listing requirements compliance information

Transcription

1 272 LPI Capital Bhd ANNUAL REPORT 2011 BURSA SECURITIES listing requirements compliance information The information set out below is disclosed in compliance with the Listing Requirements of Bursa Malaysia Securities Berhad ( Bursa Securities ). (i) Utilisation of Proceeds Raised from Corporate Proposals There were no proceeds raised from corporate proposal. Disclosed in accordance with Appendix 9C, Part A, item 13 of the Listing Requirements of Bursa Securities. (ii) Share Buy-Back LPI did not make any proposal for share buy-back during the financial year ended 31 December As at 31 December 2011, a total of 1,014,600 LPI Shares were held as treasury shares in accordance with Section 67A Subsection (3A)(b) of the Companies Act, None of the treasury shares held were re-sold or cancelled during the financial year. Disclosed in accordance with Appendix 12D and Paragraph of the Listing Requirements of Bursa Securities. (iii) Options or Convertible Securities LPI has not issued any options or convertible securities during the financial year ended 31 December Disclosed in accordance with Appendix 9C, Part A, item 15 of the Listing Requirements of Bursa Securities. (iv) Sanctions and/ or Penalties There were no sanctions and/ or penalties imposed on LPI and its subsidiary company ( LPI Group ), directors or management by the relevant regulatory bodies during the financial year. Disclosed in accordance with Appendix 9C, Part A, item 17 of the Listing Requirements of Bursa Securities. (v) Non-audit Fees The amount of non-audit fees paid to external auditors by the LPI Group for the financial year amounted to RM65,000. Disclosed in accordance with Appendix 9C, Part A, item 18 of the Listing Requirements of Bursa Securities. (vi) Variation in Results There was no profit forecast issued by the LPI Group during the financial year. Disclosed in accordance with Appendix 9C, Part A, item 19 of the Listing Requirements of Bursa Securities.

2 enhancing values BURSA SECURITIES listing requirements compliance information (cont d) 273 (vii) Profit Guarantee There were no profit guarantees given by the LPI Group during the financial year. Disclosed in accordance with Appendix 9C, Part A, item 20 of the Listing Requirements of Bursa Securities. (viii) Material Contracts There were no material contracts entered into by the LPI Group involving directors and major shareholders interests either still subsisting at the end of the financial year ended 31 December 2011 or entered into since the end of the previous financial year. Disclosed in accordance with Appendix 9C, Part A, item 21 of the Listing Requirements of Bursa Securities. (ix) Directors Training and Education All directors of LPI attended numerous trainings during the financial year ended 31 December 2011 and the details of trainings are disclosed in the Corporate Governance Statement: Directors Training and Education on pages 77 to 78 of this Annual Report. Disclosed in accordance with Appendix 9C, Part A, item 28 and Paragraph of the Listing Requirements of Bursa Securities. (x) Recurrent Related Party Transactions The recurrent related party transactions entered into by the LPI Group qualified as exempted transactions as defined under Paragraph 10.08(11)(e) and Paragraph 10.09(2)(b), Part E of Chapter 10 of the Listing Requirements of Bursa Securities. Disclosed in accordance with Paragraph 10.09(2)(b) of the Listing Requirements of Bursa Securities.

3 LPI Capital Bhd ANNUAL REPORT MALAYSIAN ECONOMY: review and outlook I. GLOBAL PERSPECTIVE: Global activity saw a twin speed world in Most advanced economies continued to face headwinds from weak labour and sluggish housing markets and stresses in private and public balance sheets. The crisis in the European Union ( EU ) deepened and spread from small countries such as Greece and Portugal to larger countries such as Spain and Italy. The crisis triggered rating downgrades for economies such as Italy, Spain and Portugal. Political unrest in the Middle East and North Africa region, which drove up global oil prices, and the earthquake and tsunami in Japan had negatively affected global growth in The International Monetary Fund ( IMF ) projected global growth to slow to 4% in In view of the sluggish economic activity, major central banks in most advanced economies have maintained their loose policy conditions. The US Federal Reserve has kept its federal funds rate unchanged at 0% to 0.25% and anticipated that the weak economic conditions are likely to warrant exceptionally low levels for the federal funds rate through mid The Bank of Japan has kept its key rate low at around 0% to 0.1%. In the euro area, the European Central Bank cut its main refinancing rate to 1% in December In Emerging Asia, growth has remained resilient. Activity in Emerging Asia weakened only modestly. However, domestic demand remained strong and several commodity-exporting countries benefited from the rise in commodity prices through mid II. MALAYSIAN ECONOMY: REVIEW The performance of the Malaysian economy in 2011 was respectable. The Malaysian economy continued to sustain its strong fundamentals, amidst support from accommodative fiscal and monetary policies. For 2011, the economy is expected to grow by 5% to 5.5%. In the third quarter of 2011, Malaysia s Gross Domestic Product ( GDP ) growth accelerated to 5.8% due to stronger domestic demand (Table 1). The strong domestic demand was driven by higher household and business spending, and implementation of public sector projects. On the supply side, growth in most economic sectors strengthened in the third quarter of 2011, led by the services and manufacturing sectors (Table 2). Growth in the manufacturing sector was spurred by higher activity in domestic-oriented industries. Table 1 Malaysia: Real GDP by Expenditure Components, (at constant 2000 prices) % Annual Change Q 2Q 3Q Aggregate Domestic Demand Consumption Private sector Public sector Gross Fixed Capital Formation Exports of Goods and Services Imports of Goods and Services GDP Source: Department of Statistics, Malaysia, Gross Domestic Product, Third Quarter Table 2 Malaysia: Real GDP by Economic Activity, (at constant 2000 prices) % Annual Change Q 2Q 3Q Agriculture Mining Manufacturing Construction Services GDP Source: Department of Statistics, Malaysia, Gross Domestic Product, Third Quarter 2011.

