TCRAP_Public/021115.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

          Friday, November 15, 2002, Vol. 5, No. 227



AMP LIMITED: Unveils Multifaceted Reform Agenda
COLES MYER: First Quarter sales up 7.3%
COLES MYER: Watchdog Keeps Neutral Stance in Latest Spat
HIH INSURANCE: Liquidator Files Claims Against Government
NEW TEL: Operations Division First Casualty in Redundancy Plan

WATER WHEEL: Defense Claims ASIC Failed to Prove Case

C H I N A   &   H O N G  K O N G

CK LIFE: Burgeoning Net Losses Expand 63% in Last Nine Months
PRO-SUCCESS TRADING: November Hearing on Wind Up Petition Set


BANK DANAMON: Next on Auction Block as Parliament OKs Stake Sale
BANK NIAGA: CAHB's Acquisition of Majority Stake Complete


ASAHI KASEI: Revised Pension Fund Accounting Causes Huge Loss
SOFTBANK CORPORATION: Wants Local Investors to Retain Majority


HYNIX SEMICONDUCTOR: Lack of Funding May Cause Factory Closure
HYNIX SEMICONDUCTOR: Date for Creditors Meeting Still Unknown


KEDAH CEMENT: Posts Entitlement Notice
KUB MALAYSIA: New CEO to Use Renowned Methods to Revamp Firm
SOUTH MALAYSIA: Regulator Grants Extension on Corporate Exercise
TENAGA NASIONAL: Ups Bond Issue to US$350M Due to High Demand


NATIONAL STEEL: Investors, Creditors Come to Terms on Debt Plan


BANGKOK BANK: Recovers THB2 Billion Assets from Ex-treasurer
TPI POLENE: Petition for Prachai's Removal Boasts Huge Support

     -  -  -  -  -  -  -  -


AMP LIMITED: Unveils Multifaceted Reform Agenda
AMP announced yesterday the first set of initiatives resulting
from its review of activities and costs, in line with the
company's five-point reform agenda.

The five point reform agenda involves:

* Addressing low return channels and product lines;
* Focusing short term growth ambitions on core businesses;
* Increasing quality and transparency of disclosure;
* Tackling sacred cows and embedded behaviours; and
* Role modelling strong leadership.

New CEO Andrew Mohl said the strategic review of AMP was
continuing, but that some early decisions had been reached.

Strategic decisions relate to AMP Bank and the Corporate office,
which will both be significantly restructured. In addition, a
number of structural changes have been made in Australian
Financial Services (AFS) to improve efficiency and

The review is ongoing, particularly in the UK, and a number of
issues are yet to be determined. Further announcements on
strategy and the financial implications of proposed strategic
changes will be made when available.

Chief Executive Officer Andrew Mohl said the review was
undertaken because of increasingly difficult and competitive
market conditions.

"Tough times call for tough measures. The business needs to
change to become more efficient, more productive, more
competitive and more cost effective," he said.

"Our focus is simple: doing the basics really well. When we've
done that, we will have the platform to pursue a more aggressive
growth strategy.

"All these changes are aimed at turning around AMP and improving
returns to shareholders."

Changes to date include:


AFS has made a number of changes across the business to become
even more operationally efficient and competitive, further
enhancing its financial strength.

"Under the direction of new Managing Director Craig Dunn, AFS
has taken a completely fresh look at its operations and is
positioning itself for the next stage of growth," Mr Mohl said.

Changes being made include the integration of AMP Direct into
other parts of AFS, as the Direct business is not large enough
to be profitable as a stand-alone operation. In addition, there
are aggressive cost saves across support functions as well as
lower spending on IT.

The changes are expected to reduce the AFS cost base by 10 per
cent, or A$60 million, in 2003.

As a result of expense savings, the value of new business is
expected to rise slightly in 2002 with strong growth in 2003.

The changes in AFS are expected to result in a reduction of
approximately 550 roles, which includes around 90 contract

Redundancy costs are expected to be around A$30 million. Details
of other restructuring costs and the financial impacts of these
decisions will be made available when finalised.

Mr Mohl said that initiatives undertaken in AFS this year had
released over A$1 billion in capital. However some of this
capital had been retained in the business, reflecting current
market conditions.


The review of AMP Banking considered a number of options,
including outright sale. It has been determined that the best
approach is for the Bank to be significantly restructured to
ensure it operates only in profitable areas where it can
leverage its strong brand name.

Mr Mohl said AMP remained committed to providing Australian
retail deposits and mortgages, where it has achieved strong
growth in recent years. In the Australian retail financial
services market, these core banking products account for more
than 50 per cent of revenues and more than 60 per cent of

"The Bank currently operates in a number of different
geographies and product areas - and we have realised that we
cannot afford to be all things to all people," he said.

"Our review has shown that if we focus on our strengths
primarily distribution and packaging we can more effectively
compete and grow a profitable, high-return banking operation.

"This is a smart solution, enabling AMP to play to its strengths
and reduce the balance sheet risk."

As a result, AMP will:

* Continue to provide retail deposits and mortgage products to
Australian customers but use securitisation programmes to
minimize capital invested in the business, and potentially
outsource set-up and servicing functions to external providers;

* Exit manufacturing of banking products in New Zealand and the
United Kingdom;

* Exit manufacturing of credit card products in Australia and
New Zealand;

* Exit the property finance business in Australia and New
Zealand; and

* Offer products on a targeted basis in alliances with external
manufacturers in the UK and New Zealand.

These changes are expected to enable AMP to reduce the amount of
capital supporting the Bank by around A$500 million by the end
of 2003, while allowing it to grow its banking volumes at a
faster rate than previously.

AMP aims to have its new banking structure in place by December
2003.  Banking will then form part of AFS as one of the product
streams being offered to customers.

By the end of 2003, less than A$100 million in capital will be
required. By 2005, return on capital is expected to be well
above the cost of capital.

