1. SBC CORPORATION BERHAD 199310 P
WISMA SIAH BROTHERS, 74 JALAN PAHANG, 53000 KUALA LUMPUR, MALAYSIA
t +60 3-4041 8118 f +60 3-4043 5281 e enquiries@sbcgroup.com.my w www.sbcgroup.com.my
building partnerships since 1954
Annual Report 2008
SBC CORPORATION BERHAD I Annual Report 2008

2. CORE PURPOSE
• To build upon our construction heritage
to design and deliver exciting, unique
and valuable solutions for buildings
and communities.
CORE VALUES
• Equipping our people to anticipate and
respond to the needs of our customers
and stakeholders.
• Adherence to industry’s highest ethics.
• Use of designs and processes that
promote standards.

3. Contents
2 • Corporate Information
4 • Directors’ Profile
12 • Corporate Structure
13 • Group Financial Highlights
14 • Executive Chairman’s Statement
18 • Penyata Pengerusi Eksekutif
22 • Statement of Corporate Governance
31 • Statement on Internal Control
33 • Audit Committee Report
38 • Statement of Directors Responsibilities
39 • Financial Statements
101 • Group Properties
104 • Shareholders Information
107 • Notice of Annual General Meeting
108 • Notice of Dividend Payment
108 • Statement Accompanying Notice of
Annual General Meeting
• Proxy Form

4. 2 SBC CORPORATION BERHAD
Corporate Information
BOARD OF DIRECTORS REMUNERATION COMMITTEE
SIA KWEE MOW @ SIA HOK CHAI DATO’ ZAINOL ABIDIN BIN HAJI A. HAMID
JMN, FFB, FCIOB, FAIB LLB (Hons)
Executive Chairman Chairman & Non-Executive Director
SIA TEONG HENG DATO’ LIM PHAIK GAN
B.Sc. (Eng), M.Sc. DPMP, DMPN, M.A.(Law), FCI, ARB
Managing Director Independent Non-Executive Director
MUN CHONG SHING @ MUN CHONG TIAN DATO’ DR. NORRAESAH BT. HAJI MOHAMAD
Non-Executive Director DSPN, DSDK, PhD., B.Sc.(Econ)
Independent Non-Executive Director
DATO’ ZAINOL ABIDIN BIN HAJI A. HAMID
LLB (Hons) SIA TEONG HENG
Non-Executive Director B.Sc. (Eng), M.Sc.
Managing Director
DATO’ LIM PHAIK GAN
DPMP, DMPN, M.A.(Law), FCI, ARB
Independent Non-Executive Director NOMINATION COMMITTEE
DATO’ DR. NORRAESAH BT. HAJI MOHAMAD DATO’ LIM PHAIK GAN
DSPN, DSDK, PhD., B.Sc.(Econ) DPMP, DMPN, M.A.(Law), FCI, ARB
Independent Non-Executive Director Chairperson & Independent Non-Executive Director
AHMAD FIZAL BIN OTHMAN DATO’ DR. NORRAESAH BT. HAJI MOHAMAD
B.Acc & Fin. (Hons) DSPN, DSDK, PhD., B.Sc.(Econ)
Independent Non-Executive Director Independent Non-Executive Director
AHMAD FIZAL BIN OTHMAN
AUDIT COMMITTEE B.Acc & Fin. (Hons)
Independent Non-Executive Director
DATO’ DR. NORRAESAH BT. HAJI MOHAMAD
DSPN, DSDK, PhD., B.Sc.(Econ) MUN CHONG SHING @ MUN CHONG TIAN
Chairperson & Independent Non-Executive Director Non-Executive Director
DATO’ LIM PHAIK GAN
DPMP, DMPN, M.A.(Law), FCI, ARB
Independent Non-Executive Director
AHMAD FIZAL BIN OTHMAN
B.Acc & Fin. (Hons)
Independent Non-Executive Director

5. ANNUAL REPORT 2008 3
Corporate Information
SOLICITORS
CHEANG & ARIFF
39 Court
39, Jalan Yap Kwan Seng
50450 Kuala Lumpur
FOONG & PARTNERS
Suite 21-08, Level 21
Plaza 138, 138, Jalan Ampang
50450 Kuala Lumpur
LEE, PERARA & TAN
55, Jalan Thambapillai
Off Jalan Tun Sambanthan
Brickfields, 50470 Kuala Lumpur
LIM & YEOH
145-M Jalan Maharajalela
50150 Kuala Lumpur
PRINCIPAL BANKERS REGISTERED OFFICE
AUDITORS ALLIANCE BANK MALAYSIA BERHAD WISMA SIAH BROTHERS
74A Jalan Pahang
HORWATH AL-RAJHI BANKING & INVESTMENT CORPORATION 53000 Kuala Lumpur
Chartered Accountants (MALAYSIA) BERHAD Tel: 03-4041 8118 Fax: 03-4043 5281
Level 16 Tower C, Megan Avenue II
12 Jalan Yap Kwan Seng BANGKOK BANK BERHAD
50450 Kuala Lumpur REGISTRARS
BANK MUAMALAT MALAYSIA BERHAD
TACS CORPORATE SERVICES SDN. BHD.
COMPANY SECRETARIES CIMB BANK BERHAD Unit No. 203, 2nd Floor, Block C
Damansara Intan
CHONG FOOK SIN MALAYAN BANKING BERHAD No. 1, Jalan SS20/27
ATII, MCCS, AFA 47400 Petaling Jaya
MIDF AMANAH INVESTMENT BANK BERHAD Tel: 03-7118 2688 Fax:03-7118 2693
KAN CHEE JING
ACIS OCBC BANK (MALAYSIA) BERHAD
STOCK EXCHANGE LISTING
UNITED OVERSEAS BANK (MALAYSIA) BERHAD
MAIN BOARD OF
BURSA MALAYSIA SECURITIES BERHAD

6. 4 SBC CORPORATION BERHAD
Directors’ Profiles
AS AT 31 JULY 2008
SIA KWEE MOW Sia Kwee Mow @ Sia Hok Chai, a Malaysian, aged 75, is the Executive Chairman of SBC
@ SIA HOK CHAI Corporation Berhad (“SBC”). He has been a Director of SBC since its incorporation on
Malaysian, Aged 75 14th June, 1990. He has over 54 years of experience in building and civil engineering
Executive Chairman contracting and not less than 36 years of experience in plastic engineering since the
incorporation of Paling Industries Sdn. Bhd. in 1971. He was actively involved in
Master Builders Association Malaysia (“MBAM”) and had served in various capacities
including the post of President (1988 to 1994). He was elected as the 29th President
(1994 to 1996) of the International Federation of Asian and Western Pacific Contractors’
Associations (“IFAWPCA”) during which he led the IFAWPCA delegation to a meeting
between the World Bank and International Contractors Association held at Washington
D.C. in November, 1996.
In recognition of his vast experience and knowledge in construction and his contribution to
the building construction industry, he was awarded or conferred the following :
• Johan Mangku Negara by DYMM Yang DiPertuan Agong in 2001
• Honorary Life President by MBAM in 2001
• Fellowship of the Faculty of Building, United Kingdom in 1981
• Fellowship of the Chartered Institute of Building, United Kingdom as a Chartered
Builder in 1979
• Fellowship of the Australian Institute of Building by the Australian Royal Charter of
Building in 1982
He was also a previous President of both the Selangor Builders Association and Selangor
Chinese Plumbing and Sanitary Association.
He also sits on the board of several private limited companies in Malaysia, including
several subsidiaries of SBC.

7. ANNUAL REPORT 2008 5
Directors’ Profiles
AS AT 31 JULY 2008
His holdings in the securities of SBC are as follows –
Direct Interest Indirect Interest
Ordinary shares 1,480,800(a) 19,498,523(b)
(a) 1,480,800 shares are held in bare trust by RHB Capital Nominees (Tempatan) Sdn.
Bhd.
(b) Deemed interest by virtue of his shareholding in LOM Holdings Sdn. Bhd. (14,317,500
shares) and Evergreen Legacy Sdn. Bhd. (5,181,023 shares).
By virtue of his interest in SBC, he is deemed to have interest in the securities of SBC’s
subsidiaries to the extent of SBC’s interest, in accordance with Section 6A of the Companies
Act, 1965.
He is the father of Sia Teong Heng, the Managing Director and a major shareholder of
SBC.
He does not have any conflict of interest with SBC.
He has not been convicted of any offence within the past 10 years.
He attended all the four Board Meetings held during the last financial year.