4 enhancing values MALAYSIAN ECONOMY: review and outlook (cont d) 275 Inflation remained manageable in Headline inflation peaked at 3.5% in June 2011 (Graph 1). The labour market conditions remained stable with the unemployment rate sustained at 3% in October 2011 (Graph 2). Graph 1 Malaysia: Headline Inflation, 2011 % change, y-o-y Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Source: Department of Statistics, Malaysia, Consumer Price Index, various issues. Graph 2 Malaysia: Unemployment Rate, 2011 Banking System The strength of the Malaysian economy lies in its strong banking system. The banking system remained wellcapitalised with low levels of impaired loans and strong liquidity buffers in The risk-weighted capital ratio and the core capital ratio of the banking system were healthy at 14.8% and 12.7%, respectively in November 2011 (Graph 3). Net impaired loans ratio remained low at 1.9% (Graph 4). The liquidity in the banking system was ample with the loan-to-deposit ratio sustained at 78.4% at end-november 2011 (Graph 5). Bank credit to households and businesses expanded healthily with annual total loan growth sustained at 12.8% in November 2011 (Graph 6). The banking system continued to tap on stable retail deposits to fund their lending business. Annual deposit growth was at 11.7% in November 2011 (Graph 7). Graph 3 Banking System: Capital Strength, RWCR Core Capital Ratio % of labour force % Jan Feb Mar Apr May Jun Jul Aug Sep Oct 10 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Source: Department of Statistics, Malaysia, Principal Statistics of Labour Force, October Source: Bank Negara Malaysia, Monthly Statistical Bulletin, various issues. Graph 4 Banking System: Net Impaired Loans Ratio, % Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Source: Bank Negara Malaysia, Monthly Statistical Bulletin, November 2011.

5 LPI Capital Bhd ANNUAL REPORT MALAYSIAN ECONOMY: review and outlook (cont d) Graph 5 Banking System: Loan-Deposit Ratio, 2011 % Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Source: Bank Negara Malaysia, Monthly Statistical Bulletin, November Graph 6 Banking System: Loan Growth, 2011 Insurance and Takaful Sector The insurance and takaful sector remained resilient with a strong capital adequacy ratio of 221.1% and excess capital of RM18.6 billion in the third quarter of During the quarter, the life insurance and family takaful businesses recorded an excess of income over outgo of RM1.3 billion, while the general insurers and general takaful operators registered operating profi ts of RM476 million (Table 3). Table 3 Insurance and Takaful Sector: Profitability, RM million Q 4Q 1Q 2Q 3Q % change, y-o-y Total Households Businesses Life Insurance & Family Takaful Excess of Income Over Outgo 5, , , , ,315.0 General Insurance & General Takaful Operating Profit Source: Bank Negara Malaysia, Quarterly Bulletin, Third Quarter Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Source: Bank Negara Malaysia, Monthly Statistical Bulletin, November Monetary Policy Graph 7 Banking System: Deposit Growth, 2011 % change, y-o-y Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Monetary conditions continued to remain stable. Despite several moves by Bank Negara Malaysia ( BNM ) to revise up its Overnight Policy Rate from 2% in February 2010 to 3% in May 2011 (Graph 8), key lending rates remained low (Graph 9). During the year, deposit rates remained stable (Graph 10). Meanwhile, the Statutory Reserve Requirement, which was held at 1% since March 2009, was raised three times to 4% between April 2011 and July 2011, as a pre-emptive measure to manage the build-up of excessive liquidity. Source: Bank Negara Malaysia, Monthly Statistical Bulletin, November 2011.

6 enhancing values MALAYSIAN ECONOMY: review and outlook (cont d) 277 Graph 8 Malaysia: Bank Negara Malaysia Overnight Policy Rate, Fiscal Policy The Government committed to reduce its fiscal deficit from 5.6% of GDP in 2010 to 5.4% in 2011 (Graph 11). In the third quarter of 2011, Federal Government s external debt remained low at 2.1% of GDP. % Graph 11 Malaysia: Federal Government Fiscal Balance, e 1.5 Jan'10 Mar May Jul Sep Nov Jan'11 Mar May Jul Sep Nov Source: Bank Negara Malaysia, Monetary Policy Statements. Graph 9 Malaysia: Lending Rates of Commercial Banks, Base Lending Rate Average Lending Rate % of GDP Note: e Estimate Source: Ministry of Finance, Malaysia, Economic Report, 2011/ % Monetary Aggregates Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Source: Bank Negara Malaysia, Monthly Statistical Bulletin, November Monetary aggregates continued to expand in Growth in broad money supply (M3) accelerated by 12.4% in November 2011 (Graph 12), reflecting higher credit to private sector and portfolio inflows. Graph 10 Malaysia: Deposit Rates of Commercial Banks, 2011 % month Fixed Deposit Rate Savings Rate Graph 12 Malaysia: Monetary Aggregates, 2011 % change, y-o-y M1 M3 0.0 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov 6 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Source: Bank Negara Malaysia, Monthly Statistical Bulletin, November Source: Bank Negara Malaysia, Monthly Statistical Bulletin, November 2011.