Employee numbers in banking will depend on the sale process and
potential outsourcing of various functions. If the outsourcing
proceeds, it is expected AMP Banking will have less than 100
employees by the end of 2003 (compared with about 600

AMP will undertake a structured sale process over the next few
months for the sale of the property finance, as well as the UK
and New Zealand mortgage businesses. AMP has already entered
exclusive discussions with American Express over the credit card
portfolio in Australia and New Zealand.

The UK and New Zealand savings deposits will either be wound
back or transferred to other banks.

AMP-branded credit cards will still be distributed in Australia.  
Mortgages and deposits will be offered in New Zealand and the UK
through distribution agreements.


The Corporate office has also been significantly cut back and
its role redefined.

"Our review found that Corporate office was not focused on the
essentials. It will now be refocused on strategy and governance
and work more closely in partnership with individual business
lines," Mr Mohl said.

"This new 'partnership' approach will facilitate cost reductions
and deliver better business results."

A number of changes relate to the former AMP International
(AMPI) operations, reflecting the renewed focus on core
businesses. Changes include the closure of the AMPI corporate
centre; the closure of AMP New Ventures; and a winding back of
AMP Asia including the closure of the Singapore office, a
reduction in Sydney-based development activities and the scaling
back of the Beijing office. Other areas of AMPI remain under

As previously announced, the Global IT function has been closed.

The changed focus of the Corporate office, as well as the
scaling back of AMPI, means a number of structural changes can
be made. The number of corporate roles in Australia and the UK
has been reduced by about 160 to a total of 215, or about 40 per
cent. About 40 of these 160 roles will be transferred to
Business Units.

Cost savings of A$40 million are expected in 2003 with run-rate
savings of A$50 million by the end of 2003.

Redundancy costs are expected to be around A$20 million. Details
of other restructuring costs and the financial impacts of these
decisions will be made available when finalised.


These UK businesses are still undertaking their review with more
details expected to be available in early December.

However some changes have already been made including the
disbanding of the European development team and the outsourcing
of a number of IT functions. In addition, the AMP UK brand
campaign has been scaled back.

Mr Mohl said that AMP was continuing to determine the impact of
the change in strategic direction on previously announced cost
reduction programmes.

"We remain on track with the cost saves already announced.
However, we believe the changes we are making to the UK
businesses will enable us to achieve greater cost savings than
those previously disclosed," he said.


Mr Mohl said that AMP's new senior management team was moving
quickly and decisively to implement changes, all aimed at
creating a more successful organisation.

"Many of the decisions we have had to make are difficult because
they affect people. We are committed to managing the impacts of
these decisions on our employees as well as we possibly can," he

"In a more benign market environment, we would have managed this
transformation differently for example, through natural

"Unfortunately, we do not have the luxury of time to do it this
way given AMP's recent performance and the current tough market

"We have a pretty tough road in front of us to realise the
potential of this company. But I am confident that we have the
skills, expertise and capability inside AMP to enable us to
deliver on our reform agenda.

"Once we get the basics right, we'll be in a much stronger
position to grow in the future."


MEDIA INQUIRIES                   
Karyn Munsie                      
61 2 9257 9870                    
0421 050 430

Matthew Coleman
61 2 9257 2700
0421 611 138

Mark O'Brien
61 2 9257 7053

COLES MYER: First Quarter sales up 7.3%

* Q1 2003 sales up 7.3%(1)
* Solid growth in Food and Liquor
* Target and Kmart gain simultaneous momentum
* MGB rebuild continues
* Strong Q1 earnings improvement
  - EBIT margins up across Food & Liquor and all GM&A brands
* Effect of shareholder discount reduction within expectations

Coles Myer Ltd (CML) announced first quarter sales of $6.3
billion, an increase of 7.3% for the 13-week quarter ended 27
October 2002.

CML CEO, John Fletcher, said the Food & Liquor division had
delivered a solid sales increase of 7.3% in a very competitive
environment. Sales in General Merchandise and Apparel (GM&A)
were up 6.6%, with Target and Kmart continuing to simultaneously
gain momentum.

CML's comparable store sales rose by 4.2% on last year.

The effect on sales of the first reduction in shareholder
discount rates, which were introduced on 31 July, has been
within expectations.


* Sales up 7.3% in an aggressive promotional environment
* Market share gains
* EBIT margins continue to improve year on year
* Store expansion plans on track

Alan Williams, Chief Operating Officer, Food & Liquor, said
sales growth in the division was in line with our expectations
in the current competitive market.

"Despite intensifying competition across all businesses during
the quarter, we continued to grow market share(2)," Mr Williams

"Top line growth includes the effect of both the current
competitive promotional environment and the first reduction in
shareholder discount rates, which has been marginally lower than
anticipated. We continue our strategy of reinvesting the savings
into driving improved value for all customers.

(1) Excluding Red Rooster and Myer Direct
(2) Source: AC Nielsen

"Our customers have responded well to our promotional offer
however the aggressive use of petrol promotions by our major
competitor has affected the rate of our sales growth. We are
well down the track of reviewing a fuel offer for the Food &
Liquor businesses, with a decision anticipated prior to

Mr Williams said the FY2003 store expansion program was on
schedule, with the majority of the projected 34 new and 10
acquisition supermarkets, along with 40 liquor store openings to
occur during the second half of the year.

"This quarter we opened six new supermarkets, plus five
acquisition supermarkets, and five liquor stores.

"EBIT margins continue to improve year on year, as a result of
our ongoing initiatives to improve the quality of our earnings.

"Sales growth will strengthen in the second half due to the
contribution of additional new stores. Top line growth for the
year is forecast to be in the high single digits in line with

"We continue our strategy of delivering a balanced approach
between sales growth, market share gains and margin


* Sales up 6.6%
* Continuing progress in Target and Kmart
* Rebuild underway at MGB
* EBIT margin improvement in all brands

The General Merchandise and Apparel (GM&A) Group includes
Target, Kmart, Myer Grace Bros (MGB), Megamart and Officeworks.

Warren Flick, Chief Operating Officer, GM&A, said sales and
margins in Target and Kmart continued to grow strongly,
reflecting the effective consumer positioning of each brand.