8. 6 SBC CORPORATION BERHAD
Directors’ Profiles
AS AT 31 JULY 2008
SIA TEONG HENG Sia Teong Heng, a Malaysian, aged 45, is the Managing Director of SBC Corporation
Malaysian, Aged 45 Berhad (“SBC”). He was appointed as a Director of SBC on 5th February, 1991. He is a
Managing Director member of the Remuneration Committee of SBC. He graduated with a Bachelor of Science
degree in Civil Engineering from Loughborough University, United Kingdom (“UK”) and
in 1986 earned a post graduate Masters degree in Management Science from Imperial
College, University of London, UK.
Between 1986 and 1991, prior to his return to Malaysia, he worked in the investment
banking industry based in London and Singapore. He joined SBC in 1991. Presently, he
also sits on the boards of several subsidiaries of SBC.
His holdings in the securities of SBC are as follows -
Direct Interest Indirect Interest
Ordinary shares 4,677,992(a) 19,498,523(b)
(a) 4,434,000 shares are held in bare trust by Amsec Nominees (Tempatan) Sdn. Bhd.
(b) Deemed interest by virtue of his shareholding in LOM Holdings Sdn. Bhd. (14,317,500
shares) and Evergreen Legacy Sdn. Bhd. (5,181,023 shares).
By virtue of his interest in SBC, he is deemed to have interest in the securities of SBC’s
subsidiaries to the extent of SBC’s interest, in accordance with Section 6A of the Companies
Act, 1965.
He is a son of Sia Kwee Mow @ Sia Hok Chai, the Executive Chairman and a major
shareholder of SBC.
He does not have any conflict of interest with SBC.
He has not been convicted of any offence within the past 10 years.
He attended three of the four Board Meetings held during the last financial year.

9. ANNUAL REPORT 2008 7
Directors’ Profiles
AS AT 31 JULY 2008
Mun Chong Shing @ Mun Chong Tian, a Malaysian, aged 71, was appointed as an MUN CHONG SHING
Executive Director of SBC Corporation Berhad (“SBC”) on 1st April, 1996 when he was @ MUN CHONG TIAN
employed as General Manager of Paling Industries Sdn. Bhd. (“Paling”) from 1987 and Malaysian, Aged 71
appointed as a Director in 1991 and remained in both positions until his retirement on Non-Executive Director
31st December, 2001.
On 31st December, 2001, he was redesignated as a Non-Executive Director of SBC. He
is a member of the Nomination Committee of SBC.
He has received training in Sales Management conducted by the National Productive Centre
and the Malaysian Institute of Management and a General Management Programme at the
National Productivity Board, Singapore.
Prior to his involvement with Paling, he was employed as General Manager in Hume
Industries (M) Bhd. where he has had extensive exposure to industrial engineering and
management.
His holdings in the securities of SBC are as follows -
Direct Interest Indirect Interest
Ordinary shares 21,782 -
He does not hold any securities, direct or indirect, in any of SBC’s subsidiaries.
He is a brother-in-law to Sia Kwee Mow @ Sia Hok Chai and an uncle to Sia Teong Heng,
both are Directors and major shareholders of SBC.
He does not have any conflict of interest with SBC.
He has not been convicted of any offence within the past 10 years.
He attended all the four Board Meetings held during the last financial year.

10. 8 SBC CORPORATION BERHAD
Directors’ Profiles
AS AT 31 JULY 2008
DATO’ LIM PHAIK GAN Dato’ Lim Phaik Gan, a Malaysian, aged 88, was appointed as an Independent Non-
Malaysian, Aged 88 Executive Director of SBC Corporation Berhad (“SBC”) on 5th February, 1991. She is the
Independent Non-Executive Director Senior Independent Non-Executive Director, the Chairperson of the Nomination Committee
and a member of the Audit Committee and the Remuneration Committee of SBC. She is
an advocate and solicitor and was called to the Bar of England and the Bar of Malaysia.
She obtained a Master of Arts degree in Law from the University of Cambridge, United
Kingdom and was in active practice at the Bar of Malaysia from 1954 to 1971 and from
1980 until today.
Since 1955, she has had a distinguished career in both the private and public sectors.
In 1970, she was a member of the National Economic Consultative Council established
when Parliament was suspended as a result of riots in 1969. From 1971 to 1980, she
served as ambassador and Deputy Permanent Representative of Malaysia to the United
Nations, and successively as the Malaysian Ambassador to Yugoslavia, Austria, Belgium
and the European Economic Community. She was Malaysia’s Permanent Representative
to the United Nations Industrial and Development Organisation and International Atomic
Energy Agency in Vienna, and served as chairman in various committees.
After her retirement from the Malaysian Foreign Service in 1980, she was appointed
by the Government as Director of the Kuala Lumpur Regional Centre for Arbitration, an
international organisation involved in the conduct and administration of international
commercial arbitration for the settlement of disputes arising out of international commercial
contracts and joint ventures, in which capacity she served from 1982 to 2000.
She does not hold any securities, direct or indirect, in SBC or any of its subsidiaries.
She has no family relationship with any Director and/or major shareholder of SBC.
She does not have any conflict of interest with SBC.
She has not been convicted of any offence within the past 10 years.
She attended all the four Board Meetings held during the last financial year.

11. ANNUAL REPORT 2008 9
Directors’ Profiles
AS AT 31 JULY 2008
Dato’ Dr. Norraesah bt. Haji Mohamad, a Malaysian, aged 60, was appointed as an DATO’ DR. NORRAESAH BT.
Independent Non-Executive Director of SBC Corporation Berhad (“SBC”) on 8th July, HAJI MOHAMAD
1991. She is the Chairperson of the Audit Committee and a member of the Nomination Malaysian, Aged 60
Committee and the Remuneration Committee of SBC. She holds a Doctorate Degree in Independent Non-Executive Director
Economics Science (International Economics and Finance) which she obtained in 1986
from University of Paris 1, Pantheon Sorbonne, France.
She has over 36 years of working experience in banking, consultancy and international
trade and commerce. She worked with the International Trade Division of the Ministry
of Trade and Industry (now known as the Ministry of International Trade and Industry)
from 1972 to 1985 and was later transferred to the Finance Division of the Ministry of
Finance holding the post of Principal Assistant Secretary dealing with privatisation and
debt management.
In 1988, she joined ESSO Production Malaysia, Inc. as Communications Manager and
subsequently, in 1990, took the position of Managing Director with a consultant firm
providing financial advisory services. From 1991 to 1998 she was appointed as the
Chief Representative of Credit Lyonnais Bank in Malaysia.
She sits on the board of KESM Industries Berhad, Protasco Berhad, Ya Horng Electronic
(M) Berhad, Adventa Berhad, My E.G. Services Berhad and several private limited
companies.
She was awarded the distinction of Darjah Setia Pangkuan Negeri on 13th July, 2002 by
Tuan Yang Terutama Yang di-Pertua Negeri Pulau Pinang on His Excellency’s 64th Birthday
and the Dato’ Setia DiRaja Kedah on 21st January, 2007 by Kebawah Duli Yang Maha
Mulia Tuanku Sultan Darul Aman on His Excellency’s 79th Birthday.
She does not hold any securities, direct or indirect, in SBC or any of its subsidiaries.
She has no family relationship with any Director and/or major shareholder of SBC.
She does not have any conflict of interest with SBC.
She has not been convicted of any offence within the past 10 years.
She attended all the four Board Meetings held during the last financial year.

12. 10 SBC CORPORATION BERHAD
Directors’ Profiles
AS AT 31 JULY 2008
DATO’ ZAINOL ABIDIN BIN Dato’ Zainol Abidin bin Haji A. Hamid, a Malaysian, aged 66, was appointed as a
HAJI A. HAMID Non-Executive Director of SBC Corporation Berhad (“SBC”) on 10th October, 2003,
Malaysian, Aged 66 representing the interest of Permodalan Nasional Berhad. He is the Chairman of the
Non-Executive Director Remuneration Committee of SBC. He graduated with LLB (Hons) from the University of
London in 1995.
He joined the Kedah State Government in 1966 as a civil servant. From 1973 to 1981,
he was the District Officer for Sik, then Padang Terap and finally Kubang Pasu. He
was General Manager and Director of Kedah Cement Sdn Bhd from 1981 to 1996 and
Managing Director of Kedah Cement Marketing Sdn Bhd from 1990 to 1996.
He sits on the Board of Paragon Union Berhad.
He does not hold any securities, direct or indirect, in SBC or any of its subsidiaries.
He has no family relationship with any Director and/or major shareholder of SBC.
He does not have any conflict of interest with SBC.
He has not been convicted of any offence within the past 10 years.
He attended all the four Board Meetings held during the last financial year.

