Contents NOTICE OF ANNUAL GENERAL MEETING STATEMENT ACCOMPANYING NOTICE OF TWENTIETH ANNUAL GENERAL MEETING CORPORATE INFORMATION CHAIRMAN S STATEMENT

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1 ANNUAL REPORT 2014

2 Contents NOTICE OF ANNUAL GENERAL MEETING STATEMENT ACCOMPANYING NOTICE OF TWENTIETH ANNUAL GENERAL MEETING CORPORATE INFORMATION CHAIRMAN S STATEMENT CORPORATE STRUCTURE BOARD OF DIRECTORS SENIOR MANAGEMENT TEAM ADDITIONAL COMPLIANCE INFORMATION STATEMENT ON CORPORATE GOVERNANCE CORPORATE SOCIAL RESPONSIBILITY STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL DIRECTORS RESPONSIBILITY STATEMENT REPORT OF THE AUDIT COMMITTEE DIRECTORS REPORT STATEMENT BY DIRECTORS STATUTORY DECLARATION INDEPENDENT AUDITORS REPORT STATEMENTS OF COMPREHENSIVE INCOME STATEMENTS OF FINANCIAL POSITION STATEMENTS OF CHANGES IN EQUITY STATEMENTS OF CASH FLOWS NOTES TO THE FINANCIAL STATEMENTS LIST OF PROPERTIES ANALYSIS OF SHAREHOLDINGS ANALYSIS OF WARRANT HOLDINGS FORM OF PROXY

3 Annual Report NOTICE OF ANNUAL GENERAL MEETING Malacca Development NOTICE IS HEREBY GIVEN that the Twentieth Annual General Meeting of the Company will be held at Dewan Perdana, 1st Floor Sport Complex, Bukit Kiara Equestrian & Country Resort, Jalan Bukit Kiara, Off Jalan Damansara, Kuala Lumpur on Tuesday, 9 December 2014 at a.m. AGENDA 1) To receive the Audited Financial Statements for the year ended 30 June 2014 together with the Reports of the Directors and Auditors thereon. Resolution 1 2) To re-elect the following directors who retire in accordance with Article 87 of the Company s Articles of Association, being eligible, offer themselves for re-election:- i) Dato Sri Ir. Kuan Peng Kuan Peng Soon ii) Mr. Wong Chee Heng until the next Annual General Meeting pursuant to Section 129(6) of the Companies Act, Resolution 2 Resolution 3 Resolution 4 4) To approve the payment of Directors fees of RM 198, for the year ended 30 June Resolution 5 their remuneration. Special Business Resolution 6 6) THAT approval be and is hereby given to Mr. Foong Kuan Ming, who has served as an Independent Director of the Company for a cumulative term of more than nine years, to continue to act as an Independent Director. Resolution 7 7) Ordinary Resolution 2 - Authority to Issue Share THAT pursuant to Section 132D of the Companies Act, 1965, the Directors be and are hereby authorised to issue and allot shares in the Company at any time until the conclusion of the next Annual General Meeting and upon such terms and conditions and for such purposes as the to be issued does not exceed ten per centum (10%) of the issued share capital of the Company for the time being, subject always to the approval of all the relevant regulatory bodies being obtained for such allotment and issue. Resolution 8

4 NOTICE OF ANNUAL GENERAL MEETING (cont d) 3 Annual Report ) Ordinary Resolution 3 - Proposed Renewal of Share Buy-Back Authority THAT subject to the Companies Act, 1965, the provisions of the Company s Memorandum and Articles of Association, the Main Market Listing Requirements of Bursa Malaysia Securities Berhad ( Bursa Securities ) and all other prevailing laws, rules, regulations and orders issued and/or amended from time to time by the relevant authorities, the Company be and is hereby accounts of the Company for the purpose of and to purchase such amount of ordinary shares of RM0.50 each ( Proposed Share Buy-back ) in the Company as may be determined by the Directors of the Company from time to time on the market of the Bursa Securities upon such the aggregate number of shares purchased pursuant to this resolution does not exceed ten percent (10%) of the total issued and paid-up share capital of the Company AND THAT upon completion of the purchase by the Company of its own shares, the Directors are authorised to decide at their discretion to cancel all or part the shares so purchased and/or to retain all or part the shares so purchased as treasury shares of which may be distributed as dividends to shareholders and/or to resell on the market of Bursa Securities and/or to retain part thereof as treasury shares and cancel the remainder; AND THAT the Directors be and are hereby authorised and empowered to do all acts and things to give full effect to the Proposed Share Buy-back AND FURTHER THAT such authority shall commence immediately upon passing of this resolution until: i) the conclusion of the next Annual General Meeting of the Company at which time the authority shall lapse unless by ordinary resolution passed at a general meeting, the authority is renewed either unconditionally or subject to conditions; or ii) the expiration of the period within which the next Annual General Meeting after that date is required by law to be held; or iii) revoke or varied by ordinary resolution of the shareholders of the Company at a general meeting whichever is the earliest. 9) To transact any other business for which due notice shall have been given. Resolution 9 BY ORDER OF THE BOARD TAN KOK AUN (MACS 01564) WONG WAI YIN (MAICSA ) Company Secretaries Kuala Lumpur, 17 November 2014 Gardenhill, Melbourne

5 Annual Report NOTICE OF ANNUAL GENERAL MEETING (cont d) Notes : 1. A Member holding one thousand (1,000) ordinary shares or less may appoint only one (1) proxy to attend and vote instead of him at a general meeting who shall represent all the shares held by such member, and where a member holding more than one thousand (1,000) ordinary shares may appoint more than one (1) proxy to attend and vote instead of him at the same meeting. Where a member appoints more than (1) proxy, he shall specify the proportion of his shareholdings to be represented by each proxy. securities account ( omnibus account ), there is no limit to the number of proxies which the Exempt Authorised Nominee may appoint in respect of each omnibus account it holds 3. A proxy may but need not be a member of the Company and the provisions of Section 149(1)(b) of the Companies Act, 1965 shall not apply to the Company. 4. If the appointer is a corporation, the proxy form must be executed under its Common Seal or under the hand of its attorney. than 48 hours before the time set for the Meeting. 6. Depositor whose name appears on the Record of Depositors as at 2 December 2014 shall be regarded as member of the Company and entitled to attend and vote at the meeting or to appoint proxy(ies) to attend and vote at meeting. EXPLANATORY NOTES ON SPECIAL BUSINESS The proposed Resolution 7 in item 6 is to seek shareholders approval to retain Mr. Foong Kuan Ming as an Independent Director which he has served in that capacity for more than nine years. The Board has assessed the independence of Mr. Foong Kuan Ming and recommended that he continues to act Mr. oong is actively participated in oard decision, providing an independent and objective voice in oard deliberations and decision making and hence able to act in the best interests of the Company Mr. oong is not related to any irectors and substantial shareholders of the Company ii. Authority to Directors to Issue Shares shares at any time in their absolute discretion without convening a general meeting. The authorisation will, unless revoked or varied by the Company at a general meeting, expire at the next annual general meeting. This is a renewal of a general mandate. In order to avoid any delay and cost involved in convening a general meeting, it is thus appropriate to seek members approval. The purpose of this general mandate is for possible fund raising exercises including but not limited to further placement of shares for purpose of funding current and/or future projects, working capital and/or acquisitions. iii. Proposed Renewal of Share Buy Back Authority The proposed Resolution 9 in item 8 is to empower the Directors of the Company to purchase the Company s shares up to ten percent (10%) of the issued and paid-up share capital of the Company by utilising share premium of the Company. Please refer to the Share Buy-Back Statement dated 17 November 2014, which is dispatched together with the Company s Annual Report Gleneagles Hospital

6 STATEMENT ACCOMPANYING NOTICE OF TWENTIETH ANNUAL GENERAL MEETING DETAILS OF MEETING Twentieth Annual General Meeting of the Company will be held at Dewan Perdana, 1st Floor Sport Complex, Bukit Kiara Equestrian & Country Resort, Jalan Bukit Kiara, Off Jalan Damansara, Kuala Lumpur on Tuesday, 9 December 2014 at a.m. 5 Annual Report 2014 RE-ELECTION OF DIRECTORS Directors who are standing for re-election in accordance with Article 87 of the Company s Articles of Association: i) Dato Sri Ir Kuan Peng Kuan Peng Soon ii) Mr. Wong Chee Heng Director who is standing for re-appointment in accordance with Section 129(6) of the Companies Act, 1965 : i) Dato Ismail Bin Haji Omar of this Annual Report. INTEREST IN SECURITIES Details of Directors interest in securities of the Company are stated on page 129 of this Annual Report.

7 Annual Report CORPORATE INFORMATION BOARD OF DIRECTORS Dato Sri Ir. Kuan Peng Kuan Peng Soon Ooi Leng Chooi Dato Ir. Low Keng Kok Dato Ismail Bin Haji Omar Foong Kuan Ming Wong Chee Heng Zahedi Bin Mohd Zain Visual Docking Guidance System (Executive Chairman) (Executive Director) (Non-Independent Non-Executive Director) (Independent Non-Executive Director) (Independent Non-Executive Director) (Independent Non-Executive Director) (Independent Non-Executive Director) AUDIT COMMITTEE Chairman - Foong Kuan Ming Members - Wong Chee Heng - Zahedi Bin Mohd Zain NOMINATION COMMITTEE Chairman - Foong Kuan Ming Members - Wong Chee Heng - Zahedi Bin Mohd Zain REMUNERATION COMMITTEE Chairman - Dato Sri Ir. Kuan Peng Kuan Peng Soon Members - Foong Kuan Ming - Wong Chee Heng - Zahedi Bin Mohd Zain PRINCIPAL BANKERS Malayan Banking Berhad (3813-K) RHB Bank Berhad (6171-M) United Overseas Bank (Malaysia) Bhd (271809K) CIMB Bank Berhad (13491-P) SOLICITOR Messrs. B B Teh. COMPANY SECRETARIES Tan Kok Aun (MACS 01564) Wong Wai Yin (MAICSA No ) REGISTERED OFFICE No. 1 & 1A, 2nd Floor (Room 2), Jalan Ipoh Kecil, Kuala Lumpur. Tel: Fax: BUSINESS ADDRESS No.61 & 63, Jalan SS6/12, Kelana Jaya, Petaling Jaya, Selangor Darul Ehsan. Tel: Fax: / 4849 Website: AUDITORS Crowe Horwath, Chartered Accountants Level 16 Tower C, Megan Avenue II, 12, Jalan Yap Kwan Seng, Kuala Lumpur. Tel: Fax: REGISTRAR Symphony Share Registrars Sdn Bhd Level 6, Symphony House, Pusat Dagangan Dana 1, Jalan PJU 1A/46, Petaling Jaya, Selangor. Tel: Fax: & Helpdesk Hotline: STOCK EXCHANGE LISTING Main Market of Bursa Malaysia Securities Bhd Stock Name: FAJAR Stock Code: 7047

8 CHAIRMAN S STATEMENT n behalf of the oard of irectors, it is my pleasure and privilege to present the Annual eport and inancial tatements of ajarbaru uilder Group hd G or the Group ) for the nancial year ended une. INDUSTRY TRENDS The Malaysian economy remains resilience despite facing more challenging external environment. The construction sector growth remains robust attributed to ongoing civil engineering and residential activities. The civil engineering subsector expanded and bolstered by the ongoing implementation of infrastructure projects and corridor development. The subsector was also driven by the Economic Transformation rogramme ET ) projects. owever the subsector is expected to moderate in the coming months due to near completion of some major infrastructure projects. The residential subsector expanded as re ected in higher construction activities. emand for residential property is expected to be moderate and lang alley continued to dominate the supply follow by ohore. ollowing Government initiatives to curb speculative activity it was reported that the volume of residential property transactions contracted, while value increased marginally. ouse prices will continue to rise, albeit at a slower pace. espite the challenges in the residential subsector, growth is projected to remain strong in view of the increased demand for housing particularly in prime areas and also from the middle income group. FINANCIAL PERFORMANCE uring the nancial year under review, the Group achieved higher revenue of M. million, which was approximately. higher compared to M. million in the preceding year. verall, the Group registered a lower pro t after tax of M. million as compared to pro t after tax of M. million in the preceding year due to the increased in nance cost after providing the fair value loss on receivables amounting to M. million. PROSPECTS AND OUTLOOK The Group is optimistic of the prospect next year due to strong private investment momentum, ramp-up in Economic Transformation rogramme-related spending and positive albeit slower) consumer spending. ased on the record for the nancial year under review, the Group has a balance order book of approximately M million, which is expected 7 Annual Report 2014

9 Annual Report CHAIRMAN S STATEMENT (cont d) to provide earnings visibility to the Group over the next two years. Moving forward, the Group will leverage on its experienced to tender for public and private projects to replenish its current order book. roperty sector in general has softened after Government s initiatives to curb speculative activity and the dif culties faced by purchasers in securing end- nancing. espite the softer property sales, the Group is con dent that the property sector will recover in the next few months as demand for property is still strong. Property prices will remain moderate to high after the implementation of G T. The implementation of G T is not expected to have any signi cant medium to long term impact on the property sector. The property out t is expected to make a signi cant contribution to the Group revenue in the future. The Group diversi cation into logging and timber trading business via the newly acquired subsidiary companies, illion ariety dn hd and mooth Accomplishment dn hd, will contribute signi cantly to the Group revenue in the immediate term. e are grateful to all our shareholders for their con dence and support in approving the Group s plans to diversify into logging and timber trading business. ith the approval of the shareholders, the Group had re-classi ed its core business to include logging and timber business. Malaysia being one of the world largest exporters of medium density breboards and furniture in Asia presents an immense opportunity to the Group to further develop its logging and timber trading business. CORPORATE GOVERNANCE To ensure transparency, accountability and protection of shareholders interest, the oard places great emphasis on ensuring and maintaining the highest standards of corporate governance throughout the Group in accordance with the isting equirements of ursa Malaysia ecurities erhad. CORPORATE DEVELOPMENTS n ctober, the Group has completed the acquisition of a freehold land held under individual title ), PT, Mukim of amansara, istrict of Petaling, tate of elangor together with a four ) storey shop of ce, measuring approximately square metres for a total cash consideration of M,,.. The Group had on ebruary entered into a hare ale Agreement to acquire, ordinary shares of M. each in illion ariety dn. hd. Company o. -T) ) representing of the total issued and paid up capital in from the unrelated parties, ato ri im Ah Chap and ato im iew Mei for a total cash consideration of M,.. The Company had on ebruary resolved the issue to extend the existing E which is expiring on ecember for a further ve ) years period till ecember. Low Cost Carrier Terminal LRT Station Shrimp Farm, Setiu

10 CHAIRMAN S STATEMENT (cont d) On 14 April 2014, the Group entered into a Share Sale Agreement to acquire 1,000,000 ordinary shares of RM1.00 each in Smooth Accomplishment Sdn. Bhd. (Company No P) ( SASB ) representing 100% of the total issued and paid up capital in SASB from Dato Lim Siew Mei, Dato Kong Hon Kong and Kong Yew Foong for a total cash consideration of RM1,000, The Group also on 7 May 2014 registered and owned a 51% subsidiary company in Australia namely Fajarbaru-Beulah (Melbourne) Pty Ltd (Australian Company No ) with a total share capital of AUD$100, On 16 September 2014, the Group has completed the acquisition by Fajarbaru Beulah (Melbourne) Pty Ltd, a 51% indirect owned subsidiary of the Company, of all that piece of vacant land at Lot 6, 7 and 8 on plan of subdivision no and being the land more particularly described as Certi cate of Title olume Folio 293, Folio 685 and Folio 168 respectively, Doncaster, ictoria 3108, Australia from Doncaster Regency Pty Ltd for a total cash consideration of AUD$6,900, (exclusive of 10% Australia GST). Apart from that, the Company also on 2 October 2014 listed and quoted its 109,628,288 new Ordinary Shares of RM0.50 each and 109,628,288 Warrants on the Main Market of Bursa Malaysia Securities Berhad pursuant to the Renounceable Rights Issue of up to 120,566,620 New Ordinary Shares of RM0.50 each in the Company, on the basis of one (1) Rights Share for every two (2) existing shares held in the Company together with up to 120,566,620 free detachable Warrants on the basis of one (1) Warrant for every one (1) Rights Share subscribed for. DIVIDEND The Board of Directors does not recommend any payment of dividend for the nancial year ended 30 une 2014 so as to enable the Group to retain its nancial resources for its businesses expansion. APPRECIATION On behalf of the Board, I wish to express my sincere gratitude and appreciation to the shareholders, investors, business associates, clients, bankers and sub-contractors who have contributed signi cantly to our success and for the continuous support and con dence in the Group. I am extremely grateful to the Government of Malaysia, Securities Commission, Bursa Malaysia Securities Berhad and all the relevant authorities for their guidance, advice and support. Moreover, my utmost gratitude also goes to all employees of FBG and its subsidiaries for their continuous efforts, sel ess dedication and commitment to the growth and success of the Group. Finally, I would like to extend my utmost appreciation to my fellow members of the Board for their wise counsel, guidance, expertise, commitment and invaluable contributions. MOVING FORWARD FBG has always been committed to continue to grow and diversify its business in a sustainable manner in order to create a good value for our shareholders. Dato Sri Ir. Kuan Peng Kuan Peng Soon Executive Chairman 9 Annual Report 2014

11 Annual Report CORPORATE STRUCTURE FAJARBARU BUILDER SDN BHD (27198-T) Building & Civil Construction (100%) FAJARBARU TRADING SDN BHD ( H) Trading of Building Materials (100%) FAJARBARU LAND SDN BHD ( A) Property Development (100%) FAJARBARU BUILDER GROUP BHD ( U) Investment Holding FAJARBARU PROPERTIES SDN BHD ( T) (Formerly known as Temasek Perkasa Sdn Bhd) Investment Holding (100%) WAJATEX SDN BHD ( M) Property Development (100%) RENOWAJA SDN BHD ( W) Property Development (100%) POTENTIAL REGION SDN BHD ( H) Property Development (100%) FAJARBARU-BEULAH (MELBOURNE) PTY LTD ( ) Property Development (51%) BILLION VARIETY SDN BHD ( T) Logging & Trading of Timber (51%) SMOOTH ACCOMPLISHMENT SDN BHD ( P) Logging & Trading of Timber (100%)

12 BOARD OF DIRECTORS 11 Annual Report 2014 Dato Sri Ir. Kuan Peng Kuan Peng Soon (Executive Chairman) Dato Sri Ir. Kuan Peng Kuan Peng Soon, aged 69, Malaysian, was appointed to the Board on 17 May He Ooi Leng Chooi (Executive Director) within the past 10 years. Dato Ir. Low Keng Kok (Non-Independent Non-Executive Director)

13 Annual Report BOARD OF DIRECTORS (cont d) Dato Ismail Bin Haji Omar (Independent Non-Executive Director) Foong Kuan Ming (Independent Non-Executive Director)

14 BOARD OF DIRECTORS (cont d) Wong Chee Heng (Independent Non-Executive Director) 13 Annual Report 2014 Zahedi Bin Mohd Zain (Independent Non-Executive Director)

15 Annual Report BOARD OF DIRECTORS (cont d) CONVICTIONS FOR OFFENCES OF DIRECTORS DETAILS OF ATTENDANCE OF DIRECTORS AT BOARD MEETINGS NAME STATUS OF DIRECTORSHIP ATTENDANCE OF MEETINGS Kuan Peng Soon DATE, TIME AND VENUE OF BOARD MEETINGS DATE TIME

16 SENIOR MANAGEMENT TEAM 15 Annual Report 2014 Dato Sri Ir. Kuan Peng Kuan Peng Soon (Executive Chairman) Teo Sock Cheng Ooi Leng Chooi (Executive Director) Toh Teong Hock (Senior GM - Construction & Engineering) Wong Wee Keong (Senior GM Contract) Yau Tuck Wai (GM - Property) Charles Tan Ting Lih (Financial Controller) Ng Kok Wai (Operation Manager Logging & Trading of Timber) Lai Kam Chuan (Senior Purchasing Manager) Choo Kai Keong (Senior Project Manager) Edison Tang Poh Seng (Senior Project Manager) Khor Mee Khiang (Senior Project Manager) Stanley Hoh Yow Sing (Senior Project Manager) Hoon Wai Loh (Project Manager) Khoo Nee Beng (Project Manager) Nivaraj A/L Letchmanan (Project Manager) Tiong Choong Han (Project Manager) Ir. Lim Kim Teng (M & E Manager) Ir. Kong Kam Loong (Manager Construction & Engineering) CK Chan (Manager HR/Administrator) Teo Sock Cheng Toh Teong Hock (Senior GM - Construction & Engineering) Wong Wee Keong (Senior GM - Contract) Yau Tuck Wai (GM - Property) in property industry. Charles Tan Ting Lih (Financial Controller) Ng Kok Wai (Operation Manager Logging & Trading of Timber) years. He was appointed Press Secretary to the Minister

17 Annual Report SENIOR MANAGEMENT TEAM (cont d) Lai Kam Chuan (Senior Purchasing Manager) Nivaraj A/L Letchmanan (Project Manager) industry. Choo Kai Keong (Senior Project Manager) Tiong Choong Han (Project Manager) Edison Tang Poh Seng (Senior Project Manager) Ir. Lim Kim Teng (M & E Manager) Khor Mee Khiang (Senior Project Manager) the construction industry. Stanley Hoh Yow Sing (Senior Project Manager) Ir. Kong Kam Loong (Manager Construction & Engineering) and construction planning. Hoon Wai Loh (Project Manager) CK Chan (Manager-HR/Administrator) construction industry. Khoo Nee Beng (Project Manager) industry.

