognition, the profit element
attributable to the BAIDS in each period is recognised as an expense at a constant rate to the maturity of each series respectively.
Further details of the BAIDS in issue are disclosed in Note 20.
BBA Serial Bonds were initially stated at cost, being the fair value of the consideration received. The profit element on the BBA Serial
Bonds is recognised as an expense and accreted to the principal amount at a constant rate to the maturity of each series respectively.
Further details of BBA Serial Bonds are disclosed in Note 21.
Notes to the Financial Statements 93
Financial instruments are classified as liabilities or equity in accordance with the substance of the respective contractual
arrangements. Interest, dividends, gains and losses relating to a financial instrument classified as a liability, are reported as expense or
income. Distributions to holders of financial instruments classified as equity are charged directly to equity. Financial instruments are
offset when the Group has a legally enforceable right to offset and intends to settle either on a net basis or to realise the asset and
settle the liability simultaneously.
(i) Trade Payables
Trade payables are stated at cost which is the fair value of the consideration to be paid in the future for goods and
services received.
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that
necessarily take a substantial period of time to get ready for their intended use or sale, are capitalised as part of the cost of
those assets, until such time as the assets are substantially ready for their intended use or sale. The amount of borrowing costs
eligible for capitalisation is determined by applying a capitalisation rate which is the weighted average of the borrowing costs
applicable to the Group borrowings that are outstanding during the year, other than borrowings made specifically for the
purpose of obtaining another qualifying asset. For borrowings made specifically for the purpose of obtaining a qualifying asset,
the amount of borrowing cost eligible for capitalisation is the actual borrowing costs incurred on that borrowing during the
period less any investment income on the temporary investment of that borrowing.
All other borrowing costs are recognised as an expense in the income statement in the period in which they are incurred.
5 Concession Assets
Group Group
2004 2003
RM’000 RM’000
Expressway Development Expenditure ("EDE") 8,191,361 8,257,972
Heavy Repairs 419,407 332,889
Other Concession Assets 89,154 84,739
8,699,922 8,675,600
Details of Concession Assets as at 31 December 2004 and 31 December 2003 are as follows:
Expressway Other
Development Heavy Concession 2004
Expenditure Repairs Assets Total
RM’000 RM’000 RM’000 RM’000
Cost
At 1 January 2004 8,931,024 700,699 386,601 10,018,324
Additions 43,929 183,508 21,653 249,090
Written off (Note a) (11,253) (13,150) (1,232) (25,635)
Accumulated Amortisation
At 1 January 2004 673,052 367,810 301,862 1,342,724
Additions 100,156 93,646 16,101 209,903
Written off (Note a) (869) (9,806) (95) (10,770)
Note a:
The net book value of the concession assets in relation to the Senai-Johor Bahru Highway stretching approximately 25km inclusive of the
Senai Toll Plaza was written off during the year as a result of the abolition of the toll plaza.
Notes to the Financial Statements 95
Expressway Other
Development Heavy Concession 2003
Expenditure Repairs Assets Total
RM’000 RM’000 RM’000 RM’000
Cost
At 1 January 2003 9,250,599 568,791 – 9,819,390
Additions 81,806 131,908 – 213,714
Written off (Note b) (14,780) – – (14,780)
Reclassifications (386,601) – 386,601 –
Accumulated Amortisation
At 1 January 2003 872,633 292,710 – 1,165,343
Additions 84,726 75,100 18,657 178,483
Written off (Note b) (1,102) – – (1,102)
Reclassifications (283,205) – 283,205 –
Note b:
The write off was in relation to the Bukit Lanjan rock fall.
96 Notes to the Financial Statements
Furniture, Fittings,
Telecommunication Motor
Group and Office Equipment Aircrafts Vehicles Computers
RM'000 RM'000 RM'000 RM'000
Cost
At 1 January 2004 24,086 13,177 24,044 26,337
Additions 476 26,601 2,212 3,355
Disposals – (8,541) (4,323) –
Written off (46) – – (780)
Reclassification 246 – – –
Accumulated Depreciation
At 1 January 2004 21,888 2,536 15,052 20,731
Charge for the year 731 3,090 2,322 1,964
Disposals – (2,907) (4,323) –
Written off (46) – – (779)
Operation Capital
Tools and Work in
Equipment Buildings Progress Total
RM'000 RM'000 RM'000 RM'000
Furniture, Fittings,
Telecommunication Motor
Group and Office Equipment Aircrafts Vehicles Computers
RM'000 RM'000 RM'000 RM'000
Cost
At 1 January 2003 23,999 8,541 21,289 23,328
Additions 899 4,636 3,836 3,296
Disposals – – (929) –
Written off (812) – (152) (287)
Accumulated Depreciation
At 1 January 2003 20,928 1,181 13,863 19,261
Charge for the year 1,758 1,355 2,246 1,757
Disposals – – (905) –
Written off (798) – (152) (287)
Operation Capital
Tools and Work in
Equipment Buildings Progress Total
RM'000 RM'000 RM'000 RM'000
Accumulated Depreciation
At 1 January 2004 20 163 110 3 – 296
Charge for the year 132 1,295 948 37 – 2,412
Accumulated Depreciation
At 1 January 2003 – – – – – –
Charge for the year 20 163 110 3 – 296
Company Company
2004 2003
RM'000 RM'000
The investment is stated at cost in the Company's financial statements. Cost reflects the nominal value of shares issued by the Company
for the acquisition.