13. ANNUAL REPORT 2008 11
Directors’ Profiles
AS AT 31 JULY 2008
Ahmad Fizal bin Othman, a Malaysian, aged 45, was appointed as an Independent Non- AHMAD FIZAL BIN OTHMAN
Executive Director of SBC Corporation Berhad (“SBC”) on 24th February, 2004. He is a Malaysian, Aged 45
member of the Audit Committee and the Nomination Committee of SBC. He graduated with Independent Non-Executive Director
a Bachelor in Accounting and Finance (Hons) from the Middlesex University, London.
He is a well-rounded and experienced businessman and involved in a multitude of industries.
Currently, he immerses himself in retail, multimedia and technology.
He does not hold any securities, direct or indirect, in SBC or any of its subsidiaries.
He has no family relationship with any Director and/or major shareholder of SBC.
He does not have any conflict of interest with SBC.
He has not been convicted of any offence within the past 10 years.
He attended all the four Board Meetings held during the last financial year.

14. 12 SBC CORPORATION BERHAD
Corporate Structure
AS AT 11 AUGUST 2008
Syarikat Siah Brothers
33.3% Sri Berjaya Development Sdn Bhd ★
100%
Trading Sdn Bhd ●
28.5% Sri Rawang Properties Sdn Bhd ★
Syarikat Siah Brothers
100%
Construction Sdn Bhd ●
Mixwell (Malaysia)
100%
Sdn Bhd ★ 50% Ligamas Sdn Bhd ▲
South-East Best
100%
Sdn Bhd ★ 100% Gracemart Resources Sdn Bhd ★
Siah Brothers Land
100% Seri Ampangan Realty Sdn Bhd ★
100%
Sdn Bhd ◆
100% Sinaran Naga Sdn Bhd ★
100% SBC Towers Sdn Bhd ★
Siah Brothers Properties
100%
Sdn Bhd ◆ 100% Aureate Construction Sdn Bhd ★
100% SBC Leisure Sdn Bhd ★
100% Masahmura Sdn Bhd ▲
Siah Brothers Industries
100%
Sdn Bhd ◆ 50% Varich Industries Sdn Bhd ▲
100% Masahmura Sales & Service Sdn Bhd ▲
51% Kiara Amalan Sdn Bhd ★
50% Tri-Development Co., Ltd ★
100% Liga Canggih Sdn Bhd ▲
40% Paling Industries Sdn Bhd ▲
49% Pasti Bumi Sdn Bhd ▲
30% Built SBC Co., Ltd ★ ▲ Strategic Investment
★ Residential Property Development
30% Kanyara Co., Ltd ★ ◆ Investment Holding
● Build / Construction

15. ANNUAL REPORT 2008 13
Group Financial Highlights
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2008
2008 2007 2006 2005 2004
(Restated)
RM’000 RM’000 RM’000 RM’000 RM’000
RESULTS
Turnover 107,055 77,103 69,927 66,867 86,317
Profit before taxation 4,487 (2,207) 1,369 3,321 6,996
Profit after taxation but before minority interest 3,504 (3,009) 1,047 2,250 2,073
Profit attributable to shareholders 3,514 (3,009) 1,047 2,250 2,073
ASSET EMPLOYED
Property, plant and equipment 7,405 8,550 8,243 35,452 36,246
Investments and other assets 190,639 203,129 205,861 192,257 153,703
Net current assets 24,380 8,854 50,881 37,243 73,632
Goodwill and deferred expenditure 27,499 27,499 27,318 27,318 27,318
249,923 248,032 292,303 292,270 290,899
FINANCED BY
Share capital 82,435 82,435 82,435 82,435 82,435
Reserves 133,603 130,691 134,294 137,572 135,940
Minority Interests 39 - - - -
ABBA bonds - - 43,978 41,752 39,712
Deferred liabilities 33,846 34,906 31,596 30,511 32,812
249,923 248,032 292,303 292,270 290,899
SELECTED RATIOS
Net earnings per share (sen) 4.3 (3.7) 1.3 2.7 2.4
Net assets per share (sen) 262 259 263 267 265
Gross dividend (%) 1.5 1.0 1.0 1.0 1.0

16. 14 SBC CORPORATION BERHAD
Executive Chairman’s Statement
On behalf of the Board of Directors, I am pleased to
present the Annual Report and the Audited Financial
Statements of the Group and the Company for the
financial year ended 31 March 2008.
FINANCIAL REVIEW
The Group recorded a higher revenue of RM 107.05 million compared to the preceding
year of RM 77.10 million; an annual increase of 38.8%, reflecting contributions from
larger projects, primarily PJX, Petaling Jaya’s tallest commercial building and Eua Arthron,
the industrialized housing complex in Bangkok.
OPERATIONS REVIEW
During the year, Group successfully launched three projects; two within its ongoing flagship
locations of Sabah and Kuantan with the third being a 34 storey commercial building
PJX, Petaling Jaya

17. ANNUAL REPORT 2008 15
Executive Chairman’s Statement
51 Blocks - 2,287 Units Walk-up Apartment (Eua Arthron Program, Bangkok)
in Petaling Jaya. The Group also delivered two phases (4th and 6th) in Kuantan, Suria
Setapak’s mixed development and the industrial housing complex in Bangkok.
ECONOMIC AND BUSINESS OUTLOOK
With higher oil prices and comprehensive drawback of subsidies, real estate dynamics
are expected to operate within a higher cost regime. Such a structural shift in cost base
will present both opportunities and threats for industry players, underlying the urgency and
indeed reaffirming SBC’s quest to continue innovating well designed and value enhancing
building solutions.
DIVIDEND
The Board is pleased to recommend a first and final dividend of 1.5% per ordinary share
less 25% tax for the financial year ended 31 March 2008 subject to the shareholders’
approval at the forthcoming Annual General Meeting of the Company.

18. 16 SBC CORPORATION BERHAD
Executive Chairman’s Statement
The Peak Vista, Kota Kinabalu
APPRECIATION AND ACKNOWLEDGEMENT
On behalf of the Board of Directors, I would like to thank our valued shareholders,
joint venture partners, business associates, bankers and government authorities for their
confidence, understanding and continued support with the Board and the management of
the SBC Group.
I would also like to add our appreciation to our customers and supporters of SBC’s products
and services, all of whom have place much trust with us, as custodian to their home and
property investments.

19. ANNUAL REPORT 2008 17
Executive Chairman’s Statement
Metpark, Kuala Lumpur
Lastly, I would like to thank the SBC management team and employees of the Group. Your
effective execution of corporate strategies through sheer hard work, commitment and team
work in a demanding and ever-changing business environment have certainly contributed
much to the success of the Group.
Thank you.
SIA KWEE MOW @ SIA HOK CHAI
JMN,FFB,FCIOB,FAIB
Executive Chairman

20. 18 SBC CORPORATION BERHAD
Penyata Pengerusi Eksekutif
Bagi pihak Lembaga ULASAN KEWANGAN
Pengarah, saya Kumpulan telah merekodkan perolehan yang lebih tinggi iaitu sebanyak RM107.05 juta
dengan sukacitanya berbanding RM77.10 juta pada tahun sebelumnya; peningkatan tahunan sebanyak
38.8%, membayangkan sumbangan daripada kerja-kerja projek yang lebih besar,
membentangkan Laporan terutamanya PJX, bangunan komersial tertinggi di Petaling Jaya dan Eua Arthron,
Tahunan dan Penyata perumahan perindustrian di Bangkok.
Kewangan yang telah
diaudit untuk Kumpulan ULASAN OPERASI
dan Syarikat bagi tahun
Sepanjang tahun ini, Kumpulan berjaya melancarkan tiga projek; dua projek merupakan
kewangan berakhir 31 sambungan pelancaran di lokasi Sabah dan Kuantan. Sementara projek yang ketiga
Mac 2008. adalah sebuah bangunan komersial 34 tingkat di Petaling Jaya. Kumpulan juga telah
menyiapserahkan dua fasa (4 dan 6) di Kuantan, pembangunan komersial dan perumahan
Suria Setapak serta perumahan perindustrian di Bangkok.
The Peak Suites, Kota Kinabalu

21. ANNUAL REPORT 2008 19
Penyata Pengerusi Eksekutif
Mastiara Cube, Kuala Lumpur Suria Setapak, Gombak
TINJAUAN EKONOMI DAN PERNIAGAAN
Dengan peningkatan harga minyak dan pengurangan subsidi oleh kerajaan, sektor
harta tanah dijangka akan beroperasi di dalam persekitaran kos tinggi yang mencabar.
Perubahan struktur asas kos sedemikian akan menawarkan peluang kepada pelabur-
pelabur harta tanah. Dalam keadaan yang genting ini, SBC pasti terus berusaha inovasi
ke atas reka bentuk yang terbaik dan penyelesaian yang bermutu tinggi.
DIVIDEN
Lembaga Pengarah dengan sukacitanya mencadangkan pembayaran dividen pertama
dan akhir sebanyak 1.5% sesaham tolak cukai 25% bagi tahun kewangan berakhir 31
Mac 2008. Pembayaran dividen ini adalah tertakluk kepada persetujuan para pemegang
saham pada Mesyuarat Agung Tahunan syarikat yang akan datang.

