Silk Holdings 2009

SILK Holdings Berhad
(formerly known as Sunway Infrastucture Berhad) (405897-V)

a n n u a l r e p o r t 2009
Uniten
Interchange
Kajang Perdana
Interchange
Kajang Perdana
Interchange
Country Heights
Interchange
Corporate Information
Profle Of Board Of Directors
Chairmans Statement
Five-Year Group Financial Summary
Corporate Governance Statement
Terms Of Reference Of Risk Management Committee
Terms of Reference of Nomination and Remuneration Committee
Audit Committee Report
Terms of Reference of Special Regularisation Plan And Investment Committee
Statement On Internal Control
Enterprise Risk Management Framework
Statement of Corporate Social Responsibility
Financial Statements
Additional Compliance Information
Substantial Shareholders
Directors Interests In Shares And Cumulative
Non-Convertible Redeemable PreferenceShares (CN-RPS)
Analysis Of Shareholdings
2
3 - 7
8 - 10
11
12 -16
17 - 18
19 - 20
21 - 25
26
27 - 28
29 - 30
31
32 - 72
73 - 74
75
76
77 - 78
Cont ent s
SILK HOLDINGS BERHAD
ANNUAL REPORT 2009
2
Corporate Information
BOARD OF DIRECTORS
AUDIT COMMITTEE
Tai Keat Chai (Chairman)
Dato Seri Syed Zainol Rashid
Jamalullail
Dato Ir. Hj. Ibrahim bin Hj Yakub
Dato Harun bin Md Idris
(appointed on 12/8/2009)
Abdul Hamid bin Sh. Mohamed
RISK MANAGEMENT COMMITTEE
Johan Zainuddin bin Dzulkifi
(Chairman)
Dato Seri Syed Zainol Rashid
Jamalullail
Nik Abdul Malik bin Nik Mohd Amin
Jamaludin Mohd Nor
NOMINATION AND REMUNERATION
COMMITTEE
Dato Mohammed Azlan bin Hashim
(Chairman)
Datuk Razman M Hashim
(resigned on 12/8/2009)
SPECIAL REGULARISATION PLAN
AND INVESTMENT COMMITTEE
Datuk Razman M Hashim (Chairman)
Tai Keat Chai
COMPANY SECRETARIES
Kwan Wai Kein (MAICSA 7055765)
Sothirajen a/l S.Paranjothi
(LS 0005734)
REGISTERED OFFICE
Suite 2.03, 2nd Floor
Wisma Mirama
Jalan Wisma Putra
50460 Kuala Lumpur
Wilayah Persekutuan
Tel No. : (03) 2141 5013 &
03-2141 5830
Fax No : (03) 2144 0827
PRINCIPAL PLACE OF BUSINESS
Plaza Tol Sungai Balak
KM28.3A, Lebuhraya KAJANG SILK
43000 Kajang
Selangor Darul Ehsan
Malaysia
Tel No : (03) 8921 0000
Fax No : (03) 8921 0001
SHARE REGISTRAR
Symphony Share Registrars Sdn Bhd
Level 26, Menara Multipurpose
Capital Square
No. 8, Jalan Munshi Abdullah
50100 Kuala Lumpur
Tel No : (03) 2721 2222
Fax No : (03) 2721 2530 / 2721 2531
AUDITORS
Ernst & Young
Chartered Accountants
SOLICITORS
Lee Ong & Kandiah
PRINCIPAL BANKERS
Afn Islamic Bank Berhad
Public Bank Berhad
HSBC Bank Malaysia Berhad
STOCK EXCHANGE LISTING
Main Market of Bursa Malaysia
Securities Berhad
WEBSITE ADDRESS
www.silk.my
Executive Chairman,
Non-Independent Executive Director
Deputy Chairman,
Non-Independent Non-Executive Director
Non-Independent Non-Executive Directors
Ahmad Ishak bin Haron (appointed on 24/2/2009,
resigned on 16/6/2009)
Independent Non-Executive Directors
Dato Seri Syed Zainol Rashid Jamalullail
Dato Ir. Hj. Ibrahim bin Hj. Yakub
Tai Keat Chai
Nik Abdul Malik Nik Mohd Amin
Liew Kiam Woon
(resigned on 24 February 2009)
ANNUAL REPORT 2009
3
Dato Mohammed Azlan Bin Hashim
Malaysian, aged 52
Executive Chairman (Non-Independent)
Chairman, Nomination and Remuneration Committee
Dato Mohammed Azlan bin Hashim was appointed to the Board of SILK as Non-Executive Director on 4 June 2008 and was
subsequently appointed Executive Chairman on 24 June 2008.
A Chartered Accountant by profession, he graduated with a Bachelor of Economics from Monash University, Australia. He is
a Fellow Member of the Institute of Chartered Accountants, Australia, member of Malaysian Institute of Accountants, Fellow
Member of Malaysian Institute of Directors, Fellow Member of the Institute of Chartered Secretaries and Administrators and
Honorary Member of The Institute of Internal Auditors, Malaysia. He has extensive experience in the corporate sector including
fnancial services and investments. Among others, he has served as Chief Executive / Executive Director of Bumiputra Merchant
Bankers Berhad, Group Managing Director of Amanah Capital Malaysia Berhad, Executive Chairman of Bursa Malaysia Berhad
(formerly known as Kuala Lumpur Stock Exchange) Group, and Chairman of Proton Holdings Berhad.
Current directorships in public companies and other organisations include Khazanah Nasional Berhad, Labuan Ofshore
Financial Services Authority, D&O Ventures Berhad and Scomi Group Bhd. He is also Chairman of Universiti Darul Iman
Malaysia and is currently a Member of the Investment Panel of the Employees Provident Fund.
He has attended 7 of the 8 Board Meetings held in the fnancial period.
Malaysian, aged 70
Non-Executive Deputy Chairman (Non-Independent)
Chairman, Special Regularisation Plan and Investment Committee
Member, Nomination and Remuneration Committee
Datuk Razman M Hashim was appointed to the Board of SILK as Non-Executive Deputy Chairman on 10 June 2002.
A Member of Australian Institute of Bankers with more than 34 years of experience in the banking industry. Joined Standard
Chartered Bank Malaysia Berhad in 1964 and served in various capacities including secondments to the Banks branches
in London, Europe, Hong Kong and Singapore. In 1994, was appointed as Executive Director / Deputy Chief Executive of
Standard Chartered Bank Malaysia Berhad until his retirement in June 1999. In the same month in 1999, was appointed as
Chairman of MBf Finance Berhad by Bank Negara Malaysia as its nominee until January 2002 when the fnance company
was sold to Arab-Malaysian Group.
Current directorships in other public companies include Sunway City Berhad, Ranhill Berhad, Multi-Purpose Holdings Berhad,
MAA Holdings Berhad and Berjaya Land Berhad.
He has attended 7 out of the 8 Board Meetings held in the fnancial period.

ANNUAL REPORT 2009
4
Malaysian, aged 56
Independent Non-Executive Director
Member, Audit Committee
Member, Risk Management Committee
Dato Seri Syed Zainol Rashid Jamalullail was appointed to the Board of SILK on 9 August 2002.

He studied Commerce and Marketing in Australia and in the United Kingdom, and attained a Higher National Diploma in
Business Studies, Marketing & Advertising from the College for the Distributive Trades, London.
Has more than 10 years of experience in International Business Development, being the Malaysian afliate of the Larive
Group BV, Netherlands. The company specialises in market research and business development. Former Executive Chairman
of Enersave Water Sdn Bhd, a water and wastewater treatment company based in Shah Alam, Selangor Darul Ehsan and is
currently the President of Semada (Thai) Co. Ltd, a company which specialises in trade and business development between
Malaysia and Thailand.
He has no directorship in other public companies.
Dato Ir. Hj. Ibrahim Bin Hj. Yakub
Malaysian, aged 63
Dato Ir. Hj Ibrahim Bin Hj Yakub was appointed to the Board of SILK on 9 August 2002.
He graduated from Portsmouth Polytechnics, United Kingdom with a Bachelor of Science Degree majoring in Civil Engineering.
A Member of the Institution of Engineers, Malaysia, the Board of Engineers, Malaysia and the Road Engineering Association
of Malaysia. Also a Senior Director of a major engineering consultancy frm and Director of a few private companies in
Malaysia.
Began his career with JKR, Kelantan as a Building Engineer in 1974. In 1978, held the position of Deputy Superintendent
Engineer for the East-West Highway, Jeli, Kelantan before being promoted to Senior Executive Engineer at JKR Seberang
Prai, Penang. Subsequently in 1983, was promoted to Deputy Director of JKR Kelantan. Former Director of Development of
Universiti Kebangsaan Malaysia, Selangor from 1988 to 1991.
Appointed as Deputy Director of Federal Development Department, Sabah in 1991 and subsequently as Director of Planning
of JKR headquarters, Kuala Lumpur in 1996. Subsequently in 1996, appointed as Director of JKR, Selangor and held the
position until his retirement in 2001.
He has attended all of the 8 Board Meetings held in the fnancial period.
ANNUAL REPORT 2009
5
Johan Zainuddin Bin Dzulkifi
Malaysian, aged 47
Non-Executive Director (Non-Independent)
Chairman, Risk Management Committee
Member, Nomination and Remuneration Committee (resigned on 12 August 2009)
Johan Zainuddin Bin Dzulkifi was appointed to the Board of SILK as Non-Executive Director on 4 June 2008.
He is a Fellow of the Association of Chartered Certifed Accountants and attained a Post Graduate Diploma in Islamic
Banking and Finance from the International Islamic University, Malaysia. He began his career as a Financial Accountant with
a multinational company in 1986 after his graduation. In 1989, he joined a merchant bank as an Assistant Manager in the
Corporate Advisory department. He subsequently left and joined a public listed company as Vice President of Corporate
and Business Development in 1992 and, in 1997 he joined another public listed company as the Head of Corporate Services
until 2002. He is well versed in areas of corporate advisory and business development.
He has no directorship in other public companies
He has attended all of the 8 Board Meetings held in the fnancial period.
Tai Keat Chai
Malaysian, aged 55
Chairman, Audit Committee
Member, Special Regularisation Plan and Investment Committee
Tai Keat Chai was appointed to the Board of SILK as Independent Non-Executive Director on 18 August 2008.
He is a member of the Institute of Chartered Accountants in England & Wales and the Malaysian Institute of Accountants.
He began his career with KPMG in London in 1977 and a year later joined Price Waterhouse (now known as
PricewaterhouseCoopers) in Kuala Lumpur. In 1981, he joined Amanah Merchant Bank Berhad (now known as Alliance
Investment Bank Berhad) where he worked for seven years. In 1990, he ventured into the stockbroking industry and has
worked in SJ Securities Sdn Bhd, JB Securities Sdn Bhd (now known as A.A.Anthony Securities Sdn Bhd) and BBMB Securities
Sdn Bhd (now known as ECM Libra Investment Bank Berhad) as General Manager, Director and dealers representative
respectively. Currently he is a Director of Fiscal Corporate Services Sdn Bhd.
Current directorships in other public listed companies include Chuan Huat Resources Berhad, Disccomp Berhad, Cuscapi
Berhad, Imaspro Corporation Berhad and Opensys (M) Berhad.

ANNUAL REPORT 2009
6
Malaysian, aged 44
Member, Special Regularisation Plan and Investment Committee
Abdul Hamid bin Sh. Mohamed was appointed to the Board of SILK as Independent Non-Executive Director on 18 August
2008.
He is a Fellow of the Association of Chartered Certifed Accountants. A graduate of the Emile Woolf School of Accountancy,
London he began his career as Ofcer in the Corporate Banking department in Bumiputra Merchant Bankers Berhad in1989 and
rose to the position of Manager. In 1994, he joined Amanah Capital Malaysia Berhad (formerly known as Komplek Kewangan
Malaysia Berhad) as Senior Manager Corporate Planning, heading the newly created Corporate Planning department under
the Corporate Services division and promoted to Assistant General Manager, Corporate Planning in 1997 and to Head of
Corporate Services division in January 1998.
He joined Kuala Lumpur Stock Exchange (now known as Bursa Malaysia) in May 1998 as Senior Vice President in charge
of Strategic Planning & International Afairs division and was promoted to Deputy President (Strategy & Development) in
2002. He was re-designated as Chief Financial Ofcer in 2003. Currently he serves as the Executive Director of Symphony
House Berhad.
Current directorships in other public companies include Symphony House Berhad, Pos Malaysia Berhad, Hartalega Holdings
Berhad and MMC Corporation Berhad.
Nik Abdul Malik bin Nik Mohd Amin
Malaysian, aged 51
Member, Risk Management Committee
Nik Abdul Malik bin Nik Mohd Amin was appointed to the Board of SILK as Independent Non-Executive Director on 24
February 2009.
He graduated from the University of Leeds, United Kingdom with Bachelor of Science (Honours) in Civil Engineering. He is
a graduate member of The Institute of Engineers Malaysia and Board of Engineers Malaysia.
He started his career as Project Engineer with FAO/United Nations Development Programme in 1981 in a pilot project
collaboration with the Drainage and Irrigation Department of Terengganu Darul Iman (DID Terengganu). He subsequently
joined DID Terengganu in 1983 as District Engineer, and was subsequently promoted to Planning and Design Engineer in
1984. Between 1986 to 1989, he served as Project Engineer and Executive Director in two private construction companies,
before assuming his current position as Managing Director of ND Group of companies, an established property developer
and Class A contractor.
ANNUAL REPORT 2009
7
Malaysian, aged 58
Member, Nomination and Remuneration Committee
Dato Harun bin Md Idris was appointed to the Board of SILK as Independent Non-Executive Director on 12 August 2009.
Aged 58, and graduated from the University Kebangsaan Malaysia with Diploma of Police Science. Dato Harun joined the
Royal Malaysian Police (RMP) on 1 June 1970 as a Probationary Inspector. He served the RMP for 39 years and retired on 9 April
2009 with the rank of Deputy Commissioner of Police (DCP). His last post was as the Deputy Director 1, Special Branch.
In his long and distinguished career with the RMP, Dato Harun had served in various capacity including as the head of Special
Branch of Perak, Kedah and Sarawak.
NOTES:
1. Family Relationship with Director and/or Major Shareholder
None of the Directors has any family relationship with any director and/or major shareholder of SILK.
2. Confict of Interest
None of the Directors has any confict of interest with SILK Group.
3. Conviction for Ofences
None of the Directors has been convicted for ofences within the past 10 years other than trafc ofences, if any.
4. Attendance of Board Meetings
The attendance of the Directors at Board of Directors Meetings is disclosed in the Corporate Governance
Statement.
ANNUAL REPORT 2009
8
Chairman's Statement
ON BEHALF OF THE BOARD OF DIRECTORS, I AM PLEASED TO PRESENT THE ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS OF SILK HOLDINGS BERHAD FOR THE
13 MONTHS ENDED 31 JULY 2009.
FINANCIAL PERFORMANCE
For the period ended 31 July 2009, SILK Holdings Berhad (SILK or the Group) recorded a loss before tax of RM 37.3 million
on the back of an improved revenue of RM 40.9 million. This marks a reduction in loss before tax of 47.1%, compared with
the pre-tax loss after excluding one-time gain of RM 70.5 million. Revenue improved 23.6% to RM 40.9 million from RM 33.1
million recorded for the previous fnancial year.
In addition, the fnancial performance was also augmented by the signifcant improvement in the Groups ability to manage
costs. Although the Kajang SILK Highway is maturing and requires increasing levels of maintenance, the Group has managed
to peg these expenditures to that of the prior year
The improved results have enabled the Group to meet its debt obligations during the period. During the fnancial period,
Sistem Lingkaran-Lebuhraya Kajang Sdn Bhd paid the minimum annual Ijarah Rental obligation of RM39.4 million together
with an Excess Funds payment of RM 9.2 million to its Sukuk Mudharabah lenders.
OPERATING CONDITIONS
Despite tentative signs of economic stabilisation in several economies in recent months, the major advanced economies
remain in severe recession. Meanwhile, the conditions in the international fnancial system have yet to normalise. The
Malaysian economy has been adversely impacted by these negative global developments economy with our own economy
contracting by 6.2% and 3.9% in the frst and second quarters of 2009 respectively. The domestic economy is expected to
improve in the second half of the year, supported by stabilisation in global economic conditions. This condition is reinforced
by the accelerated implementation of the fscal measures, the further moderation in infation, continued access to fnancing,
as well as from the cumulative efects of the accommodative monetary environment.
At the operating level, SILKs subsidiary, Kajang SILK Highway recorded trafc volume of 39.3 million vehicles for the period
under review. Average Daily Trafc Volume improved to 99,170 vehicles per day, which is a 14.2% improvement over the
Average Daily Trafc Volume of 86,850 vehicles per day recorded in the previous fnancial year. After excluding the non-
recurrent items from the loan restructuring, this improvement consequently resulted in an increased operating proft before
interest of RM 25.1 million in 2009 compared to RM 20.4 million recorded in the previous fnancial year.
CORPORATE DEVELOPMENTS
SILK has during the course of the period under review, carried out various strategic and tactical initiatives aimed at
strengthening the foundation for future growth.
Approval of the Regularisation Scheme
SILK had announced on 24 November 2008, that it intends to undertake a Regularisation Scheme to address its status under
Amended Practice Note 17/2005 of the Listing Requirements of Bursa Securities (PN17).
As a company under PN17, the Group had limited options as to how to move forward. It was also at great risk of being de-
listed, which would have been detrimental to all its shareholders. Doing nothing and remaining status quo also clearly not
an option. It had to have a meaningful strategy to generate new sources of cash and revenue. Unfortunately, at the time,
SILK had neither cash, nor cash generating assets. Borrowing to acquire cash generating assets is also not possible, given its
PN17 status. As such, the main priority was to implement a series of actions that would enable SILK to address these issues
quickly, efectively and efciently and thereafter to apply for the upliftment of the PN17 status.
The Regularisation Scheme is comprised of several components including proposals designed to reconstruct SILKs balance
sheet and recapitalise the Company. The proposed acquisition of a new business in a growth industry is to provide future
growth opportunities to the Group. Further details relating to the Regularisation Scheme can be found in the Groups Circular
to Shareholders dated 8 April 2009.
ANNUAL REPORT 2009
9
The Groups shareholders at its reconvened Extraordinary General Meeting held on 20 July 2009 approved the Regularisation
Scheme. The High Court has also approved SILKs propose Par Value Reduction exercise on 28 August 2009. SILK is currently
in the midst of implementing the various aspects of the Regularisation Scheme and expects this to be completed by the
fourth quarter of 2009.
Strengthening of managerial resources
As SILK progresses, its human capital requirements, particularly at the managerial level, will also evolve accordingly. Given
this, during the period under review, SILK took the conscious step to strengthen its managerial resources, particularly those
that are core to the Groups operations.
The Group foresees that this strengthening will be an ongoing process, with emphasis on enhancing the talent pool of
critical functions. SILK frmly believes that the step taken to strengthen the managerial resources is a necessary and prudent
long-term investment for the Group.
PROSPECTS
SILKs improved fnancial performance for the period ended 31 July 2009 is a clear refection of the power of perseverance,
as well as the need to continuously change, refocus ones priorities and adapt to changing situations.
Existing highway business
SILK in its present form, with the core business in highway operations is expected to continue to incur accounting losses in
the immediate to medium term. This is consistent with the nature of an infrastructure company, which has a long gestation
period.
At the operating level, eforts are being taken in the immediate term to contain and manage operational costs, including
detailed identifcation of critical and non-critical costs and optimising of highway maintenance works. On a longer term
basis, other measures being considered include:-
i) Improving trafc fow by promoting development along the highway;
ii) Working closely with adjacent highway concessionaires to improve connectivity and increasing trafc throughput;
iii) Improving non-toll revenue including:
(a) advertising and promotion revenue; and
(b) development of rest and service areas and to provide commercial activities including petrol stations
New business
As part of the strategic objective to enhance the fnancial performance of the Group, the Board has identifed the oil and gas
sector as the additional business driver for SILK. The initial investment in this sector is via the acquisition of AQL Aman Sdn
Bhd (AQL), the holding company of Jasa Merin (M) Sdn Bhd (Jasa Merin), an ofshore marine support services company,
to the oil and gas sector.
Having reviewed the oil and gas industry, the Board of SHB is of the view that there are continuing prospects in the Malaysian
market for Ofshore Supply Vessels (OSV).
Malaysia currently has approximately two hundred and ffty (250) ofshore oil and gas platforms. The planned development
work for the Malaysian oil and gas industry is estimated to require approximately sixty (60) to seventy (70) new platforms
over the next three (3) years. For every oil and gas platform, an estimated two (2) to three (3) AHTSVs and/or SSVs are required
for transportation and logistic support. This would translate to an estimated additional demand for at least one hundred
and twenty (120) new ofshore vessels for the period.
The demand of OSVs is dependent on the level of activities in the oil and gas industry. At the exploration and development
stage, high fuel prices would encourage development and exploration activities undertaken by the oil and gas majors and
hence increase the demand for ofshore support services. Where fuel prices are low, it is expected that the oil majors are
likely to reduce or postpone some of the activities, given the substantial capital outlay involved.
ANNUAL REPORT 2009
10
However, with oil and gas being a depleting commodity and therefore scarce, it is expected that oil and gas prices will
continue to experience an upward movement over the medium to longer term. Given that the majority of Malaysias oil
and gas exploration, development and production activities are ofshore, this is expected to translate into continued and
increasing demand for ofshore marine support services. Also, given the high cost of mobilisation and demobilisation, the
impact of fuctuation in oil prices during the period on the level of exploration and development activities will be somewhat
tempered.
However, in the event there is a major decline in the fuel price that is sustained over a longer period such that it is not
economical for oil and gas majors to continue with the exploration and development activities, this will afect the demand
for ofshore support services.
In the case of AQL Group however, the risks of impact from fuctuating oil and gas prices is further mitigated as its vessels
are mainly chartered to oil and gas majors on time charter contracts ranging from one (1) to ten (10) years.
In addition, in view of the large foreign participation in the Malaysian ofshore support services sector, with an estimated
60-65% market share of OSVs, the prospects for local OSV operators to penetrate further into the market are considered
bright.
In view of the above, AQL Group is in a good position to beneft from the continuing opportunity in the oil and gas sector.
In this respect, AQL Group is currently pursuing a renewal and expansion program with the acquisition of six (6) new vessels
which have been contracted for construction and are expected to be delivered during 2010 to 2012.
From a realistic perspective, it will clearly take time, signifcant efort and continued support from all stakeholders for SILK to
achieve what it has set out to accomplish. The task is not insurmountable if everyone in SILK, from the Board to Management
to our employees, along with the support of all the shareholders work together to take the Group to greater heights.
DIVIDENDS
In view of the absence of accumulated retained earnings and given the need to ensure that the Group is viably strengthened
and able to achieve long-term and sustainable growth, the Board of Directors are not able to recommend the declaration
of any dividend for the period ended 31 July 2009. With improved operating and fnancial performance in the future arising
from the successful implementation of the Regularisation Scheme, the Board will revisit and review this position for the
beneft of its shareholders.
ACKNOWLEDGEMENT
On behalf of the Board of Directors, I wish to convey our sincere appreciation to SILKs management, staf and employees,
at all levels and across the various functions. The Board is indeed appreciative of the perseverance and dedication shown
by the Group staf throughout the challenging period of the last few years. It is my hope that all those connected with SILK
will continue to work as one, to ensure the Groups continued success, as it moves forward. My sincerest appreciation also
goes out to our Board of Directors for their vision and commitment to guide SILK forward.
I would also like to take this opportunity to express my sincere gratitude to Y. Bhg. Dato Seri Syed Zainol Rashid Jamalullail
and Y. Bhg. Dato. Ir. Hj. Ibrahim bin Hj. Yakub who will be retiring at this forthcoming Annual General Meeting and who have
decided not to seek reappointment to the Board, for their service and contribution to the Company over the years.
And most certainly our greatest appreciation is to all our shareholders, big and small, who deserve much praise for continuing
to remain with us throughout the challenges and difculties encountered. I sincerely thank you all for this support, without
which we could not have come this far. Going forward, we will continue to strive ahead to enhance shareholder value for
the long term.
Thank you.
DATO MOHAMMED AZLAN BIN HASHIM
Executive Chairman
ANNUAL REPORT 2009
11
Five-Year Group Financial Summary
*2009 2008 2007 **2006 2004
RM000 RM000 RM000 RM000 RM000
REVENUE 40,926 33,127 28,952 37,635 8,481
(Loss)/proft before taxation (37,323) 178,029 (82,870) (114,101) (35,282)
Taxation (95) (13) (13) (9) (659)
(Loss)/proft after taxation (37,418) 178,016 (82,883) (114,110) (35,941)
(LOSS)/PROFIT ATTRIBUTABLE
TO SHAREHOLDERS (37,418) 178,016 (82,883) (114,110) (35,941)
Other investment 0 0 17 17 17
Property, plant and equipment 2,797 2,637 3,234 3,805 3,221
Expressway development
expenditure 920,277 921,110 925,325 929,296 914,455
Current assets 5,893 26,779 121,114 105,759 91,504
TOTAL ASSETS 928,967 950,527 1,049,690 1,038,877 1,009,197
Current Liabilities 60,931 37,572 1,066,988 24,100 14,606
Long-term borrowings 764,736 772,237 20,000 969,192 834,896
TOTAL LIABILITIES 825,667 809,809 1,086,988 993,292 849,502
TOTAL NET ASSETS/(LIABILITIES) 103,300 140,718 (37,298) 45,585 159,695
SHARE CAPITAL 90,000 90,000 90,000 90,000 90,000
SHAREHOLDERS FUNDS 103,300 140,718 (37,298) 45,585 159,695
EARNING/(LOSS) PER SHARE (SEN) (20.8) 98.9 (46.0) (63.4) (20.0)
NET TANGIBLE ASSETS/(LIABILITIES)
PER SHARE (SEN) 57.4 78.2 (20.7) 25.3 88.7
* The Company changed its fnancial year end from 30 June to 31 July with efect from the fnancial period ended 31
July 2009 and accordingly, the results for that fnancial period are for 13 months.

