/raid1/www/Hosts/bankrupt/TCRAP

/raid1/www/Hosts/bankrupt/TCRAP_Public/031211.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 Thursday, December 11, 2003, Vol. 6, No. 245 Headlines A U S T R A L I A AUSTRALIAN MAGNESIUM: Restructures Queensland Magnesia AUSTRALIAN MAGNESIUM: Largest Shareholder Abandons Ship MAYNE GROUP: Gets Tentative FDA Approval for Fluconazole C H I N A & H O N G K O N G CHINA MOTION: Back in Red as Tariff Cuts Eat up Profit DRAGON BEST: Faces Winding up Petition in High Court GOLD POWER: Hearing of Winding up Petition December 24 GOLD PREMIUM: Winding up Hearing Set December 24 LINK SCORE: High Court to Hear Winding up Petition December 24 I N D O N E S I A HANJAYA MANDALA: Raised to 'B+' as Financial Profile Improves SEMEN GRESIK: Re-hires Ernst & Young to Audit 2002 Books SEMEN GRESIK: Sales Slip 4.6% in First 10 Months TELEKOMUNIKASI INDONESIA: 'B+' Ratings Affirmed; Outlook Stable J A P A N ASHIKAGA FINANCIAL: Shareholding Firms May Downgrade Earnings KOKUNAI SHINPAN: JCR Downgrades Rating to J-3 MITSUBISHI MOTORS: May Sell Truck Unit to DaimlerChrysler NIPPON TELEGRAPH: Cutting Pensions to Ease Y600B Shortfall RESONA HOLDINGS: ACS Aims to Acquire 100% Stake K O R E A DAEWOO MOTOR: Poland Treasury Seek Investors for Troubled Plant HANBO IRON: Tata Denies Acquisition Rumors LG CARD: Templeton Raises Stake to 11.35% M A L A Y S I A AMSTEEL CORPORATION: Unveils 28th AGM Results EPE POWER: Court OKs Capital Reduction Proposal NCK CORPORATION: Court Set Hearing to February 24 RHB CAPITAL: Post Changes in 2003 Annual Report SRI HARTAMAS: Unit Appoints Special Administrators SRI HARTAMAS: Unveils Winding Up of Subsidiary TONGKAH HOLDINGS: Issues Notice to Warrant Holders P H I L I P P I N E S BANK OF COMMUNICATIONS: Tan, Sy Extend P3B Assistance MANILA ELECTRIC: Sets 42 Major Projects in 2004 NATIONAL BANK: Clarifies Php44M October Net Loss Report NATIONAL POWER: Bidding for Pinamucan Power Plant Transfer Fails UNITED COCONUT: Seeks Idle Asset Sale Proposal From Advisers S I N G A P O R E ASIA PULP: IBRA Offers Assets in Strategic Asset Sales Program BO FUNG: Issues Dividend Notice CHARTERED SEMICONDUCTOR: Raises Fourth Quarter Guidance KIM HUAT: Petition to Wind Up Pending INTRACO LIMITED: Unit Discharges Receiver, Manager MELANDAS CASA: Issues Winding Up Order Notice PCI LIMITED: Voluntary Winding Up of Dormant Unit PONGGOL MARINA: Winding Up Hearing Set January 9 TICALOA PTE: Releases Dividend Notice - - - - - - - - ================= A U S T R A L I A ================= AUSTRALIAN MAGNESIUM: Restructures Queensland Magnesia ------------------------------------------------------ QMC Finance Pty Ltd, a wholly owned subsidiary of Australian Magnesium Corporation Ltd, has commenced a program to restructure some of its foreign currency hedge contracts, associated with the QMAG business. To date, AU$3 million has been generated from this exercise and will be used to supplement existing funds to meet QMAG short-term obligations. New currency hedges have been put in place to reinstate the hedge book position at the current forward rates. QMAG has a fully drawn limited recourse debt facility with ANZ of AU$65.25 million. This debt is guaranteed by Newmont Mining Corporation (NMC). As noted in the Acting Chief Executive Officer's address at the company's AGM, this debt position is not sustainable in the long-term. While the underlying business basis of QMAG remains sound, the future viability of the QMAG business is dependent on restructuring the debt facility in the coming months. AMC will continue discussions with NMC and ANZ on working capital and debt restructuring issues pertaining to QMAG. AUSTRALIAN MAGNESIUM: Largest Shareholder Abandons Ship ------------------------------------------------------- Newmont Mining Corp Ltd, the largest shareholder of Australian Magnesium Corp Ltd, will sell its 26.7% stake in the troubled miner to Magtrust Pty Ltd in two installments. According to Asia Pulse, the first installment consisting of 19.9% of Australian Magnesium's shares was sold Monday. The remaining stakes will be sold December 18, subject to exemption by Australian Securities & Investments Commission of the takeovers provisions of the Corporations Act. Under the deal, Magtrust will hold the shares under a deed trust while it searches for a buyer to support its objectives to develop a magnesium business. The departure of Newmont is "a further knock to beleaguered shareholders, who just two weeks ago at the annual general meeting were assured of Newmont's commitment to [the company] by the mining giant's board appointee, Ken Williams," Asia Pulse said. After booking a loss of AU$813 million (US$600.16 million) in 2002/03 and failing to secure a cornerstone investor, the company decided to mothball the Stanwell magnesium plant near Rockhampton in central Queensland. Shareholders at the AGM approved the proposal, giving the board time to focus on a restructure plan to salvage its intellectual property and investigate other magnesium alternatives. "The thing that worries me about this is not what they say, but what they don't say," Australian Shareholders Association Spokesman Phil Wright told Asia Pulse. "Obviously Newmont is very keen to distance themselves, so distant in fact they are giving their shares away." MAYNE GROUP: Gets Tentative FDA Approval for Fluconazole -------------------------------------------------------- Mayne Group Limited has announced that the U.S. Food and Drug Administration (FDA) had granted tentative approval for the company's Abbreviated New Drug Application for fluconazole mini bags in 100 ml and 200 ml presentations. Fluconazole is used for the treatment of systemic fungal infections. Patent protection for the raw material expires in early calendar 2004. Should Pfizer's branded product [Diflucan (R)] receive a 6-month pediatric extension, final approval and Mayne's launch date of fluconazole is expected to occur by August 2004. The fluconazole mini bags are generic equivalents to Diflucan (R), which generates annual sales of approximately US$200 million. Tentative approval from the FDA was achieved within 12 months of acquiring the rights to fluconazole from Baxter Healthcare Corporation. Fluconazole will be a strong addition to Mayne's business in the U.S. and further enhance the range of oncology and hospital- specific specialty products sold in the region. Mayne Group Limited is listed on