22. 20 SBC CORPORATION BERHAD
Penyata Pengerusi Eksekutif
Seri Mahkota Aman, Kuantan
PENGHARGAAN DAN PENGAKUAN
Bagi pihak Lembaga Pengarah, saya ingin mengucapkan ribuan terima kasih kepada para
pemegang saham, rakan-rakan bersekutu dan niaga, ahli-ahli bank dan pihak kerajaan
di atas keyakinan, persefahaman dan sokongan berterusan mereka terhadap Lembaga
Pengarah dan pihak pengurusan Kumpulan SBC.
Saya juga ingin mengucapkan terima kasih kepada para pelanggan dan penyokong
produk dan perkhidmatan SBC, semua yang telah meletakkan sepenuh kepercayaan
kepada kumpulan dalam bidang pelaburan harta dan kediaman.

23. ANNUAL REPORT 2008 21
Penyata Pengerusi Eksekutif
Bandar Ligamas, Batang Kali
Akhirnya, saya ingin mengucapkan terima kasih kepada pengurusan dan para pekerja
SBC. Pelaksanaan strategi korporat yang berkesan melalui usaha bersungguh-sungguh,
komitmen dan kerja sama, terutama di dalam persekitaran perniagaan yang mencabar
dan sentiasa berubah, tentunya banyak menyumbangkan kepada kejayaan Kumpulan.
Terima kasih.
Sia Kwee Mow @ Sia Hok Chai
JMN,FFB,FCIOB,FAIB
Pengerusi Eksekutif

24. 22 SBC CORPORATION BERHAD
Statement of Corporate Governance
The Board of Directors of SBC Corporation Berhad remains firmly committed towards ensuring the highest standard of corporate governance
is maintained throughout the Company and its subsidiaries (“the Group”). Hence, the Board is fully dedicated to continuously evaluating the
Group’s corporate governance practices and procedures with a view to ensure the principles and best practices in corporate governance
as promulgated by the Malaysian Code on Corporate Governance (“the Code”) is applied and adhered to in the best interests of the
stakeholders.
This disclosure statement sets out the manner in which the Group has applied and complied with the Principles of the Code and the extent of
compliance with Best Practices as set out in Part 1 and 2 of the Code.
BOARD OF DIRECTORS
Composition and Balance
The Board as at the date of this statement has 7 members, comprising 3 Independent Non-Executive Directors, 2 Non-Executive Directors and
2 Executive Directors which satisfies Bursa Malaysia Securities Berhad (“Bursa Securities”) Listing Requirements of having at least 2 Directors
or 1/3 of the Board whichever is higher, who are Independent Directors.
The Directors have a wide range of experience and skills and are from diverse backgrounds relevant to managing and directing the Group’s
operations. The Executive Directors are responsible for implementing policies of the Board, overseeing the Group’s operations and developing
the Group’s business strategies. The role of the Independent Non-Executive Directors is to provide objective and independent judgement to
the decision making of the Board and as such, provide an effective check and balance to the Board’s decision making process.
The Board is satisfied that the current Board composition fairly reflects the investment of minority shareholders in the Company and represents
the needed mix of skills and experience required to discharge the Board’s duties and responsibilities. Furthermore, no individual Director or
group of Directors can dominate the Board’s decision making process.
The profiles of the members of the Board are set out in this Annual Report under the section named Profile of the Directors.
Duties and Responsibilities
The Board recognises its key role in charting the strategic direction, development and control of the Group and has adopted the specific
responsibilities that are listed in the Code, which facilitates the discharge of the Board’s stewardship responsibilities.
The roles of the Chairman and Managing Director are clearly distinct to ensure that there is a balance of power and authority. The Chairman
is primarily responsible for the orderly conduct and working of the Board whilst the Managing Director is responsible for the day-to-day
running of the business and implementation of Board policies and decisions adopted by the Board.
Dato’ Lim Phaik Gan is the Senior Independent Non-Executive Director to whom concerns may be conveyed.

25. ANNUAL REPORT 2008 23
Statement of Corporate Governance
BOARD OF DIRECTORS (cont’d)
Board Meetings
The Board meets on a scheduled basis once every quarter with additional meetings held as and when urgent issues and important decisions
are required to be taken between the scheduled meetings. During the financial year ended 31 March 2008, the Board met 4 times where
it deliberated on and considered matters relating to the Group’s financial performance, significant investments, corporate development,
strategic issues and business plan.
Details of each Director’s attendance of Board meetings are set out as follows:
No. of meetings
held during the
financial year ended No. of meetings
Name of Director 31 March 2008 attended
Sia Kwee Mow @ Sia Hok Chai (Executive Chairman) 4 4
Sia Teong Heng (Managing Director) 4 3
Mun Chong Shing @ Mun Chong Tian (Non-Executive Director) 4 4
Dato’ Zainol Abidin bin Haji A. Hamid (Non-Executive Director) 4 4
Dato’ Lim Phaik Gan (Independent Non-Executive Director) 4 4
Dato’ Dr. Norraesah bt. Haji Mohamad (Independent Non-Executive Director) 4 4
Ahmad Fizal bin Othman (Independent Non-Executive Director) 4 4
The Board members have unrestricted and timely access to all information necessary for the discharge of their responsibilities. All Directors
are provided with all relevant information and reports on financial, operational, corporate, regulatory, business development by way of Board
papers or upon specific request for informed decision making and effective discharge of their duties. These documents are comprehensive
and include qualitative and quantitative information to enable the Board members to make informed decisions. Notice of Board Meetings and
board papers are provided to Directors in advance so that meaningful deliberation and sound decisions can be made at Board meetings.
All proceedings of the Board meetings are minuted by the Company Secretary.
There is a formal schedule of matters reserved specifically for Board’s decisions. These include approval of key policies, significant acquisitions
and disposals of assets, significant investments and approval of budgets and corporate plans.
To assist in the discharge of their responsibilities and duties, all Directors have access to the advice and services of the Company Secretary.
If required, the Directors may engage independent professionals at the Group’s expense, in the furtherance of their duties.

26. 24 SBC CORPORATION BERHAD
Statement of Corporate Governance
BOARD OF DIRECTORS (cont’d)
Re-election and Re-appointment of Directors
In accordance with the Company’s Articles of Association, one third of the Directors shall retire by rotation from office and be eligible for
re-election at the annual general meeting and all Directors appointed by the Board are subject to re-election by shareholders at the first
opportunity after their appointment. Furthermore, each Director shall retire from office at least once in every three years. Directors who are
of or over the age of seventy years shall also retire from office and be eligible for re-appointment at the annual general meeting pursuant to
Section 129 (6) of the Companies Act, 1965.
Directors’ Training
All members of the Board have attended the Mandatory Accreditation Programme. Pursuant to Paragraph 15.09 of the Bursa Securities
Listing Requirements, the Board is responsible to identify the training needs of its Directors which will aid them in the discharge of their
duties on a continuous basis. The Board noted that the Nomination Committee is satisfied that the Board comprises qualified people with
professional background, expertise in various fields and practical experience. Nevertheless, the Board encourages its Directors to go for
training on their own initiative from time to time in order to keep them abreast of the latest developments in the market-place as well as the
current changes in the laws, regulations and accounting standards.
During the financial year, all the members of the Board attended a half-day training course entitled “Boardroom Briefing for PLC directors /
CEO’s”.
For new Directors, a familiarisation program will be conducted for them. This includes a presentation of the Group’s operations by senior
management and visits to the existing project sites.
Board Committees
The Board has delegated certain of its responsibilities to the three Committees, namely the Audit, the Nomination and the Remuneration
Committees with clearly defined terms of reference in assisting the Board to discharge its duties and responsibilities effectively.
AUDIT COMMITTEE
The report of the Audit Committee is set out on pages 33 to 37 of this annual report.