** The Company changed its fnancial year end from 31 December to 30 June with efect from the fnancial period ended
30 June 2006 and accordingly, the results for that fnancial period are for 18 months.
ANNUAL REPORT 2009
12
The Board is committed to implementing the Malaysian Code on Corporate Governance (the Code) wherever applicable
in the best interest of the shareholders of the Company.
A. DIRECTORS
THE BOARD AND ITS RESPONSIBILITIES
The Board leads and controls the Group. It regularly meets to perform its main functions, amongst others, as follows:-
Setting the objectives, goals and strategic plans for the Group with a view to maximising shareholders value.
Adopting and monitoring progress of the Companys strategies, budgets, plans and policies.
Overseeing the conduct of the Groups businesses to evaluate whether the businesses are properly managed.
Identifying principal risks of the Group and ensuring the implementation of appropriate systems to mitigate and
manage these risks. The Board through the Risk Management Committee, sets, where appropriate, objectives,
performance targets and policies to manage the key risks faced by the Group.
Considering Managements recommendations on key issues including acquisitions, divestments, restructuring, funding
and signifcant capital expenditure.
Human resources planning and development.
Reviewing the adequacy and integrity of the Companys internal control systems and management information
systems, including systems for compliance with applicable laws, regulations, rules, directives and guidelines.
The Board delegates certain responsibilities to the Board Committees, all of which operate within defned terms of
reference.
BOARD COMPOSITION
The current Board consists of 9 members, 6 or 2/3 are Independent Non-Executive Directors. The composition refects a
balance of Executive and Non-Executive Directors with a mix of suitably qualifed and experienced professionals in the
felds of construction, civil engineering, accountancy, fnance, banking and business administration. This combination of
diferent professions and skills working together enables the Board to efectively lead and control the Company. The Board
composition also fairly refects the investment in the Company by shareholders other than the signifcant shareholder.
A brief profle of each Director is presented on pages 3 to 7 of the Annual Report.
MEETINGS AND SUPPLY OF INFORMATION
Unless there are urgent matters, the Board normally meets quarterly to review financial, operational and business
performances. Notices and agenda of meetings duly endorsed by the Executive Chairman together with relevant board
papers are normally given at least 1 week prior to the meetings for the Directors to study and evaluate the matters to be
discussed.

The board papers provided include inter alia, fnancial results, business plan and budget, progress report on the Companys
developments, minutes of meetings of Board Committees, regulatory/statutory updates and other operational and fnancial
issues for the Boards information and/or approval.
All Directors are entitled to information pertaining the Company. In addition, all Directors have direct access to the advice
and services of the Company Secretaries. They are also permitted to seek independent advice whenever deemed necessary,
at the Companys expense.
There is a formal procedure approved by the Board for all Directors, whether as a full Board or in their individual capacity,
to obtain independent professional advice, when necessary, at the Companys expense.
ANNUAL REPORT 2009
13
The Board met 8 times during the fnancial period ended 31 July 2009 and the attendance of the respective Directors was
as follows:-
Number of Percentage of
Meetings Attendance
Name of Directors Attended (%)
Dato Mohammed Azlan bin Hashim 7/8 88
Datuk Razman Md Hashim bin Che Din Md Hashim 7/8 88
Dato Seri Syed Zainol Rashid Jamalullail 7/8 88
Dato Ir Hj Ibrahim bin Hj Yakub 8/8 100
Johan Zainuddin bin Dzulkifi 8/8 100
Tai Keat Chai 7/7 100
Liew Kiam Woon 2/4 50
Abdul Hamid bin Sheikh Mohamed 7/7 100
Nik Abdul Malik bin Nik Mohd Amin 4/4 100
Dato Harun bin Md Idris 0/0 n/a
Ahmad Ishak bin Haron 2/3 67
DIRECTORS TRAINING
During the fnancial period, the Directors had attended various training programmes and seminars organised by the relevant
regulatory authorities and professional bodies to broaden their knowledge and to keep abreast with the relevant changes
in law, regulations and the business environment.
The training programmes, seminars and workshops attended by the Directors during the fnancial period are, inter-alia, on
areas relating to corporate governance, risk management and fnancial reporting.
Training Programmes, Seminars and Workshops Attended by Directors
Course Title / Organiser Date
Of-Site Board Strategic
(Afn Bank Berhad) 11-12 August 2008
Khazanah Global Lectures
By Dr. A.P.J. Abdul Kalam (former President of India)
(Khazanah Nasional) 28 August 2008
Strategy, Assessment & Structure of Risk Management
(Malaysian Institute of Accountants) 23 October 2008
Of-Site Board Strategic
(Afn Bank Berhad) 25-26 October 2008
Dialogue Session with FTSE Group & Bursa Malaysia 13 April 2009
Evaluating the Performance of Board
(Chartered Institute of Management Accounts) 7 May 2009
All Directors were also constantly updated by the Company Secretary on changes to the relevant guidelines on the regulatory
and statutory requirements.
ANNUAL REPORT 2009
14
RETIREMENT BY ROTATION AND RE-ELECTION
The Companys Articles of Association provides that 1/3 of the Board are subject to retirement by rotation at each Annual
General Meeting. Each Director shall retire at least once every 3 years but shall be eligible for re-election. The Directors to
retire in each year are those who have been longest in ofce since their last election or appointment.
To assist the shareholders in their decision, sufcient information such as personal profle, attendance of meetings and the
shareholdings of each Director standing for re-election are disclosed in the Statement Accompanying Notice of Annual
General Meeting.
BOARD COMMITTEES
The Board has set up the following Committees and will periodically review their terms of reference and operating procedures.
The Committees are required to report to the Board on all their deliberations and recommendations and such reports are
incorporated in the minutes of the Board Meetings.
1. Audit Committee
The Audit Committee comprises Tai Keat Chai as Chairman, Dato Seri Syed Zainol Rashid Jamalullail, Dato Ir. Hj. Ibrahim
bin Hj. Yakub, Dato Harun bin Md Idris and Abdul Hamid bin Sh. Mohamed.

The Audit Committee is set up to play an active role in assisting the Board in discharging its governance responsibilities.
The composition of the Audit Committee, its terms of reference, attendance of meetings and a summary of its activities
are set out on pages 21 to 25 of the Annual Report.

2. Risk Management Committee
The Risk Management Committee comprises Johan Zainuddin bin Dzulkifi as Chairman, Dato Seri Syed Zainol Rashid
Jamalullail, Nik Abdul Malik bin Nik Mohd Amin and Jamaludin bin Mohd Nor.
The Risk Management Committee is tasked with the responsibility to oversee the risk management activities of the
Group, approving appropriate risk management procedures and measurement methodologies across the organisation
as well as identifcation and management of strategic business risks of the Group. The terms of reference of the Risk
Management Committee are set out on pages 17 and 18 of the Annual Report.
3. Nomination and Remuneration Committee

The Nomination and Remuneration Committee was formed on 24 June 2008 and comprises Dato Mohammed Azlan
bin Hashim as Chairman, Datuk Razman M Hashim and Johan Zainuddin bin Dzulkifi until his resignation on 12 August
2009, and Dato Harun bin Md Idris.
The terms of reference of the Nomination and Remuneration Committee are set out on pages 19 and 20 of the Annual
Report.
4. Special Regularisation Plan and Investment Committee
The Special Regularisation Plan and Investment Committee (Special Committee) was formed on 23 September
2008 and comprises Datuk Razman M Hashim as Chairman, Tai Keat Chai and Abdul Hamid bin Sh. Mohamed. The
Special Committee was established to evaluate and recommend to the Board the proposed Regularisation Plan of
SILK Holdings Berhad for submission to Bursa Securities and Securities Commission.
In addition, the Special Committee was also expected to evaluate and recommend to the Board the Regularisation
Plan taking into consideration the need to uplift SILK Holdings from its PN17 status and strengthening the fnancial
position of SILK Holdings moving forward.
The terms of reference of the Special Regularisation Plan and Investment Committee are set out on page 26 of the
Annual Report.
ANNUAL REPORT 2009
15
B. DIRECTORS REMUNERATION
The remuneration of the Executive Director is structured on the basis of linking rewards to corporate and individual
performance. For Non-Executive Directors, the level of remuneration refects the experience and level of responsibilities.
The Board as a whole resolves on the fees for the Non-Executive Directors with individual Directors abstaining from decisions
in respect of their individual remuneration. The fees payable to the Non-Executive Directors are subject to the approval of
shareholders.
The breakdown of the Directors remuneration during the fnancial period is as follows:-
Executive Non-Executive
Director Directors Total
RM RM RM
Fees 0 138,000 138,000
Other Emoluments 0 58,000 58,000
Salaries and other Remuneration 474,858 0 474,858
Bonus 27,261 0 27,261
Benefts-in kind 1,200 0 1,200
Total: 503,319 196,000 699,319
The number of Directors whose remuneration falls under the following bands:-
Executive Non-Executive
Range of Remuneration Directors Directors Total
Below RM50,000 0 8 8
RM200,001 to RM250,000 1 0 1
RM250,001 to RM300,000 1 0 1
Total: 2 8 10
C. SHAREHOLDERS
DIALOGUE BETWEEN THE COMPANY AND INVESTORS
The Board values constant dialogue and is committed to clear communication with its shareholders and investors. In this
respect, as part of the Groups active investor relations programme, discussions and dialogues are held with fund managers,
fnancial analysts and shareholders to convey information about the Groups performance, corporate strategy and other
matters afecting shareholders interests.
In addition to published Annual Report and Quarterly Reports announced to Bursa Securities, the Group has established a
website at http://www.silk.my from which investors and shareholders can access for information.
While the Company endeavours to provide as much information as possible to its shareholders and stakeholders, it is mindful
of the legal and regulatory framework governing the release of material and price-sensitive information. To achieve this,
the Board had approved and adopted a Corporate Disclosure Policy which outlines the Companys approach toward the
determination and dissemination of material information, the circumstances under which the confdentiality of information will
be maintained, response to market rumours and restrictions on insider trading. This Policy also provides guidance and structure
in disseminating corporate information to, and in dealing with, investors, analysts, media and the investing public.
ANNUAL GENERAL MEETING
The annual general meeting of the Company provides the principal forum for dialogue and interaction between the Board
and the shareholders. The participation of shareholders, both individuals and institutional at general meetings on clarifcations
of pertinent and relevant information is encouraged.
ANNUAL REPORT 2009
16
D. ACCOUNTABILITY AND AUDIT
FINANCIAL REPORTING
In presenting the annual fnancial statements, annual report and quarterly announcement of results to shareholders, the
Board aims to provide a balanced and understandable assessment of the Groups fnancial position, performance and
prospects. The Board is assisted by the Audit Committee to oversee the Groups fnancial reporting processes and the quality
of its fnancial reporting.
INTERNAL CONTROL

The Statement on Internal Control set out on pages 27 to 28 of the Annual Report provides an overview of the state of
internal controls within the Group.
RELATIONSHIP WITH THE AUDITORS
The Board maintains, via the Audit Committee, an active, transparent and professional relationship with its Auditors. The
role of the Audit Committee in relation to the Independent Auditors is disclosed in the Audit Committee Report set out on
pages 21 to 25 of the Annual Report.
E. DIRECTORS RESPONSIBILITY STATEMENT ON ANNUAL AUDITED FINANCIAL STATEMENTS
The Directors are responsible in the preparation of the Annual Audited Financial Statements to give a true and fair view of
the state of afairs, results and cash fows of the Company and of the Group at the end of the fnancial period.
In preparing the fnancial statements, the Directors will ensure that suitable accounting policies have been applied consistently,
and that reasonable and prudent judgments and estimates have been made. All applicable approved accounting standards
and provisions of the Companies Act, 1965 have been complied with.

The Directors are also responsible for ensuring that proper accounting and other records are kept which disclose with
reasonable accuracy, the fnancial position of the Company and of the Group and which enables them to ensure that the
fnancial statements comply with the relevant statutory requirements.
F. COMPLIANCE WITH THE CODE
The Group has complied substantially with the principles and best practices outlined in the Code except for the
following:-
1. Appointment of Senior Independent Non-Executive Director
The Board has not found it necessary to identify a Senior Independent Non-Executive Director to whom concerns relating
to the afairs of the Group may be conveyed, as there are a number of experienced and competent senior independent
directors on the Board. In addition, the Executive Chairman encourages full deliberation of issues afecting the Group by
all members of the Board.
This Corporate Governance Statement was approved by the Board of Directors on 14 September 2009.
Executive Chairman
ANNUAL REPORT 2009
17
1. MEMBERSHIP
(a) The Risk Management Committee (RMC) shall be appointed by the Board and shall comprise not fewer than
3 in number.
(b) The members of the RMC shall elect a Chairman from among their number.
(c) In the event of any vacancy in the RMC resulting in the number of members being reduced to below 3, the
Board shall, within 3 months fll the vacancy.
(d) The Board shall have the discretion as it deems ft to rescind and/or revoke the appointment of any person(s)
in the RMC.
2. ROLES AND FUNCTIONS
The RMC has the overall responsibility for overseeing the risk management activities of the Group, approving
appropriate risk management procedures and measurement methodologies across the organization as well as
identifcation and management of strategic business risks of the Group. Its primary roles include the following:-
(a) To champion and promote the Enterprise Risk Management and to ensure that the risk management process
and culture are embedded throughout the Group.
(b) To ensure the implementation of the objectives outlined in the Risk Management Policy and compliance with
them.
(c) To provide routine quarterly reporting and update the Board on key risk management issues as well as ad hoc
reporting and evaluation on investment proposals.
(d) To work with the Group Financial Controller and Group Internal Auditor in the preparation of the Statement on
Internal Control for inclusion in the Companys Annual Report and to recommend the same for the approvals
of the Audit Committee and Board.
2.1 Routine Roles and Responsibilities
(a) Review the efectiveness of overall risk management at the enterprise level.