At 1 January 2003 – – –
Recognised in the Income Statement 734 – 734
Group Group
2004 2003
RM'000 RM'000
Toll compensation revenue 579,477 432,535
Less: Accrual for toll sharing (13,193) (9,543)
566,284 422,992
The amount of toll compensation recoverable and the set-off of the toll sharing amount are based on the toll compensation
arrangements as described in Note 3(c).
On 14 January 2005, Danasaham transferred its entire holding in UEM to Khazanah and ceased to become the intermediate
holding company.
The amount owing to the immediate holding company is trade in nature except for RM20,656 (2003: RM70,000) which is non-trade
in nature.
The amount owing to UEM is non-interest bearing. The long-term portion of the amount owing to UEM of RM6,884,880 is payable
only after PLUS has repaid all amounts borrowed from financial institutions and the Government of Malaysia.
The amounts owing from/(to) related companies are trade in nature, non-interest bearing and have no fixed terms of repayment.
106 Notes to the Financial Statements
1,163 1,062 – –
Murabahah Commercial Papers/Medium Term Notes 10,058 – – –
13 Short Term Deposits with Licensed Banks, Cash and Bank Balances
Short term deposits with licensed banks 1,354,293 1,244,406 32,904 22,889
Cash and bank balances 5,749 6,031 230 232
The use of the balances in the subsidiary company, which include the minimum amounts of RM841,430,000 (2003: RM633,302,475) held
under the Finance Service Reserve Account and Maintenance Reserve Account pursuant to the BAIDS agreement, is subject to certain
covenants and restrictions as set out in Note 20 and Note 24.
Notes to the Financial Statements 107
15 Share Capital
16 Capital Reserve
Group Group
2004 2003
Non-distributable: RM'000 RM'000
Capital redemption reserve 10,000 10,000
Share premium 451,138 451,138
461,138 461,138
The Capital Redemption Reserve arose upon the redemption by PLUS of Redeemable Convertible Cumulative Preference Shares in 1999.
Share premium of the Group represents the premium arising from the rights issue and from the conversion of the Redeemable Convertible
Bonds ("RCB") as a result of the Debt Restructuring in 2002.
17 Merger Reserve
The difference between the nominal value of share of the Company issued as consideration and the nominal value of the shares acquired
has been classified as a merger reserve/(deficit).
Notes to the Financial Statements 109
18 Retained Profits
As at 31 December 2004, the subsidiary company has tax exempt profits available for distribution of approximately RM4,039,000,000 (2003:
RM3,978,000,000), subject to the agreement of the Inland Revenue Board.
As at 31 December 2004, the Company has tax credit under Section 108 of the Income Tax Act 1967 amounting to RM4,687,580 (2003:
RM125,250) to frank the payment of dividends out of its retained profits.
110 Notes to the Financial Statements
19 Borrowings
Repayable Repayable
within after
Principal 12 months 12 months
Group RM'000 RM'000 RM'000
31 December 2004/2003
Government Support Loan (interest free) 750,000 – 750,000
Additional Support Loan (interest free) 212,000 – 212,000
962,000 – 962,000
The maturity profile of borrowings is analysed in Note 23, 'Maturity Profile of Bonds and Borrowings'.
The relevant details of the security arrangements are stated in Note 24, 'Security Arrangements of Borrowings and Bonds'.
However, on 23 May 2002, PLUS entered into a Supplemental Additional Support Loan Agreement for, inter alia, the creation of
security for the loan, with such security ranking on a subordinated basis to certain other borrowings of PLUS following completion
of PLUS' Debt Restructuring.
The loan has been fully drawndown and is repayable as one bullet repayment on 2 January 2024.
The relevant details of the security arrangements are stated in Note 24, 'Security Arrangements of Borrowings and Bonds'.
Notes to the Financial Statements 111
4,800,000 5,000,000
The BAIDS are constituted by a Trust Deed dated 23 May 2002 made by PLUS and the Trustee for the holders of the BAIDS.
PLUS issued RM5,100 million of BAIDS on 31 May 2002. The BAIDS are negotiable non-interest bearing secured Primary Bonds together
with non-detachable Secondary Bonds. The Primary Bonds were issued in 15 series, with maturities commencing from 2003 to 2017.