the Australian Stock Exchange and has businesses in pharmaceuticals (the manufacture of injectable and oral pharmaceuticals for distribution to more than 50 countries), health services (pathology, diagnostic, imaging, medical centers, pharmacy services) and health-related consumer products. For more information contact: Media Inquiries Rob Tassie Phone: 03 9868 0886 Mobile: 0411 126 455 Investor Inquiries Larry Hamson Phone: 03 9868 0380 Mobile: 0407 335 907 ============================== C H I N A & H O N G K O N G ============================== CHINA MOTION: Back in Red as Tariff Cuts Eat up Profit ------------------------------------------------------ Despite booking a slightly higher turnover, China Motion Telecom International reported a HK$27.38 million net loss in the first half, according to South China Morning Post. The company blamed the cutthroat competition in the IDD business as the main culprit for the slide, along with initial losses from its mobile virtual network operation (MVNO). The MVNO business is a mobile service offered by the company by leasing capacity from other network operators. The price war in the mobile sector has lengthened the company's investment payback period from two years to between 3 and 4 years. Turnover at the half reached HK$386.5 million, 9% higher than last year's HK$353.6 million in the same period. But tariff cuts from between 3 and 4 U.S. cents per minute at the beginning of the year to about 1 cent placed the company in the red. Last year the company booked a HK$5.14 million net profit. DRAGON BEST: Faces Winding up Petition in High Court ---------------------------------------------------- The High Court of Hong Kong will hear on December 24, 2003 at 10:00 a.m. the petition seeking the winding up of Dragon Best Development Limited. Ho Yin Ping of Room 1929, 19/F., Sau Yuen House, Chuk Yuen South Estate, Kowloon, Hong Kong filed the petition on November 10, 2003. Tam Lee Po Lin, Nina represents the petitioner. 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 on the 34th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai Hong Kong. GOLD POWER: Hearing of Winding up Petition December 24 ------------------------------------------------------ The High Court of Hong Kong will hear on December 24, 2003 at 9:30 a.m. the petition seeking the winding up of Gold Power Properties Decoration Limited. Au Pak Chiu of 16A, 3/F., Tak Cheong Lane, Yaumatei, Kowloon, Hong Kong filed the petition on November 5, 2003. Tam Lee Po Lin, Nina represents the petitioner. 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 on the 34th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai Hong Kong. GOLD PREMIUM: Winding up Hearing Set December 24 ------------------------------------------------ The High Court of Hong Kong will hear on December 24, 2003 at 9:30 a.m. the petition seeking the winding up of Gold Premium Development Limited. Chan Leung of Room 1625, 16/F., Choi Chu House, Choi Yuen Estate, New Territories, Hong Kong filed the petition on October 31, 2003. Tam Lee Po Lin, Nina represents the petitioner. 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 on the 34th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai Hong Kong. LINK SCORE: High Court to Hear Winding up Petition December 24 -------------------------------------------------------------- The High Court of Hong Kong will hear on December 24, 2003 at 9:30 a.m. the petition seeking the winding up of Link Score Development Limited. Wong Sui Wai of Flat E, 13/F., Block North, Kam Shek Building, 62, Shek Yam Road, Kwai Chung, New Territories, Hong Kong filed the petition on November 3, 2003. Tam Lee Po Lin, Nina represents the petitioner. 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 on the 34th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai Hong Kong. ================= I N D O N E S I A ================= HANJAYA MANDALA: Raised to 'B+' as Financial Profile Improves ------------------------------------------------------------- Standard & Poor's Ratings Services raised its rating on Indonesian cigarette manufacturer PT Hanjaya Mandala Sampoerna Tbk. (Sampoerna) to 'B+' from B. The outlook is stable. At the same time, the rating on the guaranteed US$65.9 million notes issued by Sampoerna's wholly owned subsidiary, Sampoerna International Finance Co. B.V., was also raised to 'B+' from 'B'. The upgrade reflects continued improvement in Sampoerna's financial profile, despite increasing competition and weaker cigarette sales because of government-implemented price increases over the past two years. In 2002, the company's ratio of funds from operations (FFO) to total debt rose dramatically to 84.8%, from 49.3% in 2001, while total debt to capital was reduced to 29.4% from 42.4%. In addition, the company maintains a strong liquidity position, with cash of Indonesian rupiah (Rp) 1.6 trillion (US$188 million) at Sept. 30, 2003, more than sufficient to cover both short-term debt of Rp15.6 billion and expected capital expenditure in 2004. "Sampoerna's financial profile is expected to improve further over the medium term, as its strong operating cash flow -- averaging Rp1.7 trillion in each of the past three years -- should allow the company to fund debt repayments, working capital needs, and capital expenditures without the need to issue additional debt," said Standard & Poor's credit analyst Erly Witoyo. "Expected improvement in purchasing power and lower raw material prices in the near term should also result in better profitability measures and cash flow generation," he added. The rating on Sampoerna also reflects the company's strong market position, as well as its focused marketing strategy and branding. These strengths are offset by the Indonesian cigarette industry's highly regulated business environment and the company's exposure to the volatility in raw material prices. In addition, Sampoerna faces significant business concentration as it relies on domestic cigarette sales, which contribute more than 90% of its revenues, and on three major brands. The stable outlook reflects the expectation that Sampoerna's strong cash flow generation and liquidity position will allow the company to maintain a moderate financial profile, despite the rising competition and continued regulatory uncertainty of the industry. SEMEN GRESIK: Re-hires Ernst & Young to Audit 2002 Books -------------------------------------------------------- Ernst & Young LLP, which audited the 1999 and 2000 accounts of PT Semen Gresik, will be reappointed to re-audit the cement- maker's 2002 accounts. "We will officially name Ernst & Young auditor before Dec. 30," a senior Semen Gresik official told Dow Jones in an interview. The auditing firm's past relations with Gresik is the main reason for its reappointment, according to the official. KPMG LLP and PricewaterhouseCoopers were the other candidates considered by the company. The stock exchange in Jakarta earlier this month said it will suspend Gresik if it fails to appoint a new auditor for its 2002 accounts by December 30. Semen Gresik shareholders in May asked the company to appoint a new auditor after Deloitte Touche Tohmatsu gave an adverse opinion on Gresik's 2002 consolidated accounts due to unaudited financial figures from Gresik's unit, PT Semen Padang. Based in the West Sumatra province, Semen Padang demanded it be spun off from the rest of Semen Gresik. Local management last year barricaded their offices and refused to hand over 2002 financial statements to Semen Gresik executives. Gresik managed to regain control of Semen Padang in September after a local court ordered the incumbent management at Semen Padang to leave the company. SEMEN GRESIK: Sales Slip 4.6% in First 10 Months ------------------------------------------------ A slump in exports pulled down the cement sales of PT Semen Gresik by 4.6% this year, according to Dow Jones. In the first ten months, Indonesia's largest cement maker sold only 11.83 million metric tons as exports slipped 26% to 1.7 million metric tons from 2.31 million last year. Domestic sales, on the other hand, remained unchanged at 10.1 million metric tons. Indonesia's cement producer association recorded a 1.7% drop in national cement sales for the period, down from 29.95 million a year earlier. The company, which is 51%-owned by the government and 25.53% owned by Mexico's Cemex S.A. de CV (CX), did not comment on the sales performance when contacted by Dow Jones. TELEKOMUNIKASI INDONESIA: 'B+' Ratings Affirmed; Outlook Stable --------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B+' rating on P.T. Telekomunikasi Indonesia Tbk. (Telkom), Indonesia's incumbent telecommunications provider, which is 51%-owned by the government. The outlook is stable. Telkom directly controls about 83% of the country's fixed-line market. It also has a leading cellular position in Indonesia, operated by P.T. Telekomunikasi Selular (Telkomsel; B+/Stable/-- ), with the most comprehensive network, covering more than 80% of the population. In the third quarter of 2003, Telkomsel had 8.8 million subscribers, a market share of about 53%. "Although competition in fixed line and cellular is expected to increase in 2004, the company is expected to maintain its strong domestic market position given its extensive network," said Standard & Poor's credit analyst Yasmin Wirjawan in the Corporate and Infrastructure Group. Telkom faces uncertainty in regulation and its joint operating schemes (known as KSO). "There are key regulatory issues to be resolved, particularly in interconnection agreements, tariff- setting mechanisms, and regulation on the range of use and pricing in fixed wireless," Ms. Wirjawan said. In addition, the company still needs to complete the payment for these acquisitions--about US$500 million from 2004-2009. The company is exposed significantly to further depreciation of the Indonesian rupiah because it has 67% of its consolidated debt denominated in foreign currencies, revenues all in local currency, and only about 8% of its U.S. debt hedged through U.S. dollar time deposits. Its ultimate capacity to service foreign currency debt remains vulnerable to the ongoing weakness of the local banking system, the availability of foreign exchange, and volatile exchange rates. Although Indonesian companies face material country risks, reflecting the significant economic and political uncertainties since the Asian currency crisis, there is some insulation because the government in recent years has not sought to impose a debt moratorium or interfered with local companies accessing the foreign exchange markets to service their foreign currency obligations. The company is currently facing uncertainties on its audit statements. Telkom's 2002 financial statement failed to meet U.S. SEC's requirement because its previous auditor was not accredited by the U.S. regulator. PricewaterhouseCoopers was appointed subsequently to re-audit the accounts. Overall, the company expects the likely cumulative effect of the adjustments will be to lower consolidated net income for 2002 by up to 20% and decrease shareholder equity for 2002 by up to 5%. Telkom has low leverage, with net debt to net capital at 30%, while net debt to EBITDA was only 1.0x at Sept. 30, 2003. However, given its high capital commitments and the inclusion of KSO debts, these ratios are expected to rise to about 50% and 1.0x-1.5x. Telkom's stable outlook is based on Standard & Poor's expectation that the company will maintain its strong domestic market position amid increasing competition, and an adequate financial profile for debt servicing in the near-to-medium term, notwithstanding increases in capital expenditure and investments. It is also based on the expectation that the re- audit process will not hurt Telkom's credit profile significantly. ========= J A P A N ========= ASHIKAGA FINANCIAL: Shareholding Firms May Downgrade Earnings ------------------------------------------------------------- The nationalization of Ashikaga Bank is expected to prompt some companies holding shares in Ashikaga Financial Group Inc. to downgrade their earnings for the fiscal half ended September 30, Asia Pulse reported on Tuesday. Tochigi Fuji Industrial Co. on Monday revised the fiscal first- half earnings that it announced on November 7. The Company incurred an appraisal loss totaling 633 million yen on its Ashikaga FG shareholdings and has downgraded its net profit to 17 million yen. The Company now expects to post a net profit of 120 million yen for the full fiscal year ending March 31, down from an earlier estimate of 500 million yen. Achilles Corporation has already downgraded its net profit for the fiscal half to 100 million yen. And Sohgo Security Services Co. and Rheon Automatic Machinery Co. are likely to be advised by their auditors to revise their fiscal first-half earnings as