7 LPI Capital Bhd ANNUAL REPORT MALAYSIAN ECONOMY: review and outlook (cont d) External Position With large surplus in the trade account, the current account of the balance of payments remained high at 12.5% of Gross National Income ( GNI ) in the third quarter of 2011 (Table 4). As at 15 December 2011, international reserves of BNM increased to US$135 billion, sufficient to finance 9.8 months of retained imports and more than four times the short-term external debt (Graph 13). Total external debt of the country was at 32% of GNI as at end- September Table 4 Malaysia: Current Account Balance, Ringgit Exchange Rate Q 4Q 1Q 2Q 3Q Current Account Balance (RM billion) % of GNI USD billion Source: Bank Negara Malaysia, Quarterly Bulletin, Third Quarter Graph 13 Malaysia: International Reserves, Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov 15- Dec Source: Bank Negara Malaysia, Monthly Statistical Bulletin, various issues. From January 2011 to December 2011, the ringgit depreciated against the US dollar (-2.9%), euro (-0.8%), pound sterling (-2.3%) and Japanese yen (-7.6%). Against the regional currencies, the ringgit appreciated against the Thai baht (2.2%), but depreciated against the Singapore dollar (-2.3%), Philippines peso (-2.9%), Indonesian rupiah (-0.9%), Korean won (-1.4%) and Chinese renminbi (-7.4%). III. PROSPECTS, 2012 Weak Growth in Advanced Economies Growth is expected to be weak in most advanced economies in Private consumption in the US will continue to be hampered by the sluggish labour market and anaemic housing prices, while firms will remain cautious in their investments. The EU economy will be constrained by fiscal austerity and tight credit conditions. The global financial market volatility could intensify funding pressure on banks, amplifying risk aversion behaviour and lead to slow credit growth. Asia: Sustainable Growth In Asia ex-japan, although slackening external demand could weigh on export growth, solid domestic demand is expected to support economic activity in the region. Intra-regional trade will continue to spur regional growth. Furthermore, the region s sound fiscal position and high foreign reserves should provide buffer to the region. Asian economies have the scope to use a range of measures to stimulate economic activity. Inflation pressure should abate with the slowdown in international commodity price rises and the expected weakness in major industrial countries. Malaysia: Still in a Bright Spot For 2012, the outlook for the Malaysian economy is expected to remain favourable. While the outlook is affected by adverse external environment, strong economic fundamentals coupled with pragmatic macroeconomic policies and implementation of the Economic Transformation Programme ( ETP ) will enhance domestic sources of growth. Domestic demand is expected to play a more significant role in driving economic expansion in 2012 (Table 5). Measures in Budget 2012 including cash transfers to low-income households and civil servant pay hikes should lead to higher disposable income and create multiplier effects on the economy. Public and private investments are expected to accelerate

8 enhancing values MALAYSIAN ECONOMY: review and outlook (cont d) 279 with the implementation of projects under the ETP, the 10 th Malaysia Plan and Budget Other important initiatives including continued services sector liberalisation, incentives for investments in the financial sector and assistance to small- and medium-sized enterprises will further accelerate investment growth in Furthermore, Malaysia should continue to gain from sustained intra-regional trade. Table 5 Malaysia: Real GDP by Expenditure Components, 2012 (at constant 2000 Prices) % Annual Change Aggregate Domestic Demand 7.6 Consumption 6.3 Private sector 7.1 Public sector 3.0 Gross Fixed Capital Formation 11.7 Exports of Goods and Services 2.5 Imports of Goods and Services 3.6 GDP Source: Ministry of Finance, Malaysia, Economic Report, 2011/ On the supply side, growth is expected to remain broad-based (Table 6). A strong performance is projected for the construction sector, supported by the commencement of large infrastructure projects. The manufacturing sector is expected to continue to be supported by strong domestic-oriented industries. Strong domestic economic activities and steady regional trade will continue to spur growth in the services sector. Table 6 Malaysia: Real GDP by Economic Activity, 2012 (at constant 2000 Prices) % Annual Change Agriculture 4.1 Mining 2.5 Manufacturing 4.5 Construction 7.0 Services 6.5 GDP Source: Ministry of Finance, Malaysia, Economic Report, 2011/ Back by the healthy domestic economy and sustained intra-regional trade, the Malaysian Government expects the economy to grow by 5% to 6% in Inflation is expected to moderate as global food and fuel prices leveled off in recent months. The Government is to take a gradual approach to further rationalise its price controls and subsidies to prevent spike up in inflation. Monetary policy will remain accommodative to support growth. The banking sector will continue to provide steady access to credits for households and businesses. The new Financial Sector Blueprint will further enhance the role of the banking sector as an effective and efficient financial intermediation. There will be further deepening and increased liquidity in financial markets as new foreign banks and a wider range of financial instruments combine to increase the efficiency of the financial markets.