18 ADDITIONAL COMPLIANCE INFORMATION 1. Utilisation of Proceeds from the issue of the Employees Share Option Scheme 17 Annual Report 2014 (a) Employees Share Option Scheme Utilisation Amount (RM) 2. Share Buy-back Number of Shares Lowest Highest Average Month Purchased Price Price Price Total Paid 000 RM RM RM RM ( 000) Total Options, warrants or convertible securities exercised i) During the nancial year ended 30 une 2014, the total number of options granted, exercised and outstanding under the Employee Share Scheme are as set out in the table below: Number of Options Description Grand Total Directors and chief executive (a) Granted - 10,370,000* - 350,000 (b) Exercised 6,370,000 2,310, , ,000 (c) Outstanding - 8,060,000* - 250,000 * including forfeited options

19 Annual Report ADDITIONAL COMPLIANCE INFORMATION (cont d) (ii) Percentage of options applicable to Directors and Senior Management under the Employees Share Option Scheme: Directors and Senior Management ended 30 June 2014 up to 30 June 2014 treasury shares)) Name of Director Amount of Options offered Amount of Options exercised Total Depository Receipts Programme Sanctions and / or Penalties imposed 6. Non-audit fees payable to external auditors 7. Variation in results

20 ADDITIONAL COMPLIANCE INFORMATION (cont d) 19 Annual Report Recurrent related party transactions 10. Material Contracts involving directors and substantial shareholders 11. Revaluation Policy

21 Annual Report STATEMENT ON CORPORATE GOVERNANCE BOARD OF DIRECTORS Board Charter Composition and Balance Board Responsibilities

22 STATEMENT ON CORPORATE GOVERNANCE (cont d) Board Committees 21 Annual Report 2014 (i) (ii) (iii) (iv) (v) (vi) reviewed the bonus and incentives of Directors and senior management of the Group; assessed and evaluated the effectiveness of Directors through the annual Board evaluation (including the independence of Independent Non-Executive Directors); reviewed the letter of employment of senior management staff; reviewed the composition of the Board and Board Committees of the Group; reviewed the Directors Fees for the Group; and reviewed the design and allocation of awards of the Employees Share Option Scheme ( ESOS ) Supply of Information Appointments of the Board

23 Annual Report STATEMENT ON CORPORATE GOVERNANCE (cont d) Re-election of the Directors Directors Training DIRECTORS REMUNERATION Remuneration Policy Remuneration Procedure

24 STATEMENT ON CORPORATE GOVERNANCE (cont d) Annual Report Disclosure Fees Salaries Bonus BIK EPF ESOS Total RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 Executive Directors Non-Executive Directors Annual General Meeting and Dialogue with Shareholders the shareholders are presented with the opportunity to participate in question and answer sessions with the Directors. ACCOUNTABILITY AND AUDIT Financial Reporting the annual report.

25 Annual Report STATEMENT ON CORPORATE GOVERNANCE (cont d) Internal Control Relationship with the Auditors Compliance with the Code

26 CORPORATE SOCIAL RESPONSIBILITY Shareholders Customers Employees their career aspirations. General Community 25 Annual Report 2014

27 Annual Report STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL Securities Berhad. BOARD S RESPONSIBILITY controls. RISK MANAGEMENT FRAMEWORK

28 STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL (cont d) continuously updated. INTERNAL CONTROL Key Processes 27 Annual Report 2014 The Management performs regular reviews of the business processes to assess the effectiveness of the internal controls and procedures. During the year under review, measures to enhance the internal audit function include recruiting personnel with appropriate internal audit work experience. The internal auditor reports to the Audit Committee directly at least once a year. The Management is responsible for the regular identi cation, evaluation and managing of signi cant risks within their areas of responsibility. A formal risk assessment was conducted by the management team during the nancial year. The objective was to identify principal risks and to ensure an appropriate risk assessment and evaluation framework and activities of the Group. The Board receives and reviews regular and comprehensive information covering nancial performance and key business indicators.

29 Annual Report STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL (cont d) The management performs regular reviews of the Group s business and operational activities. There is a comprehensive budgeting system for the core business of the Group with budgets approved by the authorised personnel. The status of the core operations are reported monthly and analysed against to the planned schedule on timely manner. The quality of staff is enhanced through a rigorous recruitment process, performance appraisal and annual training programs. The Group has a clearly de ned organisation structure with clear lines of responsibility supported by written job description, procedures, operating manuals as well as a code of conduct. These are updated to meet changing business needs or processes. REVIEW OF EFFECTIVENESS

30 DIRECTORS RESPONSIBILITY STATEMENT 29 Annual Report 2014

31 Annual Report REPORT OF THE AUDIT COMMITTEE MEMBERS AND MEETINGS Audit Committee Members Status of Directorship Attendance of Meetings 1. Reviewed the audited nancial statements for the year ended 30 une 2014 and unaudited quarterly nancial results announcement of the Group, prior to the Board s approval. 2. Reviewing with the External Auditors the scope of work and results of their examination together with the actions taken thereon. 3. Reviewing the scope and results of the Internal Audit procedures and reports as well as to recommend any necessary action to be taken by management. 4. Monitoring and reviewing the Financial and Operations Reports. 5. Reviewing any related party transaction that may arise within the Group of the Company. 6. eri ed allocation of employees share options at the end of each nancial year end pursuant to Regulation 8.17 (2) of the Main Market Listing Requirements. TERMS OF REFERENCE The terms of reference of the Committee are as follows: The Committee shall be appointed by the Board from among their numbers and shall consists of not less than three (3) members. All the Committee member must be non-executive Directors with a majority of them being independent. The Chairman shall be an independent non-executive director. No alternate directors of the Board shall be appointed as a member of the Committee. At least one member of the Committee must be a member of the Malaysian Institute of Accountants or if he is not, then he must be a person who complies with the requirements of Paragraph of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad. In the event of any vacancy in the Committee resulting in non compliance of subparagraph (1) of the Main Market Listing Requirements, the vacancy must be lled within three (3) months. The term of of ce and performance of the Committee and each of the members shall be reviewed by the Board of Directors at least once every three (3) years to determine whether the Committee and its members have carried out their duties in accordance with the Terms of Reference.

32 REPORT OF THE AUDIT COMMITTEE (cont d) Responsibilities and Duties (a) any changes in accounting policies and practices; (b) signi cant adjustments arising from the audit; (c) the going concern assumption; and (d) compliance with accounting standards and regulatory requirements. 31 Annual Report 2014 STATEMENT BY THE AUDIT COMMITTEE IN RELATION TO ESOS ALLOCATION During the nancial year, the Committee has administered the Employees Share Option Scheme ( ESOS ). Shares options had been offered and granted to eligible employees of the Group pursuant to the criteria as set out in the by-laws of the Company s ESOS. The Audit Committee had reviewed the allocation of the share options granted and noted that they were made in compliance with the by-laws of the Company s ESOS. INTERNAL AUDIT FUNCTION The Company has an In-house Internal Audit Department whose principal responsibility is to undertake regular and systematic reviews of the systems of nancial and operational controls so as to provide reasonable assurance that such systems continue to operate satisfactorily and effectively. The total cost incurred during the year is RM96,000. The attainment of such objectives involves the following activities being carried out:- 1. reviewing and appraising the soundness, adequacy and application of accounting, nancial and other controls promoting effective control in the Company and the Group at reasonable cost; 2. ascertaining the extent of compliance with established policies, procedures and statutory requirements; 3. ascertaining the extent to which the Group and the Company s assets are accounted for and safeguarded; 4. appraising the reliability of information developed within the Group and the Company for management; 5. recommending improvements to the existing system of controls; 6. reviewing the effectiveness and ef ciency of operations; and carrying out investigations and special reviews requested by management and / or Audit Committee.

33 Annual Report DIRECTORS REPORT The directors hereby submit their report and the audited financial statements of the Group and of the Company for the financial year ended 30 June PRINCIPAL ACTIVITIES The Company is principally engaged in the businesses of investment holding and provision of management services. The principal activities of the subsidiaries are set out in Note 5 to the financial statements. There have been no significant changes in the nature of these activities during the financial year. RESULTS The Group RM The Company RM Profit/(Loss) after taxation for the financial year 2,929,786 (374,557) Attributable to:- Owners of the Company 3,026,713 (374,557) Non-controlling interests (96,927) - 2,929,786 (374,557) DIVIDENDS No dividend was paid since the end of the previous financial year and the directors do not recommend the payment of any dividend for the current financial year. RESERVES AND PROVISIONS All material transfers to or from reserves or provisions during the financial year are disclosed in the financial statements.

34 DIRECTORS REPORT (cont d) ISSUES OF SHARES AND DEBENTURES During the financial year, 33 Annual Report 2014 (a) (b) there were no changes in the authorised share capital of the Company; the Company increased its issued and paid-up share capital from RM95,845,889 to RM110,152,370 by the issuance of:- (i) (ii) 6,370,000 new ordinary shares of RM0.50 each pursuant to the exercise of share options under the Employees Share Option Scheme at an exercise price of RM0.52 per ordinary share for cash; 22,242,962 new ordinary shares of RM0.50 each pursuant to the exercise of warrants at an exercise price of RM0.50 per ordinary share for cash; and (c) there were no issues of debentures by the Company. The new ordinary shares issued rank pari passu in all respects with the existing ordinary shares of the Company. TREASURY SHARES The shares purchased are being held as treasury shares in accordance with Section 67A of the Companies Act 1965 in Malaysia. During the financial year, the Company purchased 5,100 of its issued ordinary shares from the open market at a weighted average price of approximately RM0.64 per share. The total consideration paid for the purchase including transaction costs amounted to RM3,296. As at 30 June 2014, the Company held a total of 1,048,164 treasury shares out of the total 220,304,740 issued and fully paid-up ordinary shares. The treasury shares are held at a carrying amount of RM1,129,872. Relevant details on the treasury shares are disclosed in Note 19 to the financial statements. OPTIONS GRANTED OVER UNISSUED SHARES During the financial year, no options were granted by the Company to any person to take up any unissued shares in the Company.

35 Annual Report DIRECTORS REPORT (cont d) RIGHTS ISSUE AND WARRANTS On 21 October 2008, the Company issued a renounceable rights issue of 45,098,775 new ordinary shares of RM0.50 each with 45,098,775 free detachable new warrants on the basis of one (1) rights share and one (1) warrant for every two (2) ordinary shares of RM0.50 each in the Company at an issue price of RM0.50 per rights share. These warrants were listed on the Bursa Malaysia Securities Berhad on 28 October The issuance resulted in proceeds amounting to RM22,162,962 (net of costs of issuance of rights issue with warrants of RM386,426) to the Company. The warrants have a term of 5 years to exercise from the date of issuance. Warrants that are not exercised during the exercise period will thereafter lapse and cease to be valid. During the financial year, 22,242,962 warrants were exercised and the remaining balance of 1,250,360 lapsed as the warrants expired on 21 October Relevant details on the rights issue and warrants are disclosed in Note 20 to the financial statements. EMPLOYEES SHARE OPTION SCHEME ( ESOS ) At the Extraordinary General Meeting held on 28 October 2009, shareholders of the Company approved the ESOS for the granting of non-transferable options to eligible senior executives, employees and directors of the Group and of the Company, respectively. The ESOS is to be in force for a period of 5 years. The Committee administering the ESOS comprises four directors, Dato Sri Ir. Kuan Peng Kuan Peng Soon, Dato Ir. Low Keng Kok, Ooi Leng Chooi and Wong Chee Heng. The Company granted 10,370,000 share options under the ESOS in the previous reporting period. These options were exercisable from the grant date at the exercise price of RM0.52 per ordinary share. The main features of the ESOS are disclosed in Note 23 to the financial statements. The share options lapsed on 31 December BAD AND DOUBTFUL DEBTS Before the financial statements of the Group and of the Company were made out, the directors took reasonable steps to ascertain that action had been taken in relation to the writing off of bad debts and the making of allowance for impairment losses on receivables, and satisfied themselves that there are no known bad debts and that adequate allowance had been made for impairment losses on receivables. At the date of this report, the directors are not aware of any circumstances that would require the writing off of bad debts, or the additional allowance for impairment losses on receivables in the financial statements of the Group and of the Company.

36 DIRECTORS REPORT (cont d) CURRENT ASSETS Before the financial statements of the Group and of the Company were made out, the directors took reasonable steps to ascertain that any current assets other than debts, which were unlikely to be realised in the ordinary course of business, including their value as shown in the accounting records of the Group and of the Company, have been written down to an amount which they might be expected so to realise. At the date of this report, the directors are not aware of any circumstances which would render the values attributed to the current assets in the financial statements misleading. 35 Annual Report 2014 VALUATION METHODS At the date of this report, the directors are not aware of any circumstances which have arisen which render adherence to the existing methods of valuation of assets or liabilities of the Group and of the Company misleading or inappropriate. CONTINGENT AND OTHER LIABILITIES Other than the contingent liabilities disclosed in Note 46 to the financial statements, at the date of this report, there does not exist:- (i) (ii) any charge on the assets of the Group and of the Company that has arisen since the end of the financial year which secures the liabilities of any other person; or any contingent liability of the Group and of the Company which has arisen since the end of the financial year. No contingent or other liability of the Group and of the Company has become enforceable or is likely to become enforceable within the period of twelve months after the end of the financial year which, in the opinion of the directors, will or may substantially affect the ability of the Group and of the Company to meet their obligations when they fall due. CHANGE OF CIRCUMSTANCES 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. ITEMS OF AN UNUSUAL NATURE The results of the operations of the Group and of the Company during the financial year were not, in the opinion of the directors, substantially affected by any item, transaction or event of a material and unusual nature. There has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors, to affect substantially the results of the operations of the Group and of the Company for the financial year.

37 Annual Report DIRECTORS REPORT (cont d) DIRECTORS The directors who served since the date of the last report are as follows:- Dato Sri Ir. Kuan Peng Kuan Peng Soon Dato Ir. Low Keng Kok Dato Ismail bin Haji Omar Ooi Leng Chooi Foong Kuan Ming Wong Chee Heng Zahedi bin Mohd Zain DIRECTORS INTERESTS Number Of Ordinary Shares Of RM0.50 Each At Exercise of At Bought Share Options Sold Direct Interests In The Company Dato Sri Ir. Kuan Peng Kuan Peng Soon 12,503,606 3,240,000* ,743,606 Dato Ir. Low Keng Kok 4, ,865 Dato Ismail bin Haji Omar 17, ,269 Ooi Leng Chooi 30, ,000 (203,100) 76,900 Foong Kuan Ming 102, ,857 Wong Chee Heng 52, ,800 Indirect Interests In The Company Dato Ir. Sri Kuan Peng Kuan Peng Soon 5,054, ,054,500 Number Of Warrants Over Ordinary Shares Of RM0.50 Each At At Exercised Lapsed Direct Interests In The Company Dato Ismail bin Haji Omar 5,125 - (5,125) - Number Of Share Options Over Ordinary Shares Of RM0.50 Each At At Exercised Lapsed Share Options Of The Company Ooi Leng Chooi 250,000 (250,000) - - According to the register of directors shareholdings, the interests of directors holding office at the end of the financial year in shares in the Company and its related corporations during the financial year are as follows:- Note:- * - Married deal acquisition The other director holding office at the end of the financial year had no interest in shares and options over shares of the Company or its related corporations during the financial year.

38 DIRECTORS REPORT (cont d) DIRECTORS BENEFITS Since the end of the previous financial year, no director has received or become entitled to receive any benefit (other than a benefit included in the aggregate amount of emoluments received or due and receivable by directors as shown in the financial statements, or the fixed salary of a full-time employee of the Company) by reason of a contract made by the Group or the Company or a related corporation with the 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. Neither during nor at the end of the financial year was the Group or the Company a party to any arrangements whose object is to enable the directors to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate other than those arising from the share options granted under ESOS. 37 Annual Report 2014 SIGNIFICANT EVENTS DURING/SUBSEQUENT TO THE FINANCIAL YEAR The significant events during/subsequent to the financial year are disclosed in Note 48 to the financial statements. AUDITORS The auditors, Messrs. Crowe Horwath, have expressed their willingness to continue in office. Signed in accordance with a resolution of the directors dated 30 October Dato Sri Ir. Kuan Peng Kuan Peng Soon Ooi Leng Chooi

39 Annual Report STATEMENT BY DIRECTORS Pursuant to Section 169(15) of the Companies Act, 1965 We, Dato Sri Ir. Kuan Peng Kuan Peng Soon and Ooi Leng Chooi, being two of the directors of Fajarbaru Builder Group Bhd., state that, in the opinion of the directors, the financial statements set out on pages 41 to 124 are drawn up in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act 1965 in Malaysia so as to give a true and fair view of the financial position of the Group and of the Company at 30 June 2014 and of their financial performance and cash flows for the financial year ended on that date. The supplementary information set out in Note 50, which is not part of the financial statements, is prepared in all material respects, in accordance with Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants and the directive of Bursa Malaysia Securities Berhad. Signed in accordance with a resolution of the directors dated 30 October Dato Sri lr. Kuan Peng Kuan Peng Soon Ooi Leng Chooi STATUTORY DECLARATION Pursuant to Section 169(16) of the Companies Act, 1965 I, Ooi Leng Chooi, I/C No , being the director primarily responsible for the financial management of Fajarbaru Builder Group Bhd., do solemnly and sincerely declare that the financial statements set out on pages 41 to 125 are, to the best of my knowledge and belief, 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 Subscribed and solemnly declared by Ooi Leng Chooi, I/C No , at Kuala Lumpur in the Federal Territory on this 30 October Ooi Leng Chooi Before me Datin Hajah Raihela Wanchik (No. W-275) Commissioner for Oaths

40 INDEPENDENT AUDITORS REPORT To the members of Fajarbaru Builder Group Bhd. (Incorporated in Malaysia) Report on the Financial Statements We have audited the financial statements of Fajarbaru Builder Group Bhd., which comprise the statements of financial position as at 30 June 2014 of the Group and of the Company, and the statements of profit or loss and other comprehensive income, statements of changes in equity and statements of cash flows of the Group and of the Company for the financial year then ended, and a summary of significant accounting policies and other explanatory information, as set out on pages 41 to 125. Directors Responsibility for the Financial Statements The directors of the Company are responsible for the preparation of financial statements so as to give a true and fair view in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act 1965 in Malaysia. The directors are also responsible for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Auditors Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on our judgment, including the assessment of risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity s preparation of financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements give a true and fair view of the financial position of the Group and of the Company as of 30 June 2014 and of their financial performance and cash flows for the financial year then ended in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act 1965 in Malaysia. Other Matters The financial statements of the Group and of the Company for the preceding financial year were audited by another firm of auditors whose report dated 17 October 2013, expressed an unmodified opinion on those statements. 39 Annual Report 2014

41 Annual Report INDEPENDENT AUDITORS REPORT To the members of Fajarbaru Builder Group Bhd. (Incorporated in Malaysia) (cont d) Report on Other Legal and Regulatory Requirements In accordance with the requirements of the Companies Act 1965 in Malaysia, we also report the following:- (a) (b) (c) (d) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company and its subsidiaries of which we have acted as auditors have been properly kept in accordance with the provisions of the Act. We have considered the financial statements of the subsidiary of which we have not acted as auditors, which is indicated in Note 5 to the financial statements. We are satisfied that the financial statements of the subsidiaries that have been consolidated with the Company s financial statements are in form and content appropriate and proper for the purposes of the preparation of the financial statements of the Group and we have received satisfactory information and explanations required by us for those purposes. The audit reports on the financial statements of the subsidiaries did not contain any qualification or any adverse comment made under Section 174(3) of the Act. Other Reporting Responsibilities The supplementary information set out in Note 50 on page 125 is disclosed to meet the requirement of Bursa Malaysia Securities Berhad and is not part of the financial statements. The directors are responsible for the preparation of the supplementary information in accordance with Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants ( MIA Guidance ) and the directive of Bursa Malaysia Securities Berhad. In our opinion, the supplementary information is prepared, in all material respects, in accordance with the MIA Guidance and the directive of Bursa Malaysia Securities Berhad. Other Matters This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report. Crowe Horwath Firm No: AF 1018 Chartered Accountants Cheong Tze Yuan Approval No: 3034/04/16 (J) Chartered Accountant 30 October 2014 Kuala Lumpur

42 STATEMENTS OF FINANCIAL POSITION At 30 June Annual Report 2014 ASSETS The Group The Company Note RM RM RM RM NON-CURRENT ASSETS Investment in subsidiaries ,586, ,178,278 Property, plant and equipment 6 14,464,603 12,882, Investment properties 7 44,081,111 44,081, Investment securities 8 9,855,413 10,249,629 9,855,413 10,249,629 Intangible assets 9 208, , Goodwill 7, Trade receivables 10 7,724,271 1,708, Other receivables and prepayments 11 31,541, ,882,519 69,130, ,441, ,427,907 CURRENT ASSETS Trade receivables 10 98,048,939 41,963, Other receivables, deposits and prepayments 11 2,857,817 5,008,652 1,000 1,000 Inventories 12 86,117,262 82,725, Amount owing by contract customers 13 12,872,808 58,354, Amount owing by subsidiaries ,821,896 16,885,119 Deposits with financial institutions 15 24,924,446 19,351, Cash and bank balances 16 32,829,360 16,191,220 50, ,291 Tax recoverable - 2,262,449 6,798 50, ,650, ,858,132 32,880,318 17,227,570 TOTAL ASSETS 365,533, ,988, ,322, ,655,477 The annexed notes form an integral part of these financial statements.