well. KOKUNAI SHINPAN: JCR Downgrades Rating to J-3 --------------------------------------------- Japan Credit Rating Agency (JCR) has downgraded the rating on the CP program of Kokunai Shinpan Co., Ltd. from J-2 to J-3. CP: Maximum: Y30 billion Backup Line: 0 percent Rationale: Kokunai Shinpan is a midsize credit sale Company, having foothold in Kyushu. The quality of assets declined, reflecting an increase in personal bankruptcies. JCR downgraded the rating on the CP program of it from J-2 to J-3, having concern that the burden of credit costs would increase in the future. The number of personal bankruptcies and delinquent receivables are on the rise sharply in the current fiscal year due to deterioration in the external environment. While Kokunai Shinpan is disposing of the unrealized loss on real estate according to the mid-term plan, it would have to bear additional burden of write-offs of bad loans. Thus, Kokunai Shinpan will take longer time than assumed originally to dispose of the non-performing assets using the periodic earnings. MITSUBISHI MOTORS: May Sell Truck Unit to DaimlerChrysler --------------------------------------------------------- Mitsubishi Motors Corporation (MMC) may sell its 42 percent stake in Mitsubishi Fuso Truck & Bus Corporation to DaimlerChrysler AG and Mitsubishi group companies for 100 billion yen, reports the Japan Times. DaimlerChrysler, already the top shareholder in both MMC and Mitsubishi Fuso, plans to turn the truck-making unit into a subsidiary. At present, DaimlerChrysler owns 43 percent of the truck-making unit and 33.7 percent of MMC. Consequently, MMC incurred a group net loss of 80.2 billion yen in the April-September period. The automaker expects to post a group net loss of 11 billion yen for the whole of fiscal 2003. NIPPON TELEGRAPH: Cutting Pensions to Ease Y600B Shortfall ---------------------------------------------------------- Nippon Telegraph and Telephone Corporation (NTT) will reduce payments to 130,000 retired workers and 130,000 employees to ease its 600 billion yen (US$5.6 billion) pension shortfall, according to Bloomberg News on Wednesday, citing NTT spokesman Yo Takahashi. NTT, which pays as much as a 7 percent return on individual pension assets for former employees, will gradually reduce the payment level to a minimum of 3.5 percent for retired workers over the next six years. At that point the pensions will be linked to Japanese government bonds, paying 0.5 percent above the average coupon rate for the preceding three years. RESONA HOLDINGS: ACS Aims to Acquire 100% Stake ----------------------------------------------- Hungarian-born multi-billionaire and financier Gabor Sandor Acs has approached the Financial Services Agency (FSA) to acquire all of the outstanding shares of troubled Resona Holdings Inc. (RHI), the M2 Presswire reports. Under the plan proposed by affiliates and participating investors led by Acs, Advanced Capital Services Corporation (ACS) would acquire 100 percent of Resona Holdings, Inc. (RHI) for US$9 billion in PKPI 6 percent redeemable non voting preferred stock payable to FSA. The BOJ would be required to swap an additional US$9 billion in U.S. Treasury Bills for US$9 billion in PKPI stock from ACS under the proposal. BOJ and FSA would then jointly own US$18 billion in PKPI stock with annual dividends accruing in U.S. dollars of 6 percent, which is currently higher than US treasury bills with maturities over one year and longer. The US$9 billion in U.S. T-Bills would be put on RHI books to shore up its balance sheet in exchange for any bad loans remaining on RHI books. The bad loans would then be swapped for additional shares of PKPI stock to be placed on the books of RHI from the Free and Clear Foundations of Japan, Inc., a not for profit org to be set up concurrently with the closing. Acs would donate stock acquired by the Foundations to conclude the sweeping of the bad debt from his own personal holdings. Thereafter only good loans would remain on RHI books along with the U.S. T-Bills. Based on current exchange rates RHI has a net worth of about $6 million remaining and has reported losses of 1.7 trillion yen for its six months of operations ending September 30th, 2003. The Bank of Japan recently intervened in the currency markets to prop up the sinking US dollar against the Yen which is further causing severe losses to stockholdings of Japanese banks who are suffering from lower domestic Company sales and higher export costs to the United States. BOJ intervention is seen as a prelude to stabilizing the Japanese banking system before year- end results are fully reported to public stockholders. Special agents working with ACS representatives in Hong Kong, Japan and China are working to present the proposals to BOJ and FSA agents to acquire the 11.2 billion outstanding shares of RHI and utilize the additional public funding being made available under the DIC Law next year to further consolidate and clean up the Japanese banking industry. RHI currently has 40 trillion yen in assets but with recently announced losses for write offs on bad loans amounting to 10 billion Yen, the net worth of the bank is expected to become negative early next year unless emergency measures are taken up and foreign investors are allowed to stem the tide. PKPI Corporation is an organization operated, managed or controlled by Gabor Sandor Acs with their principal place of business in Reno, Nevada. CONTACT: DPE Consulting, LLC e-mail: PR@dpeconsulting.com ========= K O R E A ========= DAEWOO MOTOR: Poland Treasury Seek Investors for Troubled Plant --------------------------------------------------------------- The Polish Treasury will start soliciting investors in the ailing Daewoo-FSO car factories starting December 20, AFX Asia reports, citing Poland Deputy Economy Minister Jacek Piechota. Daewoo-FSO has 3,100 employees and has made just 30,505 cars since the beginning of the year. Piechota said the treasury would send Daewoo Motors in South Korea, which controls 80 percent of the Polish factories, a draft accord foreseeing the withdrawal of its representatives from the Daewoo-FSO management. The Polish treasury owns nearly 19 percent of the shares of Daewoo-FSO, the remainder being in the hands of small shareholders. MG Rover had approached Daewoo-FSO but talks were suspended at the beginning of the year because of a lack of agreement with creditors. HANBO IRON: Tata Denies