27. ANNUAL REPORT 2008 25
Statement of Corporate Governance
NOMINATION COMMITTEE (“NC”)
The NC has held one meeting during the financial year ended 31 March 2008. The attendance of the members of the NC at the meeting
is as follows:-
No. of meetings
held during the
financial year ended No. of meetings
Name of members 31 March 2008 attended
Dato’ Lim Phaik Gan – Chairperson (Independent Non-Executive Director) 1 1
Dato’ Dr. Norraesah bt Haji Mohamad (Independent Non-Executive Director) 1 1
Ahmad Fizal bin Othman (Independent Non-Executive Director) 1 1
Mun Chong Shing @ Mun Chong Tian (Non-Executive Director) 1 1
The terms of reference of the NC are as follows:
(a) Membership
The Committee shall be appointed by the Board from amongst the Directors of the Company and shall consist exclusively of non-
executive Directors, with a minimum of 3, a majority of whom are independent.
The members of the Committee shall elect the Chairman from among their number who shall be an independent director.
In order to form a quorum in respect of a meeting of the Committee, the members present must be wholly or a majority of whom must
be independent directors.
(b) Frequency of meetings
Meetings shall be held not less than once a year. The Company Secretary shall be the Secretary of the Committee.
(c) Authority
The Committee is to recommend new nominees for the Board and the board committees and to assess Directors on an on-going basis.
The actual decision as to who shall be nominated should be the responsibility of the full Board after considering the recommendations
of the Committee.

28. 26 SBC CORPORATION BERHAD
Statement of Corporate Governance
NOMINATION COMMITTEE (“NC”) (cont’d)
(d) Duties
The duties of the Committee shall be:
(i) to recommend to the Board, candidates for all directorships and in doing so, preference shall be given to shareholders or existing
Board members and candidates proposed by the Chief Executive Officer and, within the bounds of practicability, by any other
senior executive or any director or shareholder may also be considered.
(ii) to recommend to the Board, directors to fill the seats on board committees.
(iii) to review annually, on behalf of the Board, the required mix of skills, experience and other qualities, including core competencies,
which non-executive directors should bring to the Board.
(iv) to carry out annually, on behalf of the Board, the assessment of the effectiveness of the Board as a whole, the board committees
and the contribution of each director.
(e) Reporting procedures
The Company Secretary shall circulate the minutes of meetings of the Committee to all members of the Board.
At the meeting of the NC during the financial year ended 31 March 2008, the following matters were considered and resolved:
(a) re-appointment and re-election of Directors at the Eighteenth Annual General Meeting;
(b) mix of skills, experience and qualities of all Directors; and
(c) the effectiveness of the Board and the contribution from each Board member.
REMUNERATION COMMITTEE (“RC”)
The members of the RC at the date of this report and their attendance at the meeting convened during the financial year ended 31 March
2008 are as follows:
No. of meetings
held during the
financial year ended No. of meetings
Name of members 31 March 2008 attended
Dato’ Zainol Abidin bin Haji A. Hamid - Chairman (Non-Executive Director) 1 1
Dato’ Lim Phaik Gan (Independent Non-Executive Director) 1 1
Dato’ Dr. Norraesah bt Haji Mohamad (Independent Non-Executive Director) 1 1
Sia Teong Heng (Managing Director) 1 1

29. ANNUAL REPORT 2008 27
Statement of Corporate Governance
The terms of reference of the RC are as follows:
(a) Membership
The Committee shall be appointed by the Board from amongst the Directors of the Company and shall consist of at least 3 directors,
wholly or a majority of whom are non-executive directors.
The members of the Committee shall elect the Chairman from among their number who shall be a non-executive director.
In order to form a quorum in respect of a meeting of the Committee, the members present must be wholly or a majority of whom must
be non-executive directors.
(b) Frequency of meetings
Meetings shall be held not less than once a year. The Company Secretary shall be the Secretary of the Committee.
(c) Authority
The Committee is authorized to draw from outside advice as and when necessary in forming its recommendation to the Board on the
remuneration of the executive directors in all its forms. Executive directors should play no part in decisions on their own remuneration
and should abstain from discussion of their own remuneration.
The determination of the remuneration packages of the non-executive directors, including non-executive chairman, should be a matter
for the Board as a whole. The individuals concerned should abstain from discussion of their own remuneration.
(d) Duties
The duty of the Committee is to recommend to the Board the structure and level of remuneration of executive directors.
(e) Reporting procedures
The Company Secretary shall circulate the minutes of meetings of the Committee to all members of the Board.
During the financial year ended 31 March 2008, the RC met once to consider the remuneration of the Executive Chairman and Managing
Director for 2008.

30. 28 SBC CORPORATION BERHAD
Statement of Corporate Governance
DIRECTORS’ REMUNERATION
The details of the remuneration of each Director during the financial year ended 31 March 2008 are as follows:
(a) Total Remuneration
Basic Benefits Attendance
Salary Bonuses Fees -in-kind Fee Total
RM RM RM RM RM RM
Executive
Sia Kwee Mow @ Sia Hok Chai 555,510 191,520 - 16,925 - 763,955
Sia Teong Heng 487,725 166,320 - - - 654,045
Non-Executive
Mun Chong Shing @ Mun Chong Tian - - 24,000 - 1,500 25,500
Dato’ Zainol Abidin bin Haji A. Hamid - - 25,000 - 1,500 26,500
Dato’ Lim Phaik Gan - - 25,000 - 3,000 28,000
Dato’ Dr. Norraesah bt. Haji Mohamad - - 25,000 - 3,000 28,000
Ahmad Fizal bin Othman - - 24,000 - 2,700 26,700
Total 1,043,235 357,840 123,000 16,925 11,700 1,552,700
(b) Directors’ remuneration by bands
Executive Non-Executive Total
RM1 to RM50,000 - 5 5
RM50,001 to RM100,000 - - -
RM100,001 to RM150,000 - - -
RM150,001 to RM200,000 - - -
RM200,001 to RM250,000 - - -
RM250,001 to RM300,000 - - -
RM300,001 to RM350,000 - - -
RM350,001 to RM400,000 - - -
RM400,001 to RM450,000 - - -
RM450,001 to RM500,000 - - -
RM500,001 to RM550,000 - - -
RM550,001 to RM600,000 - - -
RM600,001 to RM650,000 - - -
RM650,001 to RM700,000 1 - 1
RM700,001 to RM750,000 - - -
RM750,001 to RM800,000 1 - 1
Total 2 5 7

31. ANNUAL REPORT 2008 29
Statement of Corporate Governance
ACCOUNTABILITY AND AUDIT
Financial Reporting
The Board aims to convey a balanced and understandable assessment of the Group’s financial position and prospects through the quarterly
results and annual reports/financial statements to the Company’s shareholders and regulators.
The Responsibility Statement by the Directors pursuant to Bursa Securities Listing Requirements is set out on page 38.
Internal Control
The Board acknowledges its responsibility for maintaining a sound internal controls system, which provides reasonable assurance in ensuring
the effectiveness and efficiency of operations and the safeguard of assets and interest in compliance with laws and regulations as well as
with internal financial administration procedures and guidelines.
The Group’s Statement on Internal Control is set out on pages 31 to 32.
Relationship with Auditors
The Board maintains a close and transparent professional relationship with the Group’s internal and external auditors through the Audit
Committee. In the course of audit of the Group’s operations, the internal and external auditors have highlighted all important matters to the
Audit Committee. The Audit Committee will then bring up the matters for the Board’s attention if it is necessary.
The Group has paid RM169,200 of non-audit fees to the external auditors for the financial year ended 31 March 2008.
Relationship with Shareholders and Investors
The primary tools of communication with the shareholders of the Company are through the annual report, announcements through Bursa
Securities and circulars. All queries from shareholders and members of public received through phone calls or letters are handled by the
Executive Directors, Group Financial Controller and Company Secretary.
At the annual general meeting and extraordinary general meeting, the Chairman gives shareholders ample opportunity to participate through
questions on the prospects, performance of the Group and other matters of concern to them with the Board.