43 Annual Report STATEMENTS OF FINANCIAL POSITION At 30 June 2014 (cont d) EQUITY AND LIABILITIES The Group The Company Note RM RM RM RM EQUITY Share capital ,152,370 95,845, ,152,370 95,845,889 Share premium 18 4,207,849 3,782,651 4,207,849 3,782,651 Treasury shares 19 (1,129,872) (1,126,576) (1,129,872) (1,126,576) Warrant reserve 20-1,174,666-1,174,666 Other reserve 21 1,110,407 (64,259) - (1,174,666) Fair value reserve 22 1,948,805 2,343,021 1,948,805 2,343,021 Employees share option reserve , ,040 Foreign exchange translation reserve 24 (47) Retained profits 25 44,815,515 41,727,560 38,089,484 38,402,799 Equity attributable to the owners of the Company 161,105, ,041, ,268, ,606,824 Non-controlling interests 437, TOTAL EQUITY 161,543, ,041, ,268, ,606,824 NON-CURRENT LIABILITIES Trade payables 26 7,564,771 6,400, Deferred tax liabilities 27 3,451,230 2,060, Term loans 28 39,751,112 42,897, ,767,113 51,359, CURRENT LIABILITIES Amount owing to contract customers 13 37,857,855 14,878, Trade payables 26 67,023,985 65,069, Other payables and accruals 29 20,808,981 13,877,490 53,375 48,653 Provision 30 3,814, Short-term borrowings 31 23,377,359 5,761, Provision for taxation 340, ,223,013 99,587,142 53,375 48,653 TOTAL LIABILITIES 203,990, ,946,324 53,375 48,653 TOTAL EQUITY AND LIABILITIES 365,533, ,988, ,322, ,655,477 The annexed notes form an integral part of these financial statements.

44 STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME For The Financial Year Ended 30 June 2014 The Group The Company Note RM RM RM RM REVENUE ,581, ,200, ,600 1,133,250 COST OF FINISHED GOODS 33 (67,576,648) (27,651,214) - - OTHER INCOME 34 2,136,332 2,994,640 53, ,493 PROJECT EXPENSES (229,252,950) (171,909,501) - - STAFF COSTS 35 (7,535,174) (7,055,223) (549,600) (1,273,147) DEPRECIATION (1,744,999) (1,605,883) - - OTHER EXPENSES (2,933,028) (1,900,060) (433,556) (156,847) PROFIT/(LOSS) FROM OPERATIONS 6,675,128 6,073,715 (379,981) 217,749 FINANCE COSTS 37 (1,881,016) (381,064) - - PROFIT/(LOSS) BEFORE TAXATION 38 4,794,112 5,692,651 (379,981) 217,749 INCOME TAX EXPENSE 39 (1,864,326) (1,516,891) 5,424 (5,424) PROFIT/(LOSS) AFTER TAXATION 2,929,786 4,175,760 (374,557) 212,325 OTHER COMPREHENSIVE INCOME/(EXPENSES):- Items that may be reclassified subsequently to profit or loss Fair value changes of availablefor-sale financial assets (394,216) 2,343,021 (394,216) 2,343,021 Foreign currency translation (93) TOTAL COMPREHENSIVE INCOME/(EXPENSES) FOR THE FINANCIAL YEAR 2,535,477 6,518,781 (768,773) 2,555, Annual Report 2014 The annexed notes form an integral part of these financial statements.

45 Annual Report STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME For The Financial Year Ended 30 June 2014 (cont d) The Group The Company Note RM RM RM RM PROFIT/(LOSS) AFTER TAXATION ATTRIBUTABLE TO:- Owners of the Company 3,026,713 4,175,760 (374,557) 212,325 Non-controlling interests (96,927) ,929,786 4,175,760 (374,557) 212,325 TOTAL COMPREHENSIVE INCOME/(EXPENSES) ATTRIBUTABLE TO:- Owners of the Company 2,632,450 6,518,781 (768,773) 2,555,346 Non-controlling interests (96,973) EARNINGS PER SHARE (SEN) - Basic Diluted 40 Not applicable ,535,477 6,518,781 (768,773) 2,555,346 The annexed notes form an integral part of these financial statements.

46 STATEMENTS OF CHANGES IN EQUITY For the financial year ended 30 June Annual Report 2014 Non-Distributable Distributable Foreign Employees Exchange Share Share Treasury Warrant Other Fair Value Share Option Translation Retained Total RM RM RM RM RM RM RM RM RM RM The Group Balance at ,474,003 3,628,459 (1,116,581) 1,196,354 (85,947) - 97,222-37,436, ,630,323 Profit after taxation for the financial year ,175,760 4,175,760 Other comprehensive income for the financial year: - fair value changes for available-forsale financial assets ,343, ,343,021 Total comprehensive income for the financial year ,343, ,175,760 6,518,781 Contributions by and distribution to owners of the Company: - Purchase of treasury shares - - (9,995) (9,995) - New shares issued under: - warrants exercised 216, (21,688) 21, ,886 - employees share options exercised 1,155, , (107,992) - - 1,201,200 - Grant of employees share options , ,797 - Employees share options lapsed (114,987) - 114,987 - Total transactions with owners 1,371, ,192 (9,995) (21,688) 21, , ,987 1,892,888 Balance at / ,845,889 3,782,651 (1,126,576) 1,174,666 (64,259) 2,343, ,040-41,727, ,041,992 The annexed notes form an integral part of these financial statements.

47 Annual Report STATEMENTS OF CHANGES IN EQUITY Non-Distributable Distributable Foreign Attributable Employees Exchange To The Non- Share Share Treasury Warrant Other Fair Value Share Option Translation Retained Owners Of Controlling Total The Company Interests Equity RM RM RM RM RM RM RM RM RM RM RM RM The Group Balance at ,845,889 3,782,651 (1,126,576) 1,174,666 (64,259) 2,343, ,040-41,727, ,041, ,041,992 Profit/(Loss) after taxation for the financial year ,026,713 3,026,713 (96,927) 2,929,786 Other comprehensive expenses for the financial year: - fair value changes for available-for-sale financial assets (394,216) (394,216) - (394,216) - foreign currency translation (47) - (47) (46) (93) Total comprehensive (expenses)/income for the financial year (394,216) - (47) 3,026,713 2,632,450 (96,973) 2,535,477 Contributions by and distribution to owners of the Company: - Purchase of treasury shares - - (3,296) (3,296) - (3,296) - New shares issued under: - warrants exercised 11,121, (1,112,148) 1,112, ,121,481-11,121,481 - employees share options exercised 3,185, , (297,798) - - 3,312,400-3,312,400 - Employees share options lapsed (61,242) - 61, Warrants lapsed (62,518) 62, Acquisition of subsidiaries , ,820 - Incorporation of a subsidiary , ,151 Total transactions with owners 14,306, ,198 (3,296) (1,174,666) 1,174,666 - (359,040) - 61,242 14,430, ,971 14,965,556 Balance at ,152,370 4,207,849 (1,129,872) - 1,110,407 1,948,805 - (47) 44,815, ,105, , ,543,025 The annexed notes form an integral part of these financial statements.

48 STATEMENTS OF CHANGES IN EQUITY 47 Annual Report 2014 Non-Distributable Distributable Employees Share Share Treasury Warrant Other Fair Value Share Option Retained Total RM RM RM RM RM RM RM RM RM The Company Balance at ,474,003 3,628,459 (1,116,581) 1,196,354 (1,196,354) - 97,222 38,075, ,158,590 Profit after taxation for the financial year , ,325 Other comprehensive income for the financial year: - fair value changes for available -for-sale financial assets ,343, ,343,021 Total comprehensive income for the financial year ,343, ,325 2,555,346 Contributions by and distribution to owners of the Company: - Purchase of treasury shares - - (9,995) (9,995) - New shares issued under: - warrants exercised 216, (21,688) 21, ,886 - employees share options exercised 1,155, , (107,992) - 1,201,200 - Grant of employees share options , ,797 - Employees share options lapsed (114,987) 114,987 - Total transactions with owners 1,371, ,192 (9,995) (21,688) 21, , ,987 1,892,888 Balance at / ,845,889 3,782,651 (1,126,576) 1,174,666 (1,174,666) 2,343, ,040 38,402, ,606,824 The annexed notes form an integral part of these financial statements.

49 Annual Report STATEMENTS OF CHANGES IN EQUITY Non-Distributable Distributable Employees Share Share Treasury Warrant Other Fair Value Share Option Retained Total RM RM RM RM RM RM RM RM RM The Company Balance at ,845,889 3,782,651 (1,126,576) 1,174,666 (1,174,666) 2,343, ,040 38,402, ,606,824 Loss after taxation for the financial year (374,557) (374,557) Other comprehensive expenses for the financial year: - fair value changes for available-for-sale financial assets (394,216) - - (394,216) Total comprehensive expenses for the financial year (394,216) - (374,557) (768,773) Contributions by and distribution to owners of the Company: - Purchase of treasury shares - - (3,296) (3,296) - New shares issued under: - warrants exercised 11,121, (1,112,148) 1,112, ,121,481 - employees share options exercised 3,185, , (297,798) - 3,312,400 - Employees share options lapsed (61,242) 61, Warrants lapsed (62,518) 62, Total transactions with owners 14,306, ,198 (3,296) (1,174,666) 1,174,666 - (359,040) 61,242 14,430,585 Balance at ,152,370 4,207,849 (1,129,872) - - 1,948,805-38,089, ,268,636 The annexed notes form an integral part of these financial statements.

50 STATEMENTS OF CASH FLOWS For the financial year ended 30 June Annual Report 2014 The Group The Company RM RM RM RM CASH FLOWS (FOR)/FROM OPERATING ACTIVITIES Profit/(Loss) before taxation 4,794,112 5,692,651 (379,981) 217,749 Adjustments for:- Depreciation on property, plant and equipment 1,744,999 1,604, Depreciation on investment properties - 1, Equipment written off Interest expenses 392,062 76, Imputed interest on trade receivables 1,488, , Share-based payment - 484, ,797 Loss on disposal of a subsidiary ,368 - Gain on disposal of equipment (102,097) (44,999) - - Gain on disposal of investment properties - (223,105) - - Interest income (1,297,718) (1,520,050) (205) (23,023) Imputed interest on trade payables (269,723) (264,726) - - Reversal of impairment loss on investment in subsidiary - - (53,370) (491,470) Writeback of impairment losses on trade receivable (71,594) Operating profit/(loss) before working capital changes 6,679,700 6,111,515 (380,188) 188,053 Increase in inventories (1,250,646) (748,602) - - (Increase)/Decrease in trade and other receivables (92,013,000) (35,073,046) - 1,203 Decrease/(Increase) in amounts owing by/to contract customers 68,461,455 (49,334,645) - - (Increase)/Decrease in amount owing by subsidiaries - - (15,936,777) 6,542,420 Increase/(Decrease) in trade and other payables 14,059,463 48,419,620 4,722 (1,226,207) CASH (FOR)/FROM OPERATIONS (4,063,028) (30,625,158) (16,312,243) 5,505,469 Income tax refunded/(paid) 2,128,540 (771,233) 48,786 - Interest paid (2,533,080) (2,348,102) - (3,000) NET CASH (FOR)/FROM OPERATING ACTIVITIES CARRIED FORWARD (4,467,568) (33,744,493) (16,263,457) 5,502,469 The annexed notes form an integral part of these financial statements.

51 Annual Report STATEMENTS OF CASH FLOWS The Group The Company Note RM RM RM RM NET CASH (FOR)/FROM OPERATING ACTIVITIES BROUGHT FORWARD (4,467,568) (33,744,493) (16,263,457) 5,502,469 CASH FLOWS (FOR)/FROM INVESTING ACTIVITIES Acquisition of subsidiaries, net of cash and cash equivalents acquired 41 (407,928) Interest received 1,263,838 1,520, ,023 Investment in a subsidiary - - (408,000) - (Placement)/Withdrawal of deposits with licensed banks (392,939) 6,046, Proceeds from disposal of equipment 109,300 45, Proceeds from disposal of investment properties - 750, Proceeds from disposal of subsidiaries - - 2,000,000 - Proceeds from non-controlling interests 148, Purchase of investment securities - (7,906,608) - (7,906,608) Purchase of property, plant and equipment (3,334,924) (1,520,444) - - NET CASH (FOR)/FROM INVESTING ACTIVITIES (2,614,502) (1,065,271) 1,592,205 (7,883,585) CASH FLOWS FROM FINANCING ACTIVITIES Drawdown of bankers acceptances 15,981, Net drawdown of invoice financing facility 1,634,844 2,614, Repayment of term loans (3,146,666) (1,835,556) - - Proceeds from exercise of employees share options 3,312, ,886 3,312, ,886 Proceeds from exercise of warrants 11,121,481 1,201,200 11,121,481 1,201,200 Purchase of treasury shares (3,296) (9,995) (3,296) (9,995) NET CASH FROM FINANCING ACTIVITIES 28,899,763 2,187,384 14,430,585 1,408,091 NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS/BALANCE CARRIED FORWARD 21,817,693 (32,622,380) (240,667) (973,025) The annexed notes form an integral part of these financial statements.

52 STATEMENTS OF CASH FLOWS The Group The Company Note RM RM RM RM 51 Annual Report 2014 NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS/BALANCE BROUGHT FORWARD 21,817,693 (32,622,380) (240,667) (973,025) CASH AND CASH EQUIVALENTS AT BEGINNING OF THE FINANCIAL YEAR 21,499,595 54,121, ,291 1,264,316 CASH AND CASH EQUIVALENTS AT END OF THE FINANCIAL YEAR 42 43,317,288 21,499,595 50, ,291 The annexed notes form an integral part of these financial statements.

53 Annual Report NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 30 June GENERAL INFORMATION The Company is a public company limited by shares and is incorporated under the Companies Act 1965 in Malaysia. The domicile of the Company is Malaysia. The registered office and principal place of business are as follows:- Registered office : No. 1 & 1A, 2nd Floor (Room 2), Jalan Ipoh Kecil, Kuala Lumpur. Principal place of business : No. 61 & 63, Jalan SS6/12, Kelana Jaya, Petaling Jaya, Selangor Darul Ehsan. The financial statements were authorised for issue by the Board of Directors in accordance with a resolution of the directors dated 30 October PRINCIPAL ACTIVITIES The Company is principally engaged in the businesses of investment holding and provision of management services. The principal activities of the subsidiaries are set out in Note 5 to the financial statements. There have been no significant changes in the nature of these activities during the financial year. 3. BASIS OF PREPARATION The financial statements of the Group are prepared under the historical cost convention and modified to include other bases of valuation as disclosed in other sections under significant accounting policies, and in compliance with Malaysian Financial Reporting Standards ( MFRSs ), International Financial Reporting Standards and the requirements of the Companies Act 1965 in Malaysia. 3.1 During the current financial year, the Group has adopted the following new accounting standards and interpretations (including the consequential amendments, if any):- MFRSs and IC Interpretations (Including The Consequential Amendments) MFRS 10 Consolidated Financial Statements MFRS 11 Joint Arrangements MFRS 12 Disclosure of Interests in Other Entities MFRS 13 Fair Value Measurement MFRS 119 (2011) Employee Benefits MFRS 127 (2011) Separate Financial Statements MFRS 128 (2011) Investments in Associates and Joint Ventures Amendments to MFRS 7: Disclosures Offsetting Financial Assets and Financial Liabilities Amendments to MFRS 10, MFRS 11 and MFRS 12: Transition Guidance Amendments to MFRS 101: Presentation of Items of Other Comprehensive Income

54 NOTES TO THE FINANCIAL STATEMENTS 3. BASIS OF PREPARATION (CONT D) 3.1 During the current financial year, the Group has adopted the following new accounting standards and interpretations (including the consequential amendments, if any) (Cont d):- MFRSs and IC Interpretations (Including The Consequential Amendments) (Cont d) IC Interpretation 20 Stripping Costs in the Production Phase of a Surface Mine Annual Improvements to MFRSs Cycle The adoption of the above accounting standards and interpretations (including the consequential amendments) did not have any material impact on the Group s financial statements. 3.2 The Group has not applied in advance the following accounting standards and interpretations (including the consequential amendments, if any) that have been issued by the Malaysian Accounting Standards Board ( MASB ) but are not yet effective for the current financial year:- MFRSs and IC Interpretations (Including The Consequential Amendments) Effective Date MFRS 9 (2009) Financial Instruments ) MFRS 9 (2010) Financial Instruments ) To be MFRS 9 Financial Instruments (Hedge Accounting and Amendments to ) announced MFRS 7, MFRS 9 and MFRS 139) ) by MASB Amendments to MFRS 9 and MFRS 7: Mandatory Effective Date of ) MFRS 9 and Transition Disclosures ) MFRS 14 Regulatory Deferral Accounts 1 January 2016 MFRS 15 Revenue from Contracts with Customers 1 January 2017 Amendments to MFRS 10, MFRS 12 and MFRS 127 (2011): Investment Entities 1 January 2014 Amendments to MFRS 11 : Accounting for Acquisitions of Interests in Joint Operations 1 January 2016 Amendments to MFRS 116 and MFRS 138: Clarification of Acceptable Methods of Depreciation and Amortisation 1 January 2016 Amendments to MFRS 116 and MFRS 141: Agriculture Bearer Plants 1 January 2016 Amendments to MFRS 119: Defined Benefit Plans Employee Contributions 1 July 2014 Amendments to MFRS 132: Offsetting Financial Assets and Financial Liabilities 1 January 2014 Amendments to MFRS 136: Recoverable Amount Disclosures for Non-financial Assets 1 January 2014 Amendments to MFRS 139: Novation of Derivatives and Continuation of Hedge Accounting 1 January 2014 IC Interpretation 21 Levies 1 January 2014 Annual Improvements to MFRSs Cycle 1 July 2014 Annual Improvements to MFRSs Cycle 1 July Annual Report 2014

55 Annual Report NOTES TO THE FINANCIAL STATEMENTS 3. BASIS OF PREPARATION (CONT D) 3.2 The Group has not applied in advance the following accounting standards and interpretations (including the consequential amendments, if any) that have been issued by the Malaysian Accounting Standards Board ( MASB ) but are not yet effective for the current financial year (cont d):- The above accounting standards and interpretations (including the consequential amendments) are not relevant to the Group s operations except as follows:- MFRS 9 (2009) introduces new requirements for the classification and measurement of financial assets. Subsequently, this MFRS 9 was amended in year 2010 to include requirements for the classification and measurement of financial liabilities and for derecognition (known as MFRS 9 (2010)). Generally, MFRS 9 replaces the parts of MFRS 139 that relate to the classification and measurement of financial instruments. MFRS 9 divides all financial assets into 2 categories those measured at amortised cost and those measured at fair value, based on the entity s business model for managing its financial assets and the contractual cash flow characteristics of the instruments. For financial liabilities, the standard retains most of the MFRS 139 requirement. An entity choosing to measure a financial liability at fair value will present the portion of the change in its fair value due to changes in the entity s own credit risk in other comprehensive income rather than within profit or loss. Therefore, there will be no financial impact on the financial statements of the Group upon its initial application. MFRS 15 establishes a single comprehensive model for revenue recognition and will supersede the current revenue recognition guidance and other related interpretations when it becomes effective. Under MFRS 15, an entity shall recognise revenue when (or as) a performance obligation is satisfied, i.e. when control of the goods or services underlying the particular performance obligation is transferred to the customers. In addition, extensive disclosures are required by MFRS 15. The Group anticipates that the application of MFRS 15 in the future may have a material impact on the amounts reported and disclosures made in the financial statements. However, it is not practicable to provide a reasonable estimate of the effect of MFRS 15 until the Group performs a detailed review. The amendments to MFRS 132 provide the application guidance for criteria to offset financial assets and financial liabilities. Therefore, there will be no financial impact on the financial statements of the Group upon its initial application. The amendments to MFRS 136 remove the requirement to disclose the recoverable amount when a cashgenerating unit (CGU) contains goodwill or intangible assets with indefinite useful lives but there has been no impairment. Therefore, there will be no financial impact on the financial statements of the Group upon its initial application but may impact its future disclosures. Therefore, there will be no financial impact on the financial statements of the Group upon its initial application.

56 NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES 4.1 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS Estimates and judgements are continually evaluated by the directors and management and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The estimates and judgements that affect the application of the Group s accounting policies and disclosures, and have a significant risk of causing a material adjustment to the carrying amounts of assets, liabilities, income and expenses are discussed below:- 55 Annual Report 2014 (a) Depreciation of Property, Plant and Equipment The estimates for the residual values, useful lives and related depreciation charges for the property, plant and equipment are based on commercial factors which could change significantly as a result of technical innovations and competitors actions in response to the market conditions. The Group anticipates that the residual values of its property, plant and equipment will be insignificant. As a result, residual values are not being taken into consideration for the computation of the depreciable amount. Changes in the expected level of usage and technological development could impact the economic useful lives and the residual values of these assets, therefore future depreciation charges could be revised. (b) Income Taxes There are certain transactions and computations for which the ultimate tax determination may be different from the initial estimate. The Group recognises tax liabilities based on its understanding of the prevailing tax laws and estimates of whether such taxes will be due in the ordinary course of business. Where the final outcome of these matters is different from the amounts that were initially recognised, such difference will impact the income tax and deferred tax provisions in the year in which such determination is made. When the recoverable amount of an asset is determined based on the estimate of the value-in-use of the cash-generating unit to which the asset is allocated, the management is required to make an estimate of the expected future cash flows from the cash-generating unit and also to apply a suitable discount rate in order to determine the present value of those cash flows. (d) Write-down of Inventories Reviews are made periodically by management on damaged, obsolete and slow-moving inventories. These reviews require judgement and estimates. Possible changes in these estimates could result in revisions to the valuation of inventories.