Acquisition Rumors ------------------------------------------ Tata Steel denied reports on its takeover interest in Hanbo Iron & Steel, the Maeil Business Newspaper reports. The Indian Company was reported to be seeking to acquire the troubled steel Company in Korea after AK Capital withdrew its bid due to price differences. However, Tata announced that it is indeed seeking to acquire companies from East Asian, European and CIS countries, but denied any talks with Hanbo. LG CARD: Templeton Raises Stake to 11.35% ----------------------------------------- Templeton Asset Management Limited has raised its stake in credit card issuer LG Card Co. to 11.35 percent from 5.39 percent on November 28 to become its biggest single shareholder, according to Reuters. LG shares, which has a market value of US$705 million, closed up 4.58 percent at 7,300 won on reports that the Company was seeing operations returning to normal quickly after creditors agreed to two trillion won of emergency loans to avert a default. =============== M A L A Y S I A =============== AMSTEEL CORPORATION: Unveils 28th AGM Results --------------------------------------------- Amsteel Corporation Berhad announced that at the Twenty-Eighth Annual General Meeting (AGM) of the Company held on 4 December 2003, the shareholders have approved the following: i) The re-appointment of Y. Bhg. Jen (B) Tan Sri Dato' Zain Mahmud Hashim who retired pursuant to Section 129(2) of the Companies Act, 1965 as Director of the Company; and ii) All other resolutions tabled thereat including the following ordinary resolutions transacted as special business: 1) Authority to Directors to issue shares "THAT pursuant to Section 132D of the Companies Act, 1965 and subject to the approval of all relevant authorities being obtained, the Directors be and are hereby empowered to issue shares in the Company at any time and upon such terms and conditions and for such purposes as the Directors may, in their absolute discretion deem fit, provided that the aggregate number of shares issued pursuant to this resolution does not exceed 10 percent of the issued capital of the Company for the time being and that such authority shall continue in force until the conclusion of the next annual general meeting of the Company." 2) Proposed Shareholders' Mandate for Recurrent Related Party Transactions "THAT approval be given for the Company and its subsidiary companies to enter into the recurrent related party transactions of a revenue or trading nature which are necessary for its day- to-day operations as detailed in paragraph 3.3 (Recurrent Transactions) and with those related parties as detailed in paragraph 3.2 of the Circular to Shareholders of the Company dated 12 November 2003 subject to the following: i) The transactions are in the ordinary course of business and are on terms not more favorable to the related party than those generally available to the public and are not to the detriment of the minority shareholders of the Company; and ii) Disclosure is made in the annual report of the breakdown of the aggregate value of transactions conducted pursuant to the shareholders' mandate during the financial year, amongst others, based on the following information: a) The type of Recurrent Transactions made; and b) The names of the related parties involved in each type of Recurrent Transactions made and their relationship with the Company; AND THAT authority conferred by this Ordinary Resolution shall continue to be in force until: i) The conclusion of the next annual general meeting of the Company at which time it will lapse, unless by a resolution passed at the meeting, the authority is renewed; ii) The expiration of the period within which the next annual general meeting after that date is required to be held pursuant to Section 143(1) of the Companies Act, 1965 (but shall not extend to such extension as may be allowed pursuant to Section 143(2) of the Companies Act, 1965); or iii) Revoked or varied by resolution passed by the shareholders in general meeting; Whichever is the earlier, AND THAT the Directors be and are hereby authorized to complete and do all such acts and things (including executing such documents as may be required) to give effect to the transactions contemplated and/or authorized by this Ordinary Resolution." EPE POWER: Court OKs Capital Reduction Proposal ----------------------------------------------- Further to the announcement made on behalf of EPE Power Corporation Berhad (EPE) by Commerce International Merchant Bankers Berhad (CIMB) on 21 October 2003, CIMB announced that the Kuala Lumpur High Court has, at the hearing of the said petition on 4 December 2003, approved the proposed capital reduction by EPE involving the cancellation of RM0.50 of the par value of each existing ordinary share of RM1.00 each and thereafter, the consolidation of every two (2) resultant ordinary shares of RM0.50 each into one (1) ordinary share of RM1.00 each. Collectively known as "the Proposed EPE Restructuring Scheme" includes: - Proposed capital reduction - Proposed acquisitions - Proposed debt restructuring - Proposed rights issue - Proposed increase in authorized share capital NCK CORPORATION: Court Set Hearing to February 24 ------------------------------------------------- On behalf of the Special Administrator of NCK Corporation Bhd (NCK), the Kuala Lumpur Stock Exchange (KLSE) have been informed by APB Resources Berhad (formerly known as Lamquest Holdings Berhad and previously known as Kekal Sepakat Berhad) (APB) on 8 December 2003 on the following: On 10 November 2003, Hajar Roslin Binti Mohamad, one of the potential Bumiputera investors in relation to the special issue, which forms part of the Proposed Restructuring Scheme, filed a Writ of Summons (no. D1-22-1825-2003) dated 10 November 2003, Statement of Claim dated 10 November 2003 and Summons in Chambers dated 10 November 2003 in the High Court of Malaya at Kuala Lumpur against both APB and Alliance Merchant Bank Berhad (Alliance), being the white knight and the previous Adviser (withdrawn as Adviser with effect from 31 October 2003) respectively in respect of the Proposed Restructuring Scheme of NCK. Briefly, the orders sought in the Summons in Chambers dated 10 November 2003 are as follows: 1. An injunction to restrain both APB and Alliance from terminating and/or reducing the quantum of the special issue; and 2. An injunction to restrain both APB and/or Alliance