TCRAP_Public/010605.mbx             T R O U B L E D   C O M P A N Y   R E P O R T E R

                        A S I A   P A C I F I C

                  Tuesday, June 5, 2001, Vol. 4, No. 109


                               Headlines

A U S T R A L I A

ALPHA HEALTHCARE: Ramsay Increases Relevant Interest
CHAMPION FORMS: Workers Protest Loss Of Entitlements
FRANKLINS AUSTRALIA: Woolworths Buys 67 Stores    
HIH INSURANCE: ASIC Secures Adler's Agreement To Demands
ONE.TEL LIMITED: Amcom Telecoms Not A Debtor
ONE.TEL LIMITED: Lucent Consults Advisers
ONE.TEL LIMITED: S-Holders Misled Re Financial State
OVERFLOW: Goes Into Voluntary Administration
PASMINCO LIMITED: Daniels Resigns From Board


C H I N A   &   H O N G  K O N G

BRIGHT RIVER: Faces Winding Up Petition
CIL HOLDINGS: Winding Up Petition Set For Hearing
FAI FIRST: Hearing of Winding Up Petition Set
FULLRANGE INDUSTRIAL: Winding Up Petition To Be Heard
GENERAL FAIR: Winding Up Petition Slated For Hearing
HAND SEAL: Petition To Wind Up
HANG SHUN: Petition To Wind Up
HINET HOLDINGS: Posts HK$433.4M Consolidated Net Loss
HINET HOLDINGS: Posts Notice Re AGM
PACIFIC CENTURY: Exchange Approves Concessions


I N D O N E S I A

GUNAWAN GROUP: IBRA Announces Status
KALLA GROUP: Seven Debtors In Process, Says IBRA
SURYA DUMAI: Two Debtors Enter Into MoU


J A P A N

KUMAGAI GUMI: Restructuring Plan Insufficient, S&P Says
SEAGAIA: To Repay Only Y9.5-B To Main Creditors


K O R E A

DAEWOO MOTOR: To Post Higher Operating Profit In May
HYUNDAI ENGINEERING: Some Creditors Reject Bailout
KOREA HOUSING: Bags Bailout Package Worth W1.84-Trillion


M A L A Y S I A

ABRAR CORP: Proposals Under Review
AUSTRAL AMALGAMATED: Reports Status Of Plan To SC
CEMENT INDUSTRIES: Seeks Deadline Extension
OMEGA HOLDINGS: Banks Talks Re Debt Workout Continue
PANGLOBAL BERHAD: Notice Of Discontinuance Served
REPCO HOLDINGS: Reports Status Re Debt Workout
RNC CORP: Reports Status Of Debt & Corporate Workout
SENG HUP: Provides Details Re Debt Settlement
SENG HUP: Update On Default Payment


P H I L I P P I N E S

NATIONAL BANK: DOF To Close `Reverse Privatization' Deal
NATIONAL POWER: ADB Offers Buyers Financial Backing


S I N G A P O R E

ASIA PULP: IBRA Won't Foreclose On Sinar Mas Assets
DAIRY FARM: Managed Sell-Down Of Franklins Stores Begins
OSPREY MARITIME: Plans To Dispose Of LNG Ops


T H A I L A N D

SUN TECH: Additional Info Re Warrants Issue

     -  -  -  -  -  -  -  -

=================
A U S T R A L I A
=================


ALPHA HEALTHCARE: Ramsay Increases Relevant Interest
----------------------------------------------------
Ramsay Centauri Pty Ltd increased its relevant interest in Alpha
Healthcare Limited on 01 June 2001, from 26,772,761 ordinary
shares (59.35 percent) to 27,437,260 ordinary shares (60.8
percent).


CHAMPION FORMS: Workers Protest Loss Of Entitlements
----------------------------------------------------
Former workers of printing firm Champion Forms, which is
currently under voluntary receivership, stormed into the offices
of the company's liquidator Sims Lockwood Wednesday, to protest
against the imminent loss of their leave and superannuation
entitlements totaling around A$1.5 million, Australasian
Business Intelligence (ABI) reported last week.

Director David Branagan said the workers might have to share
around A$600,000, but only after banks and secured creditors
have received payments on debts and obligations.


FRANKLINS AUSTRALIA: Woolworths Buys 67 Stores    
----------------------------------------------
Woolworths Limited announced yesterday that it had signed a
binding agreement to purchase 67 of Franklins' 282 stores. These
stores generate an annual turnover of around $1.25 billion. The
Franklins stores will be transferred progressively to Woolworths
over six months, starting
June 2001.

The total package for disposal of the Franklins' business has
been agreed in principle with the Australian Competition and
Consumer Commission (ACCC). This will include undertakings by
Woolworths to divest some existing Woolworths stores to satisfy
ACCC local competition issues.

Woolworths CEO, Roger Corbett, said Woolworths was well placed
to continue its growth strategy in the Group's core businesses.

"We regard the present Franklins store acquisitions as providing
impetus to this process. The ongoing benefits of the Project
Refresh emphasis on cost reduction, productivity improvements
and capital management will enable us to maintain our
competitiveness, deliver a better offer to customers and
increase shareholder value in an enhanced competitive
environment.

"Woolworths will invest approximately $350 million over the
course of 2001/02, on both the acquisition and upgrading of the
67 Franklins stores. The net working capital cost (inventory
less trade payables) is expected to be negligible," he said.

"The acquisition of the Franklins stores will accelerate the
need to expand dry goods warehouse facilities in Queensland and
fresh food warehouse facilities in NSW.

"As previously announced, Woolworths expects its net repayable
debt to peak in 2001/2 at less than $1 billion. In the first
financial year 2001/2, sales from the newly acquired Franklins
stores are expected to be in the region of $950 million due to
the phased handover and refurbishment. The incremental net
profit contribution after funding costs in 2001/2 is expected to
be minimal. Net profit contribution from these new stores in the
first full year (2002/3) will be incremental to Total Earnings
per Share."

Woolworths is being advised on the purchase by UBS Warburg.


HIH INSURANCE: ASIC Secures Adler's Agreement To Demands
--------------------------------------------------------
Jillian Segal, Deputy Chair of the Australian Securities and
Investments Commission (ASIC), announced Thursday that ASIC had
obtained court undertakings from Rodney Stephen Adler.

ASIC sought this protective order as an interim step in its
broad investigation into the collapse of HIH Insurance Limited.

Last week ASIC obtained undertakings from the former HIH CEO Ray
Williams and former HIH CFO Dominic Fodera.

Thursday's court undertakings provide security for any judgment
in ASIC's civil penalty proceedings, which allege that the three
former directors breached their duties as directors in relation
to a payment of $10 million by an HIH subsidiary (HIH Casualty
and General Insurance Ltd) to Pacific Eagle Equities Pty Ltd, a
company of which Mr Adler was a director. ASIC also alleges a
breach of director's duties in respect of Pacific Eagle
Equities.

Thursday's court undertakings, without admission, provide
security in relation to any judgement up to the value of $7.7
million and include:

* that Adler will pay ASIC $2 million by 12 noon on 5 June 2001,
which will be held by ASIC as security for any judgment obtained
by ASIC against Adler or Adler Corporation Pty Ltd;

* that Lynda Sharon Adler will provide a third party mortgage on
12 Myoora Road, Toorak, Victoria; and

* that Adler Corporation will provide ASIC with security over
14.2 million shares in Medicine Quantale Ltd and 8.3 million
shares in Neighbourhood Cable Ltd.

Further, Adler has undertaken to provide ASIC with $4.7 million
in alternative security to the shares from Adler Corporation by
1 September 2001.

Adler has also agreed to surrender all his passports to ASIC by
5 pm Thursday. If he wishes to travel outside Australia he must
provide ASIC with a detailed written itinerary and a photocopy
of a return ticket at least seven days prior to his intended
departure.

This matter is next listed before the court on 2 July 2001 and
ASIC's broader investigations are otherwise continuing.


ONE.TEL LIMITED: Amcom Telecoms Not A Debtor
--------------------------------------------
In response to numerous queries, Amcom Telecommunications
(ASX:AMM) wished to clarify, as a matter of record, that it has
minimal exposure to One.Tel Limited. OneTel announced last week
that it has been placed into voluntary administration.