57 Annual Report NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.1 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (CONT D) (e) Impairment of Trade and Other Receivables An impairment loss is recognised when there is objective evidence that a financial asset is impaired. Management specifically reviews its loans and receivables financial assets and analyses historical bad debts, customer concentrations, customer creditworthiness, current economic trends and changes in the customer payment terms when making a judgment to evaluate the adequacy of the allowance for impairment losses. Where there is objective evidence of impairment, the amount and timing of future cash flows are estimated based on historical loss experience for assets with similar credit risk characteristics. If the expectation is different from the estimation, such difference will impact the carrying value of receivables. The Group determines whether a property qualifies as an investment property, and has developed a criteria in making that judgement. Investment property is a property held to earn rentals or for capital appreciation or both. Therefore, the Group considers whether a property generates cash flows largely independent of the other assets held by the Group. Some properties comprise a portion that is held to earn rentals or for capital appreciation and another portion that is held for use in the production or supply of goods or services or for administrative purposes. If these portions could be sold separately (or leased out separately under a finance lease), the Group accounts for the portions separately. If the portions could not be sold separately, the property is an investment property only if an insignificant portion is held for use in the production or supply of goods or services or for administrative purposes. Judgement is made on an individual property basis to determine whether ancillary services are so significant that a property does not qualify as investment property. The classification of leasehold land as a finance lease or an operating lease requires the use of judgement in determining the extent to which risks and rewards incidental to its ownership lie. Despite the fact that there will be no transfer of ownership by the end of the lease term and that the lease term does not constitute the major part of the indefinite economic life of the land, management considered that the present value of the minimum lease payments approximated to the fair value of the land at the inception of the lease. Accordingly, management judged that the Group has acquired substantially all the risks and rewards incidental to the ownership of the land through a finance lease.

58 NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.1 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (CONT D) 57 Annual Report 2014 (h) Impairment of Goodwill Goodwill is tested for impairment annually and at other times when such indicators exist. This requires management to estimate the expected future cash flows of the cash-generating unit to which goodwill is allocated and to apply a suitable discount rate in order to determine the present value of those cash flows. The future cash flows are most sensitive to budgeted gross margins, growth rates estimated and discount rate used. If the expectation is different from the estimation, such difference will impact the carrying value of goodwill. (i) Impairment of Available-for-sale Financial Assets The Group reviews its available-for-sale financial assets at the end of each reporting period to assess whether they are impaired. The Group also records impairment loss on available-for-sale equity investments when there has been a significant or prolonged decline in the fair value below their cost. The determination of what is significant or prolonged requires judgement. In making this judgement, the Group evaluates, among other factors, historical share price movements and the duration and extent to which the fair value of an investment is less than its cost. (j) Fair Value Estimates for Certain Financial Assets and Liabilities The Group carries certain financial assets and liabilities at fair value, which requires extensive use of accounting estimates and judgement. While significant components of fair value measurement were determined using verifiable objective evidence, the amount of changes in fair value would differ if the Group uses different valuation methodologies. Any changes in fair value of these assets and liabilities would affect profit and/or equity. (k) Construction Contracts The Group recognises contract revenue and expenses in the profit or loss by using the stage of completion method. The stage of completion is determined by the proportion that the contract costs incurred for work performed to date bear to the estimated total contract cost. Significant judgement is required in determining the stage of completion, the extent of the contract costs incurred, the estimated total contract revenue and costs, as well as the recoverability of the projects. In making the judgement, the Group evaluates based on past experience. The Group assesses at each reporting date on the contract revenue and costs. The revised contract revenue and costs are recognised in profit or loss accordingly. (l) Share-based Payments The Group measures the cost of equity settled transactions with employees by reference to the fair value of the equity investments at the date at which they are granted. The estimation of the fair value requires determining the most appropriate valuation model for a grant of equity instruments, which is dependent on the terms and conditions of the grant. This also requires determining the most appropriate inputs to the valuation model including the expected life of the option volatility and dividend yield and making assumptions about them.

59 Annual Report NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.2 BASIS OF CONSOLIDATION The consolidated financial statements include the financial statements of the Company and its subsidiaries made up to the end of the reporting period. Subsidiaries are entities (including structured entities) controlled by the Group. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are consolidated from the date on which control is transferred to the Group up to the effective date on which control ceases, as appropriate. Intragroup transactions, balances, income and expenses are eliminated on consolidation. Where necessary, adjustments are made to the financial statements of subsidiaries to ensure consistency of accounting policies with those of the Group. (a) Business Combinations Acquisitions of businesses are accounted for using the acquisition method. Under the acquisition method, the consideration transferred for acquisition of a subsidiary is the fair value of the assets transferred, liabilities incurred and the equity interests issued by the Group at the acquisition date. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Acquisition-related costs, other than the costs to issue debt or equity securities, are recognised in profit or loss when incurred. In a business combination achieved in stages, previously held equity interests in the acquiree are remeasured to fair value at the acquisition date and any corresponding gain or loss is recognised in profit or loss. Non-controlling interests in the acquiree may be initially measured either at fair value or at the noncontrolling interests proportionate share of the fair value of the acquiree s identifiable net assets at the date of acquisition. The choice of measurement basis is made on a transaction-by-transaction basis. (b) Non-controlling Interests Non-controlling interests are presented within equity in the consolidated statement of financial position, separately from the equity attributable to owners of the Company. Profit or loss and each component of other comprehensive income are attributed to the owners of the Company and to the non-controlling interests. Total comprehensive income is attributed to non-controlling interests even if this results in the non-controlling interests having a deficit balance. At the end of each reporting period, the carrying amount of non-controlling interests is the amount of those interests at initial recognition plus the non-controlling interests share of subsequent changes in equity.

60 NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.2 BASIS OF CONSOLIDATION (CONT D) 59 Annual Report 2014 (c) Changes In Ownership Interests In Subsidiaries Without Change of Control All changes in the parent s ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. Any difference between the amount by which the non-controlling interest is adjusted and the fair value of consideration paid or received is recognised directly in equity of the Group. (d) Loss of Control Upon the loss of control of a subsidiary, the Group recognises any gain or loss on disposal in profit or loss which is calculated as the difference between:- (i) (ii) the aggregate of the fair value of the consideration received and the fair value of any retained interest in the former subsidiary; and the previous carrying amount of the assets (including goodwill), and liabilities of the former subsidiary and any non-controlling interests. 4.3 GOODWILL Amounts previously recognised in other comprehensive income in relation to the former subsidiary are accounted for in the same manner as would be required if the relevant assets or liabilities were disposed of (i.e. reclassified to profit or loss or transferred directly to retained profits). The fair value of any investments retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition for subsequent accounting under MFRS 139 or, when applicable, the cost on initial recognition of an investment in an associate or a joint venture. Goodwill is measured at cost less accumulated impairment losses, if any. The carrying value of goodwill is reviewed for impairment annually or more frequently if events or changes in circumstances indicate that the carrying amount may be impaired. The impairment value of goodwill is recognised immediately in profit or loss. An impairment loss recognised for goodwill is not reversed in a subsequent period. Under the acquisition method, any excess of the sum of the fair value of the consideration transferred in the business combination, the amount of non-controlling interests recognised and the fair value of the Group s previously held equity interest in the acquiree (if any), over the net fair value of the acquiree s identifiable assets and liabilities at the date of acquisition is recorded as goodwill. Where the latter amount exceeds the former, after reassessment, the excess represents a bargain purchase gain and is recognised as a gain in profit or loss.

61 Annual Report NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.4 FUNCTIONAL AND FOREIGN CURRENCIES (a) Functional and Presentation Currency The individual financial statements of each entity in the Group are presented in the currency of the primary economic environment in which the entity operates, which is the functional currency. The consolidated financial statements are presented in Ringgit Malaysia ( RM ), which is the Company s functional and presentation currency. (b) Transactions and Balances Transactions in foreign currencies are converted into the respective functional currencies on initial recognition, using the exchange rates approximating those ruling at the transaction dates. Monetary assets and liabilities at the end of the reporting period are translated at the rates ruling as of that date. Non-monetary assets and liabilities are translated using exchange rates that existed when the values were determined. All exchange differences are recognised in profit or loss. (c) Foreign Operations Assets and liabilities of foreign operations are translated to RM at the rates of exchange ruling at the end of the reporting period. Revenues and expenses of foreign operations are translated at exchange rates ruling at the dates of the transactions. All exchange differences arising from translation are taken directly to other comprehensive income and accumulated in equity under the translation reserve. On the disposal of a foreign operation, the cumulative amount recognised in other comprehensive income relating to that particular foreign operation is reclassified from equity to profit or loss. Goodwill and fair value adjustments arising from the acquisition of foreign operations are treated as assets and liabilities of the foreign operations and are recorded in the functional currency of the foreign operations and translated at the closing rate at the end of the reporting period.

62 NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.5 FINANCIAL INSTRUMENTS Financial instruments are recognised in the statements of financial position when the Group has become a party to the contractual provisions of the instruments. Financial instruments are classified as liabilities or equity in accordance with the substance of the contractual arrangement. Interest, dividends, gains and losses relating to a financial instrument classified as a liability, are reported as an 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. A financial instrument is recognised initially at its fair value. Transaction costs that are directly attributable to the acquisition or issue of the financial instrument (other than a financial instrument at fair value through profit or loss) are added to/deducted from the fair value on initial recognition, as appropriate. Transaction costs on the financial instrument at fair value through profit or loss are recognised immediately in profit or loss. Financial instruments recognised in the statements of financial position are disclosed in the individual policy statement associated with each item. 61 Annual Report 2014 (a) Financial Assets On initial recognition, financial assets are classified as either financial assets at fair value through profit or loss, held-to-maturity investments, loans and receivables financial assets, or available-forsale financial assets, as appropriate. (i) Financial Assets at Fair Value through Profit or Loss Financial assets are classified as financial assets at fair value through profit or loss when the financial asset is either held for trading or is designated to eliminate or significantly reduce a measurement or recognition inconsistency that would otherwise arise. Financial assets at fair value through profit or loss are stated at fair value, with any gains or losses arising on remeasurement recognised in profit or loss. Dividend income from this category of financial assets is recognised in profit or loss when the Group s right to receive payment is established. Financial assets at fair value through profit or loss could be presented as current or non-current. Financial assets that are held primarily for trading purposes are presented as current whereas financial assets that are not held primarily for trading purposes are presented as current or noncurrent based on the settlement date.

63 Annual Report NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.5 FINANCIAL INSTRUMENTS (CONT D) (a) Financial Assets (cont d) (ii) Held-to-maturity Investments Held-to-maturity investments are non-derivative financial assets with fixed or determinable payments and fixed maturities that the management has the positive intention and ability to hold to maturity. Held-to-maturity investments are measured at amortised cost using the effective interest method less any impairment loss, with interest income recognised in profit or loss on an effective yield basis. Held-to-maturity investments are classified as non-current assets, except for those having maturity within 12 months after the reporting date which are classified as current assets. (iii) Loans and Receivables Financial Assets Trade receivables and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as loans and receivables financial assets. Loans and receivables financial assets are measured at amortised cost using the effective interest method, less any impairment loss. Interest income is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial. Loans and receivables financial assets are classified as current assets, except for those having settlement dates later than 12 months after the reporting date which are classified as noncurrent assets. (iv) Available-for-sale Financial Assets Available-for-sale financial assets are non-derivative financial assets that are designated in this category or are not classified in any of the other categories. After initial recognition, available-for-sale financial assets are remeasured to their fair values at the end of each reporting period. Gains and losses arising from changes in fair value are recognised in other comprehensive income and accumulated in the fair value reserve, with the exception of impairment losses. On derecognition, the cumulative gain or loss previously accumulated in the fair value reserve is reclassified from equity into profit or loss. Dividends on available-for-sale equity instruments are recognised in profit or loss when the Group s right to receive payments is established. Investments in equity instruments whose fair value cannot be reliably measured are measured at cost less accumulated impairment losses, if any. Available-for-sale financial assets are classified as non-current assets unless they are expected to be realised within 12 months after the reporting date.

64 NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.5 FINANCIAL INSTRUMENTS (CONT D) 63 Annual Report 2014 (b) Financial Liabilities All financial liabilities are initially measured at fair value plus directly attributable transaction costs and subsequently measured at amortised cost using the effective interest method other than those categorised as fair value through profit or loss. Fair value through profit or loss category comprises financial liabilities that are either held for trading or are designated to eliminate or significantly reduce a measurement or recognition inconsistency that would otherwise arise. Financial liabilities are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting date. (c) Equity Instruments Instruments classified as equity are measured at cost and are not remeasured subsequently. (i) Ordinary Shares Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from proceeds. Dividends on ordinary shares are recognised as liabilities when approved for appropriation. (ii) Treasury Shares When the Company s own shares recognised as equity are bought back, the amount of the consideration paid, including all costs directly attributable, are recognised as a deduction from equity. Own shares purchased that are not subsequently cancelled are classified as treasury shares and are presented as a deduction from total equity. Where such shares are subsequently sold or reissued, any consideration received, net of any direct costs, is included in equity. Where such shares are subsequently sold or reissued, any consideration received, net of any direct costs, is included in equity. (iii) Warrant reserve Warrant reserve represents the amount allocated to warrants issued and outstanding at the reporting date. The warrants reserve will be transferred to the share premium account upon the exercise of warrants and the warrants reserve in relation to the unexercised warrants, on expiry of the exercise period, shall remain in equity.

65 Annual Report NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.5 FINANCIAL INSTRUMENTS (CONT D) (d) Derecognition A financial asset or part of it is derecognised when, and only when, the contractual rights to the cash flows from the financial asset expire or the financial asset is transferred to another party without retaining control or substantially all risks and rewards of the asset. On derecognition of a financial asset, the difference between the carrying amount and the sum of the consideration received (including any new asset obtained less any new liability assumed) and any cumulative gain or loss that had been recognised in equity is recognised in profit or loss. A financial liability or a part of it is derecognised when, and only when, the obligation specified in the contract is discharged or cancelled or expires. On derecognition of a financial liability, the difference between the carrying amount of the financial liability extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss. 4.6 INVESTMENTS IN SUBSIDIARIES Investments in subsidiaries are stated at cost in the statement of financial position of the Company, and are reviewed for impairment at the end of the reporting period if events or changes in circumstances indicate that the carrying values may not be recoverable. The cost of the investments includes transaction costs. On the disposal of the investments in subsidiaries, the difference between the net disposal proceeds and the carrying amount of the investments is recognised in profit or loss. 4.7 PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment, other than freehold land, are stated at cost less accumulated depreciation and impairment losses, if any. Freehold land is stated at cost less impairment losses, if any, and is not depreciated. Depreciation is charged to profit or loss (unless it is included in the carrying amount of another asset) on the straight-line method to write off the depreciable amount of the assets over their estimated useful lives. Depreciation of an asset does not cease when the asset becomes idle or is retired from active use unless the asset is fully depreciated. The principal annual rates used for this purpose are:- Buildings 2% Plant and machinery 10% - 20% Motor vehicles 20% Furniture, fittings and office equipment 10% - 50% Renovations 10% Land development, expenditure, fish pond and equipment 10% - 25%

66 NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.7 PROPERTY, PLANT AND EQUIPMENT (CONT D) The depreciation method, useful lives and residual values are reviewed, and adjusted if appropriate, at the end of each reporting period to ensure that the amounts, method and periods of depreciation are consistent with previous estimates and the expected pattern of consumption of the future economic benefits embodied in the items of the property, plant and equipment. Subsequent costs are included in the asset s carrying amount or recognised as a separate asset, as appropriate, only when the cost is incurred and it is probable that the future economic benefits associated with the asset will flow to the Group and the cost of the asset can be measured reliably. The carrying amount of parts that are replaced is derecognised. The costs of the day-to-day servicing of property, plant and equipment are recognised in profit or loss as incurred. Cost also comprises the initial estimate of dismantling and removing the asset and restoring the site on which it is located for which the Group is obligated to incur when the asset is acquired, if applicable. An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected from its use. Any gain or loss arising from derecognition of the asset is recognised in profit or loss. 4.8 INVESTMENT PROPERTIES Investment properties are properties held either to earn rental income or for capital appreciation or for both. Investment properties are stated at cost less accumulated depreciation and impairment losses, if any. Investment properties are derecognised when they have either been disposed of or when the investment property is permanently withdrawn from use and no future benefit is expected from its disposal. On the derecognition of an investment property, the difference between the net disposal proceeds and the carrying amount is recognised in profit or loss. Transfers are made to or from investment property only when there is a change in use. All transfers do not change the carrying amount of the property reclassified. 65 Annual Report 2014

67 Annual Report NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.9 CONSTRUCTION CONTRACTS Where the outcome of a construction contract can be estimated reliably, contract revenue and contract costs are recognised as revenue and expenses respectively by using the stage of completion method. The stage of completion is measured by reference to the proportion of contract costs incurred for work performed to date to the estimated total contract costs. Where the outcome of a construction contract cannot be reliably estimated, contract revenue is recognised to the extent of contract costs incurred that are likely to be recoverable. Contract costs are recognised as expenses in the period in which they are incurred. When it is probable that total contract costs will exceed total contract revenue, the expected loss is recognised as an expense immediately. When the total of costs incurred on construction contracts plus, recognised profits (less recognised losses), exceeds progress billings, the balance is classified as amount owing by customers on contracts. When progress billings exceed costs incurred plus, recognised profits (less recognised losses), the balance is classified as amount owing to customers on contracts. Contract revenue comprises the initial amount of revenue agreed in the contract and variations in contract work, claims and incentive payments to the extent that it is probable that they will result in revenue and they are capable of being reliably measured. Contract cost includes direct materials, labour and applicable overheads IMPAIRMENT (a) Impairment of Financial Assets All financial assets (other than those categorised at fair value through profit or loss), are assessed at the end of each reporting period whether there is any objective evidence of impairment as a result of one or more events having an impact on the estimated future cash flows of the asset. For an equity instrument, a significant or prolonged decline in the fair value below its cost is considered to be objective evidence of impairment. An impairment loss in respect of held-to-maturity investments and loans and receivables financial assets is recognised in profit or loss and is measured as the difference between the asset s carrying amount and the present value of estimated future cash flows, discounted at the financial asset s original effective interest rate. An impairment loss in respect of available-for-sale financial assets is recognised in profit or loss and is measured as the difference between its cost (net of any principal payment and amortisation) and its current fair value, less any impairment loss previously recognised in the fair value reserve. In addition, the cumulative loss recognised in other comprehensive income and accumulated in equity under fair value reserve, is reclassified from equity to profit or loss.

68 NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.10 IMPAIRMENT (CONT D) 67 Annual Report 2014 (a) Impairment of Financial Assets (cont d) With the exception of available-for-sale equity instruments, if, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed through profit or loss to the extent that the carrying amount of the financial asset at the date the impairment is reversed does not exceed what the amortised cost would have been had the impairment not been recognised. In respect of available-for-sale equity instruments, impairment losses previously recognised in profit or loss are not reversed through profit or loss. Any increase in fair value subsequent to an impairment loss made is recognised in other comprehensive income. (b) Impairment of Non-Financial Assets The carrying values of assets, other than those to which MFRS Impairment of Assets does not apply, are reviewed at the end of each reporting period for impairment when there is an indication that the assets might be impaired. Impairment is measured by comparing the carrying values of the assets with their recoverable amounts. The recoverable amount of the assets is the higher of the assets fair value less costs to sell and their value in use, which is measured by reference to discounted future cash flow. An impairment loss is recognised in profit or loss immediately. In respect of assets other than goodwill, and when there is a change in the estimates used to determine the recoverable amount, a subsequent increase in the recoverable amount of an asset is treated as a reversal of the previous impairment loss and is recognised to the extent of the carrying amount of the asset that would have been determined (net of amortisation and depreciation) had no impairment loss been recognised. The reversal is recognised in profit or loss immediately ADVANCE PAYMENTS MADE FOR PURCHASE OF TIMBER LOGS Advance payments made for purchase of timber logs are treated as prepayments. The costs of timber logs shall be deducted against prepayments on the basis of the volume of timber logs extracted during the financial year as a proportion of the total volume of timber logs extractable over the remaining period from the timber concession area.

69 Annual Report NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.12 INVENTORIES Inventories are stated at the lower of cost and net realisable value. Inventories comprise costs associated with the acquisition of land and all costs that are directly attributable to development activities or that can be allocated on a reasonable basis to such activities. Revenue is recognised only when it is probable that the economic benefits associated with the inventories will flow to the Company which is upon the Company transferring to the purchaser the control, significant risks and rewards of ownership of the completed development project units. The inventories of the completed development project units whose revenue is recognised, is then recognised in the profit or loss simultaneously as cost of sales in the profit or loss. Any expected loss on a development project, including costs to be incurred over the defects liability period, is recognised as liability and will only be expensed off upon the recognition of the revenue of the development project. The billings to purchasers are classified as third party receivables within trade receivables. Net realisable value represents the estimated selling price less the estimated costs of completion and the estimated costs necessary to make the sales BORROWING COSTS Borrowing costs, directly attributable to the acquisition, construction or production of a qualifying asset, are capitalised as part of the cost of those assets, until such time as the assets are ready for their intended use or sale. Capitalisation of borrowing costs is suspended during extended periods in which active development is interrupted. All other borrowing costs are recognised in profit or loss as expenses in the period in which they are incurred. Investment income earned on the temporary investment of specific borrowing pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation.