Myer Grace Bros sales were slightly lower in the quarter than
last year, affected, as anticipated, by the temporary closure
for redevelopment of our Bondi store, the permanent closure of a
GoodBuy clearance store and the initial reduction in the
shareholder discount rate. MGB achieved good margin improvement
during the quarter as the brand rebuild develops.

"Inventory management continued to improve as stockturns
increased by approximately 10% across GM&A brands.

"The strategic plan for the GM&A Group calls for mid-single
digit sales growth and strong EBIT margin expansion over the
year. The trend this quarter reflects that improvement in

Target lifted sales by 12.1% for the quarter.

"New ranges in womenswear, childrenswear, manchester, intimate
apparel and footwear are performing well. Home and entertainment
sales are improving with new assortments being well received by
customers," Mr Flick said.

"Our focus remains on delivering on-trend, high quality ranges
and achieving rapid sell-through within each season.

"We are very pleased with the customer reaction to this
direction, especially our revamped catalogues with an increased
emphasis on items versus total departmental percentage off
sales," Mr Flick said.

Kmart sales, including Officeworks, increased by 9.4%.

"Kmart performed strongly, particularly in the areas of
entertainment, books, cosmetics and consumables.

"Our promotional activity continues to focus on item and price,
while the trend to regular price merchandise has intensified and
underscores the successful repositioning of the brand. Customers
are responding well to our lowest price guarantee positioning.

"Late in the first quarter four new stores were opened,
including two new Kmart stores, one Kmart Tyre and Auto store
and a Garden Supercentre. A further six new stores will open in
FY03, including two new Kmart stores, one Kmart Tyre and Auto
store and three Garden Supercentres."

Officeworks continues to show strong improvement with an on-
going focus on range, price, cost controls and new store

Myer Grace Bros and Megamart combined sales were down slightly,
but EBIT margins improved in line with our expectations.

"The work to rebuild MGB and return the brand to its heritage as
Australia's leading department store is underway," Mr Flick

"Our priority is to return to a traditional department store
focus, building our range of national, international and private
brands which will be supported by a comprehensive new marketing
program. Our strategy includes a promotional and events driven
program, which will be balanced with gift-giving occasions such
as Christmas and fashion themed events.

"While we are encouraged by customer response to our improved
offer, this will be our first Christmas under the turnaround
strategy. Further enhancements to product ranges, service
quality and store environments will continue through 2003.

"Megamart opened its first store in Sydney during the quarter to
a very positive response from customers. We have plans to open
two additional stores nationally by the end of FY03."


Sales in the Emerging Businesses division (formerly known as
e.colesmyer) increased by 44% to $61 million, led by strong
growth in Harris Technology.

Mr Fletcher said Emerging Businesses continued to deliver
valuable learnings in the evolution of new business channels,
technologies and ideas.


Mr Fletcher said the company achieved a strong earnings
improvement in the first quarter, in line with our expectations.
Importantly, EBIT margins improved across Food & Liquor and all
GM&A brands.

Full year earnings guidance will be given at the Annual General
Meeting on 20 November 2002.

                                         QUARTER 1 (13 WEEKS)
BUSINESS GROUP SALES                  2002      2003     CHANGE
(EXCL RED ROOSTER, MYER DIRECT)        $M        $M         %

Food & Liquor                        3,741     4,015      7.3%

General Merchandise & Apparel        2,096     2,235      6.6%
Myer Grace Bros & Megamart            700       693     (1.0%)
Kmart & Officeworks                   865       947      9.4%
Target                                531       595     12.1%

Emerging Businesses                     43        61     43.8%

Intra-group sales                       -4        -8     94.4%

Total sales                          5,876     6,304      7.3%

Comparable store sales growth                             4.2%

Exited businesses
Red Rooster                            56         -
Myer Direct                            13         -
Total Exited Businesses                 68         -

Note - Officeworks Direct is now reported within Officeworks,
having previously been reported in Emerging Businesses. The
prior year has been restated accordingly.

For more information, contact Scott Whiffin (Media) 03 9829 5548
or Amanda Fischer (Analysts) 03 9829 4521

COLES MYER: Watchdog Keeps Neutral Stance in Latest Spat
David Knott, Chairman of the Australian Securities and
Investments Commission (ASIC), confirmed Thursday that Solomon
Lew has provided ASIC with a copy of the letter he wrote to
Coles Myer Limited on November 12, 2002.

In his letter Mr. Lew requested Coles Myer to release a copy of
his letter to its shareholders.

ASIC understands that Coles Myer has responded to Mr. Lew that
some of the material contained in his letter is inaccurate and

"ASIC does not believe that there is anything in the letter that
would require its release under Australian Stock Exchange (ASX)
Listing Rule 3.1," Mr. Knott said.

"Nevertheless, I understand that the ASX is independently
monitoring the company's compliance with its disclosure

"ASIC continues to believe that Coles Myer shareholders would
benefit from disclosure of all material information relevant to
their decision at the upcoming Annual General Meeting.

"However, ASIC recognizes that the parties must observe the
requirements of the law generally, and defamation specifically,
and that it is not for ASIC to make judgments on these issues.
That is a matter for the independent judgment of the parties and
their legal advisers. It is for Mr. Lew to decide whether to
publicly release his letter," Mr. Knott said.

"ASIC will continue to closely monitor compliance by the company
and its directors with the Corporations Act in relation to the
AGM. Unless some public response is necessary to address non-
compliance, ASIC will continue to discharge its functions in

"ASIC has no intention of becoming embroiled in electioneering
by or on behalf of any director or directors of Coles Myer," he

HIH INSURANCE: Liquidator Files Claims Against Government
HIH liquidator, Tony McGrath, of the accounting firm KPMG, has
filed a claim against the Federal Government and the Australian
Prudential Regulation Authority (APRA) alleging negligence and
seeking a hefty damage bill, Sydney Morning Herald said

Aside from the government, Mr. McGrath also filed Wednesday
similar claims against the auditor of HIH and FAI, Arthur
Andersen, and the HIH actuary, David Slee.