9 280 LPI Capital Bhd ANNUAL REPORT 2011 INVESTOR information STOCK MARKET PERFORMANCE IN 2011 The strong performance of the local stock market in 2010 continued to rally in 2011, concurrent with the general strength in the broader market. The FBM KLCI hit a record high of 1, points on 17 January 2011; however, lack of fresh domestic leads in the market saw the benchmark index remain weak and aimless. The global financial market was plagued by several issues ranging from the downgrade of the US credit rating to concerns over the Euro Zone debt crisis, as well as the People s Bank of China raising its reserve rate requirements in an effort to cool credit demand, and the political tension in the Middle East Nations. The uncertainties arising from these events resulted in the FBM KLCI touching a brief low of 1, points in mid March before settling down to a modest gain of 4% for the first half year of The Malaysian economy at large has not been spared from the ill effects of these unprecedented economic challenges. Bank Negara Malaysia (BNM) raised its statutory reserve requirement on 17 March 2011 and 5 May 2011 to 3.0% and the overnight policy rate by 0.25% to 3.0%, signaling its positive view on the strength of the economy. On 18 May 2011, BNM announced that GDP grew by 4.6%. Despite the optimism of the first half of the year, and an all-time high of 1, points on July 8, the FBM KLCI plunged almost 16% in the third quarter of A convergence of negative factors shook investors' confidence, leading to mass selloffs and downward movements in most of the main global markets. The worsening sovereign debt crisis in Europe and the political impasse in the United States on balancing the country's ever-growing budget and raising its debt ceiling were the two main reasons for the weakening global economy. As economic recoveries lost momentum, Purchasing Managers Index (PMI) numbers fell worldwide, aggravating an already-precarious confidence crisis. From the high of July 8, the FBM KLCI swung wildly to a year-low of 1, points in the same quarter. The announcement that Quarter 2 GDP had been moderated to 4.0% year-on-year heightened the economic tension. As sharp as the downswing was, the exchange bounced back in about a month, gaining about 12% in October on the back of improved investor sentiment and an increased optimism that the European debt crisis would be resolved soon. Another bailout package for Greece was approved, and a proposal to increase the flexibility of the European Financial Stability Facility was submitted in order to allow the organisation to purchase bonds on the secondary market and lend to banks for recapitalisation. In Malaysia, BNM announced a higher third quarter GDP growth of 5.8% due to stronger domestic demand and revitalised confidence. Although the increasingly challenging global economic environment is forecast to dampen Malaysia's growth prospects, domestic demand is expected to continue to anchor growth, supported by the private investment and consumption sectors. The FBM KLCI gain points, or 0.78%, to close at 1, points on 30 December This year the market would be even more challenging, with increased negative factors compared to the past. For 2012, the outlook for the Malaysian economy is expected to remain positive, albeit on a slightly weaker basis. The government's forecast of 5.0% to 6.0% GDP growth for the year contrasts with the market's expectation of an average 3.0% to 5.0% growth; however all parties concur that the impacts to the local economy from worsening global conditions should be absorbed as long as there is no "double-dip" recession. The banking system remains robust, with healthy capital positions, asset values have retained their strong positions, and the market is liquid. While there have been some effort expended to quell speculation in the real estate market, there are no signs of the possibility of a property bubble that could derail growth prospects in the sector. Risks to the Malaysian economy are expected to arise from adverse external factors that could hurt demand for local exports and slow earnings growth beyond expectations. A strengthening Ringgit relative to the US Dollar could also affect exports, diminishing the supply side of the economy.

10 enhancing values INVESTOR information (cont d) 281 LPI Share Price and FBM KLCI in , , , FBM KLCI 1,500 1,450 1,400 1, Share Price (RM) 1, , ,200 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec 0 FBM KLCI Index LPI Share Price LPI CAPITAL BHD SHARE PRICE PERFORMANCE IN 2011 LPI Capital Bhd's (LPI) share price rose from RM13.18 on 30 December 2010 to a high of RM14.18 following the announcement of its improved results on 11 January Due to the better performance, LPI on 31 January 2011 paid a higher second interim single tier dividend of 45 sen per share on an expanded capital of RM220,309,380 shares. The ex-dividend price was RM Including the first interim single tier dividend of 10 sen paid on 29 July 2010, the total net dividend declared for the financial year 2010 was 55 sen. The price of LPI's shares remained stable at this level for the next two months before slipping to RM13.16 in March mainly due to the uncertainties in the international financial markets. In June 2011, LPI's share price began to gain ground. It continued to appreciate, reaching RM14.04 on 8 July 2011 after the announcement of a strong first half year result, together with an interim single tier dividend of 25 sen. LPI's share consolidated to RM13.28 and hovered around this level during most of August However, a sell down in the regional and global equity markets in late August and September triggered by the downgrade of the US credit rating and the deepening of the Euro Zone debt crisis sent LPI's share price to a year low of RM11.56 on 26 September The share price started to trend downwards in the later part of August and during September, shedding a hefty 17.7% in value compared to the height of RM14.04 in July. Nevertheless, transaction volumes were considered insignificant. Although there was some relief when the European Union Leaders came closer to agreeing in the various resolutions to tackle the debt crisis affecting some of their member nations, the market remained unimpressed. The share price of LPI continued to trade at this level for the next 2 months before gradually improving in line with the general market uptrend, reaching RM13.52 at year end. In 2010, LPI Capital s value in terms of market capitalisation was RM2.9 billion, growing to RM3.0 billion by Based on the closing price on 30 December 2011 of RM13.52 and on the total net dividend of 75 sen per share paid/ payable for the financial year, the shareholders would have enjoyed a net yield of 7.1% for 2011.

11 282 LPI Capital Bhd ANNUAL REPORT 2011 ANALYSIS OF shareholdings As At 31 December 2011 Authorised share capital Issued and fully paid-up share capital Class of shares Voting rights RM500,000,000 RM221,323,980 comprising 221,323,980 ordinary shares of RM1.00 each Ordinary shares of RM1.00 each One (1) vote per ordinary share DISTRIBUTION OF SHAREHOLDINGS Shareholders No. of Shares Held Malaysia Foreign Malaysia Foreign Size of Shareholdings No. % No. % No. % No. % Less than 100 shares , ,000 shares 1, , , ,001 10,000 shares 2, ,812, , , ,000 shares ,526, ,370, ,001 to 11,015,468 (less than 5% of issued shares* 1 ) ,400, ,798, ,015,469 (5% of issued shares* 1 ) and above ,182, ,182, Total 4, ,611, ,697, Note: *1 Excluding a total of 1,014,600 LPI Capital Bhd ( LPI ) shares bought-back by LPI and retained as treasury shares as at 31 December 2011.