Each series of the BAIDS is divided into a specific number of Primary Bonds in face value of RM1 million each to which shall be attached
an appropriate number of Secondary Bonds, the face value of which represents the semi-annual profit of the bonds. The Secondary Bonds
are redeemable every six months commencing six months after the issue date. The face value of the Secondary Bonds are computed
based on the profit rates specified for each series of the Primary Bonds, i.e. from 3.40% to 7.50% per annum.
The terms of the BAIDS contain various covenants, including the following:
(i) PLUS must maintain a Finance Service Coverage Ratio of at least 2.75 times on each calculation date, being 31 December and 30 June
in each year, or such other date in respect of any calculation required to be made prior to any payment of dividend or distribution, or
any advances;
(ii) PLUS must maintain a Finance Service Reserve Account ("FSRA") at any time during the tenure of the BAIDS which has a minimum
balance equivalent to the next 12 months' finance service due under the BAIDS. The amount therein may be withdrawn to meet any
payment under the BAIDS, provided always that PLUS shall transfer monies into such account within 30 days from such withdrawal to
maintain the minimum balance described above; and
(iii) PLUS must maintain a Maintenance Reserve Account ("MRA") at any time during the tenure of the BAIDS which has a minimum
balance equivalent to the projected capital expenditure of the Expressways to the next twelve months. However, a minimum balance
may be withdrawn to meet any payment of the projected capital expenditure for Expressways, subject always to the condition that
PLUS shall transfer monies into the MRA within 30 days of such withdrawal to maintain the minimum balance described above.
The relevant details of the security arrangements are stated in Note 24, 'Security Arrangements of Borrowings and Bonds'.
The terms of the Trust Deed prescribes that in the event of default, the outstanding amount of the Primary Bonds and the profit element
next due will become immediately due and payable.
112 Notes to the Financial Statements
Group Group
2004 2003
RM'000 RM'000
BBA Serial Bonds 1,148,930 1,148,930
Accreted Profit Element 151,628 74,710
1,300,558 1,223,640
The BBA Serial Bonds are constituted by a Trust Deed dated 11 December 2002 made by PLUS and the Trustee for the holders of the BBA
Serial Bonds.
PLUS issued RM2,260 million nominal value of BBA Serial Bonds on 20 December 2002. The BBA Serial Bonds are negotiable non-interest
bearing secured Bonds in bearer form evidencing a promise by PLUS to pay stated sums on specified dates. The Bonds are issued in 12
series with tenures from 8.5 years to 14 years from the date of issue.
PLUS sold all its rights, benefits and title under the Concession Agreement at the Purchase Price of RM1,149 million and subsequently
repurchased them for RM2,260 million being the aggregate of the Purchase Price and a Profit Margin. The profit margin ranges from 5.75%
to 6.95% per annum and is compounded semi annually.
The relevant details of the security arrangements are stated in Note 24, 'Security Arrangements of Borrowings and Bonds'.
The terms of the Trust Deed prescribes that in the event of default, the nominal amount outstanding of the BBA Serial Bonds, that is the
Asset Sale Price, will become immediately due and payable.
Notes to the Financial Statements 113
22 Deferred Liabilities
Deferred liabilities comprise fees received in advance for future maintenance expenditure to be incurred, in consideration for right-of-way
access granted by PLUS, analysed as follows:
Group Group
2004 2003
RM'000 RM'000
Amounts received in advance 59,146 59,146
Amounts expended (17,314) (15,021)
41,832 44,125
Between Between
Within 1 1 and 2 2 and 5 After 5
Year Years Years Years Total
Note RM'000 RM'000 RM'000 RM'000 RM'000
31 December 2004
Borrowings 19 – – – 962,000 962,000
BAIDS 20 300,000 400,000 1,650,000 2,450,000 4,800,000
BBA Serial Bonds 21 – – – 1,300,558 1,300,558
(b) An assignment (ranking first in point of security) of the rights over the Concession, Construction Guarantees (other than the
Performance Bonds), Construction Contracts and Insurances;
(c) A debenture over the fixed and floating assets of PLUS (other than Security interest already covered under (a) and (b) above,
Support Loan Account, the Performance Bonds, the Performance Bonds Proceeds Account, the Charged Amount and the BBA
Security Account);
(d) An assignment (ranking first in point of security) over PLUS' rights, title and interest in the Additional Project Agreements; and
(e) An assignment (ranking second in point of security after the Government) over the Performance Bonds and Performance Bonds
Proceeds Account.