32. 30 SBC CORPORATION BERHAD
Statement of Corporate Governance
ADDITIONAL COMPLIANCE INFORMATION
In conformance with the requirements of Bursa Securities, the following compliance information is provided:
1. Revaluation Policy on Landed Properties
The Group’s landed properties are stated at cost. There is no policy of regular revaluation of its landed properties as at the end of the
financial year ended 31 March 2008.
2. Materials Contracts
There were no material contracts entered into by the Company and its subsidiaries which involved the directors’ and major shareholders’
interests subsisting at the end of the financial year ended 31 March 2008 or entered into since the end of the previous financial year.
3. Utilisation of Proceeds
There were no proceeds raised from any proposals by the Company during the financial year.
4. Share Buy-backs
There were no share buy-backs by the Company during the financial year.
5. Options, Warrants or Convertible Securities
There were no options, warrants or convertible securities issued by the Company during the financial year.
6. American Depository Receipt (“ADR”) or Global Depository Receipt (“GDR”)
During the financial year, the Company did not sponsor any ADR or GDR programme.
7. Sanctions and / or Penalties
There were no sanctions and / or penalties imposed on the Company and its subsidiaries, Directors or Management by the relevant
regulatory bodies during the financial year.
8. Variation in Results
There was no material variation between the results for the financial year and the unaudited results previously announced.
9. Profit Guarantee
There was no profit guarantee given by the Company in respect of the financial year.
10. Corporate Social Responsibility
There were no corporate social responsibility activities undertaken by the Company and its subsidiaries during the financial year.

33. ANNUAL REPORT 2008 31
Statement of Internal Control
INTRODUCTION
The Board of Directors of SBC Corporation Berhad is pleased to present its Statement on Internal Control as a Group, made in compliance
with Paragraph 15.27 (b) of the Listing Requirements of Bursa Malaysia Securities Berhad and the Statement on Internal Control: Guidance
for Directors of Public Listed Companies.
BOARD RESPONSIBILITY
The Board has an overall responsibility for the Company’s system of internal controls, which includes the establishment of an appropriate
control environment and framework, and the review of its effectiveness, adequacy and integrity. This includes identifying the major business
risks faced by the Group and determining the appropriate course of action to manage those risks. In this regard, the Board has delegated
such responsibilities to the Audit Committee. Only significant internal control issues are brought to the attention of the Board by the Audit
Committee.
In view of the inherent limitations in any system of internal controls, the system designed can only manage rather than eliminate all risks of
failure to achieve the business objectives of the Group. Accordingly, the established system of internal control can only provide reasonable
but not absolute assurance against material misstatement or losses, fraud or breaches of law or regulations.
RISK MANAGEMENT FRAMEWORK
Risk management is seen as an integral part of the Group’s business operations by the Board. The Group has in place an ongoing process
for identifying, evaluating and managing the significant risks faced by the Group, throughout the financial year under review. Senior
management will assess and appraise the cost and benefits, impact on the Group, review the financial implications before any investment
or significant expenditure is made.
This ongoing process is undertaken for all the major subsidiaries of the Group and the processes, findings and actions taken by the
Management are all reviewed regularly by the Board.
INTERNAL AUDIT
The Group’s internal control systems are continually being reviewed and enhanced to ensure that changes in the Group’s business and
operating environment are adequately managed. The Board currently obtains regular assurance on the adequacy and effectiveness of the
internal control system through independent appraisals performed by the outsourced internal audit function.
During the financial year under review, the outsourced internal audit function conducted reviews based on an approved internal audit plan
and the results of these reviews are tabled at the Audit Committee’s meetings. In addition, the internal audit function carried out follow-up
visits to ensure that recommendations for improving the internal control systems are satisfactorily implemented.

34. 32 SBC CORPORATION BERHAD
Statement of Internal Control
KEY ELEMENTS OF INTERNAL CONTROL
The key processes that the Board has established in reviewing the adequacy and integrity of the Group’s system of internal control include
the following:-
1. A well defined organisational structure with proper segregation of duties, clear lines of accountability and which has a documented
delegation of authority that sets out the decisions that need to be taken and the appropriate authority levels of management including
matters that require Board approval;
2. The Executive Directors are responsible for the daily operations and performances of the respective businesses. Daily operations are
monitored through review of reports, attending the scheduled management meetings and have informal discussions on operational
issues. Significant issues identified are brought to the attention of Board members, if necessary;
3. Regular and comprehensive information are provided to the Board and Senior Management for performance monitoring;
4. Established internal policies and procedures for key business units within the Group; and
5. Experienced and dedicated team of personnel across the key functional units.
ASSURANCE
The Board is of the view that the system of internal controls is satisfactory and nothing has come to the attention of the Board which would
result in any material losses, contingencies or uncertainties that would require separate disclosure in this annual report. The Board will
continue to take active measures to strengthen the existing internal control systems and control environment after taking into consideration the
changes in the business environment the Group operates in.

35. ANNUAL REPORT 2008 33
Audit Committee Report
The Board of SBC Corporation Berhad is pleased to present the Audit Committee Report for the financial year ended 31 March 2008.
COMPOSITION AND MEETINGS
The Audit Committee presently comprises three members, all of whom are Independent Non-Executive Directors. The name of the members
and their attendance at meetings held during the financial year ended 31 March 2008 are as follows:-
No. of meetings
held during the
financial year ended No. of meetings
Name of members 31 March 2008 attended
Dato’ Dr. Norraesah bt Haji Mohamad- Chairperson (Independent Non-Executive Director) 4 4
Dato’ Lim Phaik Gan (Independent Non-Executive Director) 4 4
Ahmad Fizal bin Othman (Independent Non-Executive Director) 4 4
Sia Teong Heng (Managing Director – Resigned on 21 February 2008) 4 3
The Audit Committee normally meets four times a year with additional meetings convened between scheduled meetings, if necessary, to
deliberate on urgent and significant matters.
The Group Financial Controller and the representatives of the outsourced Internal Auditors and the External Auditors attended the meetings
at the invitation of the Audit Committee, where considered necessary.The Company Secretary is responsible for distributing the notice of
the meetings and relevant papers to the Audit Committee members prior to their meetings and recording the proceedings of the meetings
thereat.
INTERNAL AUDIT FUNCTION
The Company has maintained the engagement of Audex Governance Sdn. Bhd. for the provision of internal audit function to the Group. The
principal role of the Internal Auditor is to undertake independent, regular and systematic review of the Group’s systems of internal control
so as to provide reasonable assurance that such systems continue to operate efficiently and effectively. It is the responsibility of the Internal
Auditor to provide the Audit Committee with independent and objective reports on the state of internal control of various operating units
within the Group and the extent of compliance of the units with Group’s established policies and procedures as well as relevant statutory
requirements.

36. 34 SBC CORPORATION BERHAD
Audit Committee Report
SUMMARY OF ACTIVITIES OF THE AUDIT COMMITTEE
In line with the terms of reference of the Audit Committee, the following activities were carried out by the Audit Committee during the financial
year ended 31 March 2008:-
a) Discussed and reviewed the Audit Planning Memorandum which cover the external auditor’s plan, scope and nature of work.
b) Reviewed the Audit Review Memorandum in relation to their findings and accounting issues arising from the audit of the Group’s annual
financial results.
c) Reviewed the unaudited quarterly report on the consolidated results of the Group for the quarters ended 31 March 2007, 30 June 2007,
30 September 2007 and 31 December 2007.
d) Assessed the Group’s financial performance.
e) Reviewed related party transactions and conflicts of interest situation that may arise within the Group.
f) Reviewed and approved the internal audit plan and the internal audit reports and followed up on the remedial actions implemented by
the Management in respect of the internal control weaknesses identified.
g) Reviewed the Group’s risk management policy and framework.
h) Reviewed the Group’s compliance with the applicable approved accounting standards issued by the Malaysian Accounting Standards
Board and other relevant legal and regulatory requirements.
SUMMARY OF ACTIVITIES OF THE INTERNAL AUDIT FUNCTION
During the financial year ended 31 March 2008, the Internal Auditor has:-
a) Presented a risk-based annual audit plan and risk assessment policy for the Audit Committee’s review and approval;
b) Performed company-wide operation and special audits giving due attention to high and medium risk area of concerns;
c) Followed up on the status of rectification with regards to significant issues and kept the Audit Committee abreast of the current status;
and
d) Furnished internal audit reports to the Audit Committee on quarterly basis as an updates of the internal audit activities.