12 enhancing values ANALYSIS OF shareholdings As At 31 December 2011 (cont d) 283 TOP THIRTY SHAREHOLDERS (Without aggregating the securities from different securities accounts belonging to the same Depositor) Name of Shareholders No. of Shares Held % of Issued Shares *1 1. Selected Holdings Sdn Berhad 31,113, Kepunyaan Chintamani Sdn Bhd 26,796, NIPPONKOA INSURANCE CO., LTD. 17,182, Kepunyaan Pejal Sdn Berhad 14,272, Public Invest Nominees (Tempatan) Sdn Bhd Public Bank Group Officers Retirement Benefits Fund 10,425, Mayban Nominees (Tempatan) Sdn Bhd Mayban Trustees Berhad for Public Regular Savings Fund 5,494, Premium Bond Company Limited 4,800, Selected Holdings Sdn Berhad 4,800, HSBC Nominees (Asing) Sdn Bhd BNP Paribas Secs Svs Lux for Aberdeen Global 4,001, AmanahRaya Trustees Berhad Public Index Fund 3,241, HSBC Nominees (Asing) Sdn Bhd BNP Paribas Secs Svs Paris for Aberdeen Asian Smaller Companies Investment Trust Plc 3,200, Kepunyaan Chintamani Sdn Bhd 3,200, Kepunyaan Pejal Sdn Berhad 3,200, Tan Sri Dato Sri Dr. Teh Hong Piow 3,123, Premium Bond Company Limited 3,033, AmanahRaya Trustees Berhad Public Savings Fund 2,169,

13 LPI Capital Bhd ANNUAL REPORT ANALYSIS OF shareholdings As At 31 December 2011 (cont d) Name of Shareholders No. of Shares Held % of Issued Shares *1 17. AmanahRaya Trustees Berhad Public Growth Fund 2,022, Teo Ah Chiang Kee Foon 1,934, Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (Aberdeen) 1,832, Premium Bond (M) Sdn Berhad 1,760, NIPPONKOA INSURANCE CO., LTD. 1,720, Tunku Osman Ahmad 1,712, AmanahRaya Trustees Berhad Public Dividend Select Fund 1,599, Public Nominees (Tempatan) Sdn Bhd Pledged Securities Account for Ang Beng Poh (BMM) 1,447, AmanahRaya Trustees Berhad Public Equity Fund 1,390, Public Nominees (Tempatan) Sdn Bhd Pledged Securities Account for Chan Siong Chong (E-KUG) 1,387, HLB Nominees (Tempatan) Sdn Bhd Pledged Securities Account for Lee Chin Guan 1,353, PM Nominees (Tempatan) Sdn Bhd Olive Lim Swee Lian 1,328, AmanahRaya Trustees Berhad Public South-East Asia Select Fund 1,306, Public Nominees (Tempatan) Sdn Bhd Pledged Securities Account for Ang Beng Poh (E-BMM) 1,127, Total 161,976, Note: *1 Excluding a total of 1,014,600 LPI Capital Bhd ( LPI ) shares bought-back by LPI and retained as treasury shares as at 31 December 2011.

14 enhancing values ANALYSIS OF shareholdings As At 31 December 2011 (cont d) 285 SUBSTANTIAL SHAREHOLDERS as per Register of Substantial Shareholders as at 31 December 2011 Name of Shareholders No. of Shares Held Direct Interests Indirect Interests Total % of Issued Shares* 1 1. Selected Holdings Sdn Berhad 35,913,600-35,913, % 2. Kepunyaan Chintamani Sdn Bhd 29,996,800-29,996, % 3. NIPPONKOA INSURANCE CO., LTD. 18,902,400-18,902, % 4. Kepunyaan Pejal Sdn Berhad 17,472,000-17,472, % 5. Tan Sri Dato Sri Dr. Teh Hong Piow 3,123,200 94,676,800 97,800, % 6. Consolidated Teh Holdings Sdn Berhad 675,200 93,921,600 94,596, % 7. Kayakita Corporation Sdn Bhd - 17,472,000 17,472, % 8. Monivest Sdn Bhd - 17,472,000 17,472, % DIRECTORS SHAREHOLDINGS as at 31 December 2011 Name of Directors No. of Shares Held Direct Interests Indirect Interests Total % of Issued Shares* 1 1. Tan Sri Dato Sri Dr. Teh Hong Piow 3,123,200 94,676,800 97,800, % 2. Tan Sri Datuk Seri Utama Thong Yaw Hong 320, , , % 3. Dato Yeoh Chin Kee 800, , % 4. Mr. Tee Choon Yeow 640, , , % 5. Mr. Tan Kok Guan - 456, , % 6. Dato Haji Abdul Aziz bin Dato Dr. Omar Mr. Quah Poh Keat Note: *1 Excluding a total of 1,014,600 LPI Capital Bhd ( LPI ) shares bought-back by LPI and retained as treasury shares as at 31 December 2011.