The Security Trustee shall hold the benefit of the Designated Debt Security for the benefits of the Designated Debts ranking amongst
themselves in the following manner:
(a) ranking first, the BAIDS, Overdraft Facility and Maintenance Bond Facility and the Government Support Loan shall rank pari passu
amongst themselves; and
(b) The security in respect of the FSRA (which forms part of the Additional Project Account mentioned in (a) above) shall rank as
between the Designated Debt as follows:
• ranking first, the BAIDS;
• ranking second, the Overdraft Facility and Maintenance Bond Facility and the Government Support Loan shall rank pari passu
amongst themselves; and
• ranking third, the Additional Support Loan.
Notes to the Financial Statements 115
The BBA Security Account and the Charged Amounts are excluded from the Designated Debt Security and are charged to the
holders of the BBA Serial Bonds.
The Support Loan Account is totally excluded from the Security and is charged to the Government under the Support Loan
Agreement.
The BBA Security Account to receive the Charge Amounts shall be managed by the BBA Serial Bonds Trustee.
The Charged Amounts are the sum not exceeding RM400 million of the positive Cash Flow Proceeds per calendar year in respect of
the period commencing 1 January 2011 to 31 December 2015 and RM260 million in respect of the period from 1 January 2016 to 31
December 2016.
Six months prior to and ending on the date falling 65 days before maturity date of the BBA Serial Bonds (the "Relevant Period"), PLUS
shall determine the excess cash flow of PLUS (other than proceeds from the issuance of new shares by PLUS and excluding the FSRA
and MRA, which are charged to the holders of the BAIDS) at the end of each Relevant Period after providing or payment, as the case
may be, for the following:
(i) for PLUS’ budgeted operating and capital expenditure requirements for the following Relevant Period;
(iii) to the FSRA and MRA during the said Relevant Period;
(iv) in respect of the redemption of BAIDS during the said Relevant Period; and
(v) for any Toll Revenue sharing payable in cash to the Government pursuant to the Concession Agreement in respect of toll revenue
collected for the Relevant Period ending on such date.
116 Notes to the Financial Statements
25 Revenue
The revenue of the Group and of the Company consists of the following:
Group Group Company Company
2004 2003 2004 2003
RM'000 RM'000 RM'000 RM'000
Toll revenue 1,499,387 1,443,003 – –
On 8 July 1999, PLUS entered into a SCA with the Government whereby the toll rate structure was revised and toll revenue sharing
arrangements were established between the parties. As a result of the revision in the toll rate structure the Concession Period was
extended for another 12 years to 31 May 2030. Based on the terms of the SCA, and the toll revenue earned during the year, the
Government is entitled in respect of the Concession Years 2002 to 2008, to 20% of the amount by which the actual toll revenue of PLUS
exceeds the threshold toll revenue as specified in the SCA.
As referred to in Note 3(a), further revised toll rate structures have been imposed through the Second Supplemental Concession
Agreement. The toll compensation revenue is arrived at based on the agreed terms in the SSCA entered into with the Government as
described in Note 3(c).
29 Employee Costs
30 Taxation
Group Group Company Company
2004 2003 2004 2003
RM'000 RM'000 RM'000 RM'000
Income tax:
Malaysian income tax 4,794 1,538 4,794 1,538
(Over)/Under provision in prior years (175) 1,228 (175) –
Deferred tax:
Relating to origination and reversal of temporary differences 525 734 525 734
Under provision in prior years 71 – 71 –
No provision for taxation arises for the subsidiary company, PLUS, as income is not assessed to tax due to the tax exempt status granted,
as described in Note 3(b).
The reconciliation of the tax effects of accounting and taxable income are as follows:
Tax at applicable statutory tax rate of 28% 216,636 205,957 110,178 105,490
Tax effect of expenses that are not deductible in determining
taxable profit 37,931 131,848 141 382
Tax effect of income not subject to tax – – (105,000) (103,600)
(Over)/under provision of income tax expense in prior years (175) 1,228 (175) –
Under provision of deferred tax in prior years 71 – 71 –
Tax effect of tax exemptions (249,248) (335,533) – –
32 Dividends
Tax exempt dividend
Amount Amount per ordinary share
2004 2003 2004 2003
RM'000 RM'000 sen sen
Interim tax exempt dividend for the year ended 31 December 2003
of 3.5 sen per ordinary share declared on 26 August 2003 and
paid on 8 October 2003 – 175,000 – 3.50
At the forthcoming Annual General Meeting, a final tax exempt dividend in respect of the financial year ended 31 December 2004 of 4.0
sen per ordinary share of RM0.25 each, amounting to a total dividend payable of RM200 million will be proposed for shareholders'
approval. The financial statements for the current financial year do not reflect this proposed dividend. Such dividend if approved by the
shareholders, will be accounted for in shareholders' equity as an appropriation of retained profits in the financial year ending 31
December 2005.