McGrath claims that negligence attended the insurance
regulator's decision to approve HIH's takeover of FAI four years

"How much Mr. McGrath will be able to retrieve of the AU$5
billion in losses sustained by HIH creditors will depend on the
dates from which he can prove negligence," the paper said.

The report says the claim against Andersen specifies its audits
from 1998 to 2000.  As Andersen has now been absorbed by its
rival Ernst & Young, the defendants will be the 115 or so
individuals who were partners when those audits were signed off,
and the defunct firm's professional indemnity insurers.

The claims against Mr. Slee and the government bodies are less
time-specific. Mr. Slee advised HIH about how much money it
needed to set aside to meet future claims from 1980 until it
collapsed in March 2001, the paper said.

On his claim against the government, Mr. McGrath anchors his
argument on the knowledge of APRA and its predecessor, the
Insurance and Superannuation Commission, about the poor health
of FAI, which they supervised from the introduction of insurance
licenses in 1974.

The suit claims that APRA's approval of the HIH's mooted
takeover of FAI had a "material bearing" on HIH's decision to
proceed and seeks redress for "consequential losses leading" to
HIH's collapse.

The suit is heavily influenced by evidence submitted to the HIH
royal commission, including an independent report by an outside
expert, John Palmer.  

During the commission's probe into HIH's collapse, Mr. Palmer
said that from the time insurance licenses were introduced in
1974, "it seems likely that the FAI companies should not have
been allowed to carry on an insurance business in Australia."

Mr. McGrath told the paper Wednesday that the government claim
had been filed but would not be served until after the royal
commission ends its probe in February next year.

NEW TEL: Operations Division First Casualty in Redundancy Plan
Troubled Perth-based telecom, New Tel, unveiled recently a plan
to outsource its operations in order to stave off

Managing director Peter Malone announced Wednesday that a
majority of the firm's operational roles would soon be handled
by Sydney-based independent fixed-wire services group, RSL Com
Partners Pty Ltd, and Optus' mobile offshoot, RSL Com Mobile.  

The two unrelated companies, which separately took fixed and
floating charges over New Tel's assets last week, will provide
operational services and infrastructure for the company.

Despite its sweeping outsourcing of its telecommunications
operation, Mr. Malone claimed in his statement that the company
was continuing its strategic program as a full service
telecommunications carrier.

The West Australian says it is not clear whether New Tel will
maintain its own sales team to continue to sell products with
the New Tel brand.  Most of its 206 operational staff are based
in Sydney, with four based in Perth and six or so in both
Melbourne and Brisbane, the paper said.  New Tel has about 14
staff at its Osborne Park headquarters in corporate, finance,
administrative and secretarial roles.

In other developments, West Perth-based financier Ledge Finance
lodged a fixed and floating charge over New Tel's assets on
Monday. Details of the debt secured by the charge were not yet
available, The West Australian said.  Ledge chief Phil Botsis
refused to discuss his company's relationship with New Tel.

WATER WHEEL: Defense Claims ASIC Failed to Prove Case
The trial of businessman John Elliott and former Water Wheel
managing Bernard Plymin ended Wednesday with the resting of the
case by the defense.

According to The Age newspaper, Michael Wyles, who represents
Mr. Elliott in the case, told the Victorian Supreme Court in his
closing submissions that the Australian Securities and
Investments Commission had failed to prove its case.  In
addition, he also pointed out that corporate regulator did not
have the constitutional power to prosecute the insolvent trading
case in Victoria.

Misters Elliott and Plymin are accused of allowing the company
to trade after mid-September or early October 1999 when,
according to ASIC, the stockfeed and grain milling group could
no longer meet its debts.  ASIC wants the directors banned from
managing companies, fined and ordered to pay about AU$5 million
compensation to unsecured creditors.

The landmark civil prosecution took three months to complete,
says the paper.  Water Wheel was placed into administration on
February 16, 2000.

The paper did not say when the decision will be due.

C H I N A   &   H O N G  K O N G

CK LIFE: Burgeoning Net Losses Expand 63% in Last Nine Months
Net losses at Li Ka-shing's biotechnology arm, CK Life Sciences
International (Holdings), swelled 63.51% year on year in the
nine months to September 30.  CK Life Sciences, which listed on
the Growth Enterprises Market in July, reported a net loss of
HK$60.44 million, up from HK$36.96 million over the same period
last year.

Loss per share was 1.11 HK cents, compared with 0.72 HK cents
previously. Turnover amounted to HK$1.88 million.  The company
said Wednesday sales of its only commercial product, the
fertilizer NutriSmart, to Australia, its biggest market,
generated revenue of HK$949,000, followed by sales to Malaysia
totaling HK$721,000.

The company generated sales of only HK$11,000 in Hong Kong.  
Staff costs climbed 140.78% to HK$49.02 million from HK$20.35
million a year ago.  However, the company said its net loss for
the three months to September 30 had narrowed to HK$11.07
million from HK$14.64 million for same period last year.

PRO-SUCCESS TRADING: November Hearing on Wind Up Petition Set
The High Court of Hong Kong will hear on November 27, 2002 at
9:30 in the morning the petition seeking the wind up of Pro-
Success Trading Company Limited.

Lai Kai Wun of Room 1425, Leung Chi House, Leung King Estate,
Tuen Mun, New Territories, Hong Kong brought the petition on
September 25, 2002.  Tam Lee Po Lin, Nina represents the

Creditors and other interested parties are encouraged to attend
the hearing.  They only need to notify in writing Tam Lee Po
Lin, Nina, which holds office at the 27th Floor, Queensway
Government Offices, 66 Queensway, Hong Kong.