15 LPI Capital Bhd ANNUAL REPORT AUTHORISED AND issued share capital AUTHORISED SHARE CAPITAL The authorised share capital as at 31 December 2011 is RM500,000,000 divided into 500,000,000 ordinary shares of RM1.00 each. The changes in the authorised share capital are as follows :- Date Increase in Authorised Share Capital (RM) Total Authorised Share Capital (RM) ,000,000 1,000, ,000,000 5,000, ,000,000 10,000, ,000,000 30,000, ,000, ,000, ,000, ,000,000 ISSUED AND PAID-UP SHARE CAPITAL The issued and paid-up share capital as at 31 December 2011 is RM221,323,980 comprising of 221,323,980 ordinary shares of RM1.00 each. The changes in the issued and paid-up share capital are as follows :- Date of Allotment No. of Shares Allotted Consideration Total Issued and Paid-up Share Capital (RM) Subscribers Shares ,998 Allotment of Shares to Essex Securities Ltd and Montreal Trust Company ,000,000 Bonus Issue 1:2 of 500,000 ordinary shares of RM1.00 each and Allotment of 1,500,000 ordinary shares of RM1.00 each to Kuala Lumpur Holdings Sdn. Berhad, Far Eastern Oriental Sdn. Berhad and Mr. Fred Eu Keng Fai ,000,000 Allotment of ordinary shares of RM1.00 each to Wei Woo Estates & Investment Limited, Hong Kong, in exchange of 6,000,000 shares of HK$1.00 each in Wei Woo Estates & Investment Limited 1,000,000 3,000,000 6,000, ,000,000 Rights Issue 1:3 at RM1.00 8,000, ,000,000 Allotment of 7 1/ 2% Convertible Preference Shares of RM0.50 each to Selected Holdings Sdn. Berhad ,800,000 Capitalisation of share premium account, capital reserve account and revenue reserve account (Bonus Issue 4:5) ,900,000 Capitalisation of share premium account and revenue reserve account (Bonus Issue 1:2) ,880,000 Capitalisation of unappropriated profits (Bonus Issue 2:5) 11,000,000 19,800,000 29,700,000 41,580, ,880,000 Rights Issue 2:5 at RM ,460, ,460,000 Capitalisation of share premium reserve account (Bonus Issue 1:1) 106,920,000

16 enhancing values AUTHORISED AND issued share capital (cont d) 287 Date of Allotment No. of Shares Allotted Consideration Total Issued and Paid-up Share Capital (RM) ,000 Exercise of share options under LPI ESOS at option price of RM2.60 per share ,000 Exercise of share options under LPI ESOS at option price of RM2.60 per share ,739,000 Subscription of new ordinary shares of LPI by NIPPONKOA INSURANCE CO., LTD. at RM3.81 per share ,000 Exercise of share options under LPI ESOS at option price of RM3.29 per share ,117,000 Exercise of share options under LPI ESOS at option price of RM3.29 per share ,000 Exercise of share options under LPI ESOS at option price of RM3.29 per share ,237,000 Exercise of share options under LPI ESOS at option price of RM3.29 per share ,857,000 Exercise of share options under LPI ESOS as follows :- - 1,773,000 shares at option price of RM ,000 shares at option price of RM ,000 Exercise of share options under LPI ESOS as follows : ,000 shares at option price of RM ,000 shares at option price of RM ,000 Exercise of share options under LPI ESOS as follows : ,000 shares at option price of RM3.29-4,000 shares at option price of RM ,000 shares at option price of RM ,545,000 Exercise of share options under LPI ESOS as follows :- - 1,050,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,000 Exercise of share options under LPI ESOS as follows : ,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,583,000 Exercise of share options under LPI ESOS as follows : ,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,355, ,398, ,137, ,610, ,727, ,159, ,396, ,253, ,872, ,793, ,338, ,318, ,901,000

17 LPI Capital Bhd ANNUAL REPORT AUTHORISED AND issued share capital (cont d) Date of Allotment No. of Shares Allotted Consideration Total Issued and Paid-up Share Capital (RM) ,257,000 Exercise of share options under LPI ESOS as follows : ,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,653,000 Exercise of share options under LPI ESOS as follows :- - 94,000 shares at option price of RM ,000 shares at option price of RM3.76-4,888,000 shares at option price of RM ,000 shares at option price of RM ,000 Exercise of share options under LPI ESOS as follows :- - 27,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,000 Exercise of share options under LPI ESOS as follows :- - 3,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,000 Exercise of share options under LPI ESOS as follows :- - 1,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,000 Exercise of share options under LPI ESOS as follows :- - 3,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM3.66-8,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,158, ,811, ,246, ,438, ,368, ,656,000

18 enhancing values AUTHORISED AND issued share capital (cont d) 289 Date of Allotment No. of Shares Allotted Consideration Total Issued and Paid-up Share Capital (RM) ,000 Exercise of share options under LPI ESOS as follows :- - 42,000 shares at option price of RM ,000 shares at option price of RM3.66-3,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,000 Exercise of share options under LPI ESOS as follows :- - 1,000 shares at option price of RM ,000 shares at option price of RM5.94-3,000 shares at option price of RM ,000 Exercise of share options under LPI ESOS as follows :- - 26,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,000 Exercise of share options under LPI ESOS as follows :- - 55,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM6.29-3,000 shares at option price of RM ,000 Exercise of share options under LPI ESOS as follows :- - 3,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM3.66-1,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,000 shares at option price of RM ,834,150 Capitalisation of share premium reserve account (Bonus Issue 1:2) 137,927, ,950, ,011, ,176, ,723, ,557, ,766,830 Rights Issue 1:10 at RM ,323,980