70 NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.14 INCOME TAXES Income taxes for the year comprises current and deferred taxes. Current tax is the expected amount of income taxes payable in respect of the taxable profit for the reporting period and is measured using the tax rates that have been enacted or substantively enacted at the end of the reporting period. Deferred tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax liabilities are recognised for all taxable temporary differences other than those that arise from goodwill or excess of the acquirer s interest in the net fair value of the acquiree s identifiable assets, liabilities and contingent liabilities over the business combination costs 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. 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 future taxable profits will be available against which the deductible temporary differences, unused tax losses and unused tax credits can be utilised. The carrying amounts of deferred tax assets are reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient future taxable profits will be available to allow all or part of the deferred tax assets to be utilised. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period when the asset is realised or the liability is settled, based on the tax rates that have been enacted or substantively enacted at the end of the reporting period. Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when the deferred income taxes relate to the same taxation authority. Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred tax items are recognised in correlation to the underlying transactions either in other comprehensive income or directly in equity and deferred tax arising from a business combination is included in the resulting goodwill or excess of the acquirer s interest in the net fair value of the acquiree s identifiable assets, liabilities and contingent liabilities over the business combination costs CASH AND CASH EQUIVALENTS Cash and cash equivalents comprise cash in hand, bank balances, demand deposits, bank overdrafts and short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value with original maturity periods of three months or less. 69 Annual Report 2014

71 Annual Report NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.16 PROVISIONS Provisions are recognised when the Group has a present obligation as a result of past events, when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and when a reliable estimate of the amount can be made. Provisions are reviewed at the end of each reporting period and adjusted to reflect the current best estimate. Where the effect of the time value of money is material, the provision is the present value of the estimated expenditure required to settle the obligation. The unwinding of the discount is recognised as interest expense in profit or loss EMPLOYEE BENEFITS Wages, salaries, paid annual leave and sick leave, bonuses and non-monetary benefits are measured on an undiscounted basis and are recognised in profit or loss in the period in which the associated services are rendered by employees of the Group. The Group s contributions to defined contribution plans are recognised in profit or loss in the period to which they relate. Once the contributions have been paid, the Group has no further liability in respect of the defined contribution plans. (c) Share-based Payment Transactions The Group Employee Share Option Scheme ( ESOS ), an equity-settled, share-based compensation plan, allows the Group s employees to acquire ordinary shares of the Company. The total fair value of share options granted to its directors and employees is recognised as an employee cost with a corresponding increase in the share option reserve within the equity. The equity amount is recognised in the share option reserve until the option is exercised, upon which it will be transferred to share premium, or until the option expires, upon which it will be transferred directly to retained profits.

72 NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.18 RELATED PARTIES A party is related to an entity (referred to as the reporting entity ) if:- 71 Annual Report 2014 (a) A person or a close member of that person s family is related to a reporting entity if that person:- (i) (ii) (iii) has control or joint control over the reporting entity; has significant influence over the reporting entity; or is a member of the key management personnel of the reporting entity or of a parent of the reporting entity. (b) An entity is related to a reporting entity if any of the following conditions applies:- (i) the entity and the reporting entity are members of the same group (which means that each parent, subsidiary and fellow subsidiary is related to the others). (ii) one entity is an associate or joint venture of the other entity (or an associate or joint venture of a member of a group of which the other entity is a member). (iii) both entities are joint ventures of the same third party. (iv) one entity is a joint venture of a third entity and the other entity is an associate of the third entity. (v) the entity is a post-employment benefit plan for the benefit of employees of either the reporting entity or an entity related to the reporting entity. If the reporting entity is itself such a plan, the sponsoring employers are also related to the reporting entity. (vi) the entity is controlled or jointly controlled by a person identified in (a) above. (vii) a person identified in (a)(i) above has significant influence over the entity or is a member of the key management personnel of the entity (or of a parent of the entity). Close members of the family of a person are those family members who may be expected to influence, or be influenced by, that person in their dealings with the entity CONTINGENT LIABILITIES A contingent liability is a possible obligation that arises from past events and whose existence will only be confirmed by the occurrence of one or more uncertain future events not wholly within the control of the Group. It can also be a present obligation arising from past events that is not recognised because it is not probable that an outflow of economic resources will be required or the amount of obligation cannot be measured reliably. A contingent liability is not recognised but is disclosed in the notes to the financial statements. When a change in the probability of an outflow occurs so that the outflow is probable, it will then be recognised as a provision.

73 Annual Report NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.20 FAIR VALUE MEASUREMENTS Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using a valuation technique. The measurement assumes that the transaction takes place either in the principal market or in the absence of a principal market, in the most advantageous market. For non-financial asset, the fair value measurement takes into account a market s participant s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use. However, this basis does not apply to share-based payment transactions. For financial reporting purposes, the fair value measurements are analysed into level 1 to level 3 as follows:- Level 1: Level 2: Level 3: Inputs are quoted prices (unadjusted) in active markets for identical assets or liability that the entity can access at the measurement date; Inputs are inputs, other than quoted prices included within level 1, that are observable for the asset or liability, either directly or indirectly; and Inputs are unobservable inputs for the asset or liability. The transfer of fair value between levels is determined as of the date of the event or change in circumstances that caused the transfer REVENUE AND OTHER INCOME (a) Contracts Revenue on contracts is recognised on the percentage of completion method unless the outcome of the contract cannot be determined, in which case revenue on contracts is only recognised to the extent of contract costs incurred that are recoverable. Foreseeable losses, if any, are provided for in full as and when it can be reasonable ascertained that the contract will result in a loss. The stage of completion is determined based on the proportion that contract costs incurred for work performed to date bear to the estimated total contract costs. (b) Sale of Goods Revenue is measured at fair value of the consideration received or receivable and is recognised upon delivery of goods and customers acceptance and where applicable, net of returns and trade discounts. (c) Management Fees Management fees are recognised when services are rendered.

74 NOTES TO THE FINANCIAL STATEMENTS 4. SIGNIFICANT ACCOUNTING POLICIES (CONT D) 4.21 REVENUE AND OTHER INCOME (CONT D) 73 Annual Report 2014 (d) Interest Income Interest income is recognised on an accrual basis. (e) Dividend Income Dividend income from investment is recognised when the right to receive dividend payment is established. (f) Rental Income Rental income is accounted for on a straight-line basis over the lease terms. The aggregate costs of incentives provided to lesses are recognised as a reduction of rental income over the lease term on a straight-line basis OPERATING SEGMENTS An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Group s other components. An operating segment s operating results are reviewed regularly by the chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available. 5. INVESTMENT IN SUBSIDIARIES The Company RM RM Unquoted shares, at cost At 1 July 2013/ ,231, ,231,648 Addition during the financial year 408,000 - Disposal during the financial year (2,053,368) - At 30 June 2014/ ,586, ,231,648 Accumulated impairment losses:- At 1 July 2013/2012 (53,370) (544,840) Reversal during the financial year 53, ,470 At 30 June 2014/ (53,370) 110,586, ,178,278

75 Annual Report NOTES TO THE FINANCIAL STATEMENTS 5. INVESTMENT IN SUBSIDIARIES (CONT D) Name of Company Country of Effective Incorporation Equity Interest Principal Activities % % Fajarbaru Builder Sdn. Bhd. ( FBSB ) Malaysia Provision of construction. Fajarbaru Trading Sdn. Bhd. Malaysia Provision of trading of construction materials. Fajarbaru Properties Sdn. Bhd. Malaysia Investment holding and ( FPSB ) (formerly known as provision of management Temasek Perkasa Sdn. Bhd.) services to its subsidiary. Potential Region Sdn. Bhd. Malaysia Property development. Billion Variety Sdn. Bhd. Malaysia 51 - Logging and trading of ( BVSB ) timber. Fajarbaru Land Sdn. Bhd. # ~ Malaysia Property development. Wajatex Sdn. Bhd. # + Malaysia Property development. Renowaja Sdn. Bhd. # Malaysia Property development. Fajarbaru-Beulah (Melbourne) Australia 51 - Property development. Pty Ltd ( FBM ) * # Smooth Accomplishment Malaysia 51 - Logging and trading of Sdn. Bhd. ( SASB ) ^ timbers. The details of the subsidiaries are as follows:- Notes:- * - Not audited by Messrs. Crowe Horwath. # - Interest held by FPSB. ^ - Interest held by BVSB. + - Interest held by FBSB in the previous financial year. ~ - Interest held by the Company in the previous financial year.

76 NOTES TO THE FINANCIAL STATEMENTS 5. INVESTMENT IN SUBSIDIARIES (CONT D) 75 Annual Report 2014 (a) The non-controlling interests at the end of the reporting period comprise the following:- Effective Equity The Group Interest 2014 % RM BVSB Group ,923 FBM , ,998 (b) The summarised financial information (before intra-group elimination) for each subsidiary that has noncontrolling interests that are material to the Group is as follows:- BVSB Group 2014 RM At 30 June Non-current assets 28,363,423 Current assets 188,071 Current liabilities (27,941,446) Net assets 610,048 Financial Period Ended 30 June Loss for the financial period/total comprehensive expenses attributable to non-controlling interests (180,629) Net cash for operating activities (14,370,657) Net cash for investing activities (43,497) Net cash from financing activities 14,589,078 The summarised financial information for FBM is not presented as the non-controlling interests are not material to the Group.

77 Annual Report NOTES TO THE FINANCIAL STATEMENTS 6. PROPERTY, PLANT AND EQUIPMENT At Written Depreciation At Additions Off Disposals Charge The Group RM RM RM RM RM RM Net Book Value Freehold land 4,080, , ,920,641 Buildings 811, , (30,516) 1,340,756 Plant and machinery 317, ,779 - (7,201) (112,531) 844,491 Motor vehicles 1,892, ,850 (705) (2) (809,158) 1,480,203 Furniture, fittings and office equipment 261,059 65, (82,397) 244,290 Renovations 195, , (102,965) 878,845 Land development, expenditure, fish pond and equipment 5,324,104 38, (607,432) 4,755,377 12,882,586 3,334,924 (705) (7,203) (1,744,999) 14,464,603 At Depreciation At Additions Disposals Charge The Group RM RM RM RM RM Net Book Value Freehold land 4,080, ,080,641 Buildings 830, (19,316) 811,272 Plant and machinery 205, ,410 - (51,890) 317,444 Motor vehicles 1,601,157 1,097,939 (1) (806,877) 1,892,218 Furniture, fittings and office equipment 303,306 58,857 - (101,104) 261,059 Renovations 135,203 85,014 - (24,369) 195,848 Land development, expenditure, fish pond and equipment 5,810, ,224 - (601,245) 5,324,104 12,966,944 1,520,444 (1) (1,604,801) 12,882,586

78 NOTES TO THE FINANCIAL STATEMENTS 6. PROPERTY, PLANT AND EQUIPMENT (CONT D) 77 Annual Report 2014 The Group Accumulated Accumulated Net Book At Cost Depreciation Impairment Value RM RM RM RM 2014 Freehold land 6,230,278 - (1,309,637) 4,920,641 Buildings 1,525,800 (185,044) - 1,340,756 Plant and machinery 1,087,565 (243,074) - 844,491 Motor vehicles 6,328,986 (4,848,783) - 1,480,203 Furniture, fittings and office equipment 873,044 (628,754) - 244,290 Renovations 1,029,649 (150,804) - 878,845 Land development, expenditure, fish pond and equipment 6,113,032 (1,357,655) - 4,755,377 23,188,354 (7,414,114) (1,309,637) 14,464, Freehold land 5,390,278 - (1,309,637) 4,080,641 Buildings 965,800 (154,528) - 811,272 Plant and machinery 532,410 (214,966) - 317,444 Motor vehicles 6,139,142 (4,246,924) - 1,892,218 Furniture, fittings and office equipment 807,416 (546,357) - 261,059 Renovations 243,687 (47,839) - 195,848 Land development, expenditure, fish pond and equipment 6,074,327 (750,223) - 5,324,104 20,153,060 (5,960,837) (1,309,637) 12,882,586 (a) Included in the freehold land and buildings of the Group with a total net book value of RM2,240,656 ( RM2,259,972) have been pledged to a licensed bank as security for banking facilities granted to the Group as disclosed in Note 31.

79 Annual Report NOTES TO THE FINANCIAL STATEMENTS 6. PROPERTY, PLANT AND EQUIPMENT (CONT D) (b) The Group has carried out a review of the recoverable amount of its fish pond and equipment during the financial year. The recoverable amount was based on the value-in-use of the Cash Generating Unit ( CGU ) to which the fish pond and equipment are allocated. The value-in-use is determined by discounting the future cash flows to be generated from the continuing use of the CGU based on financial budgets prepared and approved by the management and board of directors covering a five-year periods. Key assumptions used in the value-in-use calculations are as follows:- Tax ( PBT ) Discount Rate Margin Growth Rate (Pre-tax) Fish pond and equipment 55% - 11% (i) Budgeted PBT margin The basis used to determine the budgeted PBT margin is based on the estimated revenue to be achieved, after considering the existing production capacity, and deduction of estimated operating expenses. (ii) Growth rate No growth rate as the assets operate in full capacity in the financial budgets. (iii) Discount rate The discount rate used is the weighted average cost of capital of the Company obtained from Bloomberg as at 30 June The management and board of directors believe that no reasonable change in the above key assumptions would cause the carrying amount of the fish pond and equipment to exceed its recoverable amount.

80 NOTES TO THE FINANCIAL STATEMENTS 7. INVESTMENT PROPERTIES 79 Annual Report 2014 The Group RM RM At cost:- At 1 July 2013/ ,693, ,939,451 Disposal - (540,960) Transfer to inventories - (79,705,032) At 30 June 2014/ ,693,459 44,693,459 Accumulated depreciation:- At 1 July 2013/ ,983 Addition during the financial year - 1,082 Disposal - (14,065) At 30 June 2014/ Accumulated impairment losses:- At 1 July 2013/2012/ At 30 June 2014/2013 (612,348) (612,348) 44,081,111 44,081,111 Approximate fair value:- Investment property under construction, at cost 9,272,741 9,272,741 Leasehold land 871, ,000 Freehold land 44,864,388 44,723,587 55,008,129 54,867,328 The fair value of the investment properties are based on the current prices in an active market for similar properties within the area in which the investment properties are located except for investment property under construction in which its fair value is not reliably determinable. Certain investment properties were transferred to inventories as property development costs in the previous reporting period as the board of directors are of the opinion that the development activities with a view to sell have commenced and the development activities can be completed within the normal operating cycle.

81 Annual Report NOTES TO THE FINANCIAL STATEMENTS 8. INVESTMENT SECURITIES The Group/The Company RM RM Quoted shares in Malaysia 9,855,413 10,249,629 Investment in quoted shares of the Group and of the Company are designated as available-for-sale financial assets and are measured at fair value. 9. INTANGIBLE ASSETS The Group RM RM Transferable club membership, at cost 208, , TRADE RECEIVABLES The Group RM RM Non-current portion:- Trade receivables 7,724,271 1,708,656 Current portion:- Trade receivables 98,048,939 41,963, ,773,210 43,672,120

82 NOTES TO THE FINANCIAL STATEMENTS 10. TRADE RECEIVABLES (CONT D) 81 Annual Report 2014 The Group RM RM Trade receivables 106,933,114 44,174,664 Imputed interest, at amortised cost:- At 1 July 2013/2012 (321,572) (16,646) Addition during the financial year (728,954) (304,926) At 30 June 2014/2013 (1,050,526) (321,572) Allowance for impairment loss:- At 1 July 2013/2012 (180,972) (233,721) Writeback during the financial year 71,594 - Written off during the financial year - 52,749 At 30 June 2014/2013 (109,378) (180,972) 105,773,210 43,672,120 The Group s normal trade credit terms range from 30 to 120 days ( to 120 days). Other credit terms are assessed and approved on a case-by-case basis. Included in the trade receivables of the Group at the end of the reporting period is an amount of RM16,783,489 ( RM2,043,075) being project retention sums receivable from customers ranging between 2 to 5 years ( to 6 years) after the completion of projects.

83 Annual Report NOTES TO THE FINANCIAL STATEMENTS 11. OTHER RECEIVABLES, DEPOSITS AND PREPAYMENTS The Group The Company Note RM RM RM RM Non-current portion:- Other receivable (a) 3,223, Prepayments (b) 28,318, ,541, Current portion:- Other receivables 301,709 2,863, Prepayments 17,995 26, Deposits (c) 1,657,834 1,479,194 1,000 1,000 Advances to subcontractors 880, , ,857,817 5,008,652 1,000 1,000 34,399,239 5,008,652 1,000 1,000 The Group RM RM Other receivables 4,318,731 2,896,721 Imputed interest, at amortised cost:- At 1 July 2013/ Addition during the financial year (760,000) - At 30 June 2014/2013 (760,000) - Allowance for impairment loss:- At 1 July 2013/2012/At 30 June 2014/2013 (33,600) (33,600) 3,525,131 2,863,121 (a) (b) The non-current other receivable is unsecured, interest-free and repayable within 4 years. Included in the non-current prepayments represent advance payments made for the future supply of timber logs. The cost of timber logs extracted/supplied will be progressively set off against advance payments. (c) Included in the deposits of the Group at the end of the reporting period is an amount of RM247,000 ( RM315,700) pertaining to deposits for the tender submission which the Group is bidding for.

84 NOTES TO THE FINANCIAL STATEMENTS 12. INVENTORIES 83 Annual Report 2014 The Group RM RM Work-in-progress, at cost:- Property development costs 86,117,262 82,725,598 Property development costs are analysed as follows:- Freehold land at cost 79,660,473 79,660,473 Development costs 6,456,789 3,065,125 86,117,262 82,725,598 Included in development costs incurred during the financial year was interest expense amounting to RM2,141,018 ( RM2,271,964). The freehold land at cost with an aggregate carrying value of RM66,122,628 ( RM66,122,628) have been pledged to financial institutions for credit facilities granted to the Group as disclosed in Note AMOUNTS OWING BY/(TO) CONTRACT CUSTOMERS The Group RM RM Contract costs incurred 853,110, ,038,410 Attributable profits 58,891,455 87,110, ,002, ,148,534 Progress billings (936,987,088) (903,672,126) (24,985,047) 43,476,408 Amount owing by contract customers 12,872,808 58,354,795 Amount owing to contract customers (37,857,855) (14,878,387) (24,985,047) 43,476,408

85 Annual Report NOTES TO THE FINANCIAL STATEMENTS 13. AMOUNTS OWING BY/(TO) CONTRACT CUSTOMERS (CONT D) The amount of contract costs recognised as a project expense in the financial year is as follows: The Group RM RM Project expenses 229,252, ,909, AMOUNT OWING BY SUBSIDIARIES The amount owing is non-trade in nature, unsecured, interest-free and repayable on demand. The amount owing is to be settled in cash. 15. DEPOSITS WITH FINANCIAL INSTITUTIONS The Group RM RM Deposits with: - licensed banks 14,436,518 14,043,579 - licensed investment banks 10,487,928 5,308,375 24,924,446 19,351,954 The Group Weighted average effective interest rate (%): - licensed banks licensed investment banks Average maturity (days): - licensed banks 30 to licensed investment banks 1 1 Included in deposits with financial institutions of the Group at the end of the reporting period is an amount of RM14,436,518 ( RM14,043,579) which have been pledged with licensed banks as security for banking facilities granted to the Group as disclosed in Note 28 and 31.

86 NOTES TO THE FINANCIAL STATEMENTS 16. CASH AND BANK BALANCES The Group The Company Note RM RM RM RM Cash and bank balances 6,271,489 7,224,220 50, ,291 Cash held under housing (a) 203, development accounts Short-term highly liquid investments (b) 26,354,871 8,967, ,829,360 16,191,220 50, , Annual Report 2014 (a) (b) Cash held under housing development accounts are held pursuant to Section 7A of the Housing Development (Control and Licensing) Act, 1966 and are prohibited from being used in other operations. The short-term highly liquid investments of the Group have a weighted average effective interest rate of 2.44% ( %) and average maturity period of 1 day ( day). 17. SHARE CAPITAL The Group/The Company Number Of Shares RM RM Authorised Ordinary shares of RM0.50 each 500,000, ,000, ,000, ,000,000 Issued And Fully Paid-up Ordinary shares of RM0.50 each:- At 1 July 2013/ ,691, ,948,005 95,845,889 94,474,003 New shares issued under: - employees share options exercised 6,370,000 2,310,000 3,185,000 1,155,000 - warrants exercised 22,242, ,773 11,121, ,886 At 30 June 2014/ ,304, ,691, ,152,370 95,845,889

87 Annual Report NOTES TO THE FINANCIAL STATEMENTS 17. SHARE CAPITAL (CONT D) During the financial year, the Company increased its issued and paid-up share capital from RM95,845,889 to RM110,152,370 by the issuance of:- (a) (b) 6,370,000 new ordinary shares of RM0.50 each pursuant to the exercise of share options under the Employees Share Option Scheme at an exercise price of RM0.52 per ordinary share for cash; and 22,242,962 new ordinary shares of RM0.50 each pursuant to the exercise of warrants at an exercise price of RM0.50 per ordinary share for cash. The new shares issued rank pari passu in all respects with the existing shares of the Company. The holders of ordinary shares (except treasury shares) are entitled to receive dividends as and when declared by the Company. All ordinary shares carry one vote per share without restrictions and rank equally with regard to the Company s residual assets. 18. SHARE PREMIUM The Group/The Company RM RM At 1 July 2013/2012 3,782,651 3,628,459 New shares issued under employees share options exercised 425, ,192 At 30 June 2014/2013 4,207,849 3,782,651 The share premium is not distributable by way of dividends and may be utilised in the manner set out in Section 60(3) of the Companies Act 1965.