(b) Follow-up on management action plans based on the status of implementation compiled by the
management.
(c) Identify new strategic risks including corporate matters e.g. Regulatory, business development, etc.
(d) Review the enterprise risk scorecard and determine the risks to be escalated to the Board on the quarterly
basis.
2.2 Ad hoc Roles and Responsibilities
(a) Propose to the Board, the monetary threshold and nature of proposed investments that require the
RMCs evaluation and endorsement before submission to the Board.
(b) Review proposals/feasibility studies prepared by project sponsor which meet the requisite threshold
before recommending to the Board for fnal decision.
Terms of Reference of Risk Management Committee
ANNUAL REPORT 2009
18
Terms of Reference of Risk Management Committee
3. MEETINGS
(a) The RMC shall meet at least quarterly in a year. However, additional meetings may be called at any time at the
RMC Chairmans discretion.
(b) The quorum for the meeting shall be 2 members.
4. REPORTING
The Chairman of the RMC shall report the proceedings of each Committee Meeting to the Board.
5. SECRETARY
The Secretary to the RMC shall be the Company Secretary.
ANNUAL REPORT 2009
19
1. MEMBERSHIP
(a) The Nomination and Remuneration Committee shall be appointed by the Board from among their number
and shall comprise not fewer than three (3) in number.
(b) The majority of the members of the Committee shall be Non- Executive Directors.
(c) The members of the Committee shall elect a Chairman from among their number.
(d) In the event of any vacancy in the Committee resulting in the number of members being reduced to below
three (3), the Board shall, within three (3) months fll the vacancy.
2. AUTHORITY
(a) The Nomination and Remuneration Committee is entrusted with the task of proposing new nominees for the
Board and for assessing existing Directors on an on-going basis.
(b) The ultimate decision as to who shall be nominated should be the responsibility of the full Board after considering
the recommendation of such a Committee.
3. FUNCTIONS
(a) To determine the core competencies and skills required of Board members to best serve the business and
operations of the Group as a whole and the optimum size of the Board to refect the desired skills and
competencies.
(b) To review the size of Non-Executive participation, Board balance and determine if additional Board members
are required and also to ensure that at least one-third (1/3) of the Board is independent.
(c) To recommend to the Board on the appropriate number of Directors to comprise the Board which should
fairly refect the investments of the minority shareholders in the Company, and whether the current Board
representation satisfes this requirement.
(d) To recommend to the Board, candidates for all directorships to be flled by the shareholders of the Board.
(e) To consider in making its recommendations, candidates for directorships proposed by the Chief Executive
Ofcer and, within the bounds of practicability, by any other senior executive or any Director or shareholder.
(f ) To recommend to the Board, Directors or ofcers of the Company to fll the seats on Board Committees.
(g) To undertake an annual review of the required mix of skills and experience and other qualities of Directors,
including core competencies which Non- Executive Directors should bring to the Board and to disclose this in
the Annual Report.

(h) To assist the Board to implement a procedure to be carried out by the Nomination and Remuneration Committee
annually for assessing the efectiveness of the Board as a whole, the Committees of the Board and for assessing
the contributions and performance of Directors and Board of Committee members.
(i) To introduce such regulations or guidelines, procedures to function efectively and fulfll the Committees
objective.
(j) To ensure that the Companys Executive Directors are fairly rewarded for their individual contributions to
the Companys overall performance and the levels of remuneration should be sufcient to attract and retain
Directors to run the Company successfully.
Terms of Reference of Nomination and
Remuneration Committee
ANNUAL REPORT 2009
20
Terms of Reference of Nomination and
Remuneration Committee
(k) To demonstrate to all stakeholders in the business that the remuneration of the Executive Directors of the
Company is set by a Committee of Board members who have no personal interest in the outcome of their
decisions and who will give due regard to the interests of the stakeholders and to the fnancial and commercial
health of the Company.
(l) To recommend to the Board the remuneration of the Executive Chairman and Executive Directors.
(m) To assume responsibility for all elements of Executive Directors remuneration eg:
(i) Basic salary
(ii) Proft sharing schemes (if any)
(iii) Share Options
(iv) Any other benefts
(v) Compensation for early termination
(n) To ensure that a fair diferential between the remuneration of Board members and other levels of management
is maintained.
(o) To conduct continued assessment of individual Executive Directors to ensure that remuneration is directly
related to corporate and individual performance.
(p) To obtain the advice and information from external source, if necessary, to compare the remuneration currently
earned by the Executive Directors and those paid to Executive Directors of other companies of a similar size in
a comparable industry sector.
(q) To ensure that the base salary element is competitive but fair.
(r) To advise on and monitor, a suitable performance related formula ie. whether the formula is based on individual
performance, company proft performance, earnings per share etc.
(s) To provide an objective and independent assessment of the benefts granted to Executive Directors.
(t) To introduce any policy or guidelines which would enable the smooth administration and efective discharge
of the Committees duties and responsibilities.
(u) To furnish a report to the Board of any fndings of the Committee.
4. MEETINGS
(a) The Committee shall meet at least once a year. However, additional meetings may be called at any time at the
Nomination and Remuneration Committee Chairmans discretion.
(b) The quorum for the meeting shall be two (2) members.
5. REPORTING
The Chairman of the Committee shall report on each meeting to the Board.
6. SECRETARY
The Secretary to the Committee shall be the Company Secretary.
ANNUAL REPORT 2009
21
FORMATION
The Audit Committee was formed by the Board of Directors at its meeting on 16 August 2002.
The objective of the Audit Committee is to assist the Board of Directors in fulflling its fduciary responsibilities relating to
internal controls, fnancial and accounting records and policies as well as fnancial reporting practices of the Company and
its subsidiaries (the Group).
COMPOSITION
The members of the Audit Committee as at 30 September 2009 were as follows:
1. Tai Keat Chai Chairman
(Independent Non-Executive Director)
2. Dato Seri Syed Zainol Rashid Jamalullail
3. Dato Ir. Hj. Ibrahim bin Hj. Yakub
4. Dato Harun bin Md Idris (appointed on 12 August 2009)
5. Abdul Hamid bin Sh. Mohamed (appointed on 14 September 2009)
MEETING AND ATTENDANCE
The Audit Committee held 5 meetings during the fnancial period and the attendance of the Committee Members was as
follows :
Number of Meetings
Name of Committee Member Attended
Tai Keat Chai 5/5
Dato Seri Syed Zainol Rashid Jamalullail 4/5
Dato Ir. Hj. Ibrahim bin Hj. Yakub 5/5
The Company Secretaries and the Internal Auditors and the Chief Financial Ofcer were present at all meetings. At 2 of the
meetings, the Independent Auditors were present.
TERMS OF REFERENCE
1. Membership

1.1 The Committee shall be appointed by the Board of Directors from amongst the Directors of the Company and
shall consist of not less than 3 members.
1.2 The majority of the members including the Chairman of the Committee shall be Independent Directors as
defned in Chapter 15 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (Bursa
Securities).
1.3 The Committee shall include at least 1 person :
(a) who is a member of the Malaysian Institute of Accountants; or
(b) who must have at least 3 years working experience and:-
ANNUAL REPORT 2009
22
(i) have passed the examinations specifed in Part I of the 1st Schedule of the Accountants Act, 1967;
or
(ii) is a member of 1 of the Associations specifed in Part II of the 1st Schedule of the Accountants Act,
1967; or
(c) who must have at least 3 years post qualifcation experience in accounting or fnance and:-
(i) has a degree/masters/doctorate in accounting or fnance; or
(ii) is a member of 1 of the professional accountancy organisations which has been admitted as a full
member of the International Federation of Accountants; or
(d) who must have at least 7 years experience being a chief fnancial ofcer of a corporation or having the
function of being primarily responsible for the management of the fnancial afairs of a corporation.
1.4 No Alternate Director shall be appointed as a member of the Committee.
1.5 The members of the Committee shall elect a Chairman from amongst their number.
1.6 If a member of the Committee resigns, dies or for any reason ceases to be a member with the result that the
number of members is reduced below 3, the Board shall, within 3 months appoint such number of new members
as may be required to make up the minimum of 3 members.
1.7 The terms of ofce and performance of the Committee and each of its members shall be reviewed by the
Board no less than once every 3 years. However, the appointment terminates when a member ceases to be a
Director.
2. Meetings
2.1 The quorum for a Committee Meeting shall be a least 2 members, the majority present must be Independent
Directors.
2.2 The Committee shall meet at least 4 times a year and such additional meetings as the Chairman shall decide.
2.3 Notwithstanding paragraph 2.2 above, upon the request of any member of the Committee, non-member
Directors, the Internal or Independent Auditors, the Chairman shall convene a meeting of the Committee to
consider the matters brought to its attention.
2.4 The Independent Auditors have the right to appear and be heard at any meeting of the Committee and shall
appear before the Committee when required to do so.
2.5 The non-member Directors and employees of the Company and of the Group shall normally attend the meetings
to assist in its deliberations and resolutions of matters raised. However, at least once a year, the Committee shall
meet with the Independent Auditors without the presence of the executive members of the Committee.
2.6 The Internal Auditors shall be in attendance at all meetings to present and discuss the audit reports and other
related matters as well as the recommendations relating thereto and to follow-up on all relevant decisions
made.
2.7 The Company Secretary shall act as Secretary of the Committee and shall be responsible, with the concurrence
of the Chairman, for drawing up and circulating the agenda and the notice of meetings together with the
supporting explanatory documentation to members prior to each meeting.
2.8 The Secretary of the Committee shall be entrusted to record all proceedings and minutes of all meetings of the
Committee.
2.9 In addition to the availability of detailed minutes of the Committee Meetings to all Board members, the
Committee at each Board Meeting, will report a summary of signifcant matters and resolutions.
ANNUAL REPORT 2009
23
3. Right and Authority
The Committee is authorized to:-
3.1 Investigate any matter within its terms of reference.
3.2 Have adequate resources required to perform its duties.
3.3 Have full and unrestricted access to information, records and documents relevant to its activities.
3.4 Have direct communication channels with the Independent and Internal Auditors.
3.5 Engage, consult and obtain outside legal or other independent professional advise and to secure the attendance
of outsiders with relevant experience and expertise it considers necessary.
4. Functions and Duties
4.1 To review and recommend for the Boards approval, the Internal Audit Charter which defnes the independent
purpose, authority, scope and responsibility of the internal audit function in the Company and the Group.
4.2 To review the following and report to the Board:-
(a) With the Independent Auditors;-
(i) the audit plan and audit report and the extent of assistance rendered by employees of the
Auditee.
(ii) their evaluation of the system of internal controls;
(iii) the audit fee and on matter concerning their suitability for nomination, appointment and re-
appointment and the underlying reasons for resignation or dismissal as Auditors;
(iv) the management letter and managements response; and
(v) issues and reservations arising form audits.
(b) With the Internal Auditors:-
(i) the adequacy and relevance of the scope, functions and resources of the Internal Auditors and the
necessary authority to carry out its work;
(ii) the audit plan to work programme and results of internal audit processes including recommendations
and actions taken;
(iii) the extent of cooperation and assistance rendered by employees of Auditee; and
(iv) the appraisal of the performance of the internal audit including that of the senior staf and any
matter concerning their appointment and termination.
(c) The quarterly results and period end fnancial statements prior to the approval by the Board, focusing
particularly on:-
(i) changes and implementation of major accounting polices and practices;
(ii) signifcant and unusual issues;
(iii) going concern assumption; and
(iv) compliance with accounting standards, regulatory and other legal requirements.
(d) The major fndings of investigations and management response.
ANNUAL REPORT 2009
24
(e) The propriety of any related party transaction and confict of interest situation that may arise within the
Company or the Group including any transaction, procedure or course of conduct that raises questions
of management integrity.
4.3 To report any breaches of the Main Market Listing Requirements which have not been satisfactorily resolved,
to Bursa Securities.
4.4 To prepare the Audit Committee Report for inclusion in the Companys Annual Report covering:-
(a) the composition of the Committee including the name, designation and directorship of the members;
(b) the terms of reference of the Committee;

(c) the number of meetings held and details of attendance of each members;
(d) a summary of the activities of the Committee in the discharge of its functions and duties; and
(e) a summary of the activities of the internal audit function.
4.5 To review the following for publication in the Companys Annual Report;-
(a) the disclosure statement of the Board on;-
(i) the Companys applications of the principles set out in Part I of the Malaysian Code on Corporate
Governance; and
(ii) the extent of compliance with the best practices set out in Part II of the Malaysian Code on Corporate
Governance, specifying reasons for any area of non-compliance and the alternative measures
adopted in such areas.
(b) the statement on the Boards responsibility for the preparation of the annual audited financial
statements.
(c) the disclosure statement on the state of the internal controls system of the Company and of the
Group.
(d) the statement by the Audit Committee on the verifcation of allocation of share options to the Groups
eligible employees in compliance with the criteria set out in the Bye-Laws of the Companys Employees
Share Option Scheme, at the end of each fnancial year.

(e) other disclosure forming the contents of annual report spelt out in Part A of Appendix 9C of the Main
Market Listing Requirements of Bursa Securities.

The above functions and duties are in addition to such other functions as may be agreed to from time to time
by the Committee and the Board.
5. Internal Audit Function
5.1 The Company had appointed Messrs. Columbia Advisory Sdn Bhd as the Internal Auditor to undertake the
Groups internal audit function.
5.2 The Internal Auditor shall have unrestricted access to the Committee Members and report to the Committee
whose scope of responsibility includes overseeing the development and the establishment of the internal audit
function.
5.3 In respect of routine administrative matters, the Internal Auditor shall report to the Executive Chairman or his
designate.
5.4 The total costs incurred for the internal audit function of the Group for the fnancial period ended 31 July 2009
was RM47,000.
ANNUAL REPORT 2009
25
ACTIVITIES OF THE COMMITTEE FOR THE FINANCIAL PERIOD ENDED 31 JULY 2009
The summary of activities of the Committee in the discharge of its duties and responsibilities is as follows:-
(a) Reviewed the adequacy and relevance of the scope, functions, resources, risk based internal audit plan and results of
the internal audit processes with the Internal Auditor.
(b) Reviewed the audit activities carried out by the Internal Auditor and the audit reports to ensure corrective actions
were taken in addressing the risk issues reported.
(c) Reviewed with the Independent Auditors, the audit plan of the Company and of the Group for the year (Inclusive of risk
and audit approach, system evaluation, audit fees, issues and management responses) prior to the commencement
of the annual audit.
(d) Reviewed the fnancial statements, the audit report, issues and reservations arising from statutory audit with the
Independent Auditors.
(e) Reviewed and discussed the Management Accounts with management.
(f ) Reviewed the quarterly results and fnancial statements for the fnancial period ended 31 July 2009 with management
and the Independent Auditors for recommendation to the Board of Directors for approval and release to Bursa
Securities.
(g) Reviewed all recurrent related party transactions entered into by the Company and the Group at the Committees
quarterly meetings to ensure that the transactions entered into were at arms length basis and on normal commercial
terms.
(h) Reviewed and approved the Circular to Shareholders and the statements by the Audit Committee in respect of the
Proposed Shareholders Mandate for Recurrent Related Party Transactions.
(i) Discussed the implications of any latest changes and pronouncements on the Company and the Group issued by the
statutory and regulatory bodies.
(j) Reported to the Board on signifcant issues and concerns discussed during the Committees meetings together with
applicable recommendations. Minutes of meetings were tabled, discussed and noted by all Board members.
INTERNAL AUDIT ACTIVITIES REPORT FOR THE FINANCIAL PERIOD ENDED 31 JULY 2009
The summary of activities of the Internal Auditor is as follows:-
(a) Prepared the annual audit plan for the approval of the Audit Committee.
(b) Performed risk based audits on strategic business units of the Company and of the Group, which covered reviews of
the internal control system, accounting and management information system and risk management.
(c) Issued audit reports to the Committee and management identifying weaknesses and issues as well as highlighting
recommendations for improvements.
(d) Acted on suggestions made by the Committee and/or senior management on concerns over operations or controls
and signifcant issues pertinent to the Company and of the Group.
(e) Reported to the Committee on review of the adequacy, appropriateness and compliance with the procedures
established to monitor highway management, toll operations, procurement, information management and strategic
management.
(f ) Reviewed on the appropriateness of the disclosure statements in regard to compliance with the Malaysian Code on
Corporate Governance and the state on internal controls as well as the Audit Committee Report.
(g) Attended Committees meetings to table and discuss the audit reports and followed up on matters raised.
ANNUAL REPORT 2009
26
Terms of Reference of Special Regularisation Plan
And Investment Committee
Membership
The Committee shall comprise 3 members from the Board of Directors. In the interest of independence and transparency,
Independent Non-Executive Directors, with experience in corporate exercises, shall form the majority of the committee. The
members of the special committee are:

1. Datuk Razman M Hashim (Chairman)
2. Tai Keat Chai
3. Abdul Hamid bin Sh. Mohamed
The Committee shall be assisted, where necessary, by relevant advisers such as investment bank, lawyers and accountants
or any other advisers deemed necessary.
Authority and Responsibilities:
The Board grants the Committee authority and responsibility to:
1. Review and recommend for approval by the Board the Regularisation Plan as proposed by the Management to be
submitted to Bursa Malaysia and Securities Commission
2. Approve/ratify of the appointment of advisers such as investment bankers, lawyers, accountants, consultants and
other investment professionals as appropriate and recommended by Management
The Committee is guided as follows:-:
1. The Committee shall decide on the number of meetings necessary.
2. A quorum shall consist of a majority of the members.
3. The Committee Chairman, who shall be a member, shall preside at all meetings and the Chairman shall present any
fndings or recommendations to the Board.
4. The Committee shall have the authority to delegate to subcommittees and to Management staf.
5. The Administrator shall be the Companys secretary.
6. The Committees conclusions shall be reached by consensus; any minority views shall be recorded in the minutes of
the meeting.
7. A record shall be drawn up of every meeting of the Committee. After the Committee has approved it, a copy shall be
forwarded to the Board of Directors.
ANNUAL REPORT 2009
27
INTRODUCTION
The Malaysian Code on Corporate Governance stipulates that the Board of Directors of listed companies should maintain a
sound system of internal control to safeguard shareholders investment and Groups assets. Set out below is the Group Statement
on Internal Control (Statement), made in compliance with Paragraph 15.27 of the Main Market Listing Requirements of
Bursa Securities and the Statement on Internal Control: Guidance for Directors of Public Listed Companies.
THE BOARDS RESPONSIBILITY
The Board places importance on, and is committed to maintaining a sound system of internal control and efective risk
management practices in the Group to ensure good corporate governance. The Board afrms its responsibility for reviewing
the adequacy and integrity of the Groups system of internal control and management information systems, including systems
for compliance with applicable laws, rules, directives, guidelines and risk management practices.
Notwithstanding, as with any internal control system, the Groups system of internal control is designed to manage rather
than eliminate the risk of failure to achieve business objectives. It follows, therefore, that the system of internal control can
only provide reasonable but not absolute assurance against material misstatement or loss.
The Group has in place an on-going process of identifying, evaluating, monitoring and managing the key risks afecting the
achievement of its business objectives throughout the period. The Board reviews this process on a quarterly basis.
THE GROUPS SYSTEM OF INTERNAL CONTROL
Monitoring Mechanisms and Management Style
Scheduled periodic meetings of the Board, Board Committees and Management represent the main platform by which the
Groups performance and conduct is monitored.
The daily running of the business is entrusted to the Chief Operating Ofcer and his management team. Under the purview
of the Chief Operating Ofcer, the heads of department are empowered with the responsibility of managing their respective
operations. The Chief Operating Ofcer actively communicates the Boards expectations to management at management
meetings as well as through attendance at various operations meetings. At these meetings, operational and fnancial risks
are discussed and dealt with.
The Board is responsible for setting the business direction and for overseeing the conduct of the Groups operations through
various management reporting mechanisms. Through these mechanisms the Board is informed of all major control issues
pertaining to internal controls, regulatory compliance and risk taking.
In dealing with its stewardship responsibilities, the Board recognises that efective risk management is part of good business
management practice. The Board acknowledges that all areas of the Groups activities involve some degree of risk, and is
committed to ensuring that the Group has an efective risk management framework which will allow the Group to be able
to identify, evaluate and manage risks that afect the achievement of the Groups business objectives within defned risk
parameters in a timely and efective manner.
The details on Enterprise Risk Management Framework are set out on page 29 of the Annual Report.
Statement on Internal Control
ANNUAL REPORT 2009
28
Statement on Internal Control
Key Elements of the Groups System of Internal Control
The current system of internal control in the Group has within it, the following key elements:
Clear Group vision, mission and corporate philosophy and strategic direction, which is communicated to employees
at all level.
An efective Board which retains control over the Group with appropriate management reporting mechanisms which
enable the Board to review the Groups progress.
Board approved annual budgets and management plans.
Management meetings involving discussions on operational issues at subsidiary level.
Comprehensive and clearly documented standard operating policies and procedures manuals that provide guidelines
on, and authority limits over various operating, fnancial and human resource matters, which are subject to regular
review for improvement.
The use of the intranet as an efective means of communication and knowledge sharing.
Communication of policies and guidelines in relation to human resource matters to all employees through a staf
handbook which is also available on the intranet.
A systematic performance appraisal system for all levels of staf.
Relevant training provided to personnel across all functions to maintain a high level of competency and capability.
An internal audit function that carries out internal audits based on an annual risk-based audit plan approved by the
Audit Committee (see also Assurance Mechanisms below).
Assurance Mechanisms
The Audit Committee (AC) is tasked by the Board with the duty of reviewing and monitoring the efectiveness of the Groups
system of internal control. In carrying out its responsibilities, the Company had appointed Messrs. Columbus Advisory Sdn
Bhd (CASB) to carry out internal audits based on a risk-based audit plan approved by the AC. Based on these audits, the AC
was provided by CASB with periodic reports highlighting observations, recommendations and management action plans
to improve the system of internal control.
In addition, the AC also reviews and deliberates on any matters relating to internal control highlighted by the external
auditors in the course of their statutory audit of the fnancial statements of the Group. There were no major internal control
weaknesses identifed during the fnancial period.
The Report of the AC is set out on pages 21 to 25 of the Annual Report.
THE BOARDS COMMITMENT
The Board recognises that the Group operates in a dynamic business environment in which the internal control system
must be responsive in order to be able to support its business objectives. To this end, the Board remains committed towards
maintaining a sound system of internal control and believes that a balanced achievement of its business objectives and
operational efciency can be attained.
This Statement on Internal Control was approved by the Board of Directors on 14 September 2009.
Executive Chairman
ANNUAL REPORT 2009
29
The SILK Group (the Group) utilises Enterprise Risk Management (ERM) to identify all potential risks that need to be
addressed to ensure that the Group will be able to achieve its goal.
The Group has an integrated ERM structure that enables the Group to identify, evaluate, monitor and manage all key risks
pertaining to the business and its environment. The Group strives to maximise every opportunity, and thus seeks to minimise
all potential risks through proactive management.
RISK MANAGEMENT PROCESS
It is the Boards view that the Groups objectives, its internal organisation and the environment in which it operates
continuously evolve; and as a result, the risks that it faces also change. A sound system of internal control therefore depends
on a thorough and regular evaluation of the nature and extent of the risks to which the Group is exposed to.
To ensure efective risk management within the Group, the following risk management framework has been identifed and
implemented throughout the Group. It is acknowledged that risks are very closely integrated with opportunities and returns,
and thus has to be managed to ensure that the Group is able to achieve its corporate strategy and objectives.
THE GROUPS ERM FRAMEWORK

Corporate Strategies
and Objectives
Risk Identifcation
Risk Assessment
Risk Response
Control Activities
Risk Monitoring
ANNUAL REPORT 2009
30
RISK MANAGEMENT STRUCTURE
Strategic and efective risk management is performed through a centralised reporting and managing structure that has
been put into place. 3 major levels have been identifed to promote accountability and responsibility of managing risks
within the Group.
(a) Risk Working Committee (RWC)
The RWC consists of representatives from the divisional heads. The RWC will meet when the need arises, where
representatives from the respective divisions have the overall responsibility to report key risks to the attention of the
RWC.
(b) Risk Management Committee (RMC)
The key responsibilities of the RMC are to report and update the Board on key risk management issues as well as ad-
hoc reporting and evaluation on investment proposals. The RMC is also responsible to champion and promote the
Enterprise Risk Management and to ensure that the risk management process and culture are embedded throughout
the Group.
(c) Board of Directors
The Board of Directors serves as an oversight to the risk management process of the entire Group. Roles of the Board
include identifying principal risks of the Group and ensuring the implementation of appropriate systems to mitigate
and manage these risks. The Board, through the RMC sets, where appropriate, objectives, performance targets and
policies to manage the key risks faced by the Group.
Risk Working
Committee
Risk Management
Committee
Board of Directors
ANNUAL REPORT 2009
31
The company recognises it has obligations to protect and contribute positively to the needs of a range of stakeholders in the
community and environment in which it operates. Towards this end, it has adopted a series of Standard Operating Procedures
(SOPs) to guide its employees and to create awareness in support of its Corporate Social Responsibility initiatives. The SOPs
includes guides to appropriate workplace behaviour. Employee health and well-being is constantly looked after through
the efective and stringent implementation of good Occupational Safety and Health practices in all its business operations.
The SOPs also enunciates the companys approach to supporting community and environmental programmes.
The Company is dedicated to meeting or exceeding the regulatory requirements that govern its activities and will continually
look to applying environmentally friendly practices. The Group has made consistent donations to various worthwhile causes
to help the needy and to elevate the standard of living and the quality of life of communities.
Statement of Corporate Social Responsibility
Financial
Statement
Directors Report
Statement By Directors
Statutory Declaration
Independent Auditors Report
Balance Sheets
Income Statements
Statements of Changes In Equity
Cash Flow Statements
Notes To The Financial Statements
33 - 36
37
37
38 - 39
40
41
42
43 - 44
45 - 72
ANNUAL REPORT 2009
33
Directors Report
The directors hereby present their report together with the audited fnancial statements of the Group and of the Company
for the period ended 31 July 2009.

PRINCIPAL ACTIVITIES AND AFFECTED LISTED ISSUER STATUS

The principal activity of the Company is investment holding. The principal activities of the subsidiaries are disclosed in Note
5 to the fnancial statements. There have been no signifcant changes in the nature of the principal activities during the
fnancial period.
Pursuant to the amendments to the Listing Requirements (LR) of Bursa Malaysia Securities Berhad (Bursa Securities) in
relation to Practice Note No. 17/2005 (Amended PN17) which is efective from 5 May 2006, the Company on 28 November
2006 announced (First Annoucement) that the Company is deemed an Afected Listed Issuer as defned in the Amended
PN17 as the auditors have expressed a modifed opinion with emphasis on the Companys going concern in the Companys
audited fnancial statements for the period ended 30 June 2006 and the unaudited shareholders equity of approximately
RM26.702 million based on its quarterly results for the period ended 30 September 2006 is less than 50% of its issued and
paid up capital of RM90 million.
As an Afected Listed Issuer, the Company is required to submit a Regularisation Plan as defned in paragraph 8.14C(3) of
Bursa Securities LR to the Securities Commission (SC) and other relevant authorities for approval (collectively referred to
as the Approving Authority) within 8 months from the date of the First Announcement (Submission Timeframe) or as
extended by SC.
On 12 December 2008, the Company submitted an application on the Proposed Regularisation Scheme, as disclosed in Note
24(c), to SC for approval. The Proposed Regularisation Scheme was approved by SC on 30 March 2009, and subsequently,
by the shareholders of the Company on 20 July 2009.
At the date of this report, the Company is implementing the Proposed Regularisation Scheme and is expected to complete
the Proposed Regularisation Scheme by end of 2009 as disclosed in Note 25.
CHANGE OF FINANCIAL YEAR END
During the fnancial period, the Group changed its fnancial year end from 30 June to 31 July. Accordingly, the fnancial
statements cover a 13-month period from 1 July 2008 to 31 July 2009.
RESULTS
Group Company
RM RM
Loss for the period (37,417,932) (1,707,504)
There were no material transfers to or from reserves or provisions during the fnancial period.
In the opinion of the directors, the results of the operations of the Group and of the Company during the fnancial period
were not substantially afected by any item, transaction or event of a material and unusual nature, other than the gain on sale
of shares pledged by a former guarantor of BaIDS of RM3,136,256 as disclosed in Note 24(a) to the fnancial statements.
ANNUAL REPORT 2009
34
Directors Report
DIRECTORS
The names of the directors of the Company in ofce since the date of the last report and at the date of this report are:
Dato Ir Hj Ibrahim bin Hj Yakub
Abdul Hamid bin SH Mohamed
Tai Keat Chai
Nik Abdul Malik bin Nik Mohd Amin (appointed on 24 February 2009)
Dato Harun bin Md Idris (appointed on 12 August 2009)
Liew Kiam Woon (resigned on 24 February 2009)
Ahmad Ishak bin Haron (appointed on 24 February 2009 and resigned on 16 June 2009)
DIRECTORS BENEFITS

Neither at the end of the fnancial period, nor at any time during that period, did there subsist any arrangement to which the
Company was a party, whereby the directors might acquire benefts by means of the acquisition of shares in or debentures
of the Company or any other body corporate.

Since the end of the previous fnancial year, no director has received or become entitled to receive a beneft (other than
benefts included in the aggregate amount of emoluments received or due and receivable by the directors or the fxed salary
of a full time employee of the Company as shown in Note 18 to the fnancial statements) by reason of a contract made by
the Company or a related corporation with any director or with a frm of which he is a member, or with a company in which
he has a substantial fnancial interest, except as disclosed in Note 21 to the fnancial statements.
DIRECTORS INTEREST
According to the register of directors shareholdings, the interests of directors in ofce at the end of the fnancial period in
shares in the Company during the fnancial period were as follows:

Number of Ordinary Shares of RM0.50 Each
1.7.2008 Acquired Sold 31.7.2009
Direct interest
Datuk Razman M Hashim 1,175,000 (1,175,000)
Dato Ir Hj Ibrahim bin Hj Yakub 79,000 79,000
Dato Seri Syed Zainol Rashid Jamalullail 75,000 75,000
Deemed interest
Datuk Razman M Hashim + 31,707,001 (31,707,001)
Dato Mohammed Azlan bin Hashim * 65,090,802 65,090,802
Johan Zainuddin bin Dzulkifi * 65,090,802 65,090,802
Number of Unexercised Warrants 2003/2008
1.7.2008 Acquired Expired 31.7.2009
Direct interest
Datuk Razman M Hashim 137,500 (137,500)
Dato Seri Syed Zainol Rashid Jamalullail 37,500 (37,500)
Dato Ir Hj Ibrahim bin Hj Yakub 37,500 (37,500)
Deemed interest
Datuk Razman M Hashim + 527,500 (527,500)
ANNUAL REPORT 2009
35
Directors Report
DIRECTORS INTEREST (CONTD)
Number of CN-RPS of RM0.10 each
1.7.2008 Acquired Sold 31.7.2009
Deemed interest
Datuk Razman M Hashim @ 5,100,000 (596,667) 4,503,333
+ By virtue of his interest in shares of Petroforce (M) Sdn. Bhd. (PMSB), Dekon Holdings Sdn. Bhd. (DHSB) and Dekon
Sdn. Bhd. (DSB), Datuk Razman M Hashim is deemed to have an interest in the shares and warrants of the Company
to the extent PMSB, DHSB and DSB have an interest.
@ By virtue of his interest in shares of PMSB, Datuk Razman M Hashim is deemed to have an interest in CN-RPS of the
Company to the extent PMSB has an interest.
* By virtue of their interests in the shares of Infra Bumitek Sdn Bhd (IBSB), Dato Mohammed Azlan bin Hashim and
Johan Zainuddin bin Dzulkifi are deemed to have interests in the shares of the Company to the extent IBSB has an
interest.
By virtue of their interests in the shares of the Company, Datuk Razman M Hashim, Dato Mohammed Azlan bin Hashim
and Johan Zainuddin bin Dzulkifi are also deemed to have interests in the shares of the subsidiaries of the Company to the
extent that the Company has an interest.

WARRANTS

The Warrants 2003/2008 were constituted under a Deed Poll dated 25 August 2003 in conjunction with the Companys Public
Issue and Renounceable Rights Issue in December 2003. The salient features of the warrants are as follows:

(a) each warrant entitles its registered holder to subscribe for one new ordinary share of RM0.50 each at the exercise
price during the exercise period;
(b) the exercise price is RM1.50 per share subject to adjustments thereto in accordance with conditions of the Deed
Poll;
(c) the exercise period of the warrants is for fve years from their issue date and expired on 10 December 2008; and
(d) the new ordinary shares of RM0.50 each to be issued pursuant to the exercise of the warrants will rank pari passu in
all respects with the existing ordinary shares of the Company.
During the fnancial period, no warrants were converted to ordinary shares. There were 30,000,000 outstanding warrants
as at the date of expiration, 10 December 2008. The expired Warrants were subsequently removed from the Ofcial List of
Bursa Securities on 11 December 2008.
OTHER STATUTORY INFORMATION
(a) Before the balance sheets and income statements of the Group and of the Company were made out, the directors
took reasonable steps:
(i) to ascertain that proper action had been taken in relation to the writing of of bad debts and the making of
provision for doubtful debts and satisfed themselves that there were no known bad debts and that no provision
for doubtful debts was necessary; and
(ii) to ensure that any current assets which were unlikely to realise their values as shown in the accounting records
in the ordinary course of business had been written down to an amount which they might be expected so to
realise.
ANNUAL REPORT 2009
36
Directors Report
OTHER STATUTORY INFORMATION (CONTD)
(b) At the date of this report, the directors are not aware of any circumstances which would render:
(i) it necessary to write of any bad debts or to make any provision for doubtful debts in respect of the fnancial
statements of the Group and of the Company; and
(ii) the values attributed to the current assets in the fnancial statements of the Group and of the Company
misleading.
(c) At the date of this report, the directors are not aware of any circumstances which have arisen which would render
adherence to the existing method of valuation of assets or liabilities of the Group and of the Company misleading or
inappropriate.
(d) At the date of this report, the directors are not aware of any circumstances not otherwise dealt with in this report
or fnancial statements of the Group and of the Company which would render any amount stated in the fnancial
statements misleading.
(e) As at the date of this report, there does not exist:

(i) any charge on the assets of the Group or of the Company which has arisen since the end of the fnancial period
which secures the liabilities of any other person; or
(ii) any contingent liability of the Group or of the Company which has arisen since the end of the fnancial
period.
(f ) In the opinion of the directors:
(i) no contingent or other liability has become enforceable or is likely to become enforceable within the period of
twelve months after the end of the fnancial period which will or may afect the ability of the Group or of the
Company to meet their obligations when they fall due; and
(ii) no item, transaction or event of a material and unusual nature has arisen in the interval between the end of the
fnancial period and the date of this report which is likely to afect substantially the results of the operations of
the Group or of the Company for the fnancial period in which this report is made.
SIGNIFICANT EVENTS
Details of signifcant events are disclosed in Note 24 to the fnancial statements.
SUBSEQUENT EVENT
Details of subsequent event are disclosed in Note 25 to the fnancial statements.
AUDITORS
The auditors, Ernst & Young, have expressed their willingness to continue in ofce.

Signed on behalf of the Board in accordance with a resolution of the directors dated 14 September 2009.

DATO MOHAMMED AZLAN BIN HASHIM JOHAN ZAINUDDIN BIN DZULKIFLI
ANNUAL REPORT 2009
37
We, DATO MOHAMMED AZLAN BIN HASHIM and JOHAN ZAINUDDIN BIN DZULKIFLI, being two of the directors of SILK
HOLDINGS BERHAD (FORMERLY KNOWN AS SUNWAY INFRASTRUCTURE BERHAD), do hereby state that, in the opinion of the
directors, the accompanying fnancial statements set out on pages 40 to 72 are drawn up in accordance with the provisions
of the Companies Act, 1965 and Financial Reporting Standards in Malaysia so as to give a true and fair view of the fnancial
position of the Group and of the Company as at 31 July 2009 and of the results and the cash fows of the Group and of the
Company for the period then ended.

Signed on behalf of the Board in accordance with a resolution of the directors dated 14 September 2009.
DATO MOHAMMED AZLAN BIN HASHIM JOHAN ZAINUDDIN BIN DZULKIFLI
Statutory Declaration
Pursuant to Section 169(16) of The Companies Act, 1965
I, JAMALUDIN MOHD NOR, being the Ofcer primarily responsible for the fnancial management of SILK HOLDINGS BERHAD
(FORMERLY KNOWN AS SUNWAY INFRASTRUCTURE BERHAD), do solemnly and sincerely declare that the accompanying
fnancial statements set out on pages 40 to 72 are in my opinion correct, and I make this solemn declaration conscientiously
believing the same to be true and by virtue of the provisions of the Statutory Declarations Act, 1960.
Subscribed and solemnly declared
by the abovenamed JAMALUDIN MOHD NOR
at Kuala Lumpur in the Federal
Territory on 14 September 2009 JAMALUDIN MOHD NOR
Before me,
Statement By Directors
Pursuant to Section 169(15) of The Companies Act, 1965
ANNUAL REPORT 2009
38
Independent auditors report to the members of
SILK HOLDINGS BERHAD (formerly known as Sunway Infrastructure Berhad)
(Incorporated in Malaysia)
REPORT ON THE FINANCIAL STATEMENTS

We have audited the fnancial statements of SILK Holdings Berhad (formerly known as Sunway Infrastructure Berhad), which
comprise the balance sheets as at 31 July 2009 of the Group and of the Company, and the income statements, statements
of changes in equity and cash fow statements of the Group and of the Company for the period then ended, and a summary
of signifcant accounting policies and other explanatory notes, as set out on pages 40 to 72.
Directors responsibility for the fnancial statements
The directors of the Company are responsible for the preparation and fair presentation of these fnancial statements in
accordance with Financial Reporting Standards and the Companies Act 1965 in Malaysia. This responsibility includes:
designing, implementing and maintaining internal control relevant to the preparation and fair presentation of fnancial
statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate
accounting policies; and making accounting estimates that are reasonable in the circumstances.
Auditors responsibility
Our responsibility is to express an opinion on these fnancial 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 whether the fnancial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the fnancial
statements. The procedures selected depend on our judgment, including the assessment of risks of material misstatement
of the fnancial statements, whether due to fraud or error. In making those risk assessments, we consider internal control
relevant to the entitys preparation and fair presentation of the fnancial statements in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an opinion on the efectiveness of the entitys
internal control. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness
of accounting estimates made by the directors, as well as evaluating the overall presentation of the fnancial statements.
We believe that the audit evidence we have obtained is sufcient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the fnancial statements have been properly drawn up in accordance with Financial Reporting Standards
and the Companies Act 1965 in Malaysia so as to give a true and fair view of the fnancial position of the Group and of the
Company as at 31 July 2009 and of their fnancial performance and cash fows for the period then ended.
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) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company
and its subsidiaries have been properly kept in accordance with the provisions of the Act.