19 290 LPI Capital Bhd ANNUAL REPORT 2011 PARTICULARS OF property held by the group Location Units 02-39, 02-41, and Goldhill Plaza Newton Road Singapore Description 2 nd floor of 6 storey building Current use Rented out to third parties Tenure Leasehold 999 years Remaining lease period (Expiry date) 959 years (26 February 2971) Age of property 40 years Built-up area 4,952 sq. ft Net book value RM13,447,800 Date of acquisition 26 February 1972 Date of last revaluation 17 November 2011

20 INTERNATIONAL network enhancing values CAMBODIA MALAYSIA SINGAPORE

21 292 LPI Capital Bhd ANNUAL REPORT 2011 GROUP corporate directory Head Office 6 th Floor, Bangunan Public Bank, 6, Jalan Sultan Sulaiman, Kuala Lumpur, Malaysia. Tel No. : (603) / Fax No. : (603) SUBSIDIARY LONPAC INSURANCE BHD Head Office LG, 6 th 7 th, 21 st 26 th Floor, Bangunan Public Bank, 6, Jalan Sultan Sulaiman, Kuala Lumpur. P.O. Box Kuala Lumpur. Tel No. : (603) / Fax No. : (603) / / / / / / Website : NORTHERN REGION OFFICE 36, Jalan Dato Onn Ja afar, Ipoh, Perak. Regional Manager Northern Region: Mr. James Kong Wai Mun Tel No. : (605) Fax No. : (605) / jameskong@lonpac.com Alor Setar Branch No. 4 & 5, 2 nd Floor, No. 55, Bangunan Emum 55, Jalan Gangsa, Kawasan Perusahaan Mergong 2, Alor Setar, Kedah. Mr. Beh Seng Tong Tel No. : (604) / Fax No. : (604) stbeh@lonpac.com Penang Branch Ground & 1 st Floor, Wisma Giap Chew, No. 28, Lebuh Gereja, Penang. Senior Ms. Lilian Koh Gim Ping Tel No. : (604) Fax No. : (604) liliankoh@lonpac.com Taiping Branch 1 st Floor, No. 9, Persiaran Taiping, Taiping, Perak. Executive In-Charge: Mr. Ong See Boon Tel No. : (605) / Fax No. : (605) sboonong@lonpac.com Sitiawan Branch No. 205 (1 st Floor), Jalan Leo Desa Bintang, Sitiawan, Perak. Senior Executive In-Charge: Mr. Aw Seng Oo Tel No. : (605) / Fax No. : (605) soaw@lonpac.com Ipoh Branch 36, Jalan Dato Onn Ja afar, Ipoh, Perak. Senior Mr. James Kong Wai Mun Tel No. : (605) Fax No. : (605) / jameskong@lonpac.com SOUTHERN REGION OFFICE No. 7 & 9, Jalan Melaka Raya 11, Taman Melaka Raya, Melaka. Regional Manager Southern Region: Mr. Raymond Tan Soo Boon Tel No. : (606) Fax No. : (606) / raymondtan@lonpac.com Seremban Branch No. 6 & 7, Campbell Street, Seremban, Negeri Sembilan. Mr. Gavin Tan Poh Teck Tel No. : (606) Fax No. : (606) pttan@lonpac.com Melaka Branch No. 7 & 9, Jalan Melaka Raya 11, Taman Melaka Raya, Melaka. Mr. Yong Chee Chean Tel No. : (606) Fax No. : (606) / ccyong@lonpac.com SABAH REGION OFFICE Level 9, Wisma Fook Loi, No. 38, Jalan Gaya, Kota Kinabalu, Sabah. Regional Manager Sabah Region: Mr. Nicholas Wong Kok Choong Tel No. : (6088) / / Fax No. : (6088) nicholaswong@lonpac.com Kota Kinabalu Branch Level 9, Wisma Fook Loi, No. 38, Jalan Gaya, Kota Kinabalu, Sabah. Mr. Nicholas Wong Kok Choong Tel No. : (6088) / / Fax No. : (6088) nicholaswong@lonpac.com