Notes to the Financial Statements 121
Project management fees paid/payable to PLB, a subsidiary of UEM World 5,247 4,316 – –
Provision of information technology services by TERAS, a subsidiary of UEM 3,454 3,276 3,141 789
Professional and secretarial fees paid/payable to Abu Talib Shahrom & Zahari,
of which a director of UEM, Abu Talib bin Abdul Rahman (resigned on
30 June 2003), is a partner – 509 – –
34 Capital Commitments
The Group has various other financial instruments such as trade and sundry payables that arise directly from operations, related company
receivables and payables, amount owing from/(to) subsidiary, amount owing to immediate holding company and sundry receivables.
The following disclosures exclude sundry receivables, related company receivables and payables, amount owing from/(to) subsidiary
company, amount owing to immediate holding company and sundry payables.
The Group reviews and agrees policies for managing each of the risks summarised below:
(a) Interest Rate Risk
The Group obtains its external financing through BAIDS, BBA Serial Bonds, the Government Support Loan and the Additional Support
Loan. Whilst the Government Support Loan and the Additional Support Loan are interest-free, the Group’s profit element and profit
margin for BAIDS and BBA Serial Bonds respectively are based on agreed fixed rates.
Information relating to the Group’s interest rates and profit element on borrowings and bonds are disclosed in Notes 19, 20, 21
and 28.
Surplus funds where available are mainly placed with approved licensed banks. The Group is exposed to changes in interest rates that
affect profit elements and interest income from fixed deposits.
Notes to the Financial Statements 125
7,062,558 7,185,640
The weighted average rate on fixed rate financial liabilities applicable is as follows:
Group Group
2004 2003
Weighted average interest rate/profit element (%) 5.31 5.28
Weighted average period for which rate is fixed (years) 12.4 13.4
1,370,100 1,250,437
Note i
Fixed rate financial assets mainly comprise short term deposits placed with licensed banks and Murabahah Commercial
Paper/Medium Term Notes. The short term deposits placed with the licensed banks attracted interest/profit element during the year
at rates ranging from 2.35% to 4.46% (2003: 2.45% to 3.43%) per annum. The maturity dates for short term deposits during the period
range between 1 day to 12 months (2003:1 day to 7 months).
Note ii
Financial assets on which no interest is earned comprise cash and bank balances.
126 Notes to the Financial Statements
The amount recoverable from the Government of Malaysia is not exposed to any credit risk to PLUS other than if there are any
amounts due from the Government upon expiry of the Concession Period in 2030, which will be required to be unconditionally waived
by PLUS, as disclosed in Note 3(c). The credit risk-free character of the amount recoverable from the Government is in view of the toll
compensation arrangements referred to in Note 3(c).
e) Liquidity Risk
The Group's objectives on liquidity are to maintain a balance between meeting debt service obligations and covenants, Expressway
capital and operating expenditure and meeting shareholder distribution expectations.
Undrawn committed facilities available as at 31 December 2004 in respect of the financial liabilities comprise a bank overdraft facility
of RM50 million (2003: RM50 million).
Notes to the Financial Statements 127
The following methods and assumptions are used to estimate the fair values of the following classes of financial instruments:
(i) Cash and Cash Equivalents, Murabahah Commercial Papers/Medium Term Notes, Trade and Other Receivables/Payables
The carrying amounts approximate the fair value due to the relatively short term maturity of these financial instruments.
(iii) Borrowings
• in respect of Borrowings comprising Government Support Loans, at the book value as market terms are not applicable.
• in respect of BAIDS, is estimated by discounting the expected future cash flows using the indicative market rates available for
each of the series.
• in respect of BBA Serial Bonds, is estimated by discounting the expected future cash flows using the indicative market rates
available for each of the series.
128 Notes to the Financial Statements
36 Significant Events
(i) On 18 February 2004, the Minister of Works announced that the Government of Malaysia ("Government") had approved the
abolition of the Senai toll plaza with effect from 1 March 2004. The Senai toll plaza is a part of the Senai-Johor Bahru Highway
stretching approximately 25 kilometres operated and maintained by PLUS. As a result of the abolition, a compensation amount of
RM331,680,000 is to be made to PLUS by the Government ("Senai Compensation").
(ii) On 14 September 2004, the Government had requested PLUS to undertake the construction of through-traffic between the Ipoh
Selatan toll plaza and the Jelapang toll plaza and the construction of the third lane in respect of certain stretches (collectively referred
to as "Additional Works").
(iii) On 14 September 2004, PLUS received official notification from the Government followed by a letter of undertaking by PLUS dated 6
October 2004 whereby PLUS had agreed, at the request of the Government, to take over the management, operation and maintenance
of, and the collection of toll from vehicles using the Seremban-Port Dickson Highway ("SPDH") as part compensation for the abolition
of the Senai toll plaza. The effective date for the take over of SPDH was 7 October 2004. However, the rights and authorities to be
granted by the Government to PLUS is a temporary arrangement pending the execution of the necessary agreements with regard to
settlement of the Senai Compensation.