(b) We are satisfed that the accounts of the subsidiaries that have been consolidated with the fnancial statements of the
Company are in form and content appropriate and proper for the purposes of the preparation of the consolidated
fnancial statements and we have received satisfactory information and explanations required by us for those
purposes.
(c) The auditors reports on the accounts of the subsidiaries were not subject to any qualifcation and did not include any
comment required to be made under Section 174(3) of the Act.
ANNUAL REPORT 2009
39
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.
Ernst & Young Abdul Rauf Rashid
AF: 0039 No. 2305/05/10(J)
Chartered Accountants Chartered Accountant
Kuala Lumpur, Malaysia
14 September 2009
ANNUAL REPORT 2009
40
Group Company
31.7.2009 30.6.2008 31.7.2009 30.6.2008
Note RM RM RM RM
Assets
Non-current assets
Property, plant and
equipment 3 2,796,710 2,637,357
Expressway development
expenditure 4 920,276,861 921,109,856
Investment in a subsidiary 5 160,000,000 160,000,000
923,073,571 923,747,213 160,000,000 160,000,000
Current assets
Receivables 6 1,234,078 442,595 2,000 2,000
Short term deposits
with fnancial institutions 7 1,570,969 23,137,639
Cash and bank balances 3,088,222 3,199,163 77,257 71,447

5,893,269 26,779,397 79,257 73,447
Total assets 928,966,840 950,526,610 160,079,257 160,073,447
Equity and liabilities
Equity attributable to equity
holders of the Company
Share capital 8 90,000,002 90,000,002 90,000,002 90,000,002
Share premium 9 53,632,520 53,632,520 53,632,520 53,632,520
Merger reserve 60,000,000 60,000,000
Accumulated losses (100,332,882) (62,914,950) (7,743,770) (6,036,266)
Total equity 103,299,640 140,717,572 135,888,752 137,596,256
Non-current liability
Borrowings 10 764,735,992 772,236,660 20,000,000 20,000,000
764,735,992 772,236,660 20,000,000 20,000,000
Current liabilities
Payables 11 60,755,975 37,569,524 3,264,024 1,968,939
Amount due to a subsidiary 12 806,648 505,398
Tax payable 119,833 2,854 119,833 2,854
Borrowings 10 55,400
60,931,208 37,572,378 4,190,505 2,477,191
Total liabilities 825,667,200 809,809,038 24,190,505 22,477,191
Total equity and liabilities 928,966,840 950,526,610 160,079,257 160,073,447
The accompanying notes form an integral part of the fnancial statements.
Balance Sheets As At 31 July 2009
ANNUAL REPORT 2009
41
Group Company
1.7.2008 1.7.2007 1.7.2008 1.7.2007
to to to to
31.7.2009 30.6.2008 31.7.2009 30.6.2008
Note RM RM RM RM
Revenue 16 40,925,654 33,121,594 770,602
Direct costs (11,872,528) (12,762,329)
Gross proft 29,053,126 20,359,265 770,602
Net gain on settlement of BaIDS 198,544,848
Compensation received
upon release of Letter
of Undertaking by
Sunway Holdings Berhad 50,000,000
Gain on sale of shares
pledged by a former
guarantor of BaIDS 24(a) 3,136,256
Other income 1,970,262 4,444,711 17,533
Administrative expenses (5,925,918) (12,908,484) (1,949,924) (881,704)
Operating proft/(loss) 28,233,726 260,440,340 (1,179,322) (864,171)
Finance costs 17 (65,556,809) (82,411,330) (433,333) (400,000)
(Loss)/proft before tax 18 (37,323,083) 178,029,010 (1,612,655) (1,264,171)
Income tax expense 19 (94,849) (13,392) (94,849) (13,392)
(Loss)/proft for the period (37,417,932) 178,015,618 (1,707,504) (1,277,563)
(Loss)/earnings per share (sen)
- basic 20 (20.8) 98.9
- diluted 20 (20.8) 98.9

Income Statements For The Period Ended 31 July 2009
ANNUAL REPORT 2009
42
Statement of Changes In Equity For The Period Ended 31 July 2009
Share Share Merger Accumulated
Capital Premium Reserve Losses Total
RM RM RM RM RM
Group
At 1 July 2007 90,000,002 53,632,520 60,000,000 (240,930,568) (37,298,046)
Proft for the year 178,015,618 178,015,618
At 30 June 2008 90,000,002 53,632,520 60,000,000 (62,914,950) 140,717,572
At 31 July 2009 90,000,002 53,632,520 60,000,000 (100,332,882) 103,299,640
Company
At 1 July 2007 90,000,002 53,632,520 (4,758,703) 138,873,819
Loss for the year (1,277,563) (1,277,563)
At 30 June 2008 90,000,002 53,632,520 (6,036,266) 137,596,256
At 31 July 2009 90,000,002 53,632,520 (7,743,770) 135,888,752
ANNUAL REPORT 2009
43
Consolidated Cash Flow Statement For The Period Ended 31 July 2009
1.7.2008 1.7.2007
to to
31.7.2009 30.6.2008
Note RM RM
Group (Restated)
Cash fows from operating activities
Collection of toll revenue 40,347,766 33,121,594
Collection of other income 4,010,208 1,667,011
Tax recovered 22,130

44,380,104 34,788,605
Payment of expenses (14,801,422) (25,912,645)
Net cash generated from operating activities 29,578,682 8,875,960
Cash fows from investing activities
Interest and profts received from Syariah placements 876,915 2,856,985
Proceeds from disposal of property, plant and equipment 5,800 347,000
Government grants received 820,220
Purchase of property, plant and equipment (a) (280,922) (46,078)
Addition to expressway development expenditure (294,000)
Net cash generated from investing activities 601,793 3,684,127
Cash fows from fnancing activities
Repayment of borrowings (7,745,268)
Repayment of fnance costs (44,112,818)
Compensation received upon release of Letter
of Undertaking by Sunway Holdings Berhad 50,000,000
Payment of transaction costs on settlement of BaIDS (603,805)
Part repayment of BaIDS in cash (153,000,000)
Net cash used in fnancing activities (51,858,086) (103,603,805)
Net decrease in cash and cash equivalents (21,677,611) (91,043,718)
Cash and cash equivalents at beginning of
the period/year 26,336,802 117,380,520
Cash and cash equivalents at end of
the period/year (b) 4,659,191 26,336,802
ANNUAL REPORT 2009
44
Consolidated Cash Flow Statement For The Period Ended 31 July 2009
Note
a) During the period/year, property, plant and equipment were acquired by the following means:
31.7.2009 30.6.2008
RM RM
Cash 280,922 46,078
Hire purchase 300,000

580,922 46,078
b) Cash and cash equivalents comprise the following balance sheet amounts:

31.7.2009 30.6.2008
RM RM
Short term deposits with fnancial institutions 1,570,969 23,137,639
Cash and bank balances 3,088,222 3,199,163
4,659,191 26,336,802
1.7.2008 1.7.2007
to to
31.7.2009 30.6.2008
RM RM
Company (Restated)
Cash fows from operating activities
Collection of revenue 12,500
Payment of expenses (16,340) (357,021)
Tax recovered 22,130
Net cash generated from operating activities 5,790 (344,521)
Cash fows from investing activity

Interest received, representing net cash fow from
investing activity 20 5,505
Net increase/(decrease) in cash and cash equivalents 5,810 (339,016)
Cash and cash equivalents at beginning of the period/year 71,447 410,463
Cash and cash equivalents at end of the period/year 77,257 71,447

ANNUAL REPORT 2009
45
Notes To The Financial Statements 31 July 2009
1. CORPORATE INFORMATION
The Company is a public limited liability company, incorporated and domiciled in Malaysia, and is listed on the Main
Market of Bursa Malaysia Securities Berhad. The registered ofce of the Company is located at Suite 2.03, 2nd Floor,
Wisma Mirama, Jalan Wisma Putra, 50460 Kuala Lumpur, Wilayah Persekutuan.
The principal activity of the Company is investment holding. The principal activities of the subsidiaries are disclosed in
Note 5. There have been no signifcant changes in the nature of the principal activities during the fnancial period.
Pursuant to the amendments to the Listing Requirements (LR) of Bursa Malaysia Securities Berhad (Bursa Securities)
in relation to Practice Note No. 17/2005 (Amended PN17) which is efective from 5 May 2006, the Company on 28
November 2006 announced (First Announcement) that the Company is deemed an Afected Listed Issuer as defned in
the Amended PN17 as the auditors have expressed a modifed opinion with emphasis on the Companys going concern
in the Companys audited fnancial statements for the period ended 30 June 2006 and the unaudited shareholders
equity of approximately RM26.702 million based on its quarterly results for the period ended 30 September 2006 is
less than 50% of its issued and paid up capital of RM90 million.
As an Afected Listed Issuer, the Company is required to submit a Regularisation Plan as defned in paragraph 8.14C(3)
of Bursa Securities LR to the Securities Commission (SC) and other relevant authorities for approval (collectively
referred to as the Approving Authority) within 8 months from the date of the First Announcement (Submission
Timeframe) or as extended by SC.
On 12 December 2008, the Company submitted an application on the Proposed Regularisation Scheme, as disclosed
in Note 24(c), to SC for approval. The Proposed Regularisation Scheme was approved by SC on 30 March 2009, and
subsequently, by the shareholders of the Company on 20 July 2009.
At the date of this report, the Company is implementing the Proposed Regularisation Scheme and is expected to
complete the Proposed Regularisation Scheme by end of 2009 as disclosed in Note 25.
The fnancial statements were authorised for issue by the Board of Directors in accordance with a resolution of the
directors on 14 September 2009.
2. SIGNIFICANT ACCOUNTING POLICIES
2.1 Basis of preparation
The fnancial statements comply with the provisions of the Companies Act, 1965 and applicable Financial
Reporting Standards in Malaysia.The fnancial statements of the Group and of the Company have also been
prepared on a historical cost basis.
The fnancial statements are presented in Ringgit Malaysia (RM).
2.2 Summary of signifcant accounting policies
(a) Subsidiary and basis of consolidation
(i) Subsidiaries
Subsidiaries are entities over which the Group has the ability to control the fnancial and operating
policies so as to obtain benefts from their activities. The existence and efect of potential voting
rights that are currently exercisable or convertible are considered when assessing whether the
Group has such power over another entity.
In the Companys separate fnancial statements, investments in subsidiaries are stated at cost less
impairment losses. On disposal of such investments, the diference between net disposal proceeds
and their carrying amounts is included in the income statement.
ANNUAL REPORT 2009
46
2. SIGNIFICANT ACCOUNTING POLICIES (CONTD)
2.2 Summary of signifcant accounting policies (contd)
(a) Subsidiary and basis of consolidation (contd)
(ii) Basis of consolidation
The consolidated fnancial statements comprise the fnancial statements of the Company and its
subsidiaries as at the balance sheet date. The fnancial statements of the subsidiaries are prepared
for the same reporting date as the Company.
Subsidiaries are consolidated using the acquisition method from the date of acquisition, being the
date on which the Group obtains control, and continue to be consolidated until the date that such
control ceases. In preparing the consolidated fnancial statements, intragroup balances, transactions
and unrealised gains or losses are eliminated in full. Uniform accounting policies are adopted in the
consolidated fnancial statements for like transactions and events in similar circumstances.
Prior to 1 January 2006, acquisition of subsidiaries that meets the conditions of a merger are
allowed to be accounted for using the merger method. The acquisition of the subsidiary, Sistem
Lingkaran-Lebuhraya Kajang Sdn. Bhd. (SILK) had been satisfed entirely by the issue of shares in
the Company, and has been accounted for by application of the principles of merger accounting. By
the merger method of accounting, the results of the Company and its subsidiaries are presented as
if the companies have been in combination throughout the current and previous fnancial years. The
diference between the cost of acquisition over the fair value of the share capital of the subsidiary
acquired is taken to merger reserve.
(b) Property, plant and equipment, and depreciation
All items of property, plant and equipment are initially recorded at cost. Subsequent costs are included
in the assets carrying amount or recognised as a separate asset, as appropriate, only when it is probable
that future economic benefts associated with the item will fow to the Group and the cost of the item
can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs
and maintenance are charged to the income statement during the fnancial period in which they are
incurred.
Subsequent to recognition, property, plant and equipment are stated at cost less accumulated depreciation
and any accumulated impairment losses. Depreciation of property, plant and equipment is provided for
on a straight line basis to write of the cost of each asset to its residual value over the estimated useful
life, at the following annual rates:

Building 2%
Motor vehicles 20%
Furniture, fttings, computer and ofce equipment 10% to 33 1/3%
Renovation 8%

The residual values, useful life and depreciation method are reviewed at each fnancial year-end to ensure
that the amount, method and period of depreciation are consistent with previous estimates and the
expected pattern of consumption of the future economic benefts embodied in the items of property,
plant and equipment.
An item of property, plant and equipment is derecognised upon disposal or when no future economic
benefts are expected from its use or disposal. The diference between the net disposal proceeds, if any
and the net carrying amount is recognised in the income statement.
ANNUAL REPORT 2009
47
(c) Impairment of non-fnancial assets

The carrying amounts of non-fnancial assets are reviewed at each balance sheet date to determine
whether there is any indication of impairment. If any such indication exists, the assets recoverable
amount is estimated to determine the amount of impairment loss.
For the purpose of impairment testing of these assets, recoverable amount is determined on an individual
asset basis unless the asset does not generate cash fows that are largely independent of those from
other assets. If this is the case, recoverable amount is determined for the cash-generating unit (CGU)
to which the asset belongs to.
An assets recoverable amount is the higher of an assets or CGUs fair value less costs to sell and its value
in use. In assessing value in use, the estimated future cash fows are discounted to their present value
using a pre-tax discount rate that refects current market assessments of the time value of money and
the risks specifc to the asset. Where the carrying amount of an asset exceeds its recoverable amount,
the asset is considered impaired and is written down to its recoverable amount. An impairment loss is
recognised in the income statement in the period in which it arises.
An impairment loss for an asset is reversed if, and only if, there has been a change in the estimates used
to determine the assets recoverable amount since the last impairment loss was recognised. The carrying
amount of an asset is increased to its revised recoverable amount, provided that this amount does not
exceed the carrying amount that would have been determined (net of amortisation or depreciation)
had no impairment loss been recognised for the asset in prior years. A reversal of impairment loss for an
asset is recognised in the income statement.
(d) Provisions
Provisions are recognised when the Group has a present obligation as a result of a past event and it
is probable that an outfow of resources embodying economic benefts will be required to settle the
obligation, and a reliable estimate of the amount can be made. Provisions are reviewed at each balance
sheet date and adjusted to refect the current best estimate. Where the efect of the time value of money
is material, provisions are discounted using a current pre-tax rate that refects, where appropriate, the
risks specifc to the liability. Where discounting is used, the increase in the provision due to the passage
of time is recognised as fnance cost.
(e) Expressway development expenditure
Expressway Development Expenditure (EDE) comprises development expenditure, upgrading
expenditure (including borrowing costs during the period of construction, net of interest income) incurred
in connection with the Concession, net of Government grants.
EDE is stated at cost less accumulated amortisation and impairment loss.
Upon commencement of tolling operations, at each balance sheet date, the cumulative actual expenditure
on EDE incurred is amortised to the income statement based on the following formula:
(Cumulative Actual
Less
Accumulated
Toll Revenue to date )
X Cumulative Actual EDE
Amortisation
(Projected Total Toll Revenue at beginning
of The Concession) of the fnancial period
ANNUAL REPORT 2009
48
(e) Expressway development expenditure (contd)
The projected total toll revenue of the Concession is based on the base case trafc volumes projected by
the management, taking into account the minimum toll rates as provided for in the Concession Agreement.
The toll revenue projection is updated from time to time to refect latest available information.
In the application of these accounting policies, the efects of any change in estimates in a fnancial period
will be included in the amortisation for that period.
(f) Income tax
Income tax on the proft or loss for the period comprises current and deferred tax. Current tax is the
expected amount of income taxes payable in respect of taxable proft for the year and is measured using
tax rates that have been enacted at the balance sheet date.
Deferred tax is provided for, using the liability method. In principle, deferred tax liabilities are recognised
for all taxable temporary diferences and deferred tax assets are recognised for all deductible temporary
diferences, unused tax losses and unused tax credits to the extent that it is probable that taxable proft
will be available against which the deductible temporary diferences, unused tax losses and unused tax
credits can be utilised. Deferred tax is not recognised if the temporary diference arises from goodwill
or negative goodwill or from the initial recognition of an asset or liability in a transaction which is not a
business combination and at the time of the transaction, afects neither accounting proft nor taxable
proft.
Deferred tax is measured at the tax rates that are expected to apply in the period when the asset is realised
or the liability is to be settled, based on tax rates that have been enacted or substantively enacted at
the balance sheet date. Deferred tax is recognised as income or an expense and included in the proft
and loss for the period, except when it arises from a transaction which is recognised directly in equity,
in which case the deferred tax is also recognised directly in equity.
(g) Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets,
which are assets that necessarily take a substantial period of time to get ready for their intended use or
sale, are added to the cost of these assets, until such time as the assets are substantially ready for their
intended use or sale. Such capitalisation ceases when substantially all activities necessary to prepare
those assets for their intended use or sale are completed.
All other borrowing costs are recognised in the income statement in the period in which they are
incurred.
(h) Employee benefts
(i) Short term benefts
Wages, salaries, bonuses and social security contributions are recognised as expenses in the period
in which the associated services are rendered by employees. Short term accumulating compensated
absences such as paid annual leave are recognised when services are rendered by employees that
increase their entitlement to future compensated absences, and short term non-accumulating
compensated absences such as sick leave are recognised when the absences occur.
ANNUAL REPORT 2009
49
(h) Employee benefts (contd)
(ii) Defned contribution plans
Defned contribution plans are post-employment beneft plans under which the Group pays fxed
contributions into separate entities or funds and will have no legal or constructive obligation to pay
further contributions if any of the funds do not hold sufcient assets to pay all employee benefts
relating to the employee services in the current and preceding fnancial years. Such contributions
are recognised as an expense in the income statement as incurred. As required by law, companies
in Malaysia make contributions to the Employees Provident Fund (EPF).