BANK DANAMON: Next on Auction Block as Parliament OKs Stake Sale
The government has approved the plan to sell Bank Danamon's
majority stake, a requirement tied to the US$5 billion loan
program granted by the International Monetary Fund, Reuters said

"Commission Nine and the government have agreed on the
divestment of Danamon. The mechanism is up to the government,"
said Max Moein, head of the parliamentary commission in charge
of the country's financial affairs, during a hearing early this

According to Syafruddin Tumenggung, head of the Indonesian Bank
Restructuring Agency, the commission has suggested that the
government first sell a 51% stake through a strategic sale
before holding an initial public offering.  Only a maximum of
20% of the company should be offered through the IPO, he said.

IBRA took hold of 99.36 percent of Danamon following a
government-led bailout of the bank in the wake of the Asian
financial crisis in the late 1990s.  Mr. Tumenggung said the
sale will be completed by March 2003.

The agency had originally planned to sell a maximum stake of
79.4 percent, but the commission only approved a ceiling of 71%.  
IBRA did not say why the parliament approval was smaller.

The approval of Danamon's sale follows the recently completed
51% takeover by Commerce Asset-Holding Bhd of mid-sized Bank
Niaga.  The Malaysian investor paid US$115 million for the

Proceeds of the sale of Danamon and Niaga will be used to plug
the government's burgeoning budget deficit.

BANK NIAGA: CAHB's Acquisition of Majority Stake Complete
Commerce Asset-Holding Berhad (CAHB), one of the leading
financial conglomerates in Malaysia, signed a Sale and Purchase
Agreement with the Republic of Indonesia, acting through the
Badan Penyehatan Perbankan Nasional (the Indonesian Bank
Restructuring Agency, (IBRA) to acquire approximately 51%, of
the issued and paid-up capital of PT Bank Niaga Tbk (Niaga).

Under the proposed terms, CAHB will pay IDR26.5 per Niaga share,
valuing the 51% stake at IDR1,057.35 billion or US$120 million,
equivalent to a P/BV multiple of 1.48x based on Niaga's June
2002 unaudited financials.

The shares will be acquired by CAHB free from all liens,
pledges, charges, mortgages and other encumbrances and with all
rights attached thereto on the date of the SPA.

Company officials view the transaction as a groundbreaking
development that will enhance greater economic integration and
inter-dependence among ASEAN members, especially with the onset
of AFTA.

The transaction is the first cross-border financial institutions
acquisition in Asia involving majority control in 2002.

It is also the first acquisition of an Indonesian bank by a
financial institution after the 1997-1998 Asian financial
crisis. CAHB was advised by JPMorgan and CIMB for the

CAHB's acquisition of Niaga is expected to create one of the
leading financial institution platforms in both Malaysia and

With a strong platform and cultural affinities, the new
franchise will be positioned to take advantage of future growth
in the retail and consumer sectors as well as in inter-ASEAN
trade flows.

"As the ASEAN region liberalizes and member nations move towards
greater economic integration and interdependence, we expect a
significant increase in trade and investment flows in the
region," said Dr. Rozali Mohamed Ali, director of CAHB and the
Managing Director/Chief Executive Officer of Bumiputra-Commerce

"At this juncture it is important to position CAHB strategically
to be an integral part of the region's recovery and growth.

"Indonesia offers us a burgeoning retail and consumer market
where we can apply our experience gained in Malaysia, while
Niaga offers us a superior customer franchise with high brand
recognition and a reputation for service and stability."

Niaga is the ninth largest bank in Indonesia with assets of over
US$2.7 billion as of June 30, 2002. It has a distribution
network of 144 branches as well as 186 ATMs.

Niaga's attractive franchise and solid operating platform widely
recognized and the bank has been accorded Far Eastern Economic
Review's award for one of "Asia's Leading Companies" as well as
AsiaMoney's award for one of Asia's "Best Managed Companies".

Niaga was also awarded the "Leading Good Corporate Governance
Award" from the Jakarta Stock Exchange in 2001.

"The Niaga acquisition is a truly unique opportunity. Through
progressive two-way knowledge-transfers and the increased
integration of the two franchises, CAHB will be able to realize
significant revenue enhancements and cross-selling
opportunities. The acquisition will position CAHB with strong
foundations in two of the region's most important markets, with
a recognizable focus on customers and quality," Dr. Rozali

The acquisition of the Niaga franchise is an attractive
proposition for CAHB from both a strategic and financial
perspective. CAHB's investment in Niaga represents 5.4% of
CAHB's market capitalization and 6.9% of CAHB's total equity as
of June 30, 2002. . Nevertheless, Niaga is expected to have a
positive financial impact on CAHB.

About CAHB:

CAHB is a leading financial conglomerate and the second largest
banking group in Malaysia. CAHB has a market capitalization of
over US$2.2 billion as at November 8, 2002, and is among the
fifteen largest listed stocks on the Kuala Lumpur Stock
Exchange. With total group assets of almost US$21 billion (as at
June 30, 2002), the CAHB Group comprises almost 15% of the total
assets in the Malaysian banking sector. In addition, the CAHB
Group has offices in most major global and regional financial
centers including London, Tokyo, Hong Kong and Singapore.

Here are some highlights of the acquisition that is expected to
create leading regional banking franchise in Southeast Asia:

* CAHB will acquire 51% of PT Bank Niaga for Rupiah 1,057
billion (about US$120 million).

* Platform and cultural affinities will make the enlarged
company one of the leading banking groups in Indonesia and
Malaysia, a groundbreaking development which positions CAHB
attractively to benefit from greater economic integration and
inter-dependence among ASEAN members.

* The acquisition is a landmark cross-border deal in 2002.

* The acquisition is the first cross-border financial
institutions acquisition in Asia in 2002 involving majority

* It is the first acquisition of an Indonesian bank by a
financial institution after the 1997-1998 Asian financial

* CAHB was advised by JP Morgan and CIMB.

* CAHB is positioning itself as a leading player in the
Southeast Asian financial sector, well placed to play an
integral part of the region's recovery and growth.

* Indonesia offers a growing retail and consumer market where
CAHB can apply its experience gained in Malaysia.