PLUS is currently finalising with the Government on the detailed terms of the settlement of Senai Compensation together with the
funding of the Additional Works.
37 Segmental Reporting
Segmental reporting is not applicable to the Group on the basis that the revenue of the Group is mainly from expressway toll collections
and toll compensation recoverable from the Government, net of Government toll sharing, as disclosed in Note 25, and the Group
operates principally in Peninsular Malaysia.
38 Comparatives
Previously, the Cash Flow Statements for the Group and the Company were prepared under the Indirect Method. For the current
financial year, as allowed under MASB 5, Cash Flow Statements, the Group has adopted the Direct Method in preparing the Cash Flow
Statements. Therefore, the comparative figures have been represented to conform with the current method.
129
On 28 May 2004, the PLUS Expressways Berhad Group sought approval for a shareholders’ mandate for the PLUS Expressways Berhad Group
to renew and enter into new Recurrent Transactions (as defined in the Circular to Shareholders dated 6 May 2004) in their ordinary course of
business with related parties ("Shareholders Mandate") as defined in Chapter 10 of the Bursa Malaysia Securities Berhad Listing Requirement.
The breakdown of the aggregate value received/receivable or paid/payable for the said Recurrent Transactions made from the date the
Shareholders Mandate came into effect up to 31 December 2004 are as follows:
RM
1 Payment made by PLUS to Teras Teknologi Sdn Bhd and its subsidiaries for upgrading works
and supply of electrical and toll equipment spares. NIL
2 Payment made by PLUS to Projek Penyelenggaraan Lebuhraya Berhad for provision of upgrading works. RM3,595,812.26
3 Payment made by PLUS to UEM Construction Sdn Bhd for provision of upgrading works. RM28,464,349.92
4 Payment made by PLUS to Infrared Advanced Technologies Sdn Bhd for supply of onboard SmartTag
units and relevant accessories by IRAT to PLUS. RM5,340,000.00
5 Payment made by PLUS to Rangkaian Segar Sdn Bhd for provision of encoding services. RM387,500.00
6 Payment made by PLUS to United Services & Automotive Industries Sdn Bhd for car maintenance service. RM56,978.58
7 Payment made by TT dotCom Sdn Bhd, Telekom Malaysia Berhad and Tenaga Nasional Berhad to
PLUS for grant of access by PLUS. NIL
8 Payment made by PLUS Expressways Berhad to United Services & Automotive Industries Sdn Bhd for car
maintenance service. RM124,029.94
9 Payment made by Expressway Lingkaran Tengah Sdn Bhd to PLUS Expressways Berhad for provision of
services and others transactions in relation to or arising from the Operation Service Agreement ("OSA"). RM1,555,100.16
10 Payment made by Linkedua (Malaysia) Berhad to PLUS Expressways Berhad for provision of services and
others transactions in relation to or arising from the OSA. RM2,101,482.24
11 Payment made by Penang Bridge Sdn Bhd to PLUS Expressways Berhad for provision of services and others
transactions in relation to or arising from the OSA. RM1,303,720.00
12 Payment made by PLUS Expressways Berhad to Infrared Advanced Technologies Sdn Bhd for supply of
onboard SmartTag units and relevant accessories by IRAT. NIL
13 Payment made by PLUS Expressways Berhad to Rangkaian Segar Sdn Bhd for provision of encoding services. RM26,000.00
130
1 Teras Teknologi Sdn Bhd ("Teras Teknologi") and its subsidiaries Teras Teknologi is a wholly owned subsidiary of
United Engineers (Malaysia) Berhad ("UEM").
2 Projek Penyelenggaraan Lebuhraya Berhad ("PROPEL") UEM has indirect interest in PROPEL held through
UEM Builders Berhad and UEM World Berhad.
3 UEM Construction Sdn Bhd ("UEM Construction") UEM has indirect interest in UEM Construction held
through UEM Builders Berhad and UEM World Berhad.
6 TT dotCom Sdn Bhd ("TT dotCom") UEM has indirect interest in TT dotCom held through
TIME Engineering Berhad and TIME DotCom Berhad.
7 Telekom Malaysia Berhad ("Telekom") and its subsidiaries Khazanah is a major Shareholder of Telekom.
8 Tenaga Nasional Berhad ("TNB") and its subsidiaries Khazanah is a major Shareholder of TNB.
9 Expressway Lingkaran Tengah Sdn Bhd ("ELITE") ELITE is a wholly owned subsidiary of UEM.
11 Penang Bridge Sdn Bhd ("PBSB") UEM has indirect interest in PBSB held through
UEM Builders Berhad and UEM World Berhad.