88 NOTES TO THE FINANCIAL STATEMENTS 19. TREASURY SHARES 87 Annual Report 2014 The Group/The Company Weighted Average Cost Number Of Per Share Shares Amount RM RM At 1 July ,028,064 1,116,581 Purchase of treasury shares ,000 9,995 At 30 June 2013/1 July ,043,064 1,126,576 Purchase of treasury shares ,100 3,296 At 30 June ,048,164 1,129,872 Treasury shares relate to ordinary shares of the Company that are held by the Company. The amount consists of the acquisition costs of treasury shares net of the proceeds received on their subsequent sales and issuance and distribution of treasury share dividend. The shareholders of the Company, by an ordinary resolution passed in the Annual General Meeting held on 19 December 2013, granted their approval for the Company s plan to repurchase its own ordinary shares. The directors of the Company are committed to enhancing the value of the Company for its shareholders and believe that the repurchase plan can be applied in the best interests of the Company and its shareholders. The Company repurchased 5,100 ( ,000) of its issued ordinary shares from the open market through Bursa Malaysia Securities Berhad during the financial year at a weighted average price of appropriately RM0.64 ( RM0.67) per share. The total consideration paid for the repurchase including transaction costs was RM3,296 ( RM9,995). The repurchase transactions were financed by internally generated funds. The shares repurchased are being held as treasury shares in accordance with Section 67A of the Companies Act, 1965.

89 Annual Report NOTES TO THE FINANCIAL STATEMENTS 20. WARRANT RESERVE On 21 October 2008, the Company issued a renounceable rights issue of 45,098,775 new ordinary shares of RM0.50 each with 45,098,775 free detachable new warrants on the basis of one (1) rights share and one (1) warrant for every two (2) ordinary shares of RM0.50 each in the Company at an issue price of RM0.50 per rights share. These warrants were listed on the Bursa Malaysia Securities Berhad on 28 October The principal terms of the warrants are as follows:- (i) The exercise period commenced on the date of issue of the warrants (21 October 2008) and will expire five years from the date of issuance (21 October 2013). Warrants that are not exercised during the exercise period will thereafter lapse and cease to be valid. (ii) The warrants are issued in registered form and constituted by a Deed Poll dated 8 September (iii) The exercise price will be RM0.50 payable in full in respect of each new share of the Company issued upon the exercise of the warrant. Each warrant carries the entitlement to subscribe for one (1) new ordinary share of the Company. The movement of the warrants are as follows:- The Group/The Company Number Of Warrants RM RM At 1 July 2013/ ,493,322 23,927,095 1,174,666 1,196,354 Exercised during the financial year (22,242,962) (433,773) (1,112,148) (21,688) Lapsed during the financial year (1,250,360) - (62,518) - At 30 June 2014/ ,493,322-1,174, OTHER RESERVE Included in the other reserve is the reserve arising from discount on acquisition of non-controlling interests by the Group and waiver of debts due to non-controlling interests. In the previous financial year, the other reserve also arose mainly from the issuance of warrants in year This reserve is credited upon the exercise of the issued warrant in the current financial year. 22. FAIR VALUE RESERVE Fair value reserve represents the cumulative fair value changes of available-for-sale financial assets until they are disposed of or impaired.

90 NOTES TO THE FINANCIAL STATEMENTS 23. EMPLOYEES SHARE OPTION RESERVE The Group/The Company Number Of Share Options RM RM At 1 July 2013/2012 7,680,000 4,449, ,040 97,222 Granted during the financial year - 10,370, ,797 Exercised during the financial year (6,370,000) (2,310,000) (297,798) (107,992) Lapsed during the financial year (1,310,000) (4,829,000) (61,242) (114,987) At 30 June 2014/2013-7,680, , Annual Report 2014 The ESOS is governed by the by-laws approved by the shareholders at an Extraordinary General Meeting held on 28 October On 26 February 2013, 10,370,000 new share options were granted and lapsed on 31 December The salient features of the ESOS are as follows:- (a) (b) (c) (d) (e) The Options Committee appointed by the Board of Directors to administer the ESOS, may from time to time grant options to eligible employees and directors of the Group to subscribe for new ordinary shares of RM0.50 each in the Company at an offer price of RM0.52 per ordinary share. Subject to the discretion of the Options Committee, any employee whose employment has been confirmed and any directors holding office of the Group, shall be eligible to participate in the ESOS. The total number of shares to be issued under the ESOS shall not exceed in aggregate 15% of the issued share capital of the Company at any point of time during the tenure of the ESOS and out of which not more than 50% of the shares shall be allocated, in aggregate, to directors and senior management of the Group. In addition, not more than 10% of the share available under the ESOS shall be allocated to any individual director or employee who, either singly or collectively through his/her associates, holds 20% or more in the issued and paid-up capital of the Company. The option price for each share shall be the weighted average of the market prices as quoted in the Daily Official List issued by Bursa Malaysia Securities Berhad for the 5 market days immediately preceding the date on which the option is granted less, if the Option Committee shall so determine at their discretion from time to time, a discount of not more than 10% or the par value of the shares of the Company of RM0.50. All new ordinary shares issued upon exercise of the options granted under the ESOS will rank pari passu in all respects with the existing ordinary shares of the Company other than as may be specified in a resolution approving the distribution of dividends prior to their exercise dates.

91 Annual Report NOTES TO THE FINANCIAL STATEMENTS 23. EMPLOYEES SHARE OPTION RESERVE (CONT D) The salient features of the ESOS are as follows (Cont d):- (f) Details of the share options are as follows:- Number Of Shares Weighted Average Exercise Price RM As at 1 July ,449, Granted during the financial year 10,370, Exercised during the financial year (2,310,000) 0.52 Lapsed during the financial year (4,829,000) 0.87 As at 30 June ,680, Exercisable as at 30 June ,680, As at 1 July ,680, Exercised during the financial year (6,370,000) 0.52 Lapsed during the financial year (1,310,000) 0.52 As at 30 June (g) The fair value of share options measured at grant date and the assumptions are as follows:- Fair value of share options at the grant date 26 February 2013 (RM) 0.09 Weighted average share price (RM) 0.68 Weighted average exercise price (RM) 0.52 Expected volatility (%) Expected life (years) 0.85 Risk free rate (%) 3.25 The expected life of the options is based on the actual granted options life and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may also not necessarily be the actual outcome. No other features of the option grant were incorporated into the measurement of fair value.

92 NOTES TO THE FINANCIAL STATEMENTS 23. EMPLOYEES SHARE OPTION RESERVE (CONT D) 91 Annual Report 2014 (g) The fair value of share options measured at grant date and the assumptions are as follows (Cont d):- The expenses recognised for employee services received are as follows:- The Group The Company RM RM RM RM Expenses arising from share-based payment - 484, ,797 transaction 24. FOREIGN EXCHANGE TRANSLATION RESERVE The foreign exchange translation reserve arose from the translation of the financial statements of a foreign subsidiary and is not distributable by way of dividends. 25. RETAINED PROFITS Subject to agreement with the tax authorities, at the end of the reporting period, the Company has tax-exempt income approximately RM214,581 ( RM214,581) available for the purpose of paying tax-exempt dividends. At the end of the reporting period, the Company has automatically moved to the single tier tax system. Under the single tier tax system, tax on the Company s profits is the final tax and accordingly, any dividends to the shareholders are not subject to tax.

93 Annual Report NOTES TO THE FINANCIAL STATEMENTS 26. TRADE PAYABLES The Group RM RM Non-current portion:- Trade payables 7,564,771 6,400,446 Current portion:- Trade payables 67,023,985 65,069,750 74,588,756 71,470,196 Trade payables 75,887,853 72,499,570 Imputed interest, at amortised cost:- At 1 July 2013/2012 (1,029,374) (764,648) Addition during the financial year (269,723) (264,726) At 30 June 2014/2013 (1,299,097) (1,029,374) 74,588,756 71,470,196 The normal trade credit terms granted to the Group range from 60 to 90 days ( to 90 days). Included in the trade payables of the Group at the end of the reporting period is an amount of RM14,434,442 ( RM17,758,601) being project retention sums payable to subcontractors ranging between 2 to 5 years ( to 6 years) after the completion of the projects. 27. DEFERRED TAX LIABILITIES The Group RM RM At 1 July 2013/2012 2,060, ,349 Recognised in profit or loss (Note 39) 1,390,272 1,430,609 As at 30 June 2014/2013 3,451,230 2,060,958

94 NOTES TO THE FINANCIAL STATEMENTS 27. DEFERRED TAX LIABILITIES (CONT D) The components of the deferred tax liabilities and assets during the financial year prior to offsetting are as follows:- The Group RM RM Deferred tax liabilities:- Investment properties 7,163,926 7,163,926 Accelerated capital allowances 402, ,229 7,565,942 7,739,155 Deferred tax assets:- Unutilised tax losses (2,885,338) (5,449,147) Others (1,229,374) (229,050) (4,114,712) (5,678,197) 3,451,230 2,060, Annual Report TERM LOANS The Group RM RM Current portion (Note 31): - not later than one year 3,146,666 3,146,666 Non-current portion: - later than one year and not later than two years 6,771,666 3,146,667 - later than two years and not later than five years 32,979,446 38,440,000 - later than five years - 1,311,111 39,751,112 42,897,778 42,897,778 46,044,444

95 Annual Report NOTES TO THE FINANCIAL STATEMENTS 28. TERM LOANS (CONT D) The repayment terms of the term loans are as follows:- Number of Quarterly/ Quarterly/ Monthly Commencement Amount Outstanding Term Monthly Instalment Date of The Group Loans Instalments Amount Repayment RM RM RM 1 8 quarters 3,625, ,000,000 29,000, months 262, ,897,778 17,044,444 42,897,778 46,044,444 The term loans are secured by:- (a) legal charges over the freehold land of the Group as disclosed in Note 12; (b) corporate guarantee by the Company; and (c) fixed deposits with licensed banks as disclosed in Note OTHER PAYABLES AND ACCRUALS The Group The Company Note RM RM RM RM Other payables 15,151,192 1,016,203 10,575 10,853 Accruals 1,795,271 2,390,454 42,800 37,800 Deposits (a) 558, , Advances received from a customer (b) 3,304,485 10,000, ,808,981 13,877,490 53,375 48,653 (a) (b) These deposits have been received from the subcontractors engaged by the Group to carry out the constructions. These amounts have been advanced by the project owner to a subsidiary of the Group, Fajarbaru Builder Sdn. Bhd. to be used for mobilisation of the construction works.

96 NOTES TO THE FINANCIAL STATEMENTS 30. PROVISION Provision of the Group represents the provision for liquidated ascertained damages in respect of construction projects undertaken by the Group. The provision is recognised based on the terms of the applicable construction agreements for expected liquidated ascertained damages to be claimed by contract customers. 95 Annual Report SHORT-TERM BORROWINGS The Group RM RM Term loans (Note 28) 3,146,666 3,146,666 Bankers acceptances 15,981,000 - Invoice financing facility 4,249,693 2,614,849 23,377,359 5,761,515 The bankers acceptances and invoice financing facility are secured by:- (a) (b) fixed deposits with licensed banks as disclosed in Note 15; and corporate guarantee by the Company. The bank overdraft facilities of the subsidiary were not utilised as at reporting date. The bank overdrafts of the Group are secured by:- (a) first party first legal charge over the freehold land and buildings of the subsidiary as disclosed in Note 6; (b) (c) fixed deposits with licensed banks as disclosed in Note 15, and corporate guarantee by the Company. 32. REVENUE The Group The Company RM RM RM RM Construction contracts 244,034, ,749, Trading 69,547,565 28,451, Management fee from subsidiaries ,600 1,133, ,581, ,200, ,600 1,133,250

97 Annual Report NOTES TO THE FINANCIAL STATEMENTS 33. COST OF FINISHED GOODS Costs of finished goods comprise original costs of purchase plus the costs incurred in bringing the goods to the present location. 34. OTHER INCOME The Group The Company RM RM RM RM Interest income: - licensed banks 443, , ,023 - licensed investment banks 179, , short-term highly liquid investment bank 570, , imputed interest on trade payables 269, , others 104, Gain on disposal of equipment 102,097 44, Gain on disposal of investment properties - 223, Reversal of impairment loss on investment in subsidiaries , ,470 Rental income 395, , Writeback of impairment losses on trade receivable 71, ,136,332 2,994,640 53, , STAFF COSTS The Group The Company RM RM RM RM Salaries, wages, bonus and allowances 14,453,642 11,877, , ,785 Defined contribution plan 1,787,716 1,448,978 21, ,065 Share-based payment - 484, ,797 Other staff related expenses 439, ,270-37,500 16,680,674 14,344, ,600 1,273,147 Less: Amount classified as project expenses (9,145,500) (7,289,732) - - 7,535,174 7,055, ,600 1,273,147 Included in staff costs of the Group and of the Company are directors remuneration amounting to RM1,144,004 ( RM1,488,207) and RM549,600 ( RM1,215,725) respectively as disclosed in Note 36.

98 NOTES TO THE FINANCIAL STATEMENTS 36. DIRECTORS REMUNERATION 97 Annual Report 2014 (a) The aggregate amounts of emoluments received and receivable by directors of the Group and of the Company during the financial year are as follows:- The Group The Company RM RM RM RM Executive:- Fees - 10,000-10,000 Non-fee emoluments: - salaries, wages, bonus and allowances 872, , , ,000 - defined contribution plan 73,236 59,232 21,600 30,000 - share-based payment - 5,660-5,660 - other emoluments , , , ,660 Non-executive:- Fees 198, , , ,000 Non-fee emoluments: - salaries, wages, bonus and allowances - 525, ,000 - defined contribution plan - 88,065-88, , , , ,065 1,144,004 1,488, ,600 1,215,725 Included in the other expenses of the Group are benefits-in-kind for directors amounting to RM11,200 ( RM14,810).

99 Annual Report NOTES TO THE FINANCIAL STATEMENTS 36. DIRECTORS REMUNERATION (CONT D) (b) Details of directors emoluments of the Group and of the Company received/receivable for the financial year in bands of RM50,000 are as follows:- The Group The Company Executive directors:- Below RM50, RM100,001 RM150, RM250,001 RM300, RM300,001 RM350, RM350,001 RM400, RM550,001 RM600, Non-executive directors:- Below RM50, RM600,001 RM650, FINANCE COSTS The Group RM RM Interest expenses on: - bank overdraft 3, imputed interest on trade and other receivables 1,488, ,926 - invoice financing 169,354 20,993 - letters of credit - 16,497 - revolving credits 41,227 3,697 - trust receipts 61, others 117,404 34,951 1,881, ,064

100 NOTES TO THE FINANCIAL STATEMENTS 38. PROFIT/(LOSS) BEFORE TAXATION Other than those disclosed elsewhere in the financial statements the profit/(loss) before taxation is arrived at after charging/(crediting):- The Group The Company RM RM RM RM Auditors remuneration: - audit fee: - current financial year 121, ,000 40,000 29,000 - (over)/underprovision in the previous financial year (15,500) (35,500) 5,000 (10,000) - other services 4,000 6,000 4,000 6,000 Equipment written off Loss on disposal of a subsidiary ,368 - Rental of premises 97, Annual Report INCOME TAX EXPENSE The Group The Company RM RM RM RM Current tax expense: - for the financial year 473, ,505-5,424 - Under/(Over)provision in the previous financial year 960 (369,223) (5,424) - 474,054 86,282 (5,424) 5,424 Deferred tax expense (Note 27): - relating to originating and recognition of temporary differences 1,390,272 1,153, underprovision in the previous financial year - 276, ,390,272 1,430, ,864,326 1,516,891 (5,424) 5,424

101 Annual Report NOTES TO THE FINANCIAL STATEMENTS 39. INCOME TAX EXPENSE (CONT D) A reconciliation of income tax expense applicable to the profit/(loss) before taxation at the statutory tax rates to income tax expense at the effective tax rate of the Group and of the Company is as follows:- The Group The Company RM RM RM RM Profit/(Loss) before taxation 4,794,112 5,692,651 (379,981) 217,749 Tax at the statutory tax rate of 25% 1,198,528 1,423,163 (94,995) 54,437 Tax effects of:- Non-deductible expenses 777, ,595 78,745 (49,013) Non-taxable gains (196,266) (311,264) - - Deferred tax assets not recognised during the financial year 83,496-16,250 - Utilisation of deferred tax assets previously not recognised - (26,150) - - Under/(Over)provision in the previous financial year - current tax 960 (369,223) (5,424) - - deferred tax - 276, Income tax expense for the financial year 1,864,326 1,516,891 (5,424) 5,424 The statutory tax rate will be reduced to 24% from the current financial year s rate of 25%, effective year of assessment The temporary differences attributable to the deferred tax assets and deferred tax liability which are not recognised in the financial statements are as follows:- The Group The Company RM RM RM RM Deferred tax assets: - unutilised tax losses 1,599,184 1,320, , ,000 - unabsorbed capital allowances 112,000 4, others 15, ,727,006 1,324, , ,000 Deferred tax liability: - accelerated capital allowances (84,000) (15,000) - - 1,643,006 1,309, , ,000

102 NOTES TO THE FINANCIAL STATEMENTS 40. EARNINGS PER SHARE 101 Annual Report 2014 The Group Basic earnings per share Profit attributable to owners of the Company (RM) 3,026,713 4,175,760 Weighted average number of ordinary shares in issue for basic earnings per share 210,357, ,252,454 Effects of dilution: - conversion of warrants - 6,301,211 - employees share options - 694,501 Weighted average number of ordinary shares for diluted earnings per share computation 210,357, ,248,166 Basic earnings per ordinary share attributable to owners of the Company (sen) Diluted earnings per ordinary share attributable to owners of the Company (sen) Not applicable 2.14 There have been no transactions involving ordinary shares or potential ordinary shares since the reporting date and before the completion of these financial statements.

103 Annual Report NOTES TO THE FINANCIAL STATEMENTS 41. ACQUISITION OF SUBSIDIARIES On 18 February 2014, the Company acquired 51% equity interest in BVSB. BVSB was incorporated as a private company limited by shares in Malaysia pursuant to the Companies Act 1965 on 4 January BVSB is principally involved in the businesses of logging and trading of timber. The fair values of the identifiable assets and liabilities of the BVSB at the date of acquisition were as follows:- Preacquisition Fair Recognised carrying value values on amount adjustments acquisition RM RM RM Deposit and prepayment 862, ,250 Cash balance Other payables (72,873) - (72,873) Net identifiable assets and liabilities 789, ,429 Less: Non-controlling interest s proportionate share of the acquiree s net identifiable assets (386,820) Group s interest in fair value of net identifiable assets 402,609 Goodwill on acquisition 5,391 Fair value of consideration transferred 408,000 The Company paid a total cash consideration of RM408,000 to acquire the equity interest in BVSB. The effect of the acquisition on cash flows is as follows:- Fair value of the consideration transferred 408,000 Less: Cash balance of subsidiary acquired 52 Net cash outflow on acquisition (407,948) 2014 RM

104 NOTES TO THE FINANCIAL STATEMENTS 41. ACQUISITION OF SUBSIDIARIES (CONT D) On 14 April 2014, BVSB acquired 100% of the equity interest in SASB. Upon the acquisition, SASB became a wholly-owned subsidiary of BVSB and the Company held the effective equity interest of 51% in SASB. SASB was incorporated as a private company limited by shares in Malaysia pursuant to the Companies Act 1965 on 14 October SASB is principally involved in the businesses of logging and trading of timber. The fair values of the identifiable asset and liability of the SASB at the date of acquisition were as follows:- Preacquisition Fair Recognised carrying value values on amount adjustments acquisition RM RM RM Bank balance 1,000,020-1,000,020 Other payables (2,126) - (2,126) Net identifiable asset and liability 997, , Annual Report 2014 Goodwill on acquisition 2,106 Fair value of consideration transferred 1,000,000 BVSB paid a total cash consideration of RM1,000,000 to acquire the equity interest in SASB. The effect of the acquisition on cash flows is as follows: RM Fair value of the consideration transferred 1,000,000 Less: Bank balance of subsidiary acquired 1,000,020 Net cash inflow on acquisition 20 The goodwill on acquisition of BVSB and SASB attributable to the acquisition is expected to provide an alternative stream of income to the overall business operations of the Group. The diversification of the Group s business into the timber industry shall enhance the Group s future prospects as it represents an opportunity to expand its revenue sources. The diversification is in line with the Group s objective to continuously enhance the shareholders value.