OneTel has an annual contract with Amcom of no more than
approximately 1 percent of its total revenues, of which $67,000
is outstanding.

Amcom is not a debtor of OneTel, says G Evans, Amcom Investor
Relations Manager.


ONE.TEL LIMITED: Lucent Consults Advisers
-----------------------------------------
Lucent Technologies, American telecommunications infrastructure
firm and a major creditor of collapsed One.Tel Limited, has
called in its advisers to devise possible options and recourse
to protect its interests, following the downfall of One.Tel
Limited, The Courier Mail reported Friday.

The report said Lucent has an outstanding contract with One.Tel,
primarily to finance the latter communication firm's $1-billion
GSM nationwide network. It wasn't disclosed, though, how much
One.Tel owes Lucent, or how much of the whole project has been
financed and completed.

One.Tel called in administrators Wednesday last week. The
company is laden with debts amounting to $180 million and
forecast debts of over $300 million, the report said.


ONE.TEL LIMITED: S-Holders Misled Re Financial State
----------------------------------------------------
One.Tel Limited's major shareholders Publishing & Broadcasting
Limited (PBL), and The News Corporation Limited (News) claimed
that insolvent One.Tel had "profoundly misled" its shareholders
regarding the company's real financial status, The Courier Mail
reported Friday. However, both shareholders promised to exhaust
"all available remedies".

According to the report, PBL Chairman James Packer, News
Chairman Lachlan Murdoch, and the board of One.Tel appointed an
administrator to the collapsed telecommunications firm Wednesday
last week, forestalling a proposed rights issue pegged at $132
million.

Following the company's placement under administration, it will
be most probable that One.Tel's ongoing GSM network
infrastructure construction, which is being financed by Lucent
Technologies will be sold off in a firesale for a bargain price,
the report said.   


OVERFLOW: Goes Into Voluntary Administration
--------------------------------------------
Discount retail group, Overflow, Wednesday went into voluntary
administration, calling in Ernst & Young Australia, Australasian
Business Intelligence reported last week. The group, which
operates 22 stores, cited sluggish retail sales, cashflow
problems due to goods and services tax, and exorbitant fuel
prices that dragged the group into its downfall.

Overflow, before going into voluntary administration, enjoyed an
estimated turnover of A$40 million, the report said. Although no
estimate of the group's debts has been released yet, the company
holds no plan of shutting down operations.


PASMINCO LIMITED: Daniels Resigns From Board
--------------------------------------------
Pasminco Limited yesterday announced the resignation from its
Board of Tony Daniels.

Ross Herron has accepted an invitation to join the Board as a
non-executive director and fills the casual vacancy created by  
Daniels resignation.

Herron is a senior partner of PricewaterhouseCoopers and the
leader of its Mining and Energy practice. He has been the audit
partner for a number of Australia's leading resources companies
and brings to the Board considerable expertise in the areas of
financial and capital management and a close knowledge of the
mining and metals industry.

Prior to the recent appointment of Tony Barnes as Chief
Financial Officer of Pasminco, Herron acted in this role for
four months in an interim part-time capacity under a consultancy
agreement with PricewaterhouseCoopers, which also provides
outsourced internal audit services to Pasminco.

The Chairman of Pasminco, Mark Rayner, thanked Daniels for his
contribution to the Board since he became a Director in January
1996 and welcomed Herron as a Director who brings outstanding
expertise and industry experience to the Board.


================================
C H I N A   &   H O N G  K O N G
================================


BRIGHT RIVER: Faces Winding Up Petition
----------------------------------------
The petition to wind up Bright River International Limited will
be heard before the High Court of Hong Kong on June 6, 2001 at
9:30 am. The petition was filed with the court on March 2, 2001
by Armstrong World Industries (HK) Limited whose principal place
of business in Hong Kong is situated at 19th Floor, Cindic
Tower, 128 Gloucester Road, Hong Kong.


CIL HOLDINGS: Winding Up Petition Set For Hearing
-------------------------------------------------
The petition to wind up CIL Holdings Limited is set for hearing
before the High Court of Hong Kong on July 4, 2001 at 9:30 am.
The petition was filed with the court on May 11, 2001 by Sin Hua
Bank Limited whose principal place of business in Hong Kong is
situated at 2A Des Voeux Road, Central Hong Kong.


FAI FIRST: Hearing of Winding Up Petition Set
---------------------------------------------
The petition to wind up Fai First Pacific Insurance Company
Limited is scheduled to be heard before the High Court of Hong
Kong on June 6, 2001 at 10:00 am. The petition was filed with
the court on April 9, 2001 by the company of 23rd Floor, Dah
Sing Financial Centre, 108 Gloucester Road, Wanchai, Hong Kong.


FULLRANGE INDUSTRIAL: Winding Up Petition To Be Heard
-----------------------------------------------------
The petition to wind up Fullrange Industrial Limited is
scheduled for hearing before the High Court of Hong Kong on the
July 4, 2001 at 9:30 am. The petition was filed with the court
on May 9, 2001 at by The National Commercial Bank of 1-3 Wyndham
Street, Central, Hong Kong.


GENERAL FAIR: Winding Up Petition Slated For Hearing
----------------------------------------------------
The petition to wind up General Fair Development Limited is
scheduled to be heard before the High Court of Hong Kong on July
11, 2001 at 10:00 am. The petition was filed with the court on
May 16, 2001 by Sin Hua Bank Limited whose principal place of
business in Hong Kong is situated at 2A Des Voeux Road, Central
Hong Kong.


HAND SEAL: Petition To Wind Up
------------------------------
The petition to wind up Hand Seal Development Limited scheduled
for hearing before the High Court of Hong Kong on June 20, 2001
at 9:30 am. The petition was filed with the court on April 24,
2001 by The National Commercial Bank Limited whose principal
place of business in Hong Kong is situated at 1-3 Wyndham
Street, Central, Hong Kong.


HANG SHUN: Petition To Wind Up
------------------------------
The petition to wind up Hang Shun Hing Investment Company
Limited is set for hearing before the High Court of Hong Kong on
June 27, 2001 at 9:30 am. The petition was filed with the court
on May 8, 2001 by Sin Hua Bank Limited whose principal place of
business in Hong Kong is situated at 2A Des Voeux Road, Central
Hong Kong.


HINET HOLDINGS: Posts HK$433.4M Consolidated Net Loss
------------------------------------------------------
HiNet Holdings Limited announced the audited consolidated
results of the Company and its subsidiaries for the year ended
31 March 2001 together with the comparative figures for the
corresponding period in 2000:

Year-end date: 31 March 2001
Currency: HK$                                  (Audited)
                               (Audited)        Last
                              Current          Corresponding
                               Period           Period
                            from 1 April 2000  from 1 April 1999
                             to 31 March 2001  to 31 March 2000
                                    (`000)           (`000)
Turnover                        : 25,070           38,507
Profit/(Loss) from Operations   : (80,630)         (30,481)
Finance cost                    : (16,932)         (3,659)
Share of Profit/(Loss) of Associates : (1,355)     140,750
Share of Profit/(Loss) of
  Jointly Controlled Entities  : -                -
Profit/(Loss) after Tax & MI   : (433,402)        25,475
% Change over Last Period      : N/A
EPS/(LPS)-Basic                : ($0.093)         $0.012
         -Diluted              : N/A              $0.011
Extraordinary (ETD) Gain/(Loss): Nil              Nil
Profit/(Loss) after ETD Items  :(433,402)        25,475
Final Dividend per Share       : Nil              Nil
(Specify if with other options): N/A              N/A
B/C Dates for Final Dividend   : N/A              
Payable Date                   : N/A
B/C Dates for (-) General Meeting: N/A              
Other Distribution for Current Period: N/A              
B/C Dates for Other Distribution: N/A              

(i) In order to rationalize its business structure and
performance, the Group disposed of several subsidiaries, Maggert
Management Limited, Win Link Limited, Pan Asia Telecom Limited,
Pan Asia Taili Networking (Beijing) Company Limited, Harvest
Year Investment & Development Limited, and Smart Engineering
Company Limited to independent third parties. The Group recorded
a loss of $13,640,000 on disposal of the subsidiaries. Aggregate
turnover and loss from ordinary activities after taxation of the
disposed subsidiaries for the period from 1 April 2000 to the
dates of disposals amounted to $6,128,000 and $3,741,000
respectively.

(ii) In March 2001, the Group carried out a review of the
carrying value of the fiber-optic network. Due to operational
deficiencies identified by in-house qualified engineers, the
Directors determined that the recoverable value of certain
fiber-optic cables has been impaired. The carrying value of such
assets has therefore been written down to their estimated
recoverable value determined after taking into account the
expected future cashflows of such assets.

(iii) During the year, the Group terminated the construction
projects for certain new data centers. The costs incurred by the
Group in respect of the relevant projects have therefore been
written off.

Finance costs

                         2001        2000
Interest on bank loans and overdrafts and other loans
repayable within five years HK$14,646 million HK$3,642 million
Loans arrangement fee      HK$2,250 million    -
Finance charges on obligations under finance leases
                             HK$36,000      HK$17,000

Total                       HK$16,932 million HK$3,659 million

(7) (Loss)/earnings per share

(a) Basic (loss)/earnings per share

The calculation of the basic (loss)/earnings per ordinary share
is based on the Group's loss for the year of $433,402,000 (2000:
earnings of $25,475,000) and on the weighted average number of
4,664,156,319 (2000: 2,182,391,698) ordinary shares in issue
during the year.

(b) Diluted earnings per share

Diluted loss per share for the year ended 31 March 2001 is not
shown as the potential ordinary shares are anti-dilutive.

The calculation of the diluted earnings per share for the year
ended 31 March 2000 is based on the Group's adjusted profit for
the year of HK$26,466,000 and the weighted average number of
2,469,797,839 shares after adjusting for the effects of all
dilutive potential ordinary shares.

(c) Reconciliation for 2000 diluted earnings per share

Net profit for the year used in calculating basic
earnings per share HK$25,475,000
Deemed increase in earnings as a result of the
conversion of the dilutive potential ordinary shares HK$991,000

Net profit for the year used in calculating diluted
earnings per share HK$26,466,000

                               2000 Number of shares

Weighted average number of ordinary shares used
in calculating basic earnings per share 2,182,391,698
Deemed issue of ordinary shares for no consideration
287,406,141

Weighted average number of ordinary shares used
in calculating diluted earnings per share 2,469,797,839

Dividend

The Directors have resolved not to recommend the payment of a
dividend for the year (2000: $Nil).

Business Review & Prospects

2001 is a challenging year for the Group with new business
direction focusing on communications and technology-related
businesses. Within one-year time, HiNet has successfully
uplifted itself as a leading communications infrastructure group
with established presence in the PRC.

The Group's achievements and future prospects have been
recognized with its inclusion in the New Mid Cap 50 Index since
1 June 2000 and the selection as a constituent stock of both the
Hang Seng IT Index and the Hang Seng IT Portfolio Index from 1
March 2001 by HSI Services Limited.

Subsequent to the acquisition of DigiNet Group Limited (DigiNet)
in late March 2000, the Group underwent a re-engineering to
merge the business and operation of DigiNet with the Group.
Utilizing the expertise of the fiber-optic experts joining the
Group through this acquisition, the Group took a significant
step to expand the coverage of its fiber-optic network from
Guangdong Province to other key areas in the PRC.

The construction work of the nation-wide fiber-optic network has
been substantially completed as of the financial year-end. This
network currently covers 9 provinces and connects over 70 major
and more prosperous cities in the PRC.

In October 2000, the Group acquired 11.11 percent equity
interest of iTec World Limited to strengthen its communications
business. iTec World is principally engaged in the provision of
telecommunication services in Hong Kong and the PRC, mainly with
the provision of Voice over Internet Protocol (VoIP) services
and the development of value-added applications based on the IP
network.

The Group strongly believes that with the well developed
connections, experienced management team and expertise which
iTec World possesses, synergies will be generated through co-
operations between the Group and iTec World.

The ultimate mission of the Group is to become the "gateway"
between the PRC and other parts of the world. To achieve this
unique market position, the Group will dedicate to enhance its
communication infrastructure facilities and provide value-added
services for the benefits of its customers. During the year, in
order to concentrate the Group's resources to achieve the
mission, the Group disposed of several subsidiaries whose
operations were not consistent with the Group's development
strategy.

Viewing the huge potential in the international market, the
Group will continue to explore the opportunities through
actively seeking strategic alliances with potential partners.
Leveraging their advanced technology and extensive experience,
the Group is confident in further expanding its business and
strengthening its market position.

Looking ahead, we anticipate a booming IP century with strong
market demand for bandwidth and telecommunication services. With
a professional management team with profound expertise and
experiences, we are confident in achieving robust developments
in our business and bringing excellent contributions to our
valued shareholders.

Financial Review

For the year ended 31 March 2001, the Group recorded a turnover
of $25,070,000 (2000: $38,507,000). Loss attributable to
shareholders was $433,402,000 (2000: profit of $25,475,000).

For the year, the Group recorded a loss from operations of
$80,630,000 (2000: $30,481,000) in the course of developing its
operations. On the non-operating side, the Group recorded net
non-operating expenses of $340,420,000 (2000: $34,493,000).

During the year, the IT industry experienced fundamental changes
in market conditions, which have particularly impacted
telecommunications, Internet and technology companies.
Therefore, the Directors conducted a thorough review of the
Group's assets. As a result, the Group recorded non-operating
charges of $232,051,000 and $76,050,000 respectively relating to
write down of the carrying value of certain fixed assets and
provision against certain investments.

In addition, the Group recorded non-operating charges of
$13,640,000 and $14,779,000 respectively on disposal of several
subsidiaries operating in non-core businesses and on termination
of the construction projects of certain new data centers with
diminished prospects. The Directors believe that these crucial
measures will help to set a smooth platform for the Group in the
coming years.

In order to finance development of its fiber-optic network, the
Group has secured a revolving loan facility of $300 million from
a financial institution. We believe this, together with those
trade facilities already granted to the Group by existing
bankers, will provide adequate funds to meet the ongoing
operations of the Group.


HINET HOLDINGS: Posts Notice Re AGM
-----------------------------------
Notice is hereby given that the annual general meeting (AGM) of
HiNet Holdings Limited will be held at The Coral Room 1, 3/F.,
Furama Hotel, One Connaught Road Central, Hong Kong on Tuesday,
11 September 2001 at 10:30 a.m. for the following purposes:

1. To receive and consider the audited accounts and the reports
of the directors and auditors for the year ended 31 March 2001.

2. To re-elect directors.

3. To authorize the board of directors to fix the remuneration
of directors.

4. To re-appoint auditors and authorize the board of directors
to fix their remuneration.

5. As special business, to consider and, if thought fit, adopt
with or without amendments, the following resolution as an
ordinary resolution:

"That:

(1) subject to paragraphs (2) and (3) below, the exercise by the
directors of the Company during the Relevant Period (as
hereinafter defined) of all the powers of the Company to
purchase securities of the Company on The Stock Exchange of Hong
Kong Limited or on any other stock exchange on which the
securities of the Company may be listed and is recognized by the
Securities and Futures Commission and the Stock Exchange for
this purpose, subject to and in accordance with all applicable
laws and/or the requirements of the Rules Governing the Listing
of Securities on the Stock Exchange or of any other stock
exchange as amended from time to time, be and it is hereby
generally and unconditionally approved;

(2) the aggregate nominal amount of shares to be purchased by
the Company pursuant to the approval in paragraph (1) above
shall not exceed 10 per cent of the aggregate nominal amount of
the share capital of the Company in issue at the date of passing
this resolution, and the said approval shall be limited
accordingly;

(3) the aggregate amount of subscription rights attached to the
warrants to be purchased by the Company pursuant to paragraph
(1) above shall not exceed 10 per cent of the aggregate amount
of subscription rights attached to such warrants outstanding at
the date of passing this resolution, and the said approval shall
be limited accordingly; and

(4) for the purposes of this resolution:

"Relevant Period" means the period from the passing of this
resolution until whichever is the earliest of:

(i) the conclusion of the next annual general meeting of the
Company;

(ii) the revocation or variation of the authority given under
this resolution by ordinary resolution of the members of the
Company in general meeting; and

(iii) the expiration of the period within which the next annual
general meeting of the Company is required by any applicable
laws or the Company's Bye-laws to be held."

6. As special business, to consider and, if thought fit, adopt
with or without amendments, the following resolution as an
ordinary resolution:

"That:

(1) subject to paragraph (3) below, the exercise by the
directors of the Company during the Relevant Period (as
hereinafter defined) of all the powers of the Company to allot,
issue and deal with additional shares in the share capital of
the Company and to make or grant offers, agreements and options
which might require the exercise of such power be hereby
generally and unconditionally approved;

(2) the approval in paragraph (1) above shall authorize the
directors of the Company during the Relevant Period to make or
grant offers, agreements and options which might require the
exercise of such power after the end of the Relevant Period;

(3) the aggregate nominal amount of share capital allotted or
agreed conditionally or unconditionally to be allotted (whether
pursuant to an option or otherwise) by the directors of the
Company pursuant to the approval in paragraph (1) above,
otherwise than pursuant to (i) a Rights Issue (as hereinafter
defined), (ii) the exercise of any option under any option
scheme or similar arrangement for the time being adopted for the
grant or issue to employees of the Company and/or any of its
subsidiaries of shares or rights to acquire shares of the
Company, (iii) the exercise of subscription rights attaching to
the warrants issued by the Company and from time to time
outstanding or (iv) any scrip dividend or similar arrangement
providing for the allotment of shares in lieu of the whole or
part of a dividend on shares of the Company in accordance with
the By-laws of the Company, shall not exceed 20 per cent of the
aggregate nominal amount of the share capital of the Company in
issue at the date of passing of this resolution and the said
approval shall be limited accordingly; and

(4) for the purposes of this resolution:

"Relevant Period" means the period from the passing of this
resolution until whichever is the earliest of:

(i) the conclusion of the next annual general meeting of the
Company;

(ii) the revocation or variation of the authority given under
this resolution by ordinary resolution of the members of the
Company in general meeting; and

(iii) the expiration of the period within which the next annual
general meeting of the Company is required by any applicable
laws or the Company's Bye-laws to be held.

"Rights Issue" means an offer of shares or other securities of
the Company open for a period fixed by the directors to holders
of shares of the Company or any class thereof on the register on
a fixed record date in proportion to their then holdings of such
shares or class thereof (subject to such exclusion or other
arrangements as the directors may deem necessary or expedient in
relation to fractional entitlements or having regard to any
restrictions or obligations under the laws of, or the
requirements of any recognized regulatory body or any stock
exchange in, any territory outside the Hong Kong Special
Administrative Region of the People's Republic of China)."

7. As special business, to consider and, if thought fit, adopt
with or without amendments, the following resolution as an
ordinary resolution:

"THAT conditional upon the passing of resolutions nos. 5 and 6
set out in the notice convening this meeting, the general
mandate granted to the directors to exercise the powers of the
Company to allot, issue and deal with additional shares in the
share capital of the Company and to make or grant offers,
agreements and options be hereby extended by the addition
thereto of an amount representing the aggregate nominal amount
of the share capital of the Company repurchased by the Company
under the authority granted pursuant to resolution no. 5 set out
in the notice convening this meeting, provided that such amount
shall not exceed 10 per cent of the aggregate nominal amount of
the share capital of the Company in issue at the date of passing
of this resolution."


PACIFIC CENTURY: Exchange Approves Concessions
----------------------------------------------
The directors of Pacific Century CyberWorks Limited announce
that on 1 June 2001 the Stock Exchange of Hong Kong Limited has
approved the Company's application for the right to apply (i)
the De-minimis Concession (as described in the Stock Exchange's
announcement dated 3 May 2001) and (ii) the Modified Calculation
Concession for purposes of determining the "assets test" and the
"consideration test" under Rules 14.06, 14.09, 14.12 and 14.20
of the Rules Governing the Listing of Securities on The Stock
Exchange of Hong Kong Limited for classifying notifiable
transactions (other than connected transactions).

As the Group has a negative net tangible asset value, applying
the Relevant Tests (which use the net tangible assets as the
denominator) will create an impractical and unduly onerous
disclosure obligation on the Company. In such circumstances, the
Company made such application in accordance with the
announcement.

De-minimis Concession

The De-minimis Concession is such that each transaction carried
out in the ordinary course of business of the Group, which is
entered into on normal commercial terms, and where the
consideration or value of the transaction does not exceed
HK$1,000,000 would be considered as de-minimis. The Relevant
Tests will not apply.

Modified Calculation Concession

The Group has a negative net tangible asset value (not arising
from operational losses) of approximately HK$9,864 million and
the gross assets less intangibles and current liabilities amount
to approximately HK$43,324 million based on the unaudited pro
forma consolidated balance sheet as at 31 December 2000, as set
out in this announcement.

The monetary thresholds against which the "gross assets less
intangibles and current liabilities of the asset to be acquired
or realized" for the "assets test" and the "consideration for
the asset to be acquired or realized" for the "consideration
test" are to be determined for the purposes of the Modified
Calculation Concession to ascertain the type of notifiable
transaction for the purposes of the Listing Rules are as
follows:

(A) ratio of 5 percent or above but below 15 percent
(approximately HK$2,166 million or above but below approximately
HK$6,499 million) - the requirements for discloseable
transactions will apply;

(B) ratio of 15 percent or above but below 25 percent
(approximately HK$6,499 million or above but below approximately
HK$10,831 million) - the requirements for major transactions
will apply;

(C) ratio of 25 percent or above (approximately HK$10,831
million or above) - the requirements for very substantial
acquisitions will apply; and

(D) for acquisition of assets (including securities but
excluding cash) by the Company or any of its subsidiaries for
consideration that includes securities for which listing will be
sought, the requirements for share transactions will apply if
the ratio is less than 5 percent (HK$2,166 million).

For the avoidance of doubt, the "profits test" and "equity test"
will remain applicable to the Company.

Period for which the Modified Tests Will Apply

The Stock Exchange's approval for the use of the modified tests
described above will remain in effect from 1 June 2001 until the
publication or the due date of publication of the Company's next
annual report, whichever is earlier.

Basis for the Company's Application

The Company's application for the De-minimis Concession and the
Modified Calculation Concession as described above was based on
the unaudited pro forma consolidated balance sheet set forth
below:

Unaudited Pro Forma Consolidated Balance Sheet

The following is an unaudited pro forma consolidated balance
sheet of the Group as of 31 December 2000 assuming, inter alia,
that the following transactions (previously announced in the
Company's announcements and/or circulars) had been completed on
31 December 2000.

(i) the disposal of the 60% equity interest in its mobile
telecommunications business to Telstra Corporation Limited
("Telstra");

(ii) the formation of Reach Ltd. ("Reach"), containing the IP
backbone businesses of the Group and Telstra;

(iii) the issue of a US$750 million convertible bond to Telstra;

(iv) the drawdown of US$4.7 billion under a syndicated loan
facility by a subsidiary of the Company; and

(v) the repayment of the outstanding short term loan as of 31
December 2000 of approximately US$7.66 billion.

The following unaudited pro forma consolidated balance sheet has
been prepared in accordance with accounting principles generally
accepted in Hong Kong and on a basis consistent with the
accounting principles applied in the Group's consolidated
balance sheet as of 31 December 2000.

The effects of accounting principles required to be applied by
the Group subsequent to 31 December 2000 have not been reflected
in the following financial information, including the unaudited
pro forma adjustments.

1. The Group disposed of a 60 percent equity interest in its
mobile telecommunications business in the amount of
approximately US$1.68 billion (equivalent to HK$13,104 million)
to Telstra for cash consideration of approximately US$1.68
billion (equivalent to HK$13,104 million).

2. The Group contributed its IP backbone business to Reach in
exchange for its 50 percent equity interest in Reach and cash
from Reach of approximately US$1,125 million (equivalent to
HK$8,775 million).

The corresponding amounts reduced the Group's share of net
assets of the IP backbone business by approximately HK$1,264
million together with a net reduction in goodwill in the amount
of approximately HK$7,511 million.

3. The Company issued a convertible bond to Telstra in the
amount of US$750 million (equivalent to HK$5,850 million).

4. The Group received US$4.7 billion (equivalent to HK$36,660
million) from the drawdown of a syndicated loan facility by a
subsidiary of the Company.

5. The outstanding short term loan as of 31 December 2000 in the
amount of approximately US$7.66 billion (equivalent to HK$59,750
million) was repaid out of the proceeds from the aforementioned
transactions.

6. Investment in unconsolidated subsidiaries of approximately
HK$5,065 million in the unaudited pro forma consolidated balance
sheet includes unamortized balance of intangible assets in the
amount of approximately HK$1,735 million.

7. For the purpose of this announcement, amounts quoted in US
dollars have been translated into Hong Kong dollars at a rate of
US$1 to HK$7.8. Such translation should not be construed as a
representation that the US dollar amounts have been, could have,
or could be, converted to Hong Kong dollars, as the case may be,
at that or any other rate or at all.

8. As stated in the Company's Annual Report for the year ended
31 December 2000, a valuation of Reach is being undertaken by
Reach in connection with its formation. The results of the
valuation may require an adjustment to the carrying value of the
Group's investment in Reach, which will be recorded in the
financial statements for the year ending 31 December 2001.


=================
I N D O N E S I A
=================


GUNAWAN GROUP: IBRA Announces Status
------------------------------------
The Indonesian Bank Restructuring Agency (IBRA) announced
Thursday the current status of one of the last three obligors of
its Top 50, Gunawan Group.

The following is a breakdown of the current status of the
obligor:

Step         
In Process    3 debtors
Process to MoU         -
MoU        -
Loan Agreement       -
Fully Paid     1 debtor
Legal Action to be Processed    1 debtor
Legal Action  -    
Disposal           -

Total Outstanding
Gunawan Group: Rp458.678 billion & equal to Rp809.961
billion**)

Note:

**) loan in foreign currency as been converted to Rp

Gunawan Group

This group is comprised of five debtors where three debtors are
in process, one debtor, PT Jayapari Steel Ltd. Corp, has made
full payment to IBRA equal to Rp59.625 billion and one more
debtor, Gunawan Iron Steel Sdn Bhd is in process towards legal
action. This group runs its business in the steel industry. The
shares of this group are owned directly or indirectly by Gwie
Gunawan.

By announcement of the current status of aforementioned
obligors, the Top 50 has been completed, announcing
restructuring progress which can be summarized as follows:

In Process  : 149 debtors (21,29 percent)
Process to MoU  : 82 debtors (11,71 percent)
Signed MoU  : 196 debtors (28 percent)
Signed Loan Agreement  : 55 debtors (7,86 percent)
Fully Paid  : 60 debtors (8,57 percent)
Legal Action to be Processed: 55 debtors (7,86 percent)
Legal Action  : 52 debtors (7,43 percent)
Disposal  : 14 debtors (2 percent)
Others *)  : 37 debtors (5,29 percent)

Note: *) majority handle by AMI division

The total outstanding of Top 50 obligors, comprised of 700
debtors worth Rp61.653 trillion, equal to Rp73.398 trillion.

IBRA expects this restructuring program of the Top 50 can be
accomplished by the end of this year, and with minimum condition
reach to 80 percent in the form of MoU.


KALLA GROUP: Seven Debtors In Process, Says IBRA
------------------------------------------------
The Indonesian Bank Restructuring Agency (IBRA) announced
Thursday the current status of one the last three obligors of
its Top 50, Kalla Group.

The following is a breakdown of the current status of the
obligor:

Step         Kalla Group    
In Process 7 debtors    
Process to MoU    -  
MoU    -  
Loan Agreement   -  
Fully Paid -  
Legal Action to be Processed 1 debtor
Legal Action  -     
Disposal  -

Total Outstanding
Kalla Group: Rp1.482 trillion & equal to Rp155.755 billion**)

Note:

**) loan in foreign currency as been converted to Rp

Kalla Group

Comprises seven debtors in process, and one debtor is in process
towards legal action namely PT Bukaka Tekhnik Utama. The
operation of this group falls in chemical industry,
construction, distributor/automotive dealer, electricity
equipment and sea transportation. The shares of this group are
owned directly or indirectly by Kalla family.


SURYA DUMAI: Two Debtors Enter Into MoU
---------------------------------------
The Indonesian Bank Restructuring Agency (IBRA) has announced
current status of one the last three obligors of its Top 50,  
Surya Dumai Group.

The following is a breakdown of the current status of the
obligor:

Step     Surya Dumai Group     
In Process 4 debtors    
Process to MoU 3 debtors    
MoU 2 debtors       
Loan Agreement -       
Fully Paid -       
Legal Action to be Processed -  
Legal Action  -       
Disposal  1 debtor*)

Total Outstanding
Surya Dumai: Rp739.153 billion & equal to Rp678.814 billion**)

Note:

*) total debt has been converted to rupiah.

Surya Dumai Group

Comprised of 10 debtors, four debtors are in the process, three
debtors are in process towards MoU and two debtors have signed
MoU, PT Ciliandra Perkasa and PT Muriniwood Indah industry.

One debtor PT Arindo Tri Sejahtera has been disposed to Bank
Mandiri worth Rp145.372 billion. This group runs its business in
plantation cultivation, trading, forestry and its processing,
real estate and a holding company. The shares of this group are
owned directly or indirectly by Martias.


=========
J A P A N
=========


KUMAGAI GUMI: Restructuring Plan Insufficient, S&P Says
-------------------------------------------------------
According to Standard and Poor's Corporation (S&P), the
restructuring plan of Kumagai Gumi Company Limited is inadequate
to revive its credit quality, which may result in the failure of
the company's rescue efforts, AFX-Asia reported Friday. S&P
explained that the plan does not take into account the
toughening price competition in the market, or creditor banks'
attempts to sell off bad assets.


SEAGAIA: To Repay Only Y9.5-B To Main Creditors
-----------------------------------------------
Seagaia resort group pledged in a court-supervised settlement to
repay only Y9.5 billion to its 10 major creditors, mostly
financial institutions, along with the right to foreclose on
collateral assets, Dow Jones reported Sunday, citing a local
news report. The figure, according to the report, was based on
new collateral values.

However, the amount of Seagaia's pledge is Y1 billion short of
the estimated value of the group's total assets. The resort
group owes a total of Y326.1 billion in debts, as of February
this year.

Meanwhile, the Miyazaki District Court was expected to kick off
an inquiry yesterday into the values of the group's outstanding
debts, before court-appointed trustee Yasumasa Sato starts final
negotiations with the group's creditors regarding repayments,
the report said.


=========
K O R E A
=========


DAEWOO MOTOR: To Post Higher Operating Profit In May
----------------------------------------------------
Troubled automaker Daewoo Motor expects to book in May an
operating profit higher than the W6.7-billion operating profit
posted in April, its first since June 1998, The Korea Herald
reported yesterday.

The automaker's domestic and offshore car sales experienced a
24.3 percent rise from April to 51,322 units, as exports climbed
36.1 percent from the preceding month to 34,710 units.

Its rescue efforts are clearly paying off, the report said, as
the company as it an achievement rate of 75.2 percent of its
annual cost-cutting target of W999.2 billion as of April 30 this
year.


HYUNDAI ENGINEERING: Some Creditors Reject Bailout
--------------------------------------------------
Certain creditor institutions of Hyundai Engineering and
Construction Company (HDEC) are rejecting the proposed debt-for-
equity swap as part of the bailout package for the ailing
builder, The Korea Herald reported yesterday, citing creditor
bank officials.

Of the 160 minor creditors of HDEC, only half have expressed
willingness to cooperate in the W2.9-trillion bailout program.
However, only two of the 36 finance firms, namely Samsung Life
Insurance Company and Tongyang Investment Bank, that signed a
creditor agreement for HDEC, have refused to join in the  
conversion program, the report said.

Meanwhile, last week, 16 asset management firms have agreed to
purchase HDEC convertible bonds valued at over W600 billion,  
which was agreed to by the builder's major creditors, including
Korea Exchange Bank, in April, the report said.


KOREA HOUSING: Bags Bailout Package Worth W1.84-Trillion
--------------------------------------------------------
Korea Housing Guarantee Corporation (KHGC) has won the approval
of both the government and the creditor groups for a fund
injection totaling W1.84 trillion into the near-insolvent
housing guarantee firm, The Digital Chosun reported Friday.

Citing an official at the Construction and Transportation
Ministry, Chosun said in a plenary meeting creditors decided to
convert W560.9 billion, or 35.7 percent of the loans totaling
W1.57 trillion, into equity at KHGC. From its end, the National
Housing Fund pledged to make new equity investment, which is
expected to help shed bad debts worth W1.11 trillion.

This whole bailout package, according to the official, will help
raise the debt service costs of the Korea National Housing
Guarantee by W130 billion per annum.

In order to push ahead with the privatization of the firm, the
government intends to pursue its plan to dispose of its equity
in the guarantee fund.


===============
M A L A Y S I A
===============


ABRAR CORP: Proposals Under Review
----------------------------------
Abrar Corporation Berhad revealed the Special Administrators of
the Company are currently reviewing the offers/proposals
submitted to them on 27 April 2001 by interested parties to
acquire the businesses and/or the assets of the Company. The
Special Administrators will thereafter formulate a workout
proposal for the Company.

The submission of the offers/proposals by the interested parties
was pursuant to a briefing held by the Special Administrators on
16 April 2001 at Pengurusan Danaharta Nasional Berhad's premises
in Kuala Lumpur.

In the meantime, the moratorium under Section 41 of the
Pengurusan Danaharta Nasional Berhad Act, 1998 (the Danaharta
Act), which took effect from 27 May 2000, i.e. the date of the
appointment of Special Administrators to the Company, has been
further extended to 26 May 2002.

The extension of the moratorium was pursuant to Section 41(3) of
the Danaharta Act.


AUSTRAL AMALGAMATED: Reports Status Of Plan To SC
-------------------------------------------------
Austral Amalgamated Berhad said there has been no change in the
status of the Company's plan to regularize its financial
condition since its last announcement on 2 May, 2001, in which
the Securities Commission (SC) had, via their letter dated 16
April 2001, approved AAB's plan to regularize its financial
position. The details of the SC's approval of the Proposals were
announced 20 April 2001.


CEMENT INDUSTRIES: Seeks Deadline Extension
-------------------------------------------
In the Circular to shareholders of Cement Industries Of Malaysia
Berhad (CIMA) dated 8 March 2001 on the proposed debt
restructuring of Negeri Sembilan Cement Industries Sdn Bhd
(NSCI), a wholly owned subsidiary of the company, it was stated
that CIMA, NSCI and the Syndicated Lenders of NSCI were
negotiating to extend the completion date for the debt
restructuring agreement, which lapsed on 15 February 2001. The
completion date had subsequently been extended to 31 May 2001.

On behalf of CIMA, Commerce International Merchant Bankers
Berhad wishes to announce that CIMA and NSCI are currently
negotiating with the Syndicated Lenders to further extend the
completion date as certain terms of the Redeemable Convertible
Secured Loan Stocks that will be issued as an integral part of
the Proposal are still being negotiated.


OMEGA HOLDINGS: Banks Talks Re Debt Workout Continue
----------------------------------------------------
The Board of Directors of Omega Holdings Berhad (OHB) says the
company is still in negotiation with its creditor banks on the
company's proposed debt restructuring scheme.


PANGLOBAL BERHAD: Notice Of Discontinuance Served
-------------------------------------------------
PanGlobal Berhad was served 31 May 2001 with the Petitioner's
Notice of Discontinuance dated 29 May 2001.

Panglobal Berhad (PGB) had earlier obtained an extension of
restraining order for a period of three months, effective 17
April 2001.

The restraining order under Section 176 of the Companies Act,
1965 dated September 21, 1998 was granted to PGB and four of its
subsidiaries, namely PanGlobal Properties Sdn Bhd, Limbang
Trading (Limbang) Sdn Bhd, Global Minerals (Sarawak) Sdn Bhd and
Menara PanGlobal Sdn Bhd.

Background

The Group's principal activities include general insurance
business, extraction of logs, sawmilling and manufacturing of
veneer, coal mining, property investment and development, rental
of office and commercial premises and operation of hotel
apartments.

The Company was originally a housing developer. In 1966, the
Company disposed of these activities and entered into the towel
and yarn manufacturing business.

Over the years, the Company diversified its activities into
property development, computers and insurance. The Company
maintains its insurance operations through PanGlobal Insurance
Bhd, with head office in Kuala Lumpur and branches in 12 states.

It transferred its towel manufacturing operations to one of its
subsidiaries in 1987, thus becoming a purely investment holding
company. Subsequently, the Company, in 1994, disposed of its
property development division and computer division and, in
1995, its textile operations.

To ensure continued growth, in early 1995 the Company underwent
a restructuring as part of which it acquired Limbang Trading Sdn
Bhd which is involved in timber extraction and related
activities and Global Minerals (Sarawak) Sdn Bhd which operates
a coal mine. Both companies operate in Sarawak. In addition, the
Company acquired property development land in Johor Bahru.

The Company has since obtained a restraining order under Section
176 of the Companies Act, 1965 granted to PanGlobal and four of
its subsidiaries (PanGlobal Properties Sdn Bhd, Menara PanGlobal
Sdn Bhd, Global Minerals (Sarawak) Sdn Bhd and Limbang Trading
(Limbang) Sdn Bhd) which has been extended for a final period of
six months from April 17,2000 for the purpose of implementing a
plan of arrangement.

The plan would involve the issuance of redeemable convertible
secured and unsecured loan stock, disposal of assets and rights
and special issue.

On July 17, 1999, the Company had accepted a conditional offer
by Road Builder (M) Holdings Bhd (RBH) to acquire its 26.67
percent equity interest in Econstates Bhd for RM80m cash and the
proposed Econstates disposal was approved by the Company's
shareholders on December 31, 1999. The proposed disposal is in
line with the composite scheme to raise cash proceeds to repay
certain Group borrowings.

On February 2, 2000, the High Court granted a holding over
injunction to a shareholder to preserve the status quo of the
proposed Econstates disposal, the shares of which had been
pledged to an offshore bank for a loan facility granted to the
Company.

On March 21, 2000, the offshore bank gave notice that it would
force sell the shares following the expiry of the restraining
order on March 20, 2000.

On March 23, 2000, the Company was notified that the shares had
been forced sold on March 22, 2000 at RM2.00 per share.
Subsequently, on March 27, 2000, the Company was served a notice
by a shareholder that an ex parte injunction had been obtained
to restrain RBH and the offshore bank from completing the force
sale.

The injunction does not involve the Company as the Econstates
shares were forced sold by the offshore bank. In view of the
action taken by the offshore bank, the SPA dated September 23,
1999 between RBH and the Company was terminated.


REPCO HOLDINGS: Reports Status Re Debt Workout
----------------------------------------------
Repco Holdings Berhad stated there has been no change in the
status of the company's plan to regularize its financial
condition since its last announcement on 2 May 2001. The Special
Administrators are currently formulating the corporate and debt
restructuring proposal.


RNC CORP: Reports Status Of Debt & Corporate Workout
----------------------------------------------------
RNC Corporation Berhad reports the status of the proposed
restructuring scheme (PRS) as of the date of this announcement
as follows:

(a) The PRS is still pending the approval of Kuala Lumpur Stock
Exchange (KLSE) on the listing and quotation of the ordinary
shares, Redeemable Convertible Secured Loan Stocks (RCSLS) and
Redeemable Convertible Unsecured Loan Stocks (RCULS) pursuant to
the PRS on the Main Board of KLSE;

(b) On 18 May 2001, the Special Administrators obtained approval
from The State Authority of Johor for the sale of shares in
Equiventures Sdn Bhd (ESB); and

(c) The Special Administrators and Affin Merchant Bank are in
the midst of preparing an Information Circular detailing the
approved PRS, which will be sent out to shareholders in due
course after the receipt of clearance from the KLSE on the
content of the circular.


SENG HUP: Provides Details Re Debt Settlement
---------------------------------------------
Seng Hup Corporation Berhad announced additional information
regarding the debt settlement between Taiping Consolidated
Berhad (TCB) involving the latter company's irredeemable
convertible preference shares (ICPS), as follows:

1) Debts owing by a main contractor of TCB Group:

Debtor                 Amount Owing       ICPS Received (Units)

Invescor Ventures Sdn Bhd  RM737,138        724,920

The Scheme Creditors of TCB, admitted for proof pursuant to the
Proposed Composite Scheme of Arrangement were fully settled by
way of issuance of ICPS at its nominal value of RM1.00 on the
basis of one ICPS for every RM1.00 of debt.

2) The net loss and net tangible liabilities of TCB group, based
on the last audited accounts as at 30 April 2000 are as follows:


Loss after taxation RM42,497,000
Net tangible liabilities RM281,669,000

3) Impact on Earnings Per Share and Net Tangible Assets per
share:

A full provision has been made on the debts owing above, in the
financial year ended 31 March 1998. The net tangible assets of
Seng Hup Corporation Berhad (Special Administrators Appointed)
(SHCB) for the financial year ending 31 March 2002 will increase
by RM217,476, based on the average ICPS pricing at RM0.30 as of
31 May 2001. It is expected that there will be an increase of
approximately RM0.01 per share for both the net tangible assets
per share and earnings per share of SHCB for the prevailing
financial year.

Recoverable amount = 724,920 units x RM0.30 = RM217,476

NTA per share and EPS will increase by = RM217,476 / 19,998,000
shares
= RM0.01

4) The directors, substantial shareholders and persons connected
with them have no interest, direct and indirect, in the Debt
Settlement.

5) The Debt Settlement is part of the Proposed Composite Schemes
of Arrangement of TCB, pursuant to Section 176 of the Companies
Act, 1965. As SHCB is under Special Administration, the approval
of the shareholders of SHCB is not required. Further, the Debt
Settlement does not require the approval of government
authorities.

6) The Proposed Debt Settlement had been formulated to avoid the
inevitable liquidation of the TCB group, thus enabling the TCB
group to continue as a going concern to consolidate itself for
the future, on a stronger footing with a return to
profitability.

The Debt Settlement will also enable the creditors of the
respective subsidiaries of TCB to directly participate in the
revival of TCB and to benefit from such participation as the
ICPS will be traded on the Kuala Lumpur Stock Exchange, and will
thus allow the creditors the opportunity to potential capital
gains.

Premised on the rationale above, the Special Administrators, on
behalf of SHCB, are in the opinion that it is in the best
interest of SHCB to accept the Debt Settlement.


SENG HUP: Update On Default Payment
-----------------------------------
The default by Seng Hup Corporation Berhad (SHCB) as of 30 April
2001 amounted to RM54,742,901 made up of a principal sum, plus
RM17,871,781 in interest for revolving credit facilities, trade
financing and overdraft.

P.T. Krisindo Mas, a subsidiary of SHCB had as of 30 April 2001,
defaulted on US$2,280,000, made up of a principal sum plus
US$782,966 in interest, in respect of its property loan.

Dasar Jernih Sdn Bhd and Nazar Holdings Sdn Bhd both
subsidiaries of SHCB have respectively defaulted in the
principal repayment of their property loan amounting to
RM5,728,000 and RM1,180,000 together with interest of
RM1,311,045 and RM336,893 respectively as of 30 April 2001.

There are no other new developments since the company's previous
announcement with regard to this Practice Note.

Background

Seng Hup started its operations in 1960 with a single sales
outlet in Jalan Tuanku Abdul Rahman, Kuala Lumpur. It was then
involved only in the trading of basic light fittings with
minimal decorative features. In the later part of 1978, under a
new management team, Seng Hup adopted a more aggressive
expansion program through the concept of retail chain stores.
The Company has since built up an extensive retail network
throughout Malaysia.

Over the years, the Group has been principally involved in
lighting equipment and related products and property investment.
The Company has also diversified its product segment by
venturing into the design, supply and installation of thematic
lighting systems. Its maiden project in this field is a multi-
million Ringgit contract for the supply and installation of
laser equipment and a computerized audio-visual specialist
lighting system for the Sunway Pyramid and Pyramid Ice projects.

The Company has tendered for projects adopting latest
developments in remote source lighting using fiber optics. In
addition, it entered into a RM30m contract with a Singapore-
based Grandlink Group Pte Ltd in 1988 to supply and install
decorative lights and lighting equipment/system to its US$2.4
billion mixed development projects in Qingdao and Nanjing.

Against the background of the economic downturn, Seng Hup's
loans were acquired by Pengurusan Danaharta Nasional Bhd and
Special Administrators, Messrs BDO Binder, were appointed to the
Company on 9 September 1999, pursuant to Section 24 of the
Pengurusan Danaharta Nasional Bhd Act 1998. The appointment was
subsequently extended for another year to 8 September 2001.

On 3 April 2000, the Special Administrators entered into a
conditional MOU with the intention of setting up key areas of
agreement pending the finalization and approval of a debt
restructuring scheme.

The scheme entails a capital reconstruction exercise; transfer
of listing status to a new company; rights, ICULS and special
issues; private placement; and the acquisition of 100 percent
each in Brightway Holdings Sdn Bhd and Laglove (M) Sdn Bhd,
which is engaged in the manufacture and export of medical
gloves.


=====================
P H I L I P P I N E S
=====================


NATIONAL BANK: DOF To Close `Reverse Privatization' Deal
--------------------------------------------------------
The Department of Finance (DOF) intends to close its `reverse
privatization' deal this week with Philippine National Bank's
(PNB) majority shareholder Lucio Tan, to acquire the latter's
controlling stake in the bank, Business World reported
yesterday.

A Finance Department official told World as saying, "There are
continuing negotiations for the reverse privatization. The
details of the plan will be clear [this week]. We will sit down
with the cabinet cluster [today] to present the plan."

Issues regarding the plan that are expected to be tackled before
the Cabinet today include: PNB shares conversion price, PNB
equity volume to be bought by the state, and should the
government takeover the control over PNB.


NATIONAL POWER: ADB Offers Buyers Financial Backing
---------------------------------------------------
The Asian Development Bank (ADB) has offered to give financial
assistance to potential buyers of the beleaguered state-owned
National Power Corporation (Napocor), to secure a successful
privatization, following Congress' approval of the new power
reform bill Friday, The Herald Tribune reported yesterday.

ADB Country Director Gunther Hecker was quoted by Tribune as
saying, "We consider the actual sales process as an essential
part of the restructuring program of the government. The bank is
interested in the success of this process and may provide
funding assistance to potential investors if so justified."

According to Tribune, large domestic and foreign conglomerates
have already expressed interest to takeover Napocor's power-
generation and sub-transmission assets and contracts with
independent power producers (IPPs), from whose sale the
government expects to fetch a total of P390 billion at the most.

The ADB is going to study the government's privatization plan
for Napocor before it will release the second tranche of the
remaining power sector reform loan, amounting to US$200 million,
the newspaper said, citing Hecker.


=================
S I N G A P O R E
=================


ASIA PULP: IBRA Won't Foreclose On Sinar Mas Assets
---------------------------------------------------
The Indonesian Bank Restructuring Agency (IBRA) assured
creditors of Sinar Mas Group's Asia Pulp & Paper that it has no
plans to either foreclose on or liquidate Sinar Mas assets,
which have been provided to secure its loans, The Asian Wall
Street Journal reported late last week.

The Widjaja family-controlled Sinar Mas recently pledged its
assets as counterpart to the agency's provision of guarantees to
loans extended by the Bank Internasional Indonesia (BII), which
used to be under the wing of the said family, to a number of the
group's subsidiaries, the newspaper said.

The counterguarantee, the newspaper said, includes personal
assets of some group shareholders, and liens over group assets,
like real properties and machinery and equipment, and
shareholdings in the group firms.

IBRA also expressed its commitment to work with creditors and
uphold "a fair, transparent and expeditious debt restructuring,"
the newspaper said.


DAIRY FARM: Managed Sell-Down Of Franklins Stores Begins
--------------------------------------------------------
Dairy Farm International Holdings Limited announced yesterday
that its wholly-owned Australian subsidiary, Franklins Limited,
has reached an agreement to sell 67 out of its current portfolio
of 282 stores to Woolworths Limited. The agreement is the first
of a number of transactions anticipated as part of the managed
sell-down process through which the Group will exit its
Australian supermarket operations.

Under this first agreement, Woolworths will acquire 67 stores
for a cash consideration of US$119 million (A$229 million). As
at 31 December 2000 the net carrying value of these stores was
US$55 million (A$99 million) and the net loss before tax for the
year ended 31st December 2000 attributable to these stores was
some US$11.5 million (A$20 million).

Woolworths will also acquire associated stock and certain
personnel-related and other liabilities.

The transaction has received in-principle clearance from the
Australian Competition and Consumer Commission, subject to
receipt of satisfactory undertakings. These are expected to be
finalized shortly and the sale is expected to be completed
within six months. The proceeds will be used to reduce debt in
Australia. The surplus over carrying value related to this
transaction is expected to be offset by closure and related
costs of the managed sell-down process.

Negotiations are advanced with other interested parties in
respect of the remaining stores, and further announcements will
be made in due course.

Dairy Farm is a leading food and drugstore retailer in the Asia-
Pacific Region. At 31 December 2000, the Group and its
associates operated over 2,200 outlets, principally
supermarkets, hypermarkets, convenience stores and drugstores,
employed some 79,000 people in nine territories and had sales of
US$6.6 billion in 2000.


OSPREY MARITIME: Plans To Dispose Of LNG Ops
--------------------------------------------
Osprey Maritime Ltd ("Osprey") has proposed to dispose of its
LNG operations to a wholly-owned subsidiary, Golar LNG Ltd.

Proposed Disposal

Purchase Agreement.

Osprey on 21 May 2001 entered into a purchase agreement with the
Purchaser, a wholly-owned subsidiary of Osprey. Under the
Purchase Agreement, Osprey will sell and transfer to the
Purchaser or its subsidiary:

* all of its shares in Gotaas-Larsen Shipping Corporation, Oxbow
Holding Inc. and Golar Gas Cyrogenics Inc. (the LNG Companies)
and Osprey Maritime Management Limited free of all encumbrances.
The LNG Companies are the holding companies of Osprey's LNG
carriers (Golar Mazo, Golar Spirit, Golar Freeze, Hilli, Khannur
and Gimi) and related LNG-assets and operations;

* all of its claims for money against the LNG Companies and
Osprey Management and the subsidiaries of each of the LNG
Companies and Osprey Management free of all encumbrances; and

* all of its rights under a newbuilding contract with Daewoo
Shipbuilding and Engineering Corporation Ltd for the
construction of a new 138 cbm3 LNG carrier and an option to
order one further LNG carrier.

The first installment payment under the Newbuilding Contract is
due in early June 2001. If the due date falls before Closing,
the Purchaser or its subsidiary will advance an interest-free
loan to Osprey to pay for the installment.

Alternative Security.

Under the Purchase Agreement, Osprey is required to deliver the
LNG operations free of all encumbrances, except in connection
with Golar Mazo. For this purpose, Osprey will, prior to Closing
and in co-operation with the Purchaser arrange for alternative
security for the existing loans secured by the assets of Osprey.

Purchase Price.

The purchase price for the LNG operations has been negotiated
and agreed upon by the parties on a willing-buyer, willing-
seller basis. The Purchase Price is based on the debt free value
of the LNG Carriers of US$635,000,000 included in the Disposal,
which is within the range of Osprey's own valuation thereof and
which has been confirmed by external advisers. The Purchase
Price will be paid by the Purchaser seven business days after
closing of the Disposal. The Purchase Price will be the sum of:
* US$635,000,000 less the outstanding principal of the loan
secured against the Golar Mazo as of 31 May 2001 plus
US$2,500,000;

* the book value of the equity in each of the LNG Companies as
of 31st May, 2001 exclusive of the LNG carriers and their
financing but adjusted for the market value of an office lease
in London; and

* the first installment payment under the Newbuilding Contract.

Assumption of Liabilities.

The Purchaser will, as soon as reasonably practicable after
Closing, procure the discharge of Osprey from all its
liabilities and obligations (actual or contingent) in connection
with the LNG operations (including, without limitation, the
liabilities and obligations of Osprey under or in connection
with the Newbuilding Contract or any guarantees, indemnities or
securities made by Osprey for the benefit of the LNG
operations).

Closing.

Closing of the Disposal shall take place on 31st May, 2001 or
such subsequent business day in Singapore, Oslo and New York
prior to 15th June, 2001 as the Purchaser shall nominate to
Osprey.

Rationale for Disposal

WSL Reorganization.

The Disposal is undertaken by Osprey in line with the proposal
by World Shipholding Ltd (WSL), Osprey's controlling
shareholder, to reorganize and consolidate all of its LNG
interests, under Osprey and elsewhere, into the Purchaser with a
view to a possible flotation of the Purchaser in Norway and the
United States or such other means of strengthening the capital
base of the LNG operations.

Benefits to Osprey.

The Disposal gives Osprey the opportunity to restructure its LNG
assets and to repay its existing debt. After Closing, the
Directors would review the on-going business of the Osprey group
of companies .

Financial Effects

There will be no material financial impact of the Disposal on
the issued and paid-up share capital of Osprey and on the net
tangible assets, net gearing ratio and earnings per share of the
Group.

Interests of Directors and Substantial Shareholders

Interests of Directors and Substantial Shareholders. None of the
Directors or substantial shareholders has any interest, direct
or indirect, in the Disposal, other than through their
shareholdings in Osprey.

The Purchaser. The Purchaser is a company incorporated under the
laws of Bermuda and is a wholly-owned subsidiary of Osprey as at
the date hereof. Following the Disposal, Osprey is also
considering increasing the capitalization of the Purchaser as
part of the review of the on-going business of the Group.


===============
T H A I L A N D
===============


SUN TECH: Additional Info Re Warrants Issue
-------------------------------------------
Sun Tech Group Public Company Limited provided the additional
information on the warrant issued to the existing shareholders
according to the business reorganization plan. The details are
as follows:

1. Shareholders whom entitled to warrant subscription.

Shareholders whose names appear in the Share Register on
December 20, 1999, the latest closing date prior to the date on
which the Court ordered the company to reorganize the business,
are entitle to the warrant subscription.

2. Subscription period.

According to new 2,762 million ordinary shares reserved for
warrant exercising, The plan require that warrant will be issued
under these conditions:

2.1 The date at which the plan becomes effective. With the
condition and rule of warrant will be based on the law and
steering committee approval or

2.2 Prior to the plan becomes effective. If the objective of the
issuance is to accommodate working capital and get approved by
Steering committee.

The Company then has to make this warrant available for trade
after the plan becomes effective.

The date at which the plan becomes effective is based on the
following preconditions and each of which must be occurred
before September 30, 2001 or with the exception from the
steering committee.

(1) The Plan is approved by Creditors.

(2) The Plan is accepted by the Central Bankruptcy Court.

(3) The company signed the plan procedure and debt restructure
agreement.

(4) Suntec through its Plan Administrator signed the liability
agreement.

(5) Suntec through its Plan Administrator to push the guarantor
to sign the guarantee agreement.

(6) The Company to withdraw working capital Bt100 million for
business operation. This working capital might be comes from
warrant issuing, capital increasing, borrowing or from
operation.

(7) The company has to convince Sawasdi Horrungruang and
Takkapol Company Limited to sign a letter agreeing to transfer
the share held by them for repaying the debt according to the
plan and accepting their repayment after the creditors.

(8) The Company has to convince Sawasdi Horrungruang and  
Chaiyaphon Horrungruang to sign the agreement to support the
business reorganization plan.

(9) Appoint Cash flow auditor, Credit representative and
Collateral representative

(10) The company's stock must be allowed for trading in SET. In
case of the SET's rules allow the company's stock can be traded
prior to the reorganization process.



S U B S C R I P T I O N  I N F O R M A T I O N

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Copyright 2000.  All rights reserved.  ISSN: 1520-9482.

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