(i) Revenue recognition
Revenue is recognised to the extent that it is probable that the economic benefts will fow to the Group
and the revenue can be reliably measured. The following specifc recognition criteria must also be met
before revenue is recognised:
(i) Toll revenue
Toll revenue is accounted for as and when toll is chargeable for the usage of the Expressway.
(ii) Interest income
Interest income is recognised on an accrual basis using the efective interest method.
(iii) License fees

License fees are recognised based on contract value upon transfer of the signifcant risks and rewards
of ownership of the rights.
(iv) Advertising income and maintenance fees
Advertising income and maintenance fees are recognised when the services are rendered and over
the term of the agreements.
(v) Rental income

Rental income is recognised on a straight-line basis over the term of the lease.
(j) Financial instruments
Financial instruments are recognised in the balance sheet when the Group has become a party to the
contractual provisions of the instrument.
Financial instruments are classifed as liabilities or equity in accordance with the substance of the
contractual arrangement. Interest, dividends and gains and losses relating to a fnancial instrument
classifed as a liability, are reported as expense or income. Distributions to holders of fnancial instruments
classifed as equity are recognised directly in equity. Financial instruments are ofset when the Group
has a legally enforceable right to ofset and intends to settle either on a net basis or to realise the asset
and settle the liability simultaneously.
ANNUAL REPORT 2009
50
(j) Financial instruments (contd)
(i) Cash and cash equivalents
For the purposes of the cash fow statements, cash and cash equivalents include cash on hand and
at bank and deposits at call which have an insignifcant risk of changes in value.

(ii) Receivables
Receivables are carried at anticipated realisable values. Bad debts are written of when identifed.
An estimate is made for doubtful debts based on a review of all outstanding amounts as at the
balance sheet date.
(iii) Payables
Payables are stated at the fair value of the consideration to be paid in the future for goods and
services received.

(iv) Sukuk Mudharabah

Sukuk Mudharabah is an Islamic fnancing arrangement issued under the Islamic contract of
Mudharabah. Under the Mudharabah, the Group as a Mudharib or an enterpreneur who solely
manages the project entered into an Islamic contract with a Rabbul Mal or an investor who solely
provides the capital. If the venture is proftable, the proft wil be distributed based on a pre-agreed
ratio. In the event of a business loss, the loss shall be borne solely by the provider of the capital.
Sukuk Mudharabah is initially recognised at cost, being the fair value of the consideration received.
After initial recognition, Sukuk Mudharabah is subsequently measured at amortised cost using the
efective interest method. Further details of the Sukuk Mudharabah in issue are disclosed in Note
13.
(v) Cumulative Non-Convertible Redeemable Preference Shares (CN-RPS)
The CN-RPS is recorded at the amount of proceeds received, net of transaction costs.
The CN-RPS is classifed as non-current liabilities in the balance sheet and the preferential dividends
are recognised as fnance costs in the income statement in the period in which they are incurred.

(vi) Hire purchase
Hire purchase is initially recognised at the fair value of the consideration received. After initial
recognition, interest bearing hire purchase is subsequently measured at amortised cost using the
efective interest method.

(vii) Equity instruments

Ordinary shares are classifed as equity. Dividends on ordinary shares are recognised in equity in
the period in which they are declared.
The transaction costs of an equity transaction are accounted for as a deduction from equity, net of
tax. Equity transaction costs comprise only those incremental external costs directly attributable
to the equity transaction which would otherwise have been avoided.
ANNUAL REPORT 2009
51
(k) Leases
(i) Classifcation

A lease is recognised as a fnance lease if it transfers substantially to the Group all the risks and
rewards incidental to ownership. Leases of land and buildings are classifed as operating or fnance
leases in the same way as leases of other assets and the land and buildings elements of a lease of
land and buildings are considered separately for the purposes of lease classifcation. All leases that
do not transfer substantially all the risks and rewards are classifed as operating leases.
(ii) Finance leases - the Group as lessee
Assets acquired by way of hire purchase or fnance leases are stated at an amount equal to the
lower of their fair values and the present value of the minimum lease payments at the inception
of the leases, less accumulated depreciation and impairment losses. The corresponding liability is
included in the balance sheet as borrowings. In calculating the present value of the minimum lease
payments, the discount factor used is the interest rate implicit in the lease, when it is practicable to
determine; otherwise, the Groups incremental borrowing rate is used. Any initial direct costs are
also added to the carrying amount of such assets.

Lease payments are apportioned between the fnance costs and the reduction of the outstanding
liability. Finance costs, which represent the diference between the total leasing commitments
and the fair value of the assets acquired, are recognised in the proft or loss over the term of the
relevant lease so as to produce a constant periodic rate of charge on the remaining balance of the
obligations for each accounting period.
The depreciation policy for leased assets is in accordance with that for depreciable property, plant
and equipment as described in Note 2.2(b).
(iii) Operating Leases - the Group as lessee

Operating lease payments are recognised as an expense on a straight-line basis over the term of
the relevant lease. The aggregate beneft of incentives provided by the lessor is recognised as a
reduction of rental expense over the lease term on a straight-line basis.
In the case of a lease of land and buildings, the minimum lease payments or the up-front payments
made are allocated, whenever necessary, between the land and the buildings elements in proportion
to the relative fair values for leasehold interests in the land element and buildings element of the
lease at the inception of the lease. The up-front payment represents prepaid lease payments and
are amortised on a straight-line basis over the lease term.
(iv) Operating Leases - the Group as lessor
Assets leased out under operating leases are presented on the balance sheet according to the
nature of the assets. Rental income from operating leases is recognised on a straight-line basis
over the term of the relevant lease (Note 2.2(i)(v)). Initial direct costs incurred in negotiating and
arranging an operating lease are added to the carrying amount of the leased asset and recognised
on a straight-line basis over the lease term.
ANNUAL REPORT 2009
52
2.3 Standards and interpretations issued but not yet efective
At the date of authorisation of these fnancial statements, the following new FRSs and Interpretations were
issued but not yet efective and have not been applied by the Group and Company:
Efective for
fnancial periods
FRS, Amendment to FRS and Interpretation beginning on or after
FRS 8 Operating Segments 1 July 2009
FRS 7 Financial Instruments: Disclosures 1 January 2010
FRS 139 Financial Instruments: Recognition 1 January 2010
and Measurement
IC Interpretation 9 Reassessment of Embedded Derivatives 1 January 2010
IC Interpretation 10 Interim fnancial reporting and impairment 1 January 2010
The new FRSs and Interpretations above are expected to have no signifcant impact on the fnancial statements
of the Group and Company upon their initial application.
The Group and Company are exempted from disclosing the possible impact, if any, to the fnancial statements
upon the initial application of FRS 7 and FRS 139.
2.4 Signifcant accounting estimates and judgements
(a) Critical judgements made in applying accounting policies
There are no critical judgements made by management in the process of applying the Groups accounting
policies that have signifcant efect on the amounts recognised in the fnancial statements.
(b) Key sources of estimation uncertainty
The key assumptions concerning the future and other key sources of estimation uncertainty at the
balance sheet date, that have a signifcant risk of causing a material adjustment to the carrying amounts
of assets and liabilities within the next fnancial year are discussed below.
(i) Amortisation of EDE
The cost of EDE and Government grant received is amortised over the Concession Period by
applying the formula in Notes 2.2(e). The denominator of the formula includes projected total toll
revenue for subsequent years to year 2037 and is based on the latest trafc volume projections
prepared using the base case assumptions on trafc volume growth rate multiplied by the toll rates
in accordance with the Concession Agreement. The toll revenue projection is updated from time to
time to refect latest available information. Changes in the expected trafc volume would impact
future amortisation charges. The management has revised the toll revenue projections during the
period and the changes in the expected trafc volume have resulted in a decrease in current periods
amortisation.
(ii) Impairment of investment in subsidiary and EDE
The Company determines whether investment in subsidiary and EDE are impaired at least on an
annual basis. This requires an estimation of the value-in-use of investment in subsidiary and EDE.
Estimating value-in-use amounts requires management to make an estimate of the expected future
cash fows from investment in subsidiary and EDE and also to choose a suitable discount rate in order
to calculate the present value of those cash fows. The carrying amounts of investment in subsidiary
of the Company and EDE of the Group as at 31 July 2009 was RM160 million and RM920,276,861 (30
June 2008: RM160 million and RM921,109,856) respectively. Further details are disclosed in Note 4
and 5.
ANNUAL REPORT 2009
53
2.4 Signifcant accounting estimates and judgements (contd)
(b) Key sources of estimation uncertainty (contd)

(iii) Deferred tax assets
Deferred tax assets are only recognised for all unused tax losses and unabsorbed capital allowances to
the extent that it is probable that taxable proft will be available against which the losses and capital
allowances can be utilised. Signifcant judgement is required to determine the amount of deferred
tax assets that can be recognised, based upon the likely timing and level of future taxable profts
together with future tax planning strategies. No deferred tax assets of the Group are recognised
and the unrecognised tax losses of the Group as at 31 July 2009 amounted to RM319,804,456 (30
June 2008: RM279,920,872).

3. PROPERTY, PLANT AND EQUIPMENT
Furniture,
fttings,
computer
Motor and ofce
Building vehicles equipment Renovation Total
RM RM RM RM RM
Group
At 31 July 2009
Cost
At 1 July 2008 1,224,000 1,334,672 1,018,019 1,210,884 4,787,575
Additions 467,638 113,284 580,922
Disposals (37,615) (37,615)
At 31 July 2009 1,224,000 1,764,695 1,131,303 1,210,884 5,330,882
Accumulated
depreciation
At 1 July 2008 77,520 1,035,174 678,139 359,385 2,150,218
Charge for the period 26,520 214,210 75,896 104,943 421,569
Disposals (37,615) (37,615)
At 31 July 2009 104,040 1,211,769 754,035 464,328 2,534,172
Net carrying amount 1,119,960 552,926 377,268 746,556 2,796,710
ANNUAL REPORT 2009
54
3. PROPERTY, PLANT AND EQUIPMENT (CONTD)
Furniture,
fttings,
computer
Motor and ofce
Building vehicles equipment Renovation Total
RM RM RM RM RM
Group
At 30 June 2008
Cost
At 1 July 2007 1,224,000 2,124,253 982,541 1,200,284 5,531,078
Additions 35,478 10,600 46,078
Disposals (789,581) (789,581)
At 30 June 2008 1,224,000 1,334,672 1,018,019 1,210,884 4,787,575
Accumulated
depreciation
At 1 July 2007 53,040 1,367,728 613,494 263,150 2,297,412
Charge for the year 24,480 194,558 64,645 96,235 379,918
Disposals (527,112) (527,112)
At 30 June 2008 77,520 1,035,174 678,139 359,385 2,150,218
Net carrying amount 1,146,480 299,498 339,880 851,499 2,637,357
The property, plant and equipment are pledged as securities for borrowings as disclosed in Note 13 to the fnancial
statements.
4. EXPRESSWAY DEVELOPMENT EXPENDITURE (EDE)
Group
31.7.2009 30.6.2008
RM RM
Cost
At beginning of the period/year 933,271,353 933,797,573
Increase during the period/year 294,000
Govertment grants received (820,220)
At end of the period/year 933,271,353 933,271,353
Accumulated amortisation
At beginning of the period/year 12,161,497 8,472,502
Amortisation during the period/year (Note 18) 832,995 3,688,995
At end of the period/year 12,994,492 12,161,497
Net carrying amount 920,276,861 921,109,856
ANNUAL REPORT 2009
55
5. INVESTMENT IN A SUBSIDIARY
Company
31.7.2009 30.6.2008
RM RM
Unquoted shares at cost 160,000,000 160,000,000
Details of the subsidiaries which are incorporated in Malaysia are as follows:
Proportion of
Name of Subsidiaries Principal Activities Ownership Interest
31.7.2009 30.6.2008
% %
Held by the Company:
Sistem Lingkaran-Lebuhraya Kajang Highway Concessionaire 100 100
Sdn. Bhd. (SILK)
Held through subsidiary:
Manfaat Tetap Sdn Bhd (MTSB) Special Purpose Vehicle to facilitate 100 100
the issuance of Sukuk Mudharabah
(Note 13)
On 8 October 1997, SILK signed a Concession Agreement with the Government of Malaysia pertaining to the
privatisation of the Kajang Trafc Dispersal Ring Road (the Expressway). By virtue of the Concession Agreement, SILK
is responsible for the construction of the Expressway which involves the upgrading and widening of existing roads,
and the design and construction of a new alignment and thereafter its operation, including deriving toll revenue and
maintenance, for 33 years.
On 1 August 2001, SILK entered into a Supplemental Concession Agreement with the Government of Malaysia whereby
the concession period was extended from 33 years to 36 years.
The Concession Agreement may be terminated by either the Government or SILK if either party fails to remedy its
default within the period specifed in the Concession Agreement.
The Government may terminate the Concession Agreement by expropriation of the Concession or SILK by giving not
less than three months notice to that efect to SILK if it considers that such expropriation is in the national interest.
On expiry of the Concession Period, SILK is to hand over the Concession Area to the Government in a well-maintained
condition and make good any defects at SILKs own expense within one year after the date of hand over.
The Concession is pledged for a fnancing facility as disclosed in Note 13.
ANNUAL REPORT 2009
56
6. RECEIVABLES
Group Company
31.7.2009 30.6.2008 31.7.2009 30.6.2008
RM RM RM RM
Other receivables 1,056,059 150,000
Interest receivable 17,787 118,120
Prepayments 154,482 171,705
Deposits 5,750 2,770 2,000 2,000
1,234,078 442,595 2,000 2,000
The Group has signifcant concentration of credit risks in the form of outstanding balances due from 2 debtors (30
June 2008: 1) representing 85% (30 June 2008: 34%) of the total other receivables.
7. SHORT TERM DEPOSITS WITH FINANCIAL INSTITUTIONS
Group
31.7.2009 30.6.2008
% %
Weighted average efective proft/interest rate of deposits
at the balance sheet date 3.51% 3.64%
Average maturity of deposits as at the balance sheet date 246 50
8. SHARE CAPITAL
Number of ordinary shares
of RM0.50 each Amount
31.7.2009 30.6.2008 31.7.2009 30.6.2008
RM RM
Authorised
At beginning and end
of the period/year 1,996,000,000 1,996,000,000 998,000,000 998,000,000
Issued and fully paid:
of the period/year 180,000,004 180,000,004 90,000,002 90,000,002
The portion of authorised share capital relating to 20% 10-year Cumulative Non-Convertible Redeemable Preference
Shares is disclosed in Note 14.
9. SHARE PREMIUM
Share premium arose from a prior year renounceable rights issue and public issue, net of shares issuance cost.

ANNUAL REPORT 2009
57
10. BORROWINGS
Group Company
31.7.2009 30.6.2008 31.7.2009 30.6.2008
RM RM RM RM
Non-current liabilities
Sukuk Mudharabah (Note 13) 744,504,918 752,236,660
20% 10-year Cumulative
Non-Convertible Redeemable
Preference Shares (Note 14) 20,000,000 20,000,000 20,000,000 20,000,000
Hire purchase payable (Note 15) 231,074
Total borrowings 764,735,992 772,236,660 20,000,000 20,000,000
Current liabilities
Hire purchase payable (Note 15) 55,400

55,400
11. PAYABLES
Group Company
31.7.2009 30.6.2008 31.7.2009 30.6.2008
RM RM RM RM
Ijarah rental payable to Sukuk
holders 46,988,682 25,885,185
Dividend payable 2,294,793 1,861,460 2,294,793 1,861,460
Advance licence fees 7,962,500 7,775,000
Advance maintenance fees
Accruals 802,294 343,672 3,338 3,338
Other payables 2,707,706 1,704,207 965,893 104,141

60,755,975 37,569,524 3,264,024 1,968,939
Ijarah rental payable to Sukuk holders relates to the Periodic Ijarah Rental A at 8% per annum payable semi annually
under the required payment terms as disclosed in Note 13(b). Non payment of the Ijarah Rental A shall not constitute
an event of default of the Sukuk Mudharabah from the Issue Date until the 7th anniversary.
Dividend payable relates to the accumulated dividend accrued in respect of the 20% 10-year Cumulative Non-
Convertible Redeemable Preference Shares as disclosed in Note 14.
Advance licence fees relate to fees charged for the transfer of all the rights to the licensees to enter upon and occupy
the designated land area for permitted use for the entire duration of the concession period, subject to the terms and
conditions specifed in the licence agreement (Agreement). The licence fees, after setting of associated costs, will
be recognised in the income statement over the remaining concession period upon completion of the relevant terms
in the Agreement.
All payables are non-interest bearing, repayable on demand, unsecured and are to be settled in cash.
ANNUAL REPORT 2009
58
12. AMOUNT DUE TO A SUBSIDIARY
Amount due to a subsidiary is unsecured, interest-free and has no fxed terms of repayment.
13. SUKUK MUDHARABAH
The RM752,236,660 Sukuk Mudharabah was issued by MTSB on 25 January 2008, and is constituted by a Trust Deed
dated 25 January 2008 entered into by MTSB, SILK and the Trustee for all the Sukuk holders.
The Sukuk Mudharabah, which is issued at par, has a tenure of up to twenty-one (21) years from the date of
issuance.
The Sukuk Mudharabah is structured to be paid progressively. It is:
a) non-transferable;
b) not listed;
c) not underwritten;
d) not rated; and
e) non-tradable.
(a) Capital repayment terms under Mudharabah contract
The Issuer (MTSB) shall refund the capital, subject to availability of funds at the ratio of 1:99 for Issuer:Investor,
provided at the outset of the venture in full to the Investors (Sukuk holders). However, a minimum RM2.0 million
per annum shall be paid annually commencing from 3rd anniversary from the date of issuance (to be known
as Periodic Ijarah Rental B).
The Periodic Ijarah Rental B is:
(i) for the amount of RM2 million per annum;
(ii) payable annually in arrears;
(iii) payable commencing on the 3rd year from the Issue Date;
(iv) RM38 million for the whole period of the Ijarah;
(v) not constitute an Event of Default for any non-payment of Periodic Ijarah Rental B from the Issue Date
until the 7th anniversary and continue to accrue notwithstanding the same; and
(vi) constitute a default under the Ijarah Agreement for any non-payment of accrued and current Periodic
Ijarah Rental B from the 8th anniversary from the Issue Date.
(b) Proft payment is by way of Periodic Ijarah (lease) Rental A as follows:
The Periodic Ijarah Rental A is:
(i) the amount calculated at 8.0% per annum on the outstanding Sukuk Mudharabah;
(ii) payable semi-annually in arrears;
(iii) payable commencing on the 1st year from the Issue Date;
(iv) up to RM1.49 billion for the period of the Ijarah;
(v) subject to payment of minimum rental of 3.5% per annum calculated on the outstanding of the Sukuk
Mudharabah (Minimum Ijarah Rental A) that is payable commencing from the 1st anniversary from
the Issue Date;
(vi) not constitute an Event of Default for non-payment of Minimum Ijarah Rental A from the Issue Date until
the 7th anniversary and continue to accrue notwithstanding the same;
(vii) not constitute an Event of Default for non-payment of Periodic Ijarah Rental A throughout the Sukuk
Tenure; and
(viii) constitute a default under the Ijarah Agreement for any non-payment of accrued and current Minimum
Ijarah Rental A from the 8th anniversary from the Issue Date.
ANNUAL REPORT 2009
59
13. SUKUK MUDHARABAH (CONTD)
(c) Securities
The Sukuk Mudharabah is secured by:

(i) fxed and foating charge over all the assets and undertaking of SILK;
(ii) fxed and foating charge over all the assets and undertaking of MTSB;
(iii) corporate guarantee given by SILK; and
(iv) limited guarantee given by the Company.
Under the limited guarantee given by the Company:
(i) the total amount recoverable from the Company shall not exceed the amount actually realised from the
sale of its shares in SILK or the sale by SILK of the Ijarah Asset (the Concession) (the Maximum Sum);
(ii) if the Company fails to make payment of the outstanding amount under the Sukuk Mudharabah on
demand, then the Company shall transfer its shares in SILK to the Security Agent (Afn Investment Bank
Berhad) in full settlement of its obligations under the limited guarantee; and
(iii) if upon a sale thereafter by the Security Agent of the shares in SILK, the proceeds of sale shall exceed the
outstanding amount under the Sukuk Mudharabah, then the Security Agent shall refund to the Company
an amount equivalent to such excess.
14. 20% 10-YEAR CUMULATIVE NON-CONVERTIBLE REDEEMABLE PREFERENCE SHARES
(20% 10-YEAR CN-RPS)
Number of CN-RPS of
RM0.10 each Amount
31.7.2009 30.6.2008 31.7.2009 30.6.2008
RM RM
Authorised:
Issued and fully paid:
31.7.2009 30.6.2008
RM RM
Nominal value of RM0.10 each 2,000,000 2,000,000
Share premium (Note 9) 18,000,000 18,000,000
20,000,000 20,000,000
ANNUAL REPORT 2009
60
14. 20% 10-YEAR CUMULATIVE NON-CONVERTIBLE REDEEMABLE PREFERENCE SHARES
(20% 10-YEAR CN-RPS) (CONTD)
The salient terms of the 20% 10-year CN-RPS are as follows:
(a) the 20% 10-year CN-RPS shall be redeemable at the option of the Company for cash at RM1 per share at any
time from the date commencing from the 5th anniversary of the issue date of 6 November 2003;
(b) the 20% 10 year CN-RPS are transferable and are not convertible:
(c) the 20% 10-year CN-RPS shall rank in priority to the ordinary shares of the Company in a return of capital in
the event of winding-up/liquidation of the Company and payment of dividends. The 20% 10-year CN-RPS shall
not have any right to participate further in the distribution of the surplus in assets and profts of the Company;
and
(d) The holders of 20% 10-year CN-RPS shall be entitled to vote at any general meeting of the Company at which
a resolution is relating to:
(i) the capital reduction of the Company;
(ii) winding-up of the Company;
(iii) any abrogation or variation of the special rights and privileges attached to the 20% 10-year CN-RPS;
and
(iv) the creation or issue of any further shares ranking in priority to or pari passu with the 20% 10-year CN-
RPS (unless consented in writing by 75% of the 20% 10-year CN-RPS holders).
15. HIRE PURCHASE PAYABLE
Group
31.7.2009 30.6.2008
RM RM
Future minimum hire purchase payments:
Not later than 1 year 66,696
Later than 1 year and not later than 2 years 66,696
Later than 2 years and not later than 5 years 183,384
Total minimum future hire purchase payments 316,776
Less: Future fnance charges (30,302)
Present value of hire purchase liabilities 286,474
Analysis of present value of hire purchase liabilities:
Not later than 1 year 55,400
Later than 1 year and not later than 2 years 58,032
Later than 2 years and not later than 5 years 173,042
286,474
Amount due within 12 months (55,400)
Amount due after 12 months 231,074
The hire purchase liabilities bore interest at the balance sheet date at 2.23% per annum.
ANNUAL REPORT 2009
61
16. REVENUE
Group Company
1.7.2008 1.7.2007 1.7.2008 1.7.2007
to to to to
31.7.2009 30.6.2008 31.7.2009 30.6.2008
RM RM RM RM
Toll collections 40,925,654 33,121,594
Management fees 770,582

40,925,654 33,121,594 770,582
17. FINANCE COSTS
Group Company
1.7.2008 1.7.2007 1.7.2008 1.7.2007
to to to to
31.7.2009 30.6.2008 31.7.2009 30.6.2008
RM RM RM RM
Finance costs on:
Sukuk Mudharabah 65,120,328 25,885,185
20% 10-year CN-RPS 433,333 400,000 433,333 400,000
Hire purchase 3,148
BaIDS 56,126,145
65,556,809 82,411,330 433,333 400,000
18. (LOSS)/PROFIT BEFORE TAX
The following amounts have been included in arriving at (loss)/proft before tax:
Group Company
1.7.2008 1.7.2007 1.7.2008 1.7.2007
to to to to
31.7.2009 30.6.2008 31.7.2009 30.6.2008
RM RM RM RM
Auditors remuneration:
Statutory audit
- current year 85,000 50,000 35,000 15,000
- underprovision in prior year 11,856 7,000
Other services 518,000 66,500 413,000
Depreciation of property, plant and
equipment (Note 3) 421,569 379,918
Employee benefts expense (Note a) 5,448,724 4,711,300
Directors remuneration (Note b) 698,119 448,017 178,000 422,817
Amortisation of Expressway
Development Expenditure
(Note 4) 832,995 3,688,995
Gain on disposal of property, plant
and equipment (5,800) (84,531)
Interest income (776,585) (2,623,439)
Rental income (30,055) (16,040)
Intangible asset written of 17,500
ANNUAL REPORT 2009
62
18. (LOSS)/PROFIT BEFORE TAX (CONTD)
Note
Group Company
1.7.2008 1.7.2007 1.7.2008 1.7.2007
to to to to
31.7.2009 30.6.2008 31.7.2009 30.6.2008
RM RM RM RM
(a) Employee benefts expense
Wages and salaries 4,424,632 3,713,446
Defned contribution plans 413,990 405,948
Provision / (reversal)
for unutilised leave 68,676 (43,824)
Other staf related costs 541,426 635,730
5,448,724 4,711,300
(b) Directors remuneration
Executive directors remuneration:
Other emoluments 502,119 387,017 361,817
Non-executive directors
remuneration:
Fees 138,000 36,000 120,000 36,000
Other emoluments 58,000 25,000 58,000 25,000
196,000 61,000 178,000 61,000
Total directors remuneration
(Note 21(b)) 698,119 448,017 178,000 422,817
Estimated money value of
benefts-in-kind 1,200 1,770 1,770
Total directors remuneration
including benefts-in-kind 699,319 449,787 178,000 424,587

ANNUAL REPORT 2009
63
18. (LOSS)/PROFIT BEFORE TAX (CONTD)
(b) Directors remuneration (contd)
The details of remuneration receivable by directors of the Company during the fnancial period/year are as
follows:
Group Company
1.7.2008 1.7.2007 1.7.2008 1.7.2007
to to to to
31.7.2009 30.6.2008 31.7.2009 30.6.2008
RM RM RM RM
Executive:
Salaries and other emoluments 421,000 308,045 285,545
Bonus:
- current years provisions 27,261 37,500 37,500
Defned contribution plans 53,858 41,472 38,772
Estimated money value of
benefts-in-kind 1,200 1,770 1,770
503,319 388,787 363,587
Non-Executive:
Fees 138,000 36,000 120,000 36,000
Other emoluments 58,000 25,000 58,000 25,000
699,319 449,787 178,000 424,587
The number of directors of the Company whose total remuneration during the fnancial period/year fell within
the following bands is analysed below:
Number of Directors
1.7.2008 1.7.2007
to to
31.7.2009 30.6.2008
Executive directors:
Below RM50,000 2
RM200,001 - RM300,000 2
RM300,001 - RM400,000 1
Non-executive directors:
Below RM50,000 8 3
ANNUAL REPORT 2009
64
19. INCOME TAX EXPENSE
Group Company
1.7.2008 1.7.2007 1.7.2008 1.7.2007
to to to to
31.7.2009 30.6.2008 31.7.2009 30.6.2008
RM RM RM RM
Current income tax:
Malaysian income tax 121,633 13,392 121,633 13,392
Overprovision in prior year (26,784) (26,784)
94,849 13,392 94,849 13,392
Domestic current income tax is calculated at the statutory tax rate of 25% (2008: 26%) of the estimated assessable
proft for the period/year.
The reconciliations of income tax expense applicable to (loss)/proft before tax at the statutory income tax rate to
income tax expense at the efective income tax rate of the Group and of the Company are as follows:
1.7.2008 1.7.2007
to to
31.7.2009 30.6.2008
RM RM
(Restated)
Group
(Loss)/proft before tax (37,323,083) 178,029,010
Taxation at Malaysian statutory tax rate of 25% (2008: 26% ) (9,330,771) 46,287,543
Expenses not deductible for tax purposes 759,863 696,400
Income not subject to tax (1,278,356) (40,512,172)
Deferred tax assets not recognised 9,970,897
Deferred tax assets recognised on unused tax losses brought
forward not recognised in prior year (6,458,379)
Overprovision of tax expense in prior years (26,784)
Income tax expense for the period/year 94,849 13,392
Company
Loss before tax (1,612,655) (1,264,171)
Taxation at Malaysian statutory tax rate of 25% (2008:26% ) (403,164) (328,684)
Expenses not deductible for tax purposes 524,797 342,076
Overprovision of tax expense in prior years (26,784)
Income tax expense for the period/year 94,849 13,392
ANNUAL REPORT 2009
65
19. INCOME TAX EXPENSE (CONTD)
The deferred tax movements of the Group are as follows:
Group
31.7.2009 30.6.2008
RM RM
Deferred tax liabilities 153,034,270 145,771,497
Deferred tax assets (153,034,270) (145,771,497)

Deferred tax liabilities of the Group:
Property Expressway
plant and development
equipment expenditure Total
RM RM RM
At 1 July 2008 85,064 145,686,433 145,771,497
Recognised in income statement (25,095) 7,287,868 7,262,773
At 31 July 2009 59,969 152,974,301 153,034,270
At 1 July 2007 (5,460) 144,499,830 144,494,370
Recognised in income statement 90,524 1,186,603 1,277,127
At 30 June 2008 85,064 145,686,433 145,771,497
Deferred tax assets of the Group:
Unutilised
business losses
Advance and unabsorbed
license capital
fees Provision allowances Total
RM RM RM RM
At 1 July 2008 (1,943,750) (14,777) (143,812,970) (145,771,497)
Recognised in income statement (46,875) (15,065) (7,200,833) (7,262,773)
At 31 July 2009 (1,990,625) (29,842) (151,013,803) (153,034,270)
At 1 July 2007 (1,794,000) (23,512) (142,879,690) (144,697,202)
Recognised in income statement (149,750) 8,735 (933,280) (1,074,295)
At 30 June 2008 (1,943,750) (14,777) (143,812,970) (145,771,497)
ANNUAL REPORT 2009
66
19. INCOME TAX EXPENSE (CONTD)
Deferred tax assets have not been recognised in respect of the following item:
Group
31.7.2009 30.6.2008
RM RM
(Restated)
Unused tax losses 319,804,456 279,920,872
The availability of unused tax losses and unabsorbed capital allowances for ofsetting against future taxable profts
of the subsidiary is subject to no substantial changes in shareholdings of the subsidiary under the Income Tax Act,
1967 and guidelines issued by the tax authority.
20. (LOSS)/EARNINGS PER SHARE
(a) Basic (loss)/earnings per share
Basic (loss)/earnings per share is calculated by dividing the (loss)/proft for the fnancial period/year by the
weighted average number of ordinary shares in issue during the fnancial period/year.
Group
1.7.2008 1.7.2007
to to
31.7.2009 30.6.2008
(Loss)/proft for the fnancial period/year (RM) (37,417,932) 178,015,618
Weighted average number of ordinary shares in issue 180,000,004 180,000,004
Basic (loss)/earnings per share (sen) (20.8) 98.9
(b) Diluted (loss)/earnings per share
For the calculation of diluted earnings/(loss) per share, the weighted average number of ordinary shares in
issue is adjusted to assume conversion of all dilutive potential ordinary shares. The Warrants 2003/2008 which
could potentially be converted into ordinary shares had expired during the period.
ANNUAL REPORT 2009
67
21. SIGNIFICANT RELATED PARTY TRANSACTIONS
(a) In addition to the transactions detailed elsewhere in the fnancial statements, the Group and the Company had
the following signifcant transactions with related parties during the fnancial period/year:
1.7.2008 1.7.2007
to to
Name of companies Nature of transactions 31.7.2009 30.6.2008
RM RM
Group
Dekon Sdn Bhd General maintenance and
Group (Note i) landscaping 2,119,000 1,956,000
Sunway Holdings Insurance premium 259,668
Berhad (Note ii) Management and accounting 134,532
services
Corporate advisory services 450,000
Sunway City Hotel and related services 27
Berhad Group Medical services 4,270
(Note ii) Recreational services
Ticketing and tour 1,304
Adasia (M) Sdn Advertising services 74,265
Bhd (Note iii)
Company
Sistem Lingkaran- Management fees (770,582)
Lebuhraya Kajang Payment on behalf by SILK (1,061,250) (505,398)
Sdn. Bhd.
Sunway City Ticketing and tour 1,304
Berhad Group
(Note ii)
Adasia (M) Sdn Advertising services 3,200
Bhd (Note iii)
(a) (i) Dekon Sdn Bhd (DSB) is deemed related to the Group by virtue of Datuk Razman M Hashims mutual
interest and directorship in DSB and the Group.
(ii) Sunway Holdings Berhad Group and Sunway City Berhad Group were deemed related to the Group prior
to 8 April 2008 by virtue of Tan Sri Dato Seri Dr Cheah Fook Lings mutual interests and directorships in
the above companies and the Group. Sunway was a signifcant shareholder of the Company prior to 8
April 2008 and is also the holding company of Sunway Construction Sdn Bhd (SCSB).
(iii) Adasia (M) Sdn Bhd (Adasia) was deemed related to the Group prior to 8 April 2008 by virtue of Tan Sri
Dato Seri Dr Cheah Fook Lings deemed interest in Adasia and interest in the Group.
The directors of the Company are of the opinion that the above transactions have been entered into in the
normal course of business and have been established under negotiated terms. The balances with related parties
at the balance sheet date have been disclosed in Notes 6 and 11.
ANNUAL REPORT 2009
68
21. SIGNIFICANT RELATED PARTY TRANSACTIONS (CONTD)
(b) Compensation of key management personnel
The remuneration of directors and other members of key management during the period/year was as
follows:
Group Company
1.7.2008 1.7.2007 1.7.2008 1.7.2007
to to to to
31.7.2009 30.6.2008 31.7.2009 30.6.2008
RM RM RM RM
Wages and salaries 591,575 717,536 321,545
Bonus 42,220 148,100 37,500
Defned contribution plan 76,178 98,360 38,772
Other benefts 197,200 54,904 178,000 25,000
907,173 1,018,900 178,000 422,817
Included in the total key management personnel are:
Group Company
1.7.2008 1.7.2007 1.7.2008 1.7.2007
to to to to
31.7.2009 30.6.2008 31.7.2009 30.6.2008
RM RM RM RM
Directors remuneration (Note 18(b)) 698,119 448,017 178,000 422,817
22. MATERIAL LITIGATIONS

Following the compulsory acquisition of land falling under the Expressway, which was undertaken by the Company
pursuant to the Concession Agreement, certain land owners whose land have been acquired, have fled their objection
in Court against the Company for higher compensation. In the Company funded stretch, there are 230 cases comprising
200 cases with claims amounting to RM479.54 million while the land owners claim for 30 cases are yet to be determined.
Out of the 230 cases, 103 cases have been settled out of court while other cases are still pending Court hearing.
Pursuant to the Turnkey Contract dated 31 July 2001 between the Company and SCSB, the amount payable by the
Company to SCSB for the land use payments (including expenses and charges incurred by SCSB for the acquisition
of land and for removal or resettling of squatters or other occupants on the Expressway) has been contracted at a
ceiling amount of RM215 million. Any further amounts that may be awarded by the courts beyond RM215 million
will therefore be borne by SCSB.
23. SEGMENTAL REPORTING
There is no disclosure of Segmental Information as required by FRS 8: Operating Segments, as the Group is principally
involved in tolling operations conducted predominantly in Malaysia.
ANNUAL REPORT 2009
69
24. SIGNIFICANT EVENTS
(a) Gain on sale of shares pledged by a former guarantor of BaIDS
On 24 January 2008, Sunway Holdings Berhad transferred 65,090,802 ordinary shares in the Company (SILK
Shares) to Afn Investment Bank Berhad (AIBB), being the Security Agent of the RM752,236,660 Sukuk
Mudharabah. The shares transferred constituted 36.16% of the total issued and paid up capital of the Company,
free from all claims, charges, lien, encumbrances and equity to AIBB to be held in trust of the holders of the
Sukuk Mudharabah.
Following the sale of the SILK Shares to Infra Bumitek Sdn Bhd on 27 February 2008, the proceeds amounting to
RM11,065,436 was subsequently disbursed to the holders of the Sukuk Mudharabah. Of the total disbursement,
an amount of RM3,136,256 was applied by a holder of the Sukuk Mudharabah to reduce the balance of Sukuk
Mudharabah during the fnancial period, while the remainder was treated for other benefts of the holders of
the Sukuk Mudharabah.
(b) Warrants 2003/2008
The 30,000,000 warrants were issued by the Company on 11 December 2003 and were constituted by a Deed
Poll dated 25 August 2003. The warrants entitled the holders to subscribe for one (1) new ordinary share of the
Company for every one (1) Warrant 2003/2008 held at an exercise price of RM1.50.
During the fnancial period, no warrants were converted to ordinary shares. There were 30,000,000 outstanding
warrants as at the date of expiration, 10 December 2008. The expired warrants were subsequently removed
from the Ofcial List of Bursa Securities on 11 December 2008.
(c) Proposed Regularisation Scheme
On 12 December 2008, the Company submitted the application to the Securities Commission (SC) for its
approval for the Proposed Regularisation Scheme comprising the following proposed transactions (collectively
known as the Proposals):
(i) proposed renounceable rights issue of up to RM10 million nominal value 3.00% Redeemable Convertible
Unsecured Loan Stocks-A (RCULS-A) at 100% of its nominal value of RM1.00 each on the basis of one
(1) RCULS-A for every eighteen (18) existing ordinary shares of RM0.50 each in the Company held prior
to the Proposed Par Value Reduction to be undertaken based on a Minimum Subscription level;
(ii) proposed reduction in the existing issued and paid up share capital of the Company via cancellation of
RM0.25 of the par value of each existing shares of the Company (Proposed Par Value Reduction);

(iii) proposed acquisition of 4,706,000 ordinary shares of RM1.00 each representing the entire equity interests
in AQL Aman Sdn Bhd (AQL) for a purchase consideration of RM87.5 million to be satisfed by the issuance
of;-
175 million new ordinary shares of RM0.25 each in the Company after the Proposed Par Value
Reduction, and

RM43.75 million nominal value 3.00% Redeemable Convertible Unsecured Loan Stocks-B (RCULS-
B) of RM1.00 each, and in addition,
the assumption of liabilities owing by Jasa Merin Employee Trust to Jasa Merin (Malaysia) Sdn Bhd, a
70%-owned subsidiary of AQL amounting to RM6,530,500 (Proposed Acquisition), and

(iv) proposed issuance of up to approximately RM7.024 million nominal value 3.00% Redeemable Convertible
Unsecured Loan Stocks-CR (RCULS-CR) of RM1.00 each to satisfy the coupon payment of the RCULS-B
and RCULS-CR already in issue (Proposed Issuance of RCULS-CR).
ANNUAL REPORT 2009
70
24. SIGNIFICANT EVENTS (CONTD)
(c) Proposed Regularisation Scheme (contd)
As at the end of the fnancial period, the Company has obtained the following approvals from:
(i) BNM for the issuance of RCULS-A to non-residents of Malaysia pursuant to the Proposed Rights Issue,
the approval of which was obtained vide its letter dated 24 February 2009;
(ii) SC for the proposed Regularisation Scheme pursuant to the FIC Guidelines, of which SC has stated that
it has no objection on SHBs application vide its letter dated 30 March 2009;
(iii) SC for the Proposed Regularisation Scheme, the approval of which was obtained vide its letter dated 30
March 2009;
(iv) the ordinary shareholders for the Proposed Regularisation Scheme, the approval of which was obtained
during the adjourned Extraordinary General Meeting on 20 July 2009;
(v) holders of the 20,000,000 20% 10-year Cumulative Non-Convertible Redeemable Preference Shares
of RM0.10 each for the Proposed Par Value Reduction, the approval of which was obtained during the
adjourned Extraordinary General Meeting on 20 July 2009; and
(vi) SC for the Proposed Exemptions to En. Johan Zainuddin bin Dzulkifi, Tuan Haji Abdul Rahman bin Ali
and persons acting in-concert with them vide its letter dated 29 July 2009.
In view of the interest of a major shareholder and directors of the Company in the Proposed Acquisition,
the Proposed Acquisition is deemed a related party transaction pursuant to paragraph 10.08 of the Listing
Requirements of Bursa Securities.
25. SUBSEQUENT EVENT
Proposed Regularisation Scheme

(a) Bursa Malaysia Securities Berhad had, vide its letters dated 26 August 2009, approved in-principle the
following:
(i) the admission to the Ofcial List and the listing of and quotation for up to RM10,000,000 nominal value
RCULS-A to be issued pursuant to the Proposed Rights Issue;

(ii) the listing of up to 40,000,001 new ordinary shares of RM0.50 each in SHB (for conversion prior to the
Proposed Par Value Reduction) or RM0.25 each (for conversion after the Proposed Par Value Reduction)
to be issued upon the conversion of the RCULS-A;

(iii) the listing of 175,000,000 new ordinary shares of RM0.25 each in SHB to be issued pursuant to the
Proposed Acquisition; and

(iv) the listing of up to 203,094,644 new ordinary shares of RM0.25 each in SHB to be issued upon the
conversion of the RCULS-B and RCULS (CR).
(b) On 14 September 2009, the Company issued the Abridged Prospectus to the eligible shareholders in relation
to the Proposed Rights Issue.