* PT Bank Niaga offers a customer franchise with high brand
recognition and a reputation for service and corporate


Headquarters: Graha Niaga, Lt. 5, Jl. Jend. Sudirman Kav 58,
Jakarta 12190


Principal Executives:

Prof. Sukanto Reksohadiprodjo, President Commissioner
Gunarni Soeworo, Vice-President Commissioner
Peter B. Stok, President Director

Total Assets (June 2002)
(Unaudited): Rp. 23,896 bn (US$ 2.7 bn)

Total Loans (June 2002)
(Unaudited): Rp. 8,690 bn (US$ 997 mm)

Total Deposits (June 2002)
(Unaudited): Rp. 20,171 bn (US$ 2.3 bn)

Fiscal Year Net Profits

(June 2002, annualized)
Unaudited: Rp.112.8 bn (US$ 13.0 mm)

Total NPL/Gross Loans (June 2002)
Unaudited: 6.60%

Total Capital Adequacy Ratio (June 2002)
Unaudited: 17.03%

Principal Affiliates

* Niaga Securities
* Niaga Asset Management
* Niaga Finance
* Saseka Gelora Finance
* Niaga International Factors

Total Staff (June 2002): 3,413
Date of Establishment: September 26, 1955


Niaga is the 9th largest bank in Indonesia by assets and a
leading retail institution with an extensive network of
approximately 144 branches and service outlets across the
country. Niaga has set several key milestones in its history.
These include pioneering the use of ATMs in Indonesia in 1987
and developing the "Niaga 2001" operating system in 1997; "Niaga
2001" has been fully implemented since 1999 and currently acts
as the technological and operating backbone of the Bank.

          PHONE: (+603) 2093-5333


ASAHI KASEI: Revised Pension Fund Accounting Causes Huge Loss
Leading chemical company Asahi Kasei reported Wednesday group
net losses of 40.28 billion yen in the fiscal first half to
September 30 due to a 126.00 billion yen in pension-related one-
time losses.

The latest figure reverses the profit of 3.06 billion yen
recorded a year earlier.  The company blamed changes in
accounting calculations on pension liabilities as primary reason
for the negative figure.

SOFTBANK CORPORATION: Wants Local Investors to Retain Majority
Softbank Corp is considering giving up some of its shareholdings
in Aozora Bank so that domestic shareholders will retain a
majority stake in the successor to the failed Nippon Credit

"We want to find a settlement which not only buyers but also the
Financial Services Agency (FSA) and other shareholders can
generally accept," Softbank President Masayoshi Son told Japan
Today on Wednesday.

In September, the company floated three foreign firms -- French
bank BNP Paribas, U.S. investment fund Cerberus Group and U.S.
private equity fund Loan Star Fund -- as possible stake buyers.

The move would lessen the Company's stake in Aozora to less than
20 percent compared to the current 48.8 percent. It will remain
the top shareholder in the bank, ahead of Orix Corp. and Tokio
Marine & Fire Insurance Co., which both own 14.9 percent.

Softbank expects proceeds of 35 billion yen from the deal.

The bank initially considered unloading its entire investment to
cut massive debts and put aside funds for its mainstay Internet-
related businesses.

But the Financial Services Agency took issue with the proposed
sale because the government sold Aozora Bank shares on the
condition they are held over a longer period.  Softbank has
agreed to hold its shares in Aozora Bank for at least two years.

The Company posted a net loss of 88.76 billion yen in the year
ended in March, versus a profit of 36.63 billion yen a year
earlier, because of soured overseas investments and the steep
costs of setting up its ADSL business.

Moody's recently affirmed its "B1" long-term debt rating.


HYNIX SEMICONDUCTOR: Lack of Funding May Cause Factory Closure
Problems in obtaining fresh funding may force creditors of Hynix
Semiconductor Inc to halt the company's production of chips at
several outdated fabrication lines, Yonhap news agency said,
citing an unnamed creditor official.

Hynix currently has five plants producing DRAM chips, five
producing non-memory system ICs and three both memory and non-
memory chips, it reported.  Of the total, two have not been
operating normally, and one or two others are outdated.

"Some outdated fabs need fresh investments, but it's difficult
to expect new loans from creditors. We are cautiously
considering suspending (some outdated fabs) as it's difficult to
produce normally without creditors' fresh aid," the official was
quoted as saying.

HYNIX SEMICONDUCTOR: Date for Creditors Meeting Still Unknown
There's still no date set for the creditors meeting where the
restructuring plan drafted by the Deutsche Bank will be
presented and discussed.

Earlier, Yonhap news agency cited an unidentified creditor bank
official as saying that the KEB will brief creditors on details
of restructuring plans drawn up by financial advisor Deutsche
Bank next week.

"We have yet to fix the date for the meeting, though we are
trying to hold a meeting by the end of the month," a spokesman
for Korea Exchange Bank told AFX-Asia early this week.  KEB is
Hynix's largest creditor.


KEDAH CEMENT: Posts Entitlement Notice
EX-date: November 28, 2002  
Entitlement date: December 2, 2002  
Entitlement time: 05:00:00 PM  
Entitlement subject: Others
Entitlement description:

Share Exchange under the KCHB Scheme of Arrangement where
pursuant to Section 176 of the Companies Act, 1965, in
consideration of the payment of RM216,683,488 from Malayan
Cement Berhad, EON Capital Berhad (ECB) shall allot and issue
94,787,685 new ordinary shares of RM1.00 each in ECB (ECB
Shares) at RM2.58 per ECB Share credited as fully paid-up to the
KCHB Shareholders other than M-Cement Sdn Bhd (KCHB Minority
Shareholders) on the basis of one (1) new ECB Share for every
one (1) KCHB Share originally held by the KCHB Minority

Period of interest payment: to  
For year ending/Period ending/ended:

Share transfer book & register of members will be closed from
(both dates inclusive) for the purpose of determining the
entitlements: December 2, 2002 to December 2, 2002

Registrar's name ,address, telephone no:

Securities Services (Holdings) Sdn Bhd, Level 22, Menara
Milenium, Jalan Damanlela, Pusat Bandar Damansara, Damansara
Heights, 50490 Kuala Lumpur
Tel. No.: 03 2095 7077

Payment date:

(a) Securities transferred into the Depositor's Securities
    Account before 12:30 pm in respect of ordinary transfers:
    December 2, 2002

(b) Securities deposited into the Depositor's Securities Account
    before 12:30 pm in respect of securities exempted from
    mandatory deposit: November 28, 2002

(c) Securities bought on KLSE on a cum entitlement basis
    according to the Rules of the KLSE.