from continuing to and/or implementing by amending the Proposed Restructuring Scheme of NCK. The High Court has fixed 26 February 2004 for the hearing of the Summons in Chambers dated 10 November 2003. RHB CAPITAL: Post Changes in 2003 Annual Report ----------------------------------------------- RHB Capital announced that at its Ninth Annual General Meeting (AGM) held on 8 December 2003 was clarified that the first sentence of the last paragraph of Note 34 of the Notes to the Financial Statements on page 104 of the 2003 Annual Report is to be rephrased to read as follows: "During the financial year, the Company made a gratuity payment of RM20 million to the former Executive Chairman upon his retirement and this item is currently borne by the securities subsidiary." RHB Capital Berhad refers to the announcements dated 8 August 2003 and 15 August 2003 on the material litigation filed RHB Capital Berhad against Carta Bintang Sdn Bhd, TCR-AP reported recently. As announced on 8 August 2003, the Learned High Court Judge dismissed the respective appeals of RHB Capital Berhad (RHB Capital) and Carta Bintang Sdn Bhd (Defendant) and affirmed the Deputy Registrar's summary judgment orders made on 22 November 2002 ordering the return of the Deposit of RM32.8 million by the Defendant to RHB Capital and the return of the share certificates and transfer forms in respect of the Sale Shares (Share Certificates) by RHB Capital to the Defendant. SRI HARTAMAS: Unit Appoints Special Administrators -------------------------------------------------- The Special Administrators of Sri Hartamas Berhad (SHB), being the ultimate holding Company of Sri Hartamas Mul-T-Plex Jv Sdn Bhd (SHMTP), informed the Kuala Lumpur Stock Exchange (KLSE) that the directors of SHMTP had on 5 December 2003 resolved: - That the Company cannot by reason of its liabilities continue its business and that it would be wound up voluntarily; - That pursuant to Section 255 of the Companies Act, 1965, Tam Kok Meng c/o Tam & Associates Corporate Services Sdn Bhd, D-8-3 Level 10 Block D Menara Uncang Emas 85 Jalan Loke Yew, 55200 Kuala Lumpur, be and are hereby appointed Provisional Liquidator for the purpose of the winding up; and - That separate meeting of members and creditors of the Company be convened on 29 December 2003 pursuant to Section 255(1)(b) of the Companies Act, 1965. The aforesaid liquidation will not have any material financial and operational impact on Sri Hartamas Group of Companies. SRI HARTAMAS: Unveils Winding Up of Subsidiary ---------------------------------------------- Sri Hartamas Resource Management Sdn Bhd (SHRM), informed the Kuala Lumpur Stock Exchange (KLSE) that the directors of SHRM had on 5 December 2003 resolved: - That the Company cannot by reason of its liabilities continue its business and that it is wound up voluntarily; - That pursuant to Section 255 of the Companies Act, 1965, Tam Kok Meng c/o Tam & Associates Corporate Services Sdn Bhd, D-8-3 Level 10 Block D Menara Uncang Emas 85 Jalan Loke Yew, 55200 Kuala Lumpur, be and are hereby appointed Provisional Liquidator for the purpose of the winding up; and - That separate meeting of members and creditors of the Company be convened on 29 December 2003 pursuant to Section 255(1)(b) of the Companies Act, 1965. The aforesaid liquidation will not have any material financial and operational impact on Sri Hartamas Group of Companies. TONGKAH HOLDINGS: Issues Notice to Warrant Holders -------------------------------------------------- Tongkah Holdings Berhad issued a notice to the holders of warrants 1999/2004 (Warrant Holders) as follows: The receipts of the approval from the Warrant Holders and the Kuala Lumpur Stock Exchange for the shortening of the notice period to be given to the Warrant Holders of the last date of exercise and the expiry of the Warrants (Amendments) and the execution of supplemental deed poll on 22 October 2003 to reflect the Amendments, the exercise period of the Warrants shall now expire at 5 P.M. on 19 December 2003 (Expiry and Last Date for the Exercise of the Warrants) instead of 29 August 2004. Further notice is hereby given that the trading of the Warrants on Kuala Lumpur Stock Exchange had been suspended since 10 January 2003 and hence, the Warrants Holders whose names are as set out in the depositors securities accounts as at 12 December 2003 shall be entitled to exercise their subscription rights. Malaysian Central Depository will not accept any transfer of the Warrants from 4.00 p.m. on 12 December 2003 up till 5 P.M. on 19 December 2003. All the deposited Warrants, which are not exercised, will be debited from the Warrants Holders' accounts on the next market day. Further, any Warrants not exercised by 5 P.M. on 19 December 2003 shall ceased to be exercisable thereafter. The deed poll dated 27 August 1999 (which expression shall include the supplemental deed poll executed in connection therewith) has been amended to reflect the Amendments. A Notice to the Warrant Holders on the Expiry and Last Date for the Exercise of the Warrants and the procedures for exercising of the subscription rights thereon (Notice) will be dispatched to the Warrant Holders on 5 December 2003. A copy of the Notice is available from THB Satu, Level 2, West Wing, 8, Jalan Damansara Endah, Damansara Heights, 50490 Kuala Lumpur. Telephone number: (03) 2094 3333. Facsimile number: (03) 2094 2323. By Order of the Board LIM PHOOI KEE (MIA 2759) LEONG OI WAH (MAICSA 7023802) NOEL CHUA (LS 005781) Company Secretaries ===================== P H I L I P P I N E S ===================== BANK OF COMMUNICATIONS: Tan, Sy Extend P3B Assistance ----------------------------------------------------- Taipan Lucio Tan and businessman Robin Sy have extended 3 billion pesos in assistance to the Philippine Bank of Communications (PBCom), effectively taking the bank out of trouble after it was hit by rumors that triggered withdrawals by depositors, the Philippine Star reports. Last month, Tan himself announced that he had deposited 1 billion pesos into the beleaguered bank in an effort to show support and stave off a possible bank run that could collapse the country's 16th largest bank. In a statement, Tan announced that his bank, Allied Bank, is also willing to cash all PBCom checks as a sign of support for the bank, which is partly owned by his 'in-law,' Enrique Luy. MANILA ELECTRIC: Sets 42 Major Projects in 2004 ----------------------------------------------- The Manila Electric Co. (Meralco) will undertake at least 42 projects next year to upgrade and improve its electric facilities, the Philippine Star said on Wednesday. Among the projects are: six subtransmission projects in Bulacan and Metro Manila, six substation projects in Metro Manila, Cavite and Laguna and 30 distribution line projects in Quezon, Bulacan and Rizal. Specifically, the six subtransmission projects consist of: 1) cutting-in of Duhat to Hermosa-Balintawak 230-kV line in Bulacan; 2) rerouting of North Port-Tegen 115-kV line in Manila; 3) uprating of Tutuban-North Port 115-kV line in Manila; 4) retermination of Tegen bank 1 in Manila; 5) uprating of Kaybiga- Bagbaguin 115-kV line in Quezon City and Valenzuela; and 6) construction of Balintawak-North Port-Tegen 115-kV line in Quezon City and Manila. Since the sub-transmission system is considered the backbone of the electric distribution system, the benefits of these projects are encompassing the whole of Metro Manila and southern and western portion of Bulacan. The six substation projects, meanwhile, are: 1) CBP1-A substation in Pasay City; 2) Legaspi substation in Makati City; third Urdaneta 3rd bank in Makati City; 4) Gateway expansion in Gen. Trias, Cavite; 5) Imus 83 MVA bank in Imus, Cavite; and 6) alternate source for Sta. Cruz substation in Sta. Cruz, Laguna. The large commercial and industrial districts will benefit from these projects like the central business park in Pasay City, Makati business district and Gateway Industrial Park in Cavite. These benefits will translate to more jobs and sustained economic activity in these areas. NATIONAL BANK: Clarifies Php44M October Net Loss Report ------------------------------------------------------- The Philippine National Bank clarifies the news article entitled "PNB expected to post P44M in losses in October." published in the December 10, 2003 issued of the Philippine Daily Inquirer. The article reported that "Philippine National Bank said it had incurred a net loss of P44 million in October, but a positive performance since the start of the year had allowed the bank to register a net income of P83 million in the first 10 months, preliminary estimates of the bank showed." Philippine National Bank (PNB), in a letter to the Philippine Stock Exchange dated December 10, 2003, advised that: "The information stated in the above news item is incorrect. The bank earned a net income of P6 million for the month of October 2003, the lowest level registered for the year. For the ten- month period, net income is at P133 million which is just P17 million short of the bank's projected full year income of P150 million." For a copy of the press release, go to http://www.pse.org.ph/html/disclosure/pdf/dc2003_3921_PNB.pdf NATIONAL POWER: Bidding for Pinamucan Power Plant Transfer Fails ---------------------------------------------------------------- The National Power Corporation (NPC) said its bid failed to find a contractor for the transfer of a 110-megawatt diesel power plant from the province of Batangas to Iloilo in central Philippines and the Company is now negotiating a deal with construction firm DM Consunji Inc., according to AFX Asia. All offers exceeded the budget of 535 million pesos, but the group of DM Consunji submitted the lowest bid price of 664 million pesos. The contractor will handle the dismantling, hauling and installation of the Batangas generator sets to Iloilo in Panay Island, which is expected to suffer a power shortage in the coming months as electricity demand exceeds supply. UNITED COCONUT: Seeks Idle Asset Sale Proposal From Advisers ------------------------------------------------------------ United Coconut Planters Bank (UCPB) is in talks with three financial consultants for its planned sale of 15-16 billion pesos worth of idle properties, according to the Business World. UCPB President Jose L. Querubin said the bank is seeking proposals from Ernst & Young, PriceWaterhouse Coopers, and KPMG Philippines Laya Mananghaya & Co. One of these companies will be chosen to act as financial adviser for the asset sale or to draft strategies on how the bank can dispose of its idle assets. UCPB expects to name its financial adviser by the end of January. ================= S I N G A P O R E ================= ASIA PULP: IBRA Offers Assets in Strategic Asset Sales Program -------------------------------------------------------------- The Indonesian Bank Restructuring Agency (IBRA) has announced a plan for asset disposal of the Asia Pulp and Paper (APP) Group strategic assets through Strategic Asset Sales Program - Asia Pulp and Paper (PPAS-APP), IBRA said in a statement The strategic assets consist of restructured loans, bonds, covertible bonds, exchangeable bonds, and equities owned by IBRA on the obligor Sinar Mas Group - APP. IBRA also declares the sales on the 'as is basis' principle. The registration and due diligence periods on APP lasts from 8 December to 16 December 2003, while the bidding letter submission falls on 17 December 2003, and the transaction closing is expected to be completed on January 2004 (Detailed schedule attached). IBRA has earlier offered the assets through the Loan Sales Program (PPAK) V worth US$ 1 billion. Regardless 4 foreign prospective investors have officially bid for the assets, IBRA finally decided not to nominate any winner due to their failure to meet all the requirements set by IBRA. The criteria to be fulfilled by prospective investors eligible for winning the PPAS- are as follows: Conform to the conditrions set in the Memorandum of Understanding (MOU) signed in Juni 2002 between Export Credit Agency (ECA) and IBRA. Conform to the contents of the Master of Restructuring Agreement (MRA) and seek to accelerate effectivity of MRA and will keep continuity of the agreement up to its effectiveness. Not to conduct hostile and/or legal action against the debtor until the MRA is declared as effective. Not to transfer APP credit asset to any other party until the MRA is declared as effective. Submit and explain investor business plan in conformity to the points 1 - 4 and as assistance to the Negotiating Creditors in realizing effectiveness of MRA. The repeat offer of APP strategic assets through PPAS - APP is an effort to optimize sales value as well as ensure the strategic business continuity in the future. For a copy of the press release, go to