37. ANNUAL REPORT 2008 35
Audit Committee Report
SUMMARY OF ACTIVITIES OF THE INTERNAL AUDIT FUNCTION (cont’d)
In accordance with the approved audit plan for 2007/2008, the areas reviewed by the internal audit function were as follows:-
a) Management and operational review of companies within the Group;
b) Projects performance reviews and evaluation;
c) Pre-qualification and contractor performance management;
d) Progress claims processing;
e) Manage the issuance of work orders and variation orders;
f) Post construction service and maintenance;
g) Review of relevant policies and procedures;
h) Related party transactions;
i) Human resource management; and
j) Property management.
A number of minor internal control weaknesses were identified during the year, all of which have been addressed by the Management. None
of the weaknesses has resulted in any material losses, contingencies or uncertainties that would require disclosure in the Group’s annual
report.
The annual internal audit plan for 2008/2009 was presented to the Audit Committee for review and approval during to the financial year
ended 31 March 2008. The activities of the internal audit function cover the following areas:-
a) Management and operational review of companies within the Group;
b) Projects performance reviews and evaluation;
c) Management of progress billing;
d) Project status and cost monitoring;
e) Credit control collection;
f) Sales processing;
g) Advertising and promotion;
h) Treasury management;
i) Management information system;
j) Review of relevant policies and procedures; and
k) Related party transactions;
The above reviews cover all the offices and project sites which are located in Kuala Lumpur, Kuantan and Kota Kinabalu.

38. 36 SBC CORPORATION BERHAD
Audit Committee Report
TERMS OF REFERENCE OF THE AUDIT COMMITTEE
Membership
The Committee shall be appointed by the Board from amongst the Directors of the Company and shall consist of at least 3 members. All the
members must be non-executive directors, with a majority of them are independent directors. At least one member of the Committee:
(i) must be a member of the Malaysian Institute of Accountants (“MIA”); or
(ii) if he is not a member of the MIA, he must have at least 3 years working experience and
• he must have passed the examinations specified in Part I of the 1st Schedule to the Accountant Act, 1967; or
• he must be a member of one of the associations of accountants specified in Part II of the 1st Schedule to the Accountants Act, 1967;
or
(iii) fulfills such other requirements as prescribed or approved by the Bursa Malaysia Securities Berhad.
The members of the Committee shall elect a Chairman from amongst their number who shall be an independent director. In order to form a
quorum in respect of a meeting of the Committee, the majority of the members present must be independent directors.
Attendance At Meetings
The Group Financial Controller and the representatives of the internal auditors and the external auditors shall normally attend meetings.
Other directors and employees of the Company may attend meetings at the Committee’s invitation. The Committee shall be able to convene
meetings with external auditors, the internal auditors or both, excluding the attendance of other directors and employees of the Company,
whenever deemed necessary.
The Company Secretary shall be the secretary of the Committee.
Frequency Of Meetings
Meetings shall be held not less than four times a year. The external auditors may request a meeting if they consider that one is necessary.
Authority
The Committee is authorised by the Board to investigate any activity within its terms of reference. It is authorised to seek any information it
requires from any employee and all the employees are directed to cooperate with any request made by the Committee.
The Committee is authorised by the Board to obtain outside legal or other independent professional advice and to secure the attendance of
an outsider with relevant experience and expertise, if it considers this necessary.
Duties
The duties of the Committee shall be:
(1) to consider the appointment of the external auditors, the audit fees and any questions of nomination, resignation or dismissal.
(2) to discuss with the external auditors before the audit commences the nature and scope of the audit and ensure co-ordination where more
than one audit firm is involved.

39. ANNUAL REPORT 2008 37
Audit Committee Report
TERMS OF REFERENCE OF THE AUDIT COMMITTEE (cont’d)
Duties (cont’d)
(3) to discuss with the external auditors the evaluation of the system of internal controls, audit report and ensure assistance given by the
employees to the external auditors.
(4) to review the quarterly and year-end financial statements before submission to the Board, focusing particularly on:
• any changes or implementation of changes in accounting policies and practices;
• major judgement areas;
• significant adjustments arising from the audit;
• significant and unusual events;
• the going concern assumption;
• compliance with accounting standards; and
• compliance with stock exchange and legal requirements.
(5) to discuss problems and reservations arising from the interim and final audits and any matters the external auditor may wish to discuss
(in the absence of management, where necessary).
(6) to review the external auditors’ management letter and management’s response.
(7) to do the following in respect of the internal audit function:
• review the adequacy of the scope, functions, competency and resources of the internal audit function and that it has the necessary
authority to carry out its work.
• review the internal audit programme and processes and results of the internal audit programme, processes and investigation and
where necessary, ensure that appropriate action is taken on the recommendations of the internal audit function.
• review any appraisal or assessment of the performance of the members of the internal audit function.
• approve the appointment or termination of senior staff members of the internal audit function.
• inform itself of resignations of internal audit staff members and provide the resigning staff member an opportunity to submit his
reasons for resigning.
(8) to consider any related party transactions and conflict of interest situations that may arise within the Company or the Group including
any transaction, procedure or course of conduct that raises questions of management integrity.
(9) to consider the major findings of internal investigations and management’s response and ensure co-ordination between internal and
external auditors.
(10) to consider other topics, as defined by the Board.
Reporting
The Company Secretary shall circulate the minutes of meetings of the Committee to all members of the Board.

40. 38 SBC CORPORATION BERHAD
Statement of Directors’ Responsibilities
IN RESPECT OF THE PREPARATION OF THE FINANCIAL STATEMENTS
The Directors are responsible for ensuring that the financial statements of the Group are drawn up in accordance with applicable approved
accounting standards in Malaysia and the provisions of the Companies Act, 1965 so as to give a true and fair view of the state of affairs
of the Group and the Company as of 31 March 2008 and of the results and cash flows of the Group and Company for the financial year
ended on that date.
In preparing the financial statements, the Directors have:
(a) adopted suitable accounting policies and applied them consistently;
(b) made judgements and estimates that are prudent and reasonable;
(c) ensured the adoption of applicable approved accounting standards; and
(d) used the going concern basis for the preparation of the financial statements.
The Directors are responsible for ensuring proper accounting records are kept which disclose with reasonable accuracy at any time the
financial position of the Group and the Company and are kept in accordance with the Companies Act, 1965. The Directors are also
responsible for taking such steps as are reasonably open to them to safeguard the Group’s assets and to prevent and detect fraud and other
irregularities.

41. Financial Statements
40 • Directors’ Report
44 • Statement by Directors
44 • Statutory Declaration
45 • Report of the Auditors
47 • Balance Sheets
49 • Income Statements
50 • Statements of Changes in Equity
52 • Cash Flow Statements
55 • Notes to the Financial Statements

42. 40 SBC CORPORATION BERHAD
Directors’ Report
The directors hereby submit their report and the audited financial statements of the Group and of the Company for the financial year ended
31 March 2008.
PRINCIPAL ACTIVITIES
The Company is principally engaged in the businesses of investment holding and the provision of management and administrative services to
the subsidiaries. The principal activities of the subsidiaries are disclosed in Note 6 to the financial statements. There have been no significant
changes in the nature of these activities during the financial year.
RESULTS
THE GROUP THE COMPANY
RM RM
Profit after taxation for the financial year 3,503,533 204,163
Attributable to:-
Equity holders of the Company 3,513,519 204,163
Minority interests (9,986) -
3,503,533 204,163
DIVIDENDS
Since the end of the previous financial year, the Company paid a first and final dividend of 1% less 27% tax on the ordinary shares
amounting to RM601,773 in respect of the previous financial year.
For the current financial year, the directors recommend the payment of a first and final dividend of 1.5% less 25% tax on the ordinary shares
amounting to RM927,394 to be approved by the shareholders at the forthcoming Annual General Meeting. This dividend will be accounted
for as an appropriation of retained profits in the period when it is approved by shareholders.
RESERVES AND PROVISIONS
All material transfers to or from reserves or provisions during the financial year are disclosed in the financial statements.
ISSUES OF SHARES AND DEBENTURES
During the financial year,
(a) there were no changes in the authorised and issued and paid-up share capital of the Company; and
(b) there were no issues of debentures by the Company.
OPTIONS GRANTED OVER UNISSUED SHARES
During the financial year, no options were granted by the Company to any person to take up any unissued shares in the Company.