131
List of Properties
A summary of the landed properties of the PLUS Expressways Group, valued at approximately RM3.3 million, based on the net book value as
at 31 December 2004 is set out below:
Net Book
Value
Particulars/ Land Area as at 31
Address/ Age of Existing and Acquisition Acquisition December
Description Building Use Tenure Date Value 2004
Geran No. 16214 12 years Residential 195 sqm 28/11/1996 RM195,000 RM172,624
Lot 42936, Mukim Batu Freehold ∆ Revaluation
Daerah Kuala Lumpur done on
State of WP 18/12/2002
14 Jalan 3/38B
Taman SPPK
Segambut KL
Double storey link house
Geran No. 16170 12 years Residential 130 sqm 12/6/1996 RM198,000 RM172,665
Lot 42889, Mukim Batu Freehold ∆ Revaluation
Daerah Kuala Lumpur done on
State of WP 18/12/2002
68 Jalan 3/38B
Taman SPPK
Segambut KL
Double storey intermediate
terrace house
Net Book
Value
Particulars/ Land Area as at 31
Address/ Age of Existing and Acquisition Acquisition December
Description Building Use Tenure Date Value 2004
HSD 113452 PT No. 11539 9 years Residential 1076 sqf 7/12/1995 RM159,495 RM147,266
(formerly HSD 44643 Leasehold ∆ Revaluation
PT 11539) of 99 years done on
Mukim Damansara ending 6/1/2003
State of Selangor 13/4/2089
1303 Blok D
No. 2 Jalan SS7/26
47301 PJ
Apartment unit
HSD 113452 PT No. 11539 9 years Residential 1345 sqf 7/12/1995 RM193,905 RM178,675
(formerly HSD 44643 Leasehold ∆ Revaluation
PT 11539) of 99 years done on
Mukim Damansara ending 25/3/2003
State of Selangor 13/4/2089
1508 Blok D
No. 2 Jalan SS7/26
47301 PJ
Apartment unit
*HSM 6455 PT No. 1451 12 years Residential 121 sqm 1/8/1996 RM225,000 RM199,102
Mukim Damansara Leasehold
Daerah Petaling of 99 years
Negeri Selangor ending
No. 46 Jalan SS7/30 27/9/2091
Taman Kelana Indah
Kelana Jaya
Selangor
Double storey intermediate
terrace house
List of Properties 133
Net Book
Value
Particulars/ Land Area as at 31
Address/ Age of Existing and Acquisition Acquisition December
Description Building Use Tenure Date Value 2004
# HSM 6468 PT No. 1464 12 years Residential 121 sqm 15/4/1997 RM230,000 RM203,538
Mukim Damansara Leasehold
Daerah Petaling of 99 years
Negeri Selangor ending
No. 72 Jalan SS7/30 27/9/2091
Taman Kelana Indah
Kelana Jaya,
Selangor
Double storey terrace house
*HSM 14638 PT No. 21123 10 years Residential 130 sqm 26/12/1995 RM198,000 RM169,548
PM 620 Leasehold
Lot No. 31838 of 99 years
Mukim Kapar, Daerah Klang ending
State of Selangor 8/5/2093
No. 53 Jalan Mahkota 2
Bandar Baru Klang
Selangor
Double storey intermediate
terrace house
134 List of Properties
Net Book
Value
Particulars/ Land Area as at 31
Address/ Age of Existing and Acquisition Acquisition December
Description Building Use Tenure Date Value 2004
Net Book
Value
Particulars/ Land Area as at 31
Address/ Age of Existing and Acquisition Acquisition December
Description Building Use Tenure Date Value 2004
*HSM 20932 PT No. 15370 11 years Residential 1,430 sqf 5/1/1996 RM212,040 RM187,629
Lot 44173 Leasehold
Mukim and District ending
of Petaling 31/3/2092
State of Selangor
No. 39 Jalan SR6/4
Taman Kuda Emas
Serdang Raya
Section 6, Selangor
Double storey terrace house
136 List of Properties
Net Book
Value
Particulars/ Land Area as at 31
Address/ Age of Existing and Acquisition Acquisition December
Description Building Use Tenure Date Value 2004
*HSM 20931 PT No. 15369 11 years Residential 1,430 sqf 5/1/1996 RM212,040 RM187,629
Lot 44172 Leasehold
Mukim and District ending
of Petaling 31/3/2092
State of Selangor
No. 41 Jalan SR6/4
Taman Kuda Emas
Serdang Raya
Section 6, Selangor
Double storey terrace house
*HSM 20930 PT No. 15368 11 years Residential 1,430 sqf 5/1/1996 RM212,040 RM187,629
Lot 44171 Leasehold
Mukim and District ending
of Petaling 31/3/2092
State of Selangor
No. 43 Jalan SR6/4
Taman Kuda Emas
Serdang Raya
Section 6
Selangor
Double storey terrace house
# HSD 116090 PTD No. 32590 19 years Residential 155.33 sqm 1/11/1996 RM142,800 RM123,814
Mukim Pulai Freehold
District of JB (Bumiputra
State of Johor restricted)
No. 33 Jalan Rawa 21
Taman Perling JB
Single storey terrace house
List of Properties 137
Net Book
Value
Particulars/ Land Area as at 31
Address/ Age of Existing and Acquisition Acquisition December
Description Building Use Tenure Date Value 2004
# HSD 116091 PTD No. 32591 19 years Residential 155.33 sqm 1/11/1996 RM142,800 RM123,814
Mukim Pulai Freehold
District of JB (Bumiputra
State of Johor restricted)
No. 35 Jalan Rawa 21
Taman Perling JB
Single storey terrace house
# HSD 126310 PTD No. 29026 7 years Residential 1,540 sqf 29/8/1996 RM108,800 RM95,665
Mukim Senai-Kulai Freehold
District of JB (Bumiputra
State of Johor restricted)
No. 1443 Jalan 1/10
Taman Senai Utama
Single storey terrace house
* Registered under Abu Talib bin Abdul Rahman (Projek Lebuhraya Utara-Selatan Berhad ’s former Company Secretary) and held on
trust for Projek Lebuhraya Utara-Selatan Berhad.