22 enhancing values GROUP corporate directory (cont d) 293 Sandakan Branch Lot 2 & 3, 1 st Floor, Block A, Bandar Maju Commercial Centre, Mile 1 ½ North Road, Sandakan, Sabah. Mr. Dominic Voo Chen Chung Tel No. : (6089) Fax No. : (6089) dominicvoo@lonpac.com Tawau Branch TB4427 & TB4428, 1 st Floor, Block C, Sabindo Square, Jalan Dunlop, Tawau, Sabah. Mr. Peter Gau Fui Ming Tel No. : (6089) / Fax No. : (6089) petergau@lonpac.com BRANCH OFFICES Klang Branch No. 2-08, 8 th Floor, Menara Empire, Jalan Empayar, Off Persiaran Sultan Ibrahim/KU1, Klang Bandar Diraja, Selangor Darul Ehsan. Ms. Ong Joo Gaik Tel No. : (603) Fax No. : (603) jgong@lonpac.com Johor Bahru Branch Suite No , 25 th Floor, Public Bank Tower, No. 19, Jalan Wong Ah Fook, Johor Bahru, Johor. Senior Mr. Soh Jiun Hong Tel No. : (607) Fax No. : (607) jhsoh@lonpac.com Batu Pahat Branch 13, Jalan Flora Utama 1, Taman Flora Utama, Batu Pahat, Johor. Ms. Loh Siew Hwee Tel No. : (607) / Fax No. : (607) shloh@lonpac.com Kuantan Branch B-62B, 1 st Floor, Lorong Tun Ismail 8, Sri Dagangan II, Kuantan, Pahang. Mr. Yong Kim Keong Tel No. : (609) / / Fax No. : (609) kkyong@lonpac.com Kuala Terengganu Branch Lot 5032-B Jalan Sultan Zainal Abidin, Kuala Terengganu, Terengganu. Encik Yaakub Bin Abu Bakar Tel No. : (609) / Fax No. : (609) yaakubabubakar@lonpac.com Kota Bharu Branch No. PT 285, Tingkat 2, Jalan Kebun Sultan, Kota Bharu, Kelantan. Mr. Won Pier Chyuan Tel No. : (609) / Fax No. : (609) pcwon@lonpac.com Kuching Branch Lot 258 & 259, Section 49, KTLD (1 st Floor), Jalan Chan Chin Ann, Kuching, Sarawak. Mr. Wong Shon Kwang Tel No. : (6082) Fax No. : (6082) skwong@lonpac.com Sibu Branch Lot 2402, S/L 5, 1 st Floor, No. 6, Lorong Pedada 20A, Sibu, Sarawak. Mr. Joseph Pang Neng Liong Tel No. : (6084) / Fax No. : (6084) nlpang@lonpac.com Miri Branch Lot 1293, 1 st and 2 nd Floor, Centre Point, Jalan Melayu, Miri, Sarawak. Mr. Desmond Ng Tin Fong Tel No. : (6085) / / Fax No. : (6085) desmondng@lonpac.com Singapore Branch 100, Beach Road #19-00, Shaw Tower, Singapore Principal Officer: Mr. Terence Teo Chin Poh Tel No. : (02) Fax No. : (02) terenceteo@lonpac.com ASSOCIATED COMPANY CAMPU LONPAC INSURANCE PLC Head Office Campu Bank Building 7 th Floor, No. 23, Street 114, Sangkat Phsar Thmey II, Khan Daun Penh, Phnom Penh, Royal Kingdom of Cambodia. P.O. Box 1556 General Manager: Ms. Agnes Chan Weng Yee Tel No. : (855) / / Fax No. : (855) / agnes@campulonpac.com.kh Website :

23 THIS PAGE IS INTENTIONALLY LEFT BLANK

24 (Incorporated in Malaysia) FORM OF PROXY I/ We NRIC (New)/ Company No.: (INSERT FULL NAME IN BLOCK CAPITAL) of (FULL ADDRESS) being a member/ members of LPI CAPITAL BHD, hereby appoint* (INSERT FULL NAME IN BLOCK CAPITAL) NRIC (New) No.: and/ or of (INSERT FULL NAME IN BLOCK CAPITAL) NRIC (New) No.: (FULL ADDRESS) of (FULL ADDRESS) No. Resolution For Against 1. Receipt of Audited Financial Statements for the financial year ended 31 December 2011 and the Reports of the Directors and Auditors thereon. 2. Re-election of Dato Haji Abdul Aziz bin Dato Dr. Omar as Director. 3. Re-election of Mr. Tan Kok Guan as Director. 4. Re-appointment of Tan Sri Dato Sri Dr. Teh Hong Piow as Director. 5. Re-appointment of Tan Sri Datuk Seri Utama Thong Yaw Hong as Director. 6. Approval of payment of Directors fees. 7. Re-appointment of Auditors and to authorise the Directors to fix the Auditors remuneration. (Please indicate with an X in the space provided above on how you wish your vote to be cast. If you do not do so, the Proxy(ies) will vote or abstain from voting at his/ her discretion.) Dated this day of 2012 No. of ordinary shares held : CDS Account No. : Proportion of shareholdings to be represented by proxies : First Proxy : % Second Proxy : % Signature of Member/ Common Seal Contact No. : or failing him/ her, the Chairman of the Meeting as *my/ our proxy/ proxies to attend and vote for *me/ us on *my/ our behalf, at the Fifty-First Annual General Meeting of the Company to be held at Sarawak Room, Basement II, Shangri-La Hotel Kuala Lumpur, 11 Jalan Sultan Ismail, Kuala Lumpur on Tuesday, 28 February 2012 at a.m., or any adjournment thereof, to vote as indicated below:- NOTES:- 1. Only depositors whose names appear in the Record of Depositors as at 22 February 2012 be regarded as members and entitled to attend, speak and vote at the meeting. 2. A member entitled to attend and vote at the meeting is entitled to appoint not more than two (2) proxies (or in the case of a corporation, a duly authorised representative) to attend and vote in his/ her stead. 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. 3. A member of the Company who is an authorised nominee as defined under the Securities Industries (Central Depositories) (Amendment) Act 2003 may appoint at least one (1) proxy but not more than two (2) proxies in respect of each securities account it holds with ordinary shares of the Company standing to the credit of the said securities account. 4. Where a member appoints two (2) proxies, the appointment shall be invalid unless he specifies the proportion of his shareholdings to be represented by each proxy. 5. The instrument appointing a proxy shall be in writing under the hand of the appointer or his attorney duly authorised in writing or, if the appointer is a corporation, either under its common seal or under the hand of an officer or attorney duly authorised. 6. The instrument appointing a proxy must be deposited at the office of the Share Registrar, Tricor Investor Services Sdn Bhd at Level 17, The Gardens North Tower, Mid Valley City, Lingkaran Syed Putra, Kuala Lumpur, Malaysia not less than forty-eight (48) hours before the time set for the holding of the meeting or at any adjournment thereof.

25 Fold Here STAMP Share Registrar Tricor Investor Services Sdn Bhd Level 17, The Gardens North Tower Mid Valley City Lingkaran Syed Putra Kuala Lumpur Malaysia Fold Here