The Company is expected to complete the Proposed Regularisation Scheme by end of 2009 after completion of the
issuance of RCULS-A, and the Proposed Acquisition.
ANNUAL REPORT 2009
71
26. FINANCIAL INSTRUMENTS
(a) Financial risk management objectives and policies
The Groups fnancial risk management policy seek to ensure that adequate fnancial resources are available
for the development of the Groups business whilst managing its interest rate risks (both fair value and cash
fow), foreign currency risk, liquidity risk and credit risk. The Board reviews and agrees policies for managing
each of these risks and they are summarised below. It is, and has been throughout the period under review,
the Groups policy that no trading in derivative fnancial instruments shall be undertaken.

(b) Interest rate risk

Cash fow interest rate risk is the risk that the future cash fows of a fnancial instrument will fuctuate because
of changes in market interest rates. Fair value interest rate risk is the risk that the value of a fnancial instrument
will fuctuate due to changes in market interest rates. The Groups signifcant interest-bearing fnancial assets
are mainly short term in nature and have been mostly placed in fxed deposits.
The Groups external fnancing comprises primarily the Sukuk Mudharabah, CN-RPS and hire purchase.
The Groups interest rate risk arises primarily from interest-bearing borrowings that are obtained for construction
of the Expressway. Borrowings obtained at fxed rates expose the Group to fair value interest rate risk.
The information relating to the efective interest rate, maturity dates and proft element of short term deposits,
Sukuk Mudharabah, 20% 10-year CN-RPS and hire purchase are as disclosed in their respective notes.
(c) Foreign currency risk
There were no foreign currency financing facilities obtained by the Group and the Company for the
fnancial period ended 31 July 2009 and there is no anticipation of foreign currency risk exposure for future
transactions.
(d) Credit risk
The carrying amount of receivables, including related company receivables, represents the Groups and the
Companys maximum exposure to credit risk.
The information pertaining to the concentration of credit risk related to the fnancial instruments is disclosed
in Note 6.
(e) Liquidity risk
The Group actively manages its debt maturity profle, operating cash fows and the availability of funding so
as to maintain a balance between meeting debt service obligations and covenants, Expressway capital and
operating expenditure, and meeting shareholder distribution expectations.
(f) Fair values
The fair value of the Sukuk Mudharabah is estimated by discounting the expected future cash fows using the
indicative market rates available for the instrument.
The fair value of hire purchase payable (non-current) has been determined using discounted estimated cash
fows. The discount rate used is the current market incremental lending rates for similar types of hire purchase
arrangements.
It is not practical to estimate the fair value of the CN-RPS due to lack of available market information in respect
of similar fnancing arrangements and inability to estimate without incurring excessive costs.
ANNUAL REPORT 2009
72
26. FINANCIAL INSTRUMENTS (CONTD)
(f) Fair values (contd)
It is not practical to estimate the fair value of amounts due to a subsidiary due principally to no fxed repayment
terms entered into by the parties involved and without incurring excessive costs. However, the Company does
not anticipate the carrying amount recorded at balance sheet date to be signifcantly diferent from the value
that would eventually be settled.
The carrying amounts of fnancial assets and liabilities of the Group and of the Company at the balance sheet
date approximated their fair values except for the following:
Group
Carrying Fair
amount value
Note RM RM
At 31 July 2009
Non-current liabilities:
Sukuk Mudharabah 10 744,504,918 1,203,578,571
Hire purchase payable 10 231,074 231,074
At 30 June 2008
Non-current liability:
Sukuk Mudharabah 10 752,236,660 752,236,660
The Groups covenanted obligation is at carrying value and not fair value.

27. COMPARATIVES
The current periods fnancial statements covered a period of 13 months as the year end of the Group was changed
from 30 June to 31 July. Accordingly, comparative amounts for the income statement, statement of changes in equity,
cash fow statement and the related notes are not in respect of comparable periods.

ANNUAL REPORT 2009
73
The information set out below is disclosed in compliance with the Main Market Listing Requirements of Bursa Securities :-
1. STATUS OF UTILISATION OF PROCEEDS RAISED FROM CORPORATE PROPOSAL
On 12 December 2008, the Company submitted the application to the Securities Commission for its approval for the
Proposed Regularisation Scheme which comprises of:

I. Proposed renounceable rights issue of up to RM10.0 million nominal value 3.00% Redeemable Convertible
Unsecured Loan Stocks (RCULS-A) at 100% of its nominal value of RM1.00 each on the basis of one (1) RCULS-A
for every eighteen (18) existing ordinary shares of RM0.50 each in SILK Holdings Berhad (SHB and SHB shares)
held prior to the proposed par value reduction to be undertaken based on a minimum subscription level;
II. Proposed reduction in the existing issued and paid-up share capital of SHB via the cancellation of RM0.25 of
the par value of each existing SHB shares; and
III. Proposed acquisition of 4,706,000 ordinary shares of RM1.00 each representing the entire equity interest in
AQL Aman Sdn Bhd (AQL) for a purchase consideration of RM87.5 million to be satisfed by the issuance of
175 million new ordinary shares of RM0.25 each in SHB after the Proposed Par Value Reduction (consideration
shares) and RM43.75 million nominal value Redeemable Convertible Unsecured Loan Stocks-B (RCULS-B) of
RM1.00 each and assumption of liabilities owing by Jasa Merin Employee Trust to Jasa Merin Sdn Bhd, a 70%
subsidiary of AQL amounting to RM6,530,500;
The Proposed Regularisation Scheme has not been completed as at the end of the current fnancial period as further
mentioned in Note 25 to the fnancial statements in this Annual Report.
The Groups shareholders at its reconvened Extraordinary General Meeting on 20 July 2009 approved the Regularisation
Scheme. The High Court has also approved SILKs proposed Par Value Reduction exercise on 28 August 2009. SILK
is currently in the midst of implementing the various aspects of the Regularisation Scheme and expects this to be
completed by the fourth quater of 2009.
Besides the above, the Company did not undertake any corporate proposal to raise proceeds during the fnancial
period ended 31 July 2009.
2. SHARE BUY-BACK
The Company does not have a scheme to buy-back its own shares.
3. OPTIONS OVER ORDINARY SHARES, WARRANTS OR CONVERTIBLE SECURITIES EXERCISED
There was no exercise of warrants during the fnancial period ended 31 July 2009. Apart from the warrants, the
Company did not grant any options over ordinary shares or issue any convertible securities.
During the fnancial period, the 30,000,000 Warrants 2003/2008 expired on 10 December 2008. The expired Warrants
were subsequently removed from the Ofcial List of Bursa Securities on 11 December 2008.
4. AMERICAN DEPOSITORY RECEIPT (ADR) OR GLOBAL DEPOSITORY RECEIPT (GDR)
PROGRAMME
The Company did not sponsor any ADR or GDR programme during the fnancial period ended 31 July 2009.
5. SANCTIONS AND/OR PENALTIES
There were no public sanctions and/or penalties imposed on the Company and its subsidiaries, Directors or
Management by the relevant regulatory bodies during the fnancial period ended 31 July 2009.
Additional Compliance Information
ANNUAL REPORT 2009
74
6. NON-AUDIT FEES
The non-audit fees paid/payable to the external auditors of the Company and its subsidiaries for the fnancial period
ended 31 July 2009 amounted to RM518,000.
7. VARIATION IN RESULTS
On 8 April 2009, the Company issued a proft forecast for the 13 months period ended 31 July 2009 via the issuance
of Circular to Shareholders in relation to the Proposed Regularisation Scheme.
The consolidated proft after taxation and minority interests of RM9.582 million was based on the assumption that
the Proposed Regularisation Scheme is completed in May 2009. However, since the completion of the Proposed
Regularisation Scheme is delayed to the next fnancial year, the Group has recorded loss after taxation of RM37.4
million for the current fnancial period.

8. PROFIT GUARANTEE
There was no proft guarantee given by the Company during the fnancial period ended 31 July 2009.
9. MATERIAL CONTRACTS INVOLVING DIRECTORS AND MAJOR SHAREHOLDERS INTERESTS
The Company had on 24 November 2008 entered into a conditional sale and purchase agreement for shares (SPA)
with Hj. Abdul Rahman Ali, Bijak Permai Sdn Bhd, Johan Zainuddin Dzulkifi, Jasa Merin Employee Trust (JMET) and
Temuras Jaya Sdn Bhd to acquire 4,706,000 ordinary shares of RM1.00 each (AQL Shares) representing the entire
equity interest in AQL for a purchase consideration of RM87.5 million to be satisfed by the issuance of 175 million
Consideration Shares and RM43.75 million nominal value RCULS-B of RM1.00 each, and assumption of liabilities
owing by JMET to Jasa Merin Sdn Bhd (Jasa Merin), a 70%-owned subsidiary of AQL amounting to RM6,530,500 as
mentioned in note 1 above.
Encik Johan Zainuddin Dzulkifi is deemed interested by virtue of his 36.16% indirect shareholding in the Company
and his membership in the Companys Board of Directors.
Besides the above, there were no material contracts (not being contracts entered into in the ordinary course of
business) entered into by the Company and/or its subsidiaries involving directors and major shareholders interests
during the fnancial period ended 31 July 2009.
10. REVALUATION POLICY ON LANDED PROPERTIES
The Company does not own any properties and hence, does not have a revaluation policy on landed properties.
11. STATEMENT BY AUDIT COMMITTEE IN RELATION TO THE ALLOCATION OF OPTIONS OVER ORDINARY
SHARES PURSUANT TO THE EMPLOYEES SHARE OPTION SCHEME
The Company does not have an Employees Share Option Scheme.
12. RECURRENT RELATED PARTY TRANSACTIONS

Pursuant to Chapter 10, Paragraph 10.09 of the Main Market Listing Requirements of Bursa Securities, the Recurrent
Related Party Transaction of a revenue or trading nature of the Group with value equals to or exceeding RM1 million,
conducted pursuant to the Shareholders Mandate during the fnancial period ended 31 July 2009 is set out in Note
21 to the fnancial statements in this Annual Report.
Additional Compliance Information (contd)
ANNUAL REPORT 2009
75
ORDINARY SHARES
Name of Shareholders No. of Shares %
1. Dato Mohammed Azlan bin Hashim (#a) 65,090,802 36.16
2. Johan Zainuddin bin Dzulkifi (#a) 65,090,802 36.16
3. Infra Bumitek Sdn. Bhd. 65,090,802 36.16
4. Tey Chee Thong 16,831,901 9.35
NOTES:
#a Deemed interest through Infra Bumitek Sdn. Bhd.
Substantial Shareholders As At 30 September 2009
ANNUAL REPORT 2009
76
Directors Interests In Shares and Cumulative Non-
Convertible Redeemable Preference Shares (CN-RPS)
As At 30 September 2009
Ordinary Shares of RM0.50 each
No. %
Direct Interest
Dato Ir Hj Ibrahim Bin Hj Yakub 79,000 0.04
Dato Seri Syed Zainol Rashid Jamalullail 75,000 0.04
Deemed Interest
Dato Mohammed Azlan bin Hashim (a) 65,090,802 36.16
Johan Zainuddin bin Dzulkifi (a) 65,090,802 36.16
CN-RPS of RM0.10 each
No. %
Deemed Interest
Datuk Razman Md Hashim bin Che Din Md Hashim (b) 4,503,333 22.52
Notes
(a) Deemed interest through Infra Bumitek Sdn. Bhd.
(b) Deemed interest through Petroforce (M) Sdn. Bhd
ANNUAL REPORT 2009
77
Analysis of Shareholdings As At 30 September 2009
20% Cumulative
Non-convertible
Redeemable
Ordinary Shares Preference Shares Total
(CN-RPS) RM
Authorised Share Capital 1,996,000,000 20,000,000 1,000,000,000
Issued and Paid-up Share Capital 180,000,004 20,000,000 90,00,002
Ordinary Shares of CN-RPS of
Class of Shares RM0.50 each RM0.10 each
Voting Rights One vote per * One vote per
ordinary share CN-RPS
* Each holder of CN-RPS shall have one vote per CN-RPS only if the business of the general meeting includes the
reduction of capital of the Company, the winding up of the Company, any abrogation or variation of the special rights
and privileges attached to the CN-RPS and the creation or issue of any further shares ranking in priority to or pari
passu with the CN-RPS but shall otherwise have no right to vote at general meetings of the Company.
(A) ORDINARY SHARES
DISTRIBUTION OF SHAREHOLDINGS
No. of % of No. of % of
Size of Shareholdings Shareholders Shareholders Shares Held Shareholdings
1 - 99 13 0.73 411 0.00
100 - 1,000 683 38.48 615,300 0.34
1,001 - 10,000 539 30.37 2,789,200 1.55
10,001 - 100,000 415 23.38 16,944,190 9.41
100,001 - 8,999,999 (Less than
5% of issued shares) 123 6.93 77,728,200 43.18
9,000,000 (5%) and above 2 0.11 81,922,703 45.51

1,775 100.00 180,000,004 100.00
THIRTY LARGEST SHAREHOLDERS AS PER RECORD OF DEPOSITORS
Name of Shareholders Name of Benefcial Owners No. of Shares %
1 ABB Nominee (Tempatan) Sdn Bhd Infra Bumitek Sdn Bhd 65,090,802 36.16
2 Tey Chee Thong 16,831,901 9.35
3 Lee Kuan Chen 7,312,200 4.06
4 HDM Nominees (Asing) Sdn Bhd Exempt AN for UOB 5,000,000 2.78
Kay Hian Pte. Ltd.
5 CIMSEC Nominees (Tempatan) Sdn Bhd Mohammed Amin bin Mahmud 3,292,100 1.83
6 MIDF Amanah Investment Nominees Intan Ainirawati binti Abdul Razak 2,540,000 1.41
(Tempatan) Sdn Bhd
7 Teh Beng Boon 2,500,000 1.39
8 CIMSEC Nominees (Tempatan) Sdn Bhd Caroline Ann Teoh 2,500,000 1.39
9 Citigroup Nominees (Tempatan) Sdn Bhd Lai Siew Wah 2,500,000 1.39
10 Public Nominees (Tempatan) Sdn Bhd Wong Choo Mok 2,365,000 1.31
11 Yeo Kian 2,172,000 1.21
12 Yeo Kian 2,006,000 1.11
13 Lee Chee Wai 1,825,000 1.01
14 Nor Ashikin binti Khamis 1,765,900 0.98
15 Ooi Lee Peng 1,532,000 0.85
ANNUAL REPORT 2009
78
Analysis of Shareholdings As At 30 September 2009
THIRTY LARGEST SHAREHOLDERS AS PER RECORD OF DEPOSITORS (CONTD)
Name of Shareholders Name of Benefcial Owners No. of Shares %

16 Abdul Aziz bin Abdul Kadir 1,493,100 0.83
17 HSBC Nominees (Tempatan) Sdn Bhd Amanah Saham Sarawak 1,388,300 0.77
18 How Wong Yuh 1,104,000 0.61
19 Tan Kia Loke 1,075,000 0.60
20 CIMSEC Nominees (Tempatan) Sdn Bhd Lee Chee Wai 1,005,000 0.56
21 CIMSEC Nominees (Tempatan) Sdn Bhd Tan Kia Loke 1,000,000 0.56
22 Gnanalingam A/L Gunanathlingam 1,000,000 0.56
23 Liew Ah Yong 1,000,000 0.56
24 MIDF Amanah Investment Nominees Hairizar bin Hakimi 892,000 0.50
(Tempatan) Sdn Bhd
25 Mayban Securities Nominees (Tempatan) Liew Thin Sang 873,000 0.48
Sdn Bhd
26 Seah Tin Kim 858,000 0.48
27 Sharom bin Abdul Majid 841,000 0.47
28 Liew Tian Kooi 800,000 0.44
29 Tan Nam King 714,600 0.40
30 Lim Sin Shen 701,000 0.39
SUBSTANTIAL SHAREHOLDERS
Dato Mohammed Azlan bin Hashim (#a) 65,090,802 36.16
Johan Zainuddin bin Dzulkifi (#a) 65,090,802 36.16
Infra Bumitek Sdn. Bhd. 65,090,802 36.16
Tey Chee Thong 16,831,901 9.35
NOTES:
#a Deemed interest through Infra Bumitek Sdn. Bhd.
(B) 20% CUMULATIVE NON-CONVERTIBLE REDEEMABLE PREFERENCE SHARES
Sunway Holdings Berhad 8,830,000 44.15
Petroforce (M) Sdn Bhd 4,503,333 22.52
Lee Muk Siong 2,028,320 10.14
Lew Mew Choi 1,800,000 9.00
Hairizar bin Hakimi 1,766,667 8.83
Liew Meow Nyean 1,071,680 5.36
20,000,000 100.00

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SILK Holdings Berhad

(formerly known as Sunway Infrastucture Berhad) (405897-V)

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