http://www.bppn.go.id/news.asp?articleid=879 BO FUNG: Issues Dividend Notice ------------------------------- Bo Fung Industries Pte Ltd. issued a notice of first and final dividend as follows: Address of Registered Office: Formerly of 1 Syed Alwi Road #03- 03 Song Lim Building Singapore 207628. Court: Supreme Court, Singapore. Number of Matter: Companies Winding Up No. 64 of 1994. Amount Percentum: 46.52 percent. First and Final or otherwise: First & Final Dividend. When Payable: 22nd November 2003. Where Payable: The Official Receiver The URA Centre (East Wing) 45 Maxwell Road #06-11 Singapore 069118. CHAN WANG HO Assistant Official Receiver. CHARTERED SEMICONDUCTOR: Raises Fourth Quarter Guidance ------------------------------------------------------- Kelive projected that Chartered Semiconductor Manufacturing Ltd's sales would grow 28 percent -31 percent in the fourth quarter. The Company attributed the stronger sales to healthy growth in all market sectors. Particularly, strong demand was noted from the communications segment. Kelive added that its net loss would be US$40-US$48 million instead of US$45-US$55 million. Gains are coming largely from the more advanced 0.13-micron products, which is expected to grow 30 percent sequentially. Kelive believes this is partially due to the spillover effect from capacity tightness in TSMC and UMC. Both the Taiwanese foundries have expressed high capacity utilization exceeding 90 percent and even tighter at higher technology nodes. Capacity utilization guidance rose from 64 percent-68 percent to 67 percent-71 percent. Average selling price would be flat to +2 percent compared to the -1 percent to +3 percent previously forecasted. The improved guidance is in line with bullish indications from its Taiwanese peers, who have all noted surging demand for chips especially in the PC and communications segments. Kelive has trimmed its fourth quarter loss forecast by US$9 million to US$40 million, bringing down full year loss to US$281.8 million. The upgrade in guidance may lift sentiment on Chartered but Kelive believes the fundamental improvements are already priced in. KIM HUAT: Petition to Wind Up Pending ------------------------------------- The petition to wind up Kim Huat refrigeration and Electrical Pte Ltd. is set for hearing before the High Court of the Republic of Singapore on January 16, 2004 at 10 o'clock in the morning. H.K. Airconditioning Engineering, a creditor, whose address is situated at 3018 Bedok North Street 5 #03-27, Singapore 486132, filed the petition with the court on December 1, 2003. The Petitioners' Solicitors are Messrs Foo Liew & Philip Lam of 151 Chin Swee Road, #07-08/10 Manhattan House, Singapore 169876. Any person who intends to appear on the hearing of the petition must serve on or send by post to Messrs Foo Liew & Philip Lam a notice in writing not later than twelve o'clock noon of the 15th day of January 2004 (the day before the day appointed for the hearing of the Petition). INTRACO LIMITED: Unit Discharges Receiver, Manager -------------------------------------------------- Further to the announcement made on 27 June 2000 relating to the appointment of Mr Yin Kum Choy as receiver and manager (Receiver) of Intra-Motors (S) Pte Ltd, a subsidiary of Intraco Limited, the Company informed that the Receiver has completed the administration of the receivership and will be discharged with effect from 9 December 2003. The above will not have any material impact on the net tangible assets and earnings per share of the Company for the current financial year. MELANDAS CASA: Issues Winding Up Order Notice --------------------------------------------- Melandas Casa Mobili Pte Ltd issued a winding up order notice made on the 7th day of November 2003. Name and address of Liquiator: TAY SWEE SZE & ASSOCIATES 30 Robinson Road #04-01 Robinson Towers Singapore 048546. Messrs NG ONG & CHEE Solicitors for the Petitioning Creditors. PCI LIMITED: Voluntary Winding Up of Dormant Unit ------------------------------------------------- Pursuant to Rule 704(19) of the Listing Manual, the Directors of PCI Limited announced that the Company has placed its subsidiary, Advance Circuit Technologies Pte Ltd (ACT), under a members' voluntarily winding up pursuant to Section 290(1)(b) of the Companies Act, Cap 50. ACT has appointed Messrs Ong Yew Huat and Seshadri Rajagopalan of Ernst & Young to be the Liquidators to conduct the said winding up. ACT was carrying on the business of manufacturing printed circuit boards. Since end 2001, ACT has ceased all activities and has been dormant. The winding up of ACT will not have any effect on the net earnings per share or net tangible assets per share of the Company for the financial year ending 30 June 2004. PONGGOL MARINA: Winding Up Hearing Set January 9 ------------------------------------------------ The petition to wind up Ponggol Marina Seafood Restaurant Pte Ltd. is set for hearing before the High Court of the Republic of Singapore on January 16, 2004 at 10 o'clock in the morning. Choon Kwang Fish Trading Co., a creditor, whose address is situated at 1009 Aljunied Avenue 1 #01-28, Singapore 389910, filed the petition with the court on November 12, 2003. The Petitioners' solicitors are Messrs Balkenende Chew & Chia of No. 1 Scotts Road, #21-14 Shaw Centre, Singapore 228208. Any person who intends to appear on the hearing of the petition must serve on or send by post to Messrs Balkenende Chew & Chia Lam a notice in writing not later than twelve o'clock noon of the 8th day of January 2004 (the day before the day appointed for the hearing of the Petition). TICALOA PTE: Releases Dividend Notice ------------------------------------- Ticaloa Pte Ltd. issued a notice of intended dividend as follows: Address of Registered Office: Formerly of 43A Ann Siang Road Singapore 069718. Court: Supreme Court, Singapore. Number of Matter: Companies Winding Up No. 600070 of 2002. Last Day for Receiving Proofs: 19th December 2003. Name & Address of Liquidator: The Official Receiver The URA Centre (East Wing) 45 Maxwell Road #06-11 Singapore 069118. TOH HWEE LIAN Assistant Official Receiver. ********* 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., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland USA. Lyndsey Resnick, Mavy Nineza-Merlin, Ma. Cristina Pernites-Lao, Editors. Copyright 2003. All rights reserved. ISSN: 1520-9482. 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