105 Annual Report NOTES TO THE FINANCIAL STATEMENTS 42. CASH AND CASH EQUIVALENTS For the purpose of the statements of cash flows, cash and cash equivalents comprise the following:- The Group The Company RM RM RM RM Deposits with financial institutions (Note 15) 24,924,446 19,351, Cash and bank balances (Note 16) 32,829,360 16,191,220 50, ,291 57,753,806 35,543,174 50, ,291 Less: Deposits pledged to licensed banks (14,436,518) (14,043,579) ,317,288 21,499,595 50, , RELATED PARTY DISCLOSURES (a) Identities of related parties In addition to the information detailed elsewhere in the financial statements, the Group has related party relationships with its directors, key management personnel and entities within the same group of companies. (b) Other than those disclosed elsewhere in the financial statements, the Group and the Company also carried out the following transactions with the related parties during the financial year:- The Company RM RM Subsidiaries: - advances received 2,700,000 7,415,590 - advances given 15,789, ,000 - management fees received 549,600 1,133,250 - payment on behalf 12,006,618 -

106 NOTES TO THE FINANCIAL STATEMENTS 43. RELATED PARTY DISCLOSURES (CONT D) 105 Annual Report 2014 (c) Key management personnel compensation The Group The Company RM RM RM RM Short-term employee benefits: - salaries, wages, allowances and bonus 1,588,740 1,188, , ,000 - defined contribution plan 159, ,060 21,600 30,000 - share-based payment - 5,660-5,660 - other staff related expenses 36,420 36, FOREIGN EXCHANGE RATE The principal closing foreign exchange rate used (expressed on the basis of one unit of foreign currency to RM equivalent) for the translation of foreign currency balance at the end of the reporting period is as follows:- The Group Australian Dollar United States Dollar

107 Annual Report NOTES TO THE FINANCIAL STATEMENTS 45. OPERATING SEGMENT (a) Reporting format The primary segment reporting format is determined to be business segments as the Group s risks and rates of return are affected predominantly by differences in the services. The operating segment reporting are organised and managed separately according to the nature of the services provided, with each segment representing a business unit that serves different markets. (b) Business segments The Group is organised into 5 main business segments as follows:- (i) (ii) (iii) (iv) (v) Investment holding - involved in group-level corporate services. Property development - involved in development of commercial and residential properties. Construction - involved as general contractors in the construction industry. Trading - involved in trading of construction materials. Logging and trading of timber - involved in the extraction and trading of timber. Other business segments mainly consist of provision of corporate services, dormant and inactive company, none of each are of a sufficient size to be reported separately. Management monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on operating profit or loss which, in certain respects as explained in the table below, is measured differently from operating profit or loss in the consolidated financial statements. Group financing (including finance costs) and income taxes are managed on a group basis and are not allocated to operating segments. (c) Allocation basis and transfer pricing Segments results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. The directors are of the opinion that transfer prices between business segments are based on negotiated prices. Segment revenue, expenses and results include transfers between business segments. These transfer are eliminated on consolidation.

108 NOTES TO THE FINANCIAL STATEMENTS 107 Annual Report OPERATING SEGMENT (CONT D) Per Logging Adjustments consolidated development Construction Trading holding of timber eliminations statements RM RM RM RM RM RM RM 2014 Revenue External sales - 244,034,030 69,547, ,581,595 Inter-segment sales - - (111,110) 549,600 - (438,490) (a) - Total revenue - 244,034,030 69,436, ,600 - (438,490) 313,581,595 Results Depreciation 650,072 1,094, ,744,999 Other non-cash income - 269, (b) 269,723 Other non-cash expenses 760, , (c) 1,489,659 Segment (loss)/profit (1,469,205) 6,840, ,206 (425,241) (179,382) (905,658) (d) 4,794,112 Assets Additions to non-current assets 375,558 2,892,009-23,840 43,517 - (e) 3,334,924 Segment assets 142,430, ,259,273 26,909, ,519,997 42,153,518 (230,739,269) (f) 365,533,151 Liabilities Segment liabilities 88,425, ,445,150 25,895,670 7,279,248 40,545,576 (107,600,645) (g) 203,990,126

109 Annual Report NOTES TO THE FINANCIAL STATEMENTS 45. OPERATING SEGMENT (CONT D) Per Adjustments consolidated development Construction Trading holding eliminations statements RM RM RM RM RM RM 2013 Revenue External sales - 184,749,453 28,451, ,200,956 Inter-segment sales - 73,160 1,413,633 1,133,250 (2,620,043) (a) - Total revenue - 184,822,613 29,865,136 1,133,250 (2,620,043) 213,200,956 Results Depreciation 601,245 1,004, ,605,883 Other non-cash income - 264, (b) 264,726 Other non-cash expenses - 304, ,797 - (c) 789,723 Segment (loss)/profit (409,630) 7,632, , ,913 (1,935,382) (d) 5,692,651 Assets Additions to non-current assets 115,224 1,405, (e) 1,520,444 Segment assets 131,771, ,812,691 15,210, ,643,610 (170,449,191) (f) 294,988,316 Liabilities Segment liabilities 82,681, ,838,417 15,023,451 70,061 (53,666,761) (g) 150,946,324

110 NOTES TO THE FINANCIAL STATEMENTS 45. OPERATING SEGMENT (CONT D) 109 Annual Report 2014 (a) (b) Inter-segment revenues are eliminated on consolidation. Non-cash income consist of the following:- The Group RM RM Imputed interest on trade payables 269, ,726 (c) Non-cash expenses consist of the following:- The Group RM RM Grant of employees share option - 484,797 Imputed interest on: - trade receivables 728, ,926 - other receivable 760,000 - Equipment written off 705-1,489, ,723 (d) The following items are (deducted)/added from segment profit to arrive at Profit/(Loss) before taxation presented in the consolidated income statement:- The Group RM RM Interest income (1,297,718) (1,520,050) Reversal of impairment loss on investment in subsidiary (53,370) (491,470) Interest expenses 392,062 76,138 Loss on disposal of a subsidiary 53,368 - (905,658) (1,935,382)

111 Annual Report NOTES TO THE FINANCIAL STATEMENTS 45. OPERATING SEGMENT (CONT D) (e) Additions to non-current assets consist of the following:- The Group RM RM Freehold land 840,000 - Buildings 560,000 - Plant and machinery 646, ,410 Motor vehicles 397,850 1,097,939 Furniture, fittings and office equipment 65,628 58,857 Renovations 785,962 85,014 Land development expenditure, fish pond and equipment 38, ,224 3,334,924 1,520,444 (f) The following items are (deducted)/added from segment assets to arrive at total assets reported in the consolidated statement of financial position:- The Group RM RM Inter-segment balances (230,739,269) (172,711,640) Tax recoverable - 2,262,449 (230,739,269) (170,449,191) (g) The following items are (deducted)/added from segment liabilities to arrive at total liabilities reported in the consolidated statement of financial position:- The Group RM RM Inter-segment balances (111,392,020) (55,727,719) Deferred tax liabilities 3,451,230 2,060,958 Provision for taxation 340,145 - (107,600,645) (53,666,761)

112 NOTES TO THE FINANCIAL STATEMENTS 45. OPERATING SEGMENT (CONT D) GEOGRAPHICAL INFORMATION The Group operates predominantly in Malaysia. Accordingly, the information by geographical segment is not presented. MAJOR CUSTOMERS The following are major customers with revenue equal to or more than 10% of the Group revenue:- 111 Annual Report 2014 Revenue RM RM Segment Customer A 75,571,792 - Construction Customer B 44,016,708 26,652,661 Construction Customer C 36,864,647 - Construction Customer D - 30,028,197 Construction 156,453,147 56,680, CONTINGENT LIABILITIES The Group The Company RM RM RM RM Performance and tender bond granted to contract customers 80,803,573 77,157, Corporate guarantee given to licensed banks for credit facilities granted to subsidiaries ,128,471 48,659,293 As at the reporting date, there was no indication that any subsidiary would default on repayment.

113 Annual Report NOTES TO THE FINANCIAL STATEMENTS 47. FINANCIAL INSTRUMENTS The Group s activities are exposed to a variety of market risks (including foreign currency risk, interest rate risk and equity price risk), credit risk and liquidity risk. The Group s overall financial risk management policy focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Group s financial performance FINANCIAL RISK MANAGEMENT POLICIES The Group s policies in respect of the major areas of treasury activity are as follows:- (a) Market Risk (i) Foreign Currency Risk The Group is exposed to foreign currency risk on transaction and balances that are denominated in foreign currency. The currency giving rise to this risk United States Dollar ( USD ). Foreign currency risk is monitored closely on an ongoing basis to ensure that the exposure is kept at an acceptable level. The Group exposure to foreign currency is as follows:- The Group 2014 USD RM Financial Liability Trade payable/currency exposure (3,373,004)

114 NOTES TO THE FINANCIAL STATEMENTS 47. FINANCIAL INSTRUMENTS (CONT D) 47.1 FINANCIAL RISK MANAGEMENT POLICIES (Cont d) 113 Annual Report 2014 (a) Market Risk (Cont d) (i) Foreign Currency Risk (Cont d) Foreign currency risk sensitivity analysis The following table detail the sensitivity analysis to a reasonable possible change in the foreign currency as at the end of the reporting period, with all other variable held constant:- After Taxation/Equity The Group 2014 RM USD: - strengthened by 10% (337,300) - weakened by 10% 337,300 The Group did not have material balances denominated in foreign currencies in the previous reporting period and hence the exposure to foreign currency risk is minimal. (ii) Interest Rate Risk Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group s exposure to interest rate risk arises mainly from interest-bearing financial assets and liabilities. The Group s policy is to obtain the most favourable interest rates available. Any surplus funds of the Group will be placed with licensed financial institutions to generate interest income. Information relating to the Group s exposure to the interest rate risk of the financial liabilities is disclosed in Note 47.1(c) to the financial statements. The following table details the sensitivity analysis to a reasonably possible change in the interest rates at the end of the reporting period, with all other variables held constant:- After Taxation/Equity The Group RM RM Increase of 100 basis points (631,000) (487,000) Decrease of 100 basis points 631, ,000

115 Annual Report NOTES TO THE FINANCIAL STATEMENTS 47. FINANCIAL INSTRUMENTS (CONT D) 47.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT D) (a) Market Risk (Cont d) (iii) Equity Price Risk The Group s principal exposure to equity price risk arises mainly from changes in quoted investment prices. The Group manages its exposure to equity price risk by maintaining a portfolio of equities with different risk profiles. Equity price risk sensitivity analysis The following table details the sensitivity analysis to a reasonably possible change in the prices of the quoted investments at the end of the reporting period, with all other variables held constant:- Effects On Equity The Group RM RM Increase of 10% 986,000 1,025,000 Decrease of 10% (986,000) (1,025,000) (b) Credit Risk The Group s exposure to credit risk, or the risk of counterparties defaulting, arises mainly from trade and other receivables. The Group manages its exposure to credit risk by the application of credit approvals, credit limits and monitoring procedures on an ongoing basis. The Group minimises credit risk by dealing exclusively with high credit rating counterparties. The Group establishes an allowance for impairment that represents its estimate of incurred losses in respect of the trade and other receivables as appropriate. The main components of this allowance are a specific loss component that relates to individually significant exposures. Impairment is estimated by management based on prior experience and the current economic environment.

116 NOTES TO THE FINANCIAL STATEMENTS 47. FINANCIAL INSTRUMENTS (CONT D) 47.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT D) 115 Annual Report 2014 (b) Credit Risk (Cont d) (i) Credit risk concentration profile The Group s major concentration of credit risk relates to the trade receivables at the end of the reporting period is as follows: Major concentration of credit risk 66% 83% Number of customers 3 5 (ii) Exposure to credit risk As the Group does not hold any collateral, the maximum exposure to credit risk is represented by the carrying amount of the financial assets as at the end of the reporting period. The Group does not have exposure to international credit risk as the entire trade receivables are concentrated in Malaysia. (iii) Ageing analysis The ageing analysis of the Group s trade receivables (after discounting expected future cash flows) as at end of the reporting period is as follows:- Gross Individual Carrying Amount Impairment Value The Group RM RM RM 2014 Not past due 79,889,653-79,889,653 Past due: - less than 3 months 358, ,205-3 to 6 months 25,634,730 (109,378) 25,525, ,882,588 (109,378) 105,773,210

117 Annual Report NOTES TO THE FINANCIAL STATEMENTS 47. FINANCIAL INSTRUMENTS (CONT D) 47.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT D) (b) Credit Risk (Cont d) (iii) Ageing analysis (Cont d) The ageing analysis of the Group s trade receivables (after discounting expected future cash flows) as at end of the reporting period is as follows (Cont d):- Gross Individual Carrying Amount Impairment Value The Group RM RM RM 2013 Not past due 38,743,678-38,743,678 Past due: - less than 3 months 759, ,173-3 to 6 months 4,350,241 (180,972) 4,169,269 43,853,092 (180,972) 43,672,120 At the end of the reporting period, trade receivables that are individually impaired were those in significant financial difficulties and have defaulted on payments. These receivables are not secured by any collateral or credit enhancement. Trade receivables that are past due but not impaired The Group believes that no impairment allowance is necessary in respect of these trade receivables. They are substantial companies with good collection track record and no recent history of default. Trade receivables that are neither past due nor impaired A significant portion of trade receivables that are neither past due nor impaired are regular customers that have been transacting with the Group. The Group uses ageing analysis to monitor the credit quality of the trade receivables. Any receivables having significant balances past due are deemed to have higher credit risk, are monitored individually. (c) Liquidity Risk Liquidity risk arises mainly from general funding and business activities. The Group practises prudent risk management by maintaining sufficient cash balances and the availability of funding through certain committed credit facilities.

118 NOTES TO THE FINANCIAL STATEMENTS 47. FINANCIAL INSTRUMENTS (CONT D) 47.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT D) 117 Annual Report 2014 (c) Liquidity Risk (Cont d) The following table sets out the maturity profile of the financial liabilities as at the end of the reporting period based on contractual undiscounted cash flows (including interest payments computed using contractual rates or, if floating, based on the rates at the end of the reporting period):- The Group Weighted Average Contractual Effective Carrying Undiscounted Within 2 5 Rate Amount Cash Flows 1 Year Years % RM RM RM RM 2014 Amount owing to contract customers - 37,857,855 37,857,855 37,857,855 - Trade payables - 74,588,756 74,588,756 67,023,985 7,564,771 Other payables and accruals - 17,504,496 17,504,496 17,504,496 - Provision - 3,814,688 3,814,688 3,814,688 - Bankers acceptances ,981,000 16,121,976 16,121,976 - Invoice financing ,249,693 4,315,499 4,315,499 - Term loans ,897,778 53,560,336 5,295,706 48,264, ,894, ,763, ,934,205 55,829, Amount owing to contract customers - 14,878,387 14,878,387 14,878,387 - Trade payables - 71,470,196 71,470,196 65,069,750 6,400,446 Other payables and accruals - 3,877,490 3,877,490 3,877,490 - Invoice financing ,614,849 2,635,842 2,635,842 - Term loans ,044,444 51,950,836 5,284,106 46,666, ,885, ,812,751 91,745,575 53,067,176

119 Annual Report NOTES TO THE FINANCIAL STATEMENTS 47. FINANCIAL INSTRUMENTS (CONT D) 47.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT D) (c) Liquidity Risk (Cont d) Contractual Carrying Undiscounted Within Amount Cash Flows 1 Year RM RM RM The Company 2014 Other payables and accruals 53,375 53,375 53, Other payables and accruals 48,653 48,653 48, CAPITAL RISK MANAGEMENT The primary objective of the Group s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximises shareholders value. The Group manages its capital structure and makes adjustment to it, in light of changes in economic conditions. No changes were made in the objective, policies or processes during the financial years ended 30 June 2014 and 30 June The Group will continue to be guided by prudent financial policies of which gearing is an important aspect. The Group s policy is to maintain a sustainable gearing ratio to meet its existing requirements. The Group includes within net debt, borrowings less cash and bank balances and deposits with financial institutions. Capital includes equity attributable to owners of the Company.

120 NOTES TO THE FINANCIAL STATEMENTS 47. FINANCIAL INSTRUMENTS (CONT D) 47.2 CAPITAL RISK MANAGEMENT (CONT D) The debt-to-equity ratio of the Group as at the end of the reporting period was as follows:- The Group RM RM Bankers acceptances 15,981,000 - Invoice financing 4,249,693 2,614,849 Term loans 42,897,778 46,044,444 63,128,471 48,659,293 Less: Deposits with financial institutions (Note 15) (24,924,446) (19,351,954) Less: Cash and bank balances (Note 16) (32,829,360) (16,191,220) Net debt 5,374,665 13,116, Annual Report 2014 Total equity attributable to the owners of the Company 161,105, ,041,992 Debt-to-equity ratio Under the requirement of Bursa Malaysia Practice Note No. 17/2005, the Company is required to maintain a consolidated shareholders equity (total equity attributable to owners of the Company) equal to or not less than the 25% of the issued and paid-up share capital (excluding treasury shares) and such shareholders equity is not less than RM40 million. The Company has complied with this requirement.

121 Annual Report NOTES TO THE FINANCIAL STATEMENTS 47. FINANCIAL INSTRUMENTS (CONT D) 47.3 CLASSIFICATION OF FINANCIAL INSTRUMENTS Financial assets The Group The Company RM RM RM RM Available-for-sale financial asset Investments securities 9,855,413 10,249,629 9,855,413 10,249,629 Loans and receivables financial assets Trade receivables 105,773,210 43,672, Other receivables and deposits 5,182,965 4,342,315 1,000 1,000 Amount owing by contract customers 12,872,808 58,354, Amount owing by subsidiaries ,821,896 16,885,119 Deposits with financial institutions 24,924,446 19,351, Cash and bank balances 32,829,360 16,191,220 50, , ,582, ,912,404 32,873,520 17,177,410 Financial liabilities Other financial liabilities Bankers acceptances 15,981, Invoice financing facility 4,249,693 2,614, Term loans 42,897,778 46,044, Amount owing to contract customers 37,857,855 14,878, Trade payables 74,588,756 71,470, Other payables and accruals 17,504,496 3,877,490 53,375 48,653 Provision 3,814, ,894, ,885,366 53,375 48,653

122 NOTES TO THE FINANCIAL STATEMENTS 121 Annual Report FINANCIAL INSTRUMENTS (CONT D) 47.4 FAIR VALUE INFORMATION Other than those disclosed below, the fair values of the financial assets and financial liabilities maturing within the next 12 months approximated their carrying amounts due to the relatively short-term maturity of the financial statements. These fair values are determined by discounting the relevant cash flows at rates equal to the current market interest rate plus appropriate credit rating, where necessary. These fair values are included in level 2 of the fair value hierarchy. Fair Value Of Fair Value Of Financial Instruments Financial Instruments Total Carried At Fair Value Not Carried At Fair Value Fair Carrying Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Value Amount The Group RM RM RM RM RM RM RM RM 2014 Financial Assets Investment securities 9,855, ,855,413 9,855,413 Trade receivables ,773, ,773, ,773,210 Other receivable ,525,131* 3,525,131 3,525,131 Financial Liabilities Trade payables ,588,756-74,588,756 74,588,756 Term loans ,897,778-42,897,778 42,897,778 Note:- * - The other receivable is derived from the present value of the future cash flows computed based on the financial budgets prepared and approved by the management and board of directors covering a five-year periods. The key assumptions used in the determination of the recoverable amounts are disclosed in Note 6(b).

123 Annual Report NOTES TO THE FINANCIAL STATEMENTS 47. FINANCIAL INSTRUMENTS (CONT D) 47.4 FAIR VALUE INFORMATION (CONT D) Fair Value Of Fair Value Of Financial Instruments Financial Instruments Total Carried At Fair Value Not Carried At Fair Value Fair Carrying Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Value Amount The Group RM RM RM RM RM RM RM RM 2013 Financial Assets Investment securities 10,249, ,249,629 10,249,629 Trade receivables ,672,120-43,672,120 43,672,120 Financial Liabilities Trade payables ,470,196-71,470,196 71,470,196 Term loans ,044,444-46,044,444 46,044,444 The fair value of non-current receivables, payables, loans and borrowings are estimated by discounting expected future cash flows at the market incremental lending rate for similar types of borrowing at the reporting date.

124 NOTES TO THE FINANCIAL STATEMENTS 123 Annual Report FINANCIAL INSTRUMENTS (CONT D) 47.4 FAIR VALUE INFORMATION (CONT D) Fair Value Of Fair Value Of Financial Instruments Financial Instruments Total Carried At Fair Value Not Carried At Fair Value Fair Carrying Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Value Amount The Company RM RM RM RM RM RM RM RM 2014 Financial Asset Investment securities 9,855, ,855,413 9,855, Financial Asset Investment securities 10,249, ,249,629 10,249, SIGNIFICANT EVENTS DURING/SUBSEQUENT TO THE FINANCIAL YEAR The significant events during/subsequent to the financial year are as follows:- (a) On 18 February 2014, the Company subscribed for 408,000 ordinary shares of RM1.00 each representing 51% equity interest in BVSB, a company incorporated in Malaysia; (b) On 14 April 2014, BVSB subscribed for 1,000,000 ordinary shares of RM1.00 each representing 100% equity interest in SASB, a company incorporated in Malaysia; (c) On 7 May 2014, FPSB subscribed for 51,000 ordinary shares of AUD1.00 each representing 51% equity interest in FBM, a company incorporated in Australia; (d) On 19 September 2014, the Company announced that FBM has acquired vacant land at Lot 6, 7 and 8 on plan of subdivision no and being the land more particularly described as Certificate of Title Volume Folio 293, Folio 685 and Folio 168 respectively, Doncaster, Victoria 3108, Australia from Doncaster Regency Pty Ltd for a total cash consideration of AUD6,900,000 (exclusive of 10% Australian GST); and (e) On 2 October 2014, the Company announced the renounceable rights issue of 109,628,288 new ordinary shares of RM0.50 each in the Company s shares on the basis of one (1) rights share for every two (2) existing shares held together with 109,628,288 free detachable warrants on the basis of one (1) warrant for every one (1) rights share were listed and quoted on the Main Market of Bursa Malaysia Securities Berhad.