43. ANNUAL REPORT 2008 41
Directors’ Report
BAD AND DOUBTFUL DEBTS
Before the financial statements of the Group and of the Company were made out, the directors took reasonable steps to ascertain that action
had been taken in relation to the writing off of bad debts and the making of allowance for doubtful debts, and satisfied themselves that all
known bad debts had been written off and that adequate allowance had been made for doubtful debts.
At the date of this report, the directors are not aware of any circumstances that would further require the writing off of bad debts, or the
additional allowance for doubtful debts in the financial statements of the Group and of the Company.
CURRENT ASSETS
Before the financial statements of the Group and of the Company were made out, the directors took reasonable steps to ascertain that any
current assets other than debts, which were unlikely to be realised in the ordinary course of business, including their values as shown in the
accounting records of the Group and of the Company, have been written down to an amount which they might be expected so to realise.
At the date of this report, the directors are not aware of any circumstances which would render the values attributed to the current assets in
the financial statements of the Group and of the Company misleading.
VALUATION METHODS
At the date of this report, the directors are not aware of any circumstances which have arisen which render adherence to the existing methods
of valuation of assets or liabilities of the Group and of the Company misleading or inappropriate.
CONTINGENT AND OTHER LIABILITIES
The contingent liability of the Company is disclosed in Note 47 to the financial statements. At the date of this report, there does not exist:-
(a) any charge on the assets of the Group and of the Company that has arisen since the end of the financial year which secures the liabilities
of any other person; or
(b) any contingent liability of the Group and of the Company which has arisen since the end of the financial year.
No contingent or other liability of the Group and of the Company has become enforceable or is likely to become enforceable within the
period of twelve months after the end of the financial year which, in the opinion of the directors, will or may substantially affect the ability of
the Group and of the Company to meet their obligations when they fall due.
CHANGE OF CIRCUMSTANCES
At the date of this report, the directors are not aware of any circumstances not otherwise dealt with in this report or the financial statements
of the Group and of the Company which would render any amount stated in the financial statements misleading.
ITEMS OF AN UNUSUAL NATURE
The results of the operations of the Group and of the Company during the financial year were not, in the opinion of the directors, substantially
affected by any item, transaction or event of a material and unusual nature.
There has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a
material and unusual nature likely, in the opinion of the directors, to affect substantially the results of the operations of the Group and of the
Company for the financial year.

44. 42 SBC CORPORATION BERHAD
Directors’ Report
DIRECTORS
The directors who served since the date of the last report are as follows:-
SIA KWEE MOW @ SIA HOK CHAI
SIA TEONG HENG
MUN CHONG SHING @ MUN CHONG TIAN
DATO’ LIM PHAIK GAN
DATO’ DR. NORRAESAH BT HAJI MOHAMAD
DATO’ ZAINOL ABIDIN BIN HAJI A. HAMID
AHMAD FIZAL BIN OTHMAN
DIRECTORS’ INTERESTS
According to the register of directors’ shareholdings, the interests of directors holding office at the end of the financial year in shares in the
Company and its related corporations during the financial year are as follows:-
NUMBER OF ORDINARY SHARES OF RM1 EACH
AT AT
1.4.2007 BOUGHT SOLD 31.3.2008
DIRECT INTERESTS
SIA KWEE MOW @ SIA HOK CHAI 1,480,800 - - 1,480,800
SIA TEONG HENG 4,677,992 - - 4,677,992
MUN CHONG SHING @ MUN CHONG TIAN 21,782 - - 21,782
INDIRECT INTERESTS
SIA KWEE MOW @ SIA HOK CHAI 19,498,523 - - 19,498,523
SIA TEONG HENG 19,498,523 - - 19,498,523
By virtue of their interests in the Company, Sia Kwee Mow @ Sia Hok Chai and Sia Teong Heng are deemed to have interests in the shares
in the subsidiaries to the extent of the Company’s interest, in accordance with Section 6A of the Companies Act, 1965.
None of the other directors holding office at the end of the financial year had any interest in shares of the Company or its related corporations
during the financial year.

45. ANNUAL REPORT 2008 43
Directors’ Report
DIRECTORS’ BENEFITS
Since the end of the previous financial year, no director has received or become entitled to receive any benefit (other than a benefit included
in the aggregate amount of emoluments received or due and receivable by directors as shown in the financial statements, or the fixed salary
of a full-time employee of the Company) by reason of a contract made by the Company or a related corporation with the director or with a
firm of which the director is a member, or with a company in which the director has a substantial financial interest except for any benefits
which may be deemed to arise from transactions entered into in the ordinary course of business with companies in which certain directors
have substantial financial interests as disclosed in Note 45 to the financial statements.
Neither during nor at the end of the financial year was the Company or its subsidiaries a party to any arrangements whose object is to enable
the directors to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate.
SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR
The significant events during the financial year are disclosed in Note 51 to the financial statements.
AUDITORS
The auditors, Messrs. Horwath, have expressed their willingness to continue in office.
SIGNED IN ACCORDANCE WITH A RESOLUTION OF THE DIRECTORS
DATED 28 JULY 2008
Sia Kwee Mow @ Sia Hok Chai
Mun Chong Shing @ Mun Chong Tian

46. 44 SBC CORPORATION BERHAD
Statement By Directors
We, Sia Kwee Mow @ Sia Hok Chai and Mun Chong Shing @ Mun Chong Tian, being two of the directors of SBC Corporation Berhad,
state that, in the opinion of the directors, the financial statements set out on pages 47 to 100 are drawn up in accordance with applicable
approved Financial Reporting Standards in Malaysia and the provisions of the Companies Act, 1965 so as to give a true and fair view of
the state of affairs of the Group and of the Company at 31 March 2008 and of their results and cash flows for the financial year ended on
that date.
SIGNED IN ACCORDANCE WITH A RESOLUTION OF THE DIRECTORS
DATED 28 JULY 2008
Sia Kwee Mow @ Sia Hok Chai Mun Chong Shing @ Mun Chong Tian
Statutory Declaration
I, Lee Yan Yaw, I/C No. 710315-10-5509, being the officer primarily responsible for the financial management of SBC Corporation Berhad,
do solemnly and sincerely declare that the financial statements set out on pages 47 to 100 are, to the best of my knowledge and belief,
correct, and I make this solemn declaration conscientiously believing the same to be true and by virtue of the provisions of the Statutory
Declarations Act, 1960.
Subscribed and solemnly declared by
Lee Yan Yaw, I/C No. 710315-10-5509,
at Kuala Lumpur in the Federal Territory
on this 28 July 2008.
Lee Yan Yaw
Before me
Mohd Radzi Bin Yasin (W327)
Commissioner for Oaths

47. ANNUAL REPORT 2008 45
Report of the Auditors
TO THE MEMBERS OF SBC CORPORATION BERHAD
We have audited the financial statements of SBC Corporation Berhad, which comprise the balance sheets as at 31 March 2008 of the Group
and of the Company, and the income statements, statements of changes in equity and cash flow statements of the Group and of the Company
for the year then ended, and a summary of significant accounting policies and other explanatory notes, as set out on pages 47 to 100.
Directors’ Responsibility for the Financial Statements
The directors of the Company are responsible for the preparation and fair presentation of these financial statements in accordance with
Financial Reporting Standards and the Companies Act, 1965 in Malaysia. This responsibility includes designing, implementing and
maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement,
whether due to fraud or error, selecting and applying appropriate accounting policies, and making accounting estimates that are reasonable
in the circumstances.
Auditors’ Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with
approved standards on auditing in Malaysia. Those standards require that we comply with ethical requirements and plan and perform the
audit to obtain reasonable assurance whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The
procedures selected depend on our judgment, including the assessment of risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, we consider internal control relevant to the Company’s preparation and fair
presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose
of expressing an opinion on the effectiveness of the Company’s internal control. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation
of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the financial statements have been properly drawn up in accordance with Financial Reporting Standards and the Companies
Act, 1965 in Malaysia so as to give a true and fair view of the financial position of the Group and of the Company as of 31 March 2008
and of their financial performance and cash flows for the year then ended.
Report on Other Legal and Regulatory Requirements
In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following:-
(a) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company and its subsidiaries
of which we have acted as auditors have been properly kept in accordance with the provisions of the Act;
(b) We have considered the accounts and the auditors’ reports of all the subsidiaries of which we have not acted as auditors, which are
indicated in Note 6 to the financial statements;
(c) We are satisfied that the accounts of the subsidiaries that have been consolidated with the Company’s financial statements are in form
and content appropriate and proper for the purposes of the preparation of the financial statements of the Group and we have received
satisfactory information and explanations required by us for those purposes; and
(d) The audit reports on the accounts of the subsidiaries did not contain any qualification or any adverse comment made under Section
174(3) of the Act.

48. 46 SBC CORPORATION BERHAD
Report of the Auditors
TO THE MEMBERS OF SBC CORPORATION BERHAD
Other Matters
This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act, 1965 in
Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report.
Horwath James Chan Kuan Chee
Firm No: AF 1018 Approval No: 2271/10/09 (J)
Chartered Accountants Partner
Kuala Lumpur
28 July 2008