Number of new shares/securities issued (units) (If applicable):  
Entitlement indicator: Ratio
Ratio: 1:1

KUB MALAYSIA: New CEO to Use Renowned Methods to Revamp Firm
Che Khalib Mohamed, the new CEO of struggling KUB Malaysia Bhd
is expected to announce sweeping changes in the coming months,
say analysts, citing his reputation for cutting excess from
floundering companies.

Analysts, interviewed by The Edge Daily recently, believe that
Mr. Che Khalib will likely trim a number of KUB's loss-making
subsidiaries. This may include its virtual university, which has
yet to generate profits; its plantation unit, a business that is
totally alien to the company; its manufacturing arm, which has
incurred losses since day one; and its liquid petroleum gas

They believe that the businesses likely to be kept and turned
around are the fast food unit, its telecommunications division
and its steel pipe manufacturing works.

The observers say Mr. Che Khalib is known for his quick clean-up
jobs in organizations such as Renong Bhd.  They believe the
sweeping changes will be announced after the Hari Raya
celebrations.  Sources say there may be a lot of casualties when
he starts the cleanup.

The paper says KUB has been reporting losses since it was listed
in 1997, except for 1999 when it received a cash pile of RM800
million for its stakes in Sime Bank Bhd and RHB Bank Bhd.  Of
the RM800 million in cash and deposits, Mr. Che Khalib is now
only left with about RM115 million to work with.  The remnants
of that hoard are also being whittled away fast, with KUB
declaring a wider pre-tax loss for the first half ended June 30.

For the six months, the company's pre-tax loss widened to RM37.4
million from RM22.1 million. Its turnover was RM198.74 million,
way off its optimistic forecast of RM600 million.

Mr. Che Khalib's appointment follows the mass resignation of the
company's directors.  Industry pundits blame the company's
flawed diversification plan for its woes.

"Not one of KUB operations is a market leader in its own right,
some may require more capital injection," one analyst told The
Edge Daily.

In the telecommunication sector, its KUB Fujitsu
Telecommunications Sdn Bhd had incurred pre-tax losses of RM3.3
million. Its main job, a contract with Telekom Malaysia Bhd, is
almost completed and there are no signs of new contracts coming

The paper says the firm's 60 percent unit Tele Dynamic Sdn Bhd
has experienced falling sales due to intense competition and
slower demand from computer products. Losses in KUB's telco
divisions have been exacerbated, as the company has maintained
staff strength despite lack of work.

In the LPG business, intense competition and increasing prices
have caused major setbacks for the company. Although losses
narrowed to RM700,000 as at the end of June 30, marketing costs
would eat up future profits, the paper said.

SOUTH MALAYSIA: Regulator Grants Extension on Corporate Exercise
Further to the announcement on October 4, 2002 made by Alliance
Merchant Bank Berhad on behalf of South Malaysia Industries Bhd,
the bank is pleased to announce that the Securities Commission,
via its letter dated November 11, 2002, has approved the
extension of time for the completion of Corporate Exercises to
December 31, 2003, as proposed.  This Corporate Exercise
consists of a bond and debt restructuring component, including
replacement of warrants.


The Company, which was originally engaged primarily in the
manufacture and trading of assorted metal wire and zinc sheets,
began diversifying its activities in 1984.  In 1989, the
manufacture of galvanised iron sheets was terminated due to
continued shortages of raw materials and escalating import
costs.  The manufacture of wire-mesh also ceased.

The principal activity of SMI thereafter changed to that of
property development with the acquisition of Perantara
Properties Sdn Bhd and Kuchai Entrepreneurs Park in 1993.

In 1994, the Company entered into various JVAs in China, dealing
mainly with the leisure and entertainment industry. This helped
launch SMI into the international scene. In the process of
expanding its entertainment business, the Company acquired a 70%
equity stake in UA Cineplex Holdings Sdn Bhd (UA).

In November 2000, the Company unveiled its comprehensive debt
restructuring and capital raising exercises. The proposals were
revised on February 16, 2001 to incorporate a share premium
reduction exercise and restructure, additional loan and
liquidated damages. BNM and FIC approved the proposals on
January 22, 2001 and February 19, 2001 respectively. Currently,
approvals from its lenders, shareholders, the High Court and the
SC are still pending.

                     Jalan Ibrahim
                     80000 Johore Bahru
                     Tel: 07-2241088
                     Fax: 07-2238988

TENAGA NASIONAL: Ups Bond Issue to US$350M Due to High Demand
The US$350 million, five-year guaranteed exchangeable bonds of
Tenaga Nasional Bhd have been oversubscribed two times, says The
Edge Daily.

In an interview with the paper, Tenaga Chairman Datuk Jamaludin
Jarjis disclosed Wednesday that the base deal size was upsized
from US$300 million to US$350 million due to the strong demand.

He said over 50 investors representing outright, fixed income
and convertible bond investor types participated in the deal,
with a geographical split of 20 percent to Asia, five percent to
the US and 75 percent to Europe.

"Robust demand from Malaysian offshore accounts took up a large
part of the Asian demand," Mr. Jamaludin told a press
conference. The issue is attached with a coupon rate of 2.625
percent per annum payable semi-annually in arrears.

The paper says the bonds could be exchanged for Tenaga shares at
RM10.15, being a 16 percent premium to the five-day volume
weighted average share price to November 12 of RM8.76. The
exchange price will be adjusted once on August 20, 2005.  
Assuming full conversion, the bonds will represent about five
percent of Tenaga's enlarged equity.