125 Annual Report NOTES TO THE FINANCIAL STATEMENTS 49. COMPARATIVE FIGURES The following figures have been reclassified to conform with the presentation of the current financial year:- Consolidated Statement of Financial Position (Extract):- Non-current Assets The Group The Company As As As Previously As Previously Restated Reported Restated Reported RM RM RM RM Land held by property development - 43,277, Investment properties 44,081, , Current Assets Property development costs - 82,725, Inventories 82,725, Trade and other receivables - 104,660,574-16,886,119 Other current assets - 666, Trade receivables 41,963, Other receivables, deposits and prepayments 5,008,652-1,000 - Amount owing by contract customers 58,354, Amount owing by subsidiaries ,885,119 - Tax recoverable 2,262,449 2,300, Cash and bank balances 16,191,220 35,543, Deposits with financial institutions 19,351, Current Liabilities Trade and other payables - 83,825,627-48,653 Other current liabilities - 10,000, Tax payable - 38, Trade payables 65,069, Other payables and accruals 13,877,490-48,653 - Amount owing to contract customers 14,878, Consolidated Statement of Cash Flows (Extract):- Net cash for operating activities (33,744,493) (31,418,999) - - Net cash for investing activities (1,065,271) (7,110,387) - - Net cash from/(for) financing activities 2,187,384 (139,725) - - Fixed deposits under lien - (14,043,579) - -

126 NOTES TO THE FINANCIAL STATEMENTS 50. SUPPLEMENTARY INFORMATION - DISCLOSURE OF REALISED AND UNREALISED PROFITS/(LOSSES) The breakdown of the retained profits of the Group and of the Company as at the end of the reporting period into realised and unrealised profits/(losses) are presented in accordance with the directive issued by Bursa Malaysia Securities Berhad and prepared in accordance with Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants, as follows:- The Group The Company RM RM RM RM Total retained profits - realised 71,567,884 67,199,263 38,089,484 38,402,799 - unrealised (3,451,230) (2,060,958) ,116,654 65,138,305 38,089,484 38,402,799 Less: Consolidation adjustments (23,301,139) (23,410,745) ,815,515 41,727,560 38,089,484 38,402, Annual Report 2014

127 Annual Report LIST OF PROPERTIES 30 June 2014 Tenure Age of Land Area Net Book Existing Building (Square Value Owned by: Location Use (Years) Description Meters) RM 000 Fajarbaru Builder Sdn Bhd Lot 7496, Mukim Labu, Seremban, Negeri Sembilan. Freehold N/A Vacant Land -(acquired in May 1995) 2, Lot 7695, Pekan Lukut, Port Dickson, Negeri Sembilan. Freehold N/A Vacant Land -(acquired in Feb 2010) Lot 7716, Pekan Lukut, Port Dickson, Negeri Sembilan. Freehold N/A Vacant Land -(acquired in Feb 2010) Lot 7406, Pekan Lukut, Port Dickson, Negeri Sembilan. Freehold N/A Vacant Land -(acquired in Feb 2010) Lot 7426, Pekan Lukut, Port Dickson, Negeri Sembilan. Freehold N/A Vacant Land -(acquired in Feb 2010) Lot 7357, Pekan Lukut, Port Dickson, Negeri Sembilan. Freehold N/A Vacant Land -(acquired in Feb 2010) Lot 7715, Pekan Lukut, Port Dickson, Negeri Sembilan. Freehold N/A Vacant Land -(acquired in Dec 2010) & 63, Jalan SS6/12, Kelana Jaya, Petaling Jaya, Selangor. Freehold 16 4 Storey Shop Lot -(acquired in Oct 2005) 374 2,241 59, Jalan SS6/12, Kelana Jaya, Petaling Jaya, Selangor. Freehold 16 4 Storey Shop Lot -(acquired in Oct 2013) 187 1,389

128 LIST OF PROPERTIES 30 June 2014 (cont d) 127 Annual Report 2014 Tenure Age of Land Area Net Book Existing Building (Square Value Owned by: Location Use (Years) Description Meters) RM 000 Potential Region Sdn Bhd *PD Orchard Homestead Resort, Off Jalan Si-Rusa-Sunggala, Port Dickson, Negeri Sembilan Darul Khusus Freehold Freehold N/A N/A 80 orchard homestead lots -(acquired in June 1994) 109 Bungalow lots -(acquired in June 1994) 370, ,367 12,609 18,506 Freehold N/A 1 lot 4.33 acres commercial land Lot 8038 (PT3223) -(acquired in June 1994) 17,500 3, years leasehold expiring N/A 1 lot 10 acres agriculture Land PT3386 -(acquired in June 1994) 40, Freehold N/A 1 orchard homestead Lot 8015 (PT 3261) -(acquired in Feb 2003) 4, Freehold N/A 1 orchard homestead Lot 8010 (PT3256) -(acquired in Apr 2003) 6, Freehold N/A 1 orchard homestead Lot 8020 (PT3204) -(acquired in Jul 2003) 4,

129 Annual Report LIST OF PROPERTIES 30 June 2014 (cont d) Tenure Age of Land Area Net Book Existing Building (Square Value Owned by: Location Use (Years) Description Meters) RM 000 Renowaja Sdn Bhd Lot 104, Pulau Melaka Town Area XLIII, District of Melaka Tengah, State of Melaka. 99 years leasehold expiring N/A Vacant Land for development -(acquired in Sept 2010) 2,023 1,929 Lot 105, Pulau Melaka Town Area XLIII, District of Melaka Tengah, State of Melaka. 99 years leasehold expiring N/A Vacant Land for development -(acquired in Sept 2010) 12,174 11,609 Wajatex Sdn Bhd Geran 5441, Lot 76, Seksyen 76, Bandar Kuala Lumpur Daerah Kuala Lumpur Negeri Wilayah Persekutuan Freehold N/A Vacant Land for development -(acquired in Nov 2011) 9,331 24,266 Fajarbaru Land Sdn Bhd GM1408, Lot 796, Mukim of Petaling, District of Kuala Lumpur, State of Wilayah Persekutuan Kuala Lumpur Freehold N/A Vacant Land for development -(acquired in Oct 2012) 27,490 41,857 ORCHARD HOMESTEAD LOTS * P.T. Nos (H.S.(D) ), P.T. Nos (H.S.(D) ), P.T. Nos (H.S.(D) ),P.T. No (H.S.(D) 13968) P.T. No (H.S.(D) 13970), P.T. Nos (H.S.(D) ), P.T. Nos (H.S.(D) ), P.T. Nos (H.S.(D) ), P.T. Nos (H.S.(D) ), P.T. No (H.S.(D) 13992), P.T. Nos (H.S.(D) ), P.T. No (H.S.(D) 14003), P.T. No (H.S.(D) 14005), P.T. No (H.S.(D) 14008), P.T. Nos (H.S.(D) ), P.T. No (H.S.(D) 14014), P.T. No (H.S.(D) 14017) P.T. No (H.S.(D) 18189), P.T. Nos (H.S.(D) ), P.T. Nos (H.S.(D) 14033), P.T. Nos (H.S.(D) ), P.T. No (H.S.(D) 14055), P.T. No (H.S.(D) 14057), P.T. Nos (H.S.(D) ), P.T. No (H.S.(D) 14061), P.T. Nos (H.S.(D) ), P.T. Nos (H.S.(D) ).

130 ANALYSIS OF SHAREHOLDINGS As at 29 October 2014 LIST OF DIRECTORS SHAREHOLDINGS (as per Record of Register of Directors Shareholdings) No. of Shares No. of Shares Directors (Direct) % (Indirect) % Dato Sri Ir. Kuan Peng Kuan Peng Soon 25,044, ,581,600 (1) 2.31 Ooi Leng Chooi 16, Dato Low Keng Kok 7, Dato Ismail Bin Haji Omar 17, Foong Kuan Ming 102, Wong Chee Heng 84, Zahedi Bin Mohd Zain Annual Report 2014 LIST OF SUBSTANTIAL SHAREHOLDERS (as per Record of Register of Substantial Shareholders) No. of Shares No. of Shares Substantial Shareholders (Direct) % (Indirect) % Dato Sri Ir. Kuan Peng Kuan Peng Soon 25,044, ,581,600 (a) 2.31 Big Victory Holdings Sdn. Bhd. 23,587, Lembaga Tabung Haji 18,377, Numina Gem Sdn. Bhd. 4,233, ,587,199 (b) 7.17 Ho Shau Kian ,587,199 (b) 7.17 Datin Lai Mooi Far 7,755, ,604,302 (c) 9.00 Winnie Lim Lee Chuen ,392,602 (d) 8.94 Notes:- (1) Deemed Interest by virtue of Section 6A of the Companies Act, 1965 through Unique Bay Sdn. Bhd. Notes:- (a) Deemed interest by virtue of Section 6A of the Companies Act, 1965 through Unique Bay Sdn. Bhd. (b) Deemed interest by virtue of Section 6A of the Companies Act, 1965 through Big Victory Holdings Sdn. Bhd. (c) Deemed interest by virtue of Section 6A of the Companies Act, 1965 through Big Victory Holdings Sdn. Bhd., Bright Memory Sdn. Bhd., Numina Gem Sdn. Bhd. and her spouse. (d) Deemed interest by virtue of Section 6A of the Companies Act, 1965 through Big Victory Holdings Sdn. Bhd., Bright Memory Sdn. Bhd. and Numina Gem Sdn. Bhd. ANALYSIS OF SIZE OF SHAREHOLDINGS AS AT 29 OCTOBER 2014 Size of No. of % of No. of % of Shareholdings Shareholders Shareholders Share held Share held Less than , , , ,001 10,000 1, ,015, , ,000 1, ,787, ,001 to less than 5% of issued shares ,569, % and above of issued shares ,355, TOTAL 4, ,884,

131 Annual Report LIST OF THIRTY (30) LARGEST ACCOUNTHOLDERS As at 29 October 2014 No. Names Shareholdings % 1. CIMSEC NOMINEES (ASING) SDN BHD 36,647, EXEMPT AN FOR CIMB SECURITIES (SINGAPORE) PTE LTD (RETAIL CLIENTS) 2. CIMSEC NOMINEES (TEMPATAN) SDN BHD 25,044, CIMB BANK FOR KUAN PENG KUAN PENG SOON (MM1076) 3. RHB NOMINEES (TEMPATAN) SDN BHD 23,285, PLEDGED SECURITIES ACCOUNT FOR BIG VICTORY HOLDINGS SDN BHD 4. LEMBAGA TABUNG HAJI 18,377, CIMSEC NOMINEES (TEMPATAN) SDN BHD 16,021, CIMB FOR MODERN DISCOVERY SDN BHD (PB) 6. RHB NOMINEES (ASING) SDN BHD 11,972, DMG & PARTNERS SECURITIES PTE LTD FOR SHINING VICTORY GLOBAL LTD (93819) 7. LAI HONG MUN 10,795, MAYBANK NOMINEES (TEMPATAN) SDN BHD 7,714, PLEDGED SECURITIES ACCOUNT FOR NG TONG HAI 9. CIMSEC NOMINEES (TEMPATAN) SDN BHD 7,581, CIMB FOR UNIQUE BAY SDN. BHD. (PB) 10. KENANGA NOMINEES (TEMPATAN) SDN BHD 6,938, PLEDGED SECURITIES ACCOUNT FOR LAI MOOI FAR (010) 11. AMSEC NOMINEES (TEMPATAN) SDN BHD 4,233, PLEDGED SECURITIES ACCOUNT FOR NUMINA GEM SDN BHD 12. PUBLIC NOMINEES (TEMPATAN) SDN BHD 3,932, PLEDGED SECURITIES ACCOUNT FOR KONG WAI YEE (E-TCS) 13. CIMSEC NOMINEES (TEMPATAN) SDN BHD 3,761, CIMB BANK FOR MAK NGIA MAK YOKE LUM (MM0749) 14. PM NOMINEES (TEMPATAN) SDN BHD 3,601, PLEDGED SECURITIES ACCOUNT FOR CHAN KUANG (D) 15. TOP FUTURE HOLDINGS SDN BHD 3,346, NG WAI YUAN 2,777, CHOONG YEAN YAW 2,628, ALLIANCEGROUP NOMINEES (TEMPATAN) SDN BHD 2,200, PLEDGED SECURITIES ACCOUNT FOR YAP CHEE KHENG ( ) 19. KOH LOK KIANG WILLIAM 1,991, AMSEC NOMINEES (TEMPATAN) SDN BHD 1,872, PLEDGED SECURITIES ACCOUNT AMBANK (M) BERHAD FOR LIM AH CHAP (SMART) 21. HLIB NOMINEES (TEMPATAN) SDN BHD 1,830, PLEDGED SECURITIES ACCOUNT FOR YONG YEOW WAH (MG ) 22. TA NOMINEES (TEMPATAN) SDN BHD 1,721, PLEDGED SECURITIES ACCOUNT FOR MAK NGIA MAK YOKE LUM 23. LAI HONG LEONG 1,716, AMSEC NOMINEES (TEMPATAN) SDN BHD 1,572, PLEDGED SECURITIES ACCOUNT FOR BRIGHT MEMORY SDN BHD 25. CHONG YING CHOY 1,486, WONG PUAY CHEN 1,450, CHAN CHUI KUAN 1,361, MAK NGIA MAK YOKE LUM 1,311, EVERGREEN 2000 SDN BHD 1,286, TEO AH SENG 1,241,

132 STATISTICS ON WARRANT HOLDINGS As at 29 October 2014 Types of securities : Warrant 2014/2019 Date of Expiry : 24 September Annual Report 2014 Voting Rights : One (1) vote per warrant in respect of a meeting of warrant holders LIST OF DIRECTORS WARRANT HOLDINGS (as per Record of Register of Directors Warrant Holdings) No. of Shares No. of Shares Directors (Direct) % (Indirect) % Dato Sri Ir. Kuan Peng Kuan Peng Soon 9,301, ,527,200 (1) 2.31 Ooi Leng Chooi Dato Low Keng Kok 2, Dato Ismail Bin Haji Omar Foong Kuan Ming Wong Chee Heng 31, Zahedi Bin Mohd Zain DISTRIBUTION OF WARRANT HOLDINGS AS AT 29 OCTOBER 2014 Size of Warrant Holdings No. of No. of Warrant Holders % Warrants % Less than , , , ,001 10, ,707, , , ,449, ,001 to less than 5% of issued shares ,131, % and above of issued shares ,281, TOTAL 1, ,628,

133 Annual Report LIST OF THIRTY (30) LARGEST WARRANT HOLDERS As at 29 October 2014 No. Names Shareholdings % 1. CIMSEC NOMINEES (ASING) SDN BHD 10,854, EXEMPT AN FOR CIMB SECURITIES (SINGAPORE) PTE LTD (RETAIL CLIENTS) 2. CIMSEC NOMINEES (TEMPATAN) SDN BHD 9,301, CIMB BANK FOR KUAN PENG KUAN PENG SOON (MM1076) 3. LEMBAGA TABUNG HAJI 6,125, KENANGA NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR GAN BOON GUAT (028) 4,564, RHB NOMINEES (ASING) SDN BHD 3,990, DMG & PARTNERS SECURITIES PTE LTD FOR SHINING VICTORY GLOBAL LTD (93819) 6. NG WAI YUAN 3,430, SEIK THYE KONG 2,799, MAYBANK NOMINEES (TEMPATAN) SDN BHD 2,571, PLEDGED SECURITIES ACCOUNT FOR NG TONG HAI 9. ALLIANCEGROUP NOMINEES (TEMPATAN) SDN BHD 2,550, PLEDGED SECURITIES ACCOUNT FOR YAP CHEE KHENG ( ) 10. CIMSEC NOMINEES (TEMPATAN) SDN BHD 2,527, CIMB FOR UNIQUE BAY SDN. BHD. (PB) 11. CIMSEC NOMINEES (TEMPATAN) SDN BHD 2,440, CIMB BANK FOR MAK NGIA MAK YOKE LUM (MM0749) 12. KENANGA NOMINEES (TEMPATAN) SDN BHD 2,000, PLEDGED SECURITIES ACCOUNT FOR LAI MOOI FAR (010) 13. CIMSEC NOMINEES (TEMPATAN) SDN BHD 1,955, CIMB FOR MODERN DISCOVERY SDN BHD (PB) 14. WONG PUAY CHEN 1,500, AMSEC NOMINEES (TEMPATAN) SDN BHD 1,411, PLEDGED SECURITIES ACCOUNT FOR NUMINA GEM SDN BHD 16. PUBLIC NOMINEES (TEMPATAN) SDN BHD 1,300, PLEDGED SECURITIES ACCOUNT FOR KONG WAI YEE (E-TCS) 17. TOP FUTURE HOLDINGS SDN BHD 1,252, TEO AH SENG 1,221, ALLIANCEGROUP NOMINEES (TEMPATAN) SDN BHD 1,220, PLEDGED SECURITIES ACCOUNT FOR LIM PANG KIAM ( ) 20. KOH SONG HO 1,000, THEANG KOK KEONG 1,000, TEO HOCK MENG 950, UOB KAY HIAN NOMINEES (TEMPATAN) SDN BHD 900, PLEDGED SECURITIES ACCOUNT FOR SER YU BENG 24. HLIB NOMINEES (TEMPATAN) SDN BHD 851, PLEDGED SECURITIES ACCOUNT FOR LIM WEI YUEN 25. MAK NGIA MAK YOKE LUM 849, LOW SAY SIM 803, ALLIANCEGROUP NOMINEES (TEMPATAN) SDN BHD 700, PLEDGED SECURITIES ACCOUNT FOR LOH TECK WAH ( ) 28. YAU SIEW FUN 650, AMSEC NOMINEES (TEMPATAN) SDN BHD 624, PLEDGED SECURITIES ACCOUNT AMBANK (M) BERHAD FOR LIM AH CHAP (SMART) 30. LAI HONG LEONG 600,

134 FAJARBARU BUILDER GROUP BHD ( U) Form Of Proxy No. of Shares held CDS Account No. I/We (Full name in block letters) of (Address) being a member of FAJARBARU BUILDER GROUP BHD, hereby appoint of or failing him of (Address) (Full name in block letters) (Address) (Full name in block letters) as my / our proxy to vote for me / us and on my / our behalf at the TWENTIETH ANNUAL GENERAL MEETING of the Company to be held at Dewan Perdana, 1 st Floor Sport Complex, Bukit Kiara Equestrian & Country Resort, Jalan Bukit Kiara, Off Jalan Damansara, Kuala Lumpur on Tuesday, 9 December 2014 at a.m. and at any adjournment thereof. My / our proxy is to vote as indicated hereunder. Resolution For Against Resolution 1 Resolution 2 Resolution 3 Resolution 4 Resolution 5 Resolution 6 Resolution 7 Resolution 8 Resolution 9 To receive the Audited Financial Statements and Reports To re-elect Dato Sri Ir. Kuan Peng Kuan Peng Soon To re-elect Mr. Wong Chee Heng To re-appoint Dato Ismail Bin Haji Omar To approve the payment of Directors fees To re-appoint Auditors To approve the Continuation in office as Independent Director To approve the Authority to Issue Shares To approve the Proposed Renewal of Share Buy-Back Authority Dated this day of, Signature Notes : 1. A Member holding one thousand (1,000) ordinary shares or less may appoint only one (1) proxy to attend and vote instead of him at a general meeting who shall represent all the shares held by such member, and where a member holding more than one thousand (1,000) ordinary shares may appoint more than one (1) proxy to attend and vote instead of him at the same meeting. Where a member appoints more than (1) proxy, he shall specify the proportion of his shareholdings to be represented by each proxy. 2. Where a Member is an Exempt Authorised Nominee which holds ordinary shares in the Company for multiple beneficial owners in one securities account ( omnibus account ), there is no limit to the number of proxies which the Exempt Authorised Nominee may appoint in respect of each omnibus account it holds 3. A proxy may but need not be a member of the Company and the provisions of Section 149(1)(b) of the Companies Act, 1965 shall not apply to the Company. 4. If the appointer is a corporation, the proxy form must be executed under its Common Seal or under the hand of its attorney. 5. The instrument appointing a proxy together with the power of attorney (if any) under which it is signed or a certified true copy thereof shall be deposited at the Company s Registered Office, No. 1 & 1A, 2 nd Floor (Room 2), Jalan Ipoh Kecil, Kuala Lumpur not less than 48 hours before the time set for the Meeting. 6. Depositor whose name appears on the Record of Depositors as at 2 December 2014 shall be regarded as member of the Company and entitled to attend and vote at the meeting or to appoint proxy(ies) to attend and vote at meeting.

135 The Company Secretary FAJARBARU BUILDER GROUP BHD No. 1 & 1A, 2nd Floor (Room 2), Jalan Ipoh Kecil, Kuala Lumpur. Stamp here

136 No. 61 & 63, Jalan SS6/12, Kelana Jaya, Petaling Jaya, Selangor Darul Ehsan, Malaysia. Tel: (Hunting Line) Fax: /