# Registered under Ikmal Hijaz Hashim (Projek Lebuhraya Utara-Selatan Berhad’s past Managing Director) and held on trust for Projek
Lebuhraya Utara-Selatan Berhad.
∆ Revaluation was done on the property by the Stamp Duty office/valuation office for the purpose of determining the stamp duty for
the transfer document.
The aforesaid properties provide accommodation to staff of Projek Lebuhraya Utara-Selatan Berhad who work at the toll plazas along the
expressways. Projek Lebuhraya Utara-Selatan Berhad is currently in the process of transferring the registered ownership of those properties
registered under the name of its former Company Secretary or its past Managing Director to Projek Lebuhraya Utara-Selatan Berhad.
138
Substantial Shareholders as per the Register of Substantial Shareholders, excluding bare trustees:
Note:
a
Deemed interested by virtue of being the holding company of United Engineers (Malaysia) Berhad
Analysis of Shareholdings 139
Directors Direct and Indirect Interest in the Company and Its Related Corporations as per the Register of Directors
Million Shares RM
9 2.9
8 2.8
7 2.7
6 2.6
5 2.5
4 2.4
3 2.3
2 2.2
1 2.1
0 2.0
2 Jan
30 Jan
27 Feb
31 Mac
30 Apr
31 May
30 June
30 July
30 Aug
30 Sept
29 Oct
30 Nov
31 Dec
Volume
Closing
Share Performance Charts 143
20
15
10
0
2 Jan
30 Jan
27 Feb
31 Mac
30 Apr
31 May
30 June
30 July
30 Aug
30 Sept
29 Oct
30 Nov
31 Dec
-5
-10
-15
I/We
(PLEASE USE BLOCK LETTERS) No. of Ordinary Shares Held
of (full address)
being a member/members of PLUS EXPRESSWAYS BERHAD, hereby appoint CDS Account No.
of
or failing him, the Chairman of the Meeting as my/our proxy to vote for me/us and on my/our behalf at the Third Annual General Meeting
of the Company to be held at Dewan Tun Dr. Ismail, Level 2, Putra World Trade Centre, 41, Jalan Tun Ismail 50480, Kuala Lumpur on
Wednesday, 18 May 2005 at 9.30 am.
2 To be valid, this original form of proxy duly completed must be deposited at the Share Registrar's office, Symphony
Share Registrars Sdn Bhd (formerly known as Malaysian Share Registration Services Sdn Bhd), Level 26, Menara Multi-
Purpose, Capital Square, No. 8, Jalan Munshi Abdullah, 50100 Kuala Lumpur not less than 48 hours before the time of
holding the Meeting.
3 The instrument appointing a proxy shall be in writing under the hand of the appointor or his attorney duly authorised
in writing or if such appointor is a corporation, under its common seal or under the hand of its attorney.
4 A member shall not be entitled to appoint more than ten (10) proxies to attend and vote at the same
meeting. Where a member appoints more than one (1) proxy, the appointment shall be invalid unless
he specifies the proportion of his shareholding to be represented by each proxy. Each proxy appointed
shall represent a minimum of 1,000 shares.
5 If this form of proxy is returned without any indication as to how the proxy shall vote, the proxy will vote or abstain
as he deems fit.
6 If no name is inserted in the space provided for the name of your proxy, the Chairman of the Meeting will act as
your proxy.
Complete this form where applicable, place in envelope and post to:
Share Registrar's office, Symphony Share Registrars Sdn Bhd (formerly known as Malaysian Share Registration
Services Sdn Bhd), Level 26, Menara Multi-Purpose, Capital Square, No. 8, Jalan Munshi Abdullah, 50100 Kuala Lumpur