AR2005

COMPANY NO.
432768-X
ANNUAL REPORT 2005
industry leader delivering
commitment with
excellence and value
1
contents 1
2
Value Statement
Notice of Annual General Meeting
7 Statement Accompanying Notice of Annual
General Meeting
11 Corporate Information
12 Corporate Structure
13 Financial Highlights
14 Directors’ Profile
18 Statement of Internal Control
24 Corporate Governance Statement
31 Statement of Directors’ Responsibilities
32 Report of the Audit Committee
36 Other Information
38 Environmental Management Activities at
Project Sites
40 Quality, Safety and Health Policy
44 Chairman’s Statement / Penyata Pengerusi
52 Review of Operations
62 Calendar of Events
66 Directors’ Report
73 Directors’ Statement
73 Statutory Declaration
74 Report of the Auditors
75 Balance Sheets
77 Income Statements
78 Statements of Changes in Equity
80 Cash Flow Statements
83 Notes to the Financial Statements
137 Analysis of Shareholdings
139 List of Properties
Proxy Form
1
1
Smart partnership with customers, employees and stakeholders
Institutionalise the virtues of honesty and trust
Setting and maintaining high standards; striving for superior performance in all undertakings
12 34
Being pro-active through continuous research and development in meeting challenges
1
NOTICE IS HEREBY GIVEN that the Ninth Annual General Meeting of the Company
will be held at Casuarina Room, Ground Floor, SIME Darby Convention Centre, 1A,
Jalan Bukit Kiara 1, 60000 Kuala Lumpur on Monday, 12 June 2006 at 10.00
a.m. for the following purposes:-
Agenda
As Ordinary Business:
1. To receive the Audited Financial Statements of the Company for the year ended 31 December 2005 together with the
Reports of the Directors and Auditors thereon. Resolution 1
2. To approve the payment of a first and final dividend of 15% less 28% tax for the year ended 31 December 2005. Resolution 2
3. To approve the payment of Directors’ Fees for the year ended 31 December 2005. Resolution 3
4. To re-elect the following Directors retiring under the provisions of the Articles of Association of the Company:-
(i) Datuk (Prof.) A Rahman @ Omar bin Abdullah Resolution 4

(ii) Dato’ Wan Zakariah bin Haji Wan Muda Resolution 5
5. To re-appoint Messrs. Moore Stephens as Auditors of the Company and to authorise the Directors to fix their remuneration. Resolution 6
2
As Special Business:
To consider and if thought fit, passing the following Resolutions as Ordinary Resolutions with or without modifications:-
6. AUTHORITY TO DIRECTORS TO ALLOT AND ISSUE SHARES
“THAT subject to the provisions of Section 132D of the Companies Act, 1965 and approvals from Bursa Malaysia
and other relevant governmental/regulatory authorities where such approvals shall be necessary, authority be
and is hereby given to the Directors of the Company to allot and issue shares in the Company from time to time
and upon such terms and conditions and for such purposes as the Directors may deem fit provided that the
aggregate number of shares issued pursuant to this resolution does not exceed 10% of the issued share capital
of the Company for the time being and such authority shall remain in force until the next Annual General Meeting
of the Company.”
7. PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS

OF A REVENUE OR TRADING IN NATURE WITH ZAKI HOLDINGS (M) SDN BHD AND RESIDENCE INN &
MOTELS SDN BHD
“THAT, subject to the Companies Act, 1965 (“Act”), the Memorandum and Articles of Association of the Company
and the Listing Requirements of Bursa Malaysia (“Listing Requirements”), approval be and is hereby given to
the Company and its subsidiaries (“AZRB Group”) to continue to enter into all arrangements and/or transactions
with Zaki Holdings (M) Sdn Bhd and Residence Inn & Motels Sdn Bhd, involving the interests of Directors, major
shareholders or persons connected with Directors and/or major shareholders of the AZRB Group (“Related Parties”)
as disclosed in section 2.2 of the circular to shareholders dated 19 May 2006 (“Circular”) provided that such
arrangements and/or transactions are:
(i) recurrent transactions of a revenue or trading in nature;
(ii) necessary for the day to day operations;
(iii) carried out in the ordinary course of business on normal commercial terms which are not more favourable
to the Related Parties than those generally available to the public; and
(iv) are not to the detriment of the minority shareholders.
(hereinafter known as the “Shareholders’ Mandate 1”);
3
notice of annual general meeting

OF A REVENUE OR TRADING IN NATURE WITH ZAKI HOLDINGS (M) SDN BHD AND RESIDENCE INN &
MOTELS SDN BHD (cont’d)
AND THAT such approval shall continue to be in force until:
(i) the conclusion of the next Annual General Meeting (“AGM”) of the Company (being the 10th AGM of the Company),
at which time the said authority will lapse, unless by a resolution passed at a general meeting whereby the authority
of the Shareholders’ Mandate 1 is renewed;
(ii) the expiration of the period within which the next AGM of the Company (being the 10th AGM of the Company) is
required to be held pursuant to Section 143(1) of the Act (but shall not extend to such extension as may be allowed
pursuant to Section 143(2) of the Act); or
(iii) revoked or varied by resolution passed by the shareholders in a general meeting,
whichever is earlier;
AND THAT the aggregate value of the transactions of the Shareholders’ Mandate 1 conducted during a financial year will
be disclosed in accordance with the Listing Requirements in the annual report for the said financial year and the disclosure
will include amongst others, the following information:
(i) the types of recurrent related party transactions (“RRPT”); and
(ii) the names of the Related Parties who have interests in each type of the RRPT entered into and their relationship with
the AZRB Group;
AND THAT the Directors of the Company be authorised to complete and do all such acts and things (including executing
all such documents as may be required) as they may consider expedient or necessary to give effect to the Shareholders’
Mandate 1.”

OF A REVENUE OR TRADING IN NATURE WITH QMC SDN BHD, CHUAN HUAT INDUSTRIAL MARKETING SDN
BHD AND CHUAN HUAT HARDWARE SDN BHD
“THAT, subject to the Act, the Memorandum and Articles of Association of the Company and the Listing Requirements,
approval be and is hereby given to the AZRB Group to continue to enter into all arrangements and/or transactions with
QMC Sdn Bhd, Chuan Huat Industrial Marketing Sdn Bhd and Chuan Huat Hardware Sdn Bhd, involving the interests of
the Related Parties as disclosed in section 2.2 of the Circular provided that such arrangements and/or transactions are:
4
(i) recurrent transactions of a revenue or trading in nature;
(ii) necessary for the day to day operations;
(iii) carried out in the ordinary course of business on normal commercial terms which are not more favourable to the
Related Parties than those generally available to the public; and
(iv) are not to the detriment of the minority shareholders.
(hereinafter known as the “Shareholders’ Mandate 2”);
AND THAT such approval shall continue to be in force until:
(i) the conclusion of the next AGM of the Company (being the 10th AGM of the Company), at which time the said authority
will lapse, unless by a resolution passed at a general meeting whereby the authority of Shareholders’ Mandate 2 is
renewed;
(ii) the expiration of the period within which the next AGM of the Company (being the 10th AGM of the Company) is
required to be held pursuant to Section 143(1) of the Act (but shall not extend