As announced earlier, the maximum dilution to existing
shareholders upon full conversion and exchange of the guaranteed
exchangeable bonds and the ringgit-denominated convertible
securities is 9.09 percent.

The paper says Tenaga has also granted the joint book-runners,
JP Morgan and Commerce International Merchant Bankers Bhd
(CIMB), the option to purchase an additional US$50 million of
the guaranteed exchangeable bonds.

The proceeds will be used to pay down Tenaga's foreign currency
debt maturing from 2004 onwards. Upon conversion, it will be
able to reduce its overall gearing as well as increase its free
float and liquidity, the report says.


NATIONAL STEEL: Investors, Creditors Come to Terms on Debt Plan
Shareholders and creditors of National Steel Corporation (NSC)
are believed to have concluded debt-restructuring negotiations
in Kuala Lumpur Wednesday, says Business Times.

According to the paper, majority shareholder, Hottick Investment
Ltd, a Malaysian-controlled company based in Hong Kong and
creditors like the Philippine National Bank were among those
present during the agreement signing in Malaysia.

Citing an unnamed official Pengurusan Danaharta National Bhd,
the trustee of NSC's majority shares owned by Hottick
Investment, the paper said the agreement will slash NSC's debt
to a more manageable PHP2 billion from PHP18 billion pesos
through a debt-to-equity swap.      

Danaharta is said to have agreed that Hottick reduces its stake
in NSC to 20 percent from 82.5 percent to allow creditor banks
led by Philippine National Bank to take control. In exchange,
Danaharta will have a say in the disposal of major assets of NSC
that will be sold at less than 80 percent of their appraised
value, the paper said.

Business Times says Danaharta is a creditor to Hottick after the
latter defaulted on loans worth RM3.1 billion taken from four
Malaysian banks -- Bank Bumiputra and Bank of Commerce (now
known as Bumiputra-Commerce Bhd), Malayan Banking Bhd and RHB
Bank Bhd.  The loans were later absorbed by Danaharta in its
move to restructure the country's corporate debt following the
1997 Asian financial crisis, the paper said.  

The restructuring is expected to pave the way for the re-opening
of the steel mill, which was closed in 1999 due to losses
arising from competition and high interest expenses, the paper

NSC has liabilities totaling PHP19.1 billion, of which PHP9.59
billion were owed to secured creditors and PHP6.38 billion to
other bank creditors.  The national steel-maker also owes the
Philippine Government PHP1.7 billion, its employees PHP675
million and other creditors PHP811 million.

Besides PNB, the other NSC creditors are Allied Banking Corp,
Land Bank of the Philippines, United Overseas Bank Philippines,
Global Banking Corp, Bank of Commerce, China Banking Corp,
Equitable PCI Bank, Rizal Commercial Banking Corp, Traders Royal
Bank, United Coconut Planters Bank, Urban Bank, Credit Agricole
Indosuez and Wise CITCO, the report said.


BANGKOK BANK: Recovers THB2 Billion Assets from Ex-treasurer
Bangkok Commercial Asset Management (BAM) has seized a total of
THB2 billion worth of properties from the former treasurer of
failed Bangkok Bank of Commerce, Rakesh Saxena, the Bangkok Post
reported recently.

BAM president Bunyong Visatemongkolchai said the assets,
recovered thus far, include nearly 100,000 shares (a 10% stake)
in Movenpick Co, a hotel and food firm. BAM is now in the
process of auctioning the shares.

"The stake in Movenpick was found from the investigative
process, not from the pledged collateral. However, as the size
of the stake accounts for almost 10% in Movenpick, it is
important for us to consider the best timing to sell the asset
so that the price of the asset will not be adversely impacted,"
he said.

The market price is now about 500 Swiss francs per share, down
from 700 Swiss francs in the previous year, the paper said.

The second asset is an apartment in Cannes along the French
Riviera, which had an appraised value of 63.58 million French
francs. The apartment is being offered for sale or rent, with
the deal to be sealed by the end of next year, the paper added.

A third asset is cash worth 70-80 million baht gained from
enforcing bills of exchange. BAM is in the process of taking
transfers of the cash, the paper said.

Mr. Saxena, who is fighting extradition to Thailand in Canada,
was accused of embezzling billions of baht from the BBC, which
collapsed and was taken over by the government in 1996.

TPI POLENE: Petition for Prachai's Removal Boasts Huge Support
About 80% of creditors are allegedly in favor of ousting Prachai
Leophairatana as chief executive and restructuring plan
administrator of TPI Polene, Business Day said Wednesday.

The creditors are expected to formally inform the Central
Bankruptcy Court about their decision in a letter that will be
submitted within the week.

"All the necessary procedures are expected to be completed
[Wednesday] and we hope to send the letter to remove Prachai
soon thereafter," said an unnamed creditor in an interview with
Business Day.

Mr. Prachai is currently managing the company's restructuring
efforts, which consists of US$1.2 billion of debts owed to
various creditors.  The paper says creditors have been waiting
for the implementation of the restructuring process, which
involves equity raising by the company of at least US$180
Mr. Prachai earned the ire of the creditors when he cancelled a
memorandum of understanding to sell a 77 percent stake in TPI
Polene to Siam City Cement, Thailand's second largest cement
producer.  The bidder, partly owned by Switzerland-based Holcim,
had offered US$375 million for the stake.
In defending his decision, Mr. Prachai has maintained that the
deal was not fair and said that he would rather go for a public
offering and sell shares to general public than to sell to a
strategic investors.

Creditors, who have been waiting for years to get their money
back, said they were not happy with the delaying tactics used by
Mr. Prachai and therefore decided to remove him from office.

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

Troubled Company Reporter -- Asia Pacific is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Trenton, NJ
USA, and Beard Group, Inc., Washington, DC USA. Lyndsey Resnick,
Larri-Nil Veloso, Maria Cristina Pernites-Lao, Editors.

Copyright 2002.  All rights reserved.  ISSN: 1520-9482.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without
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                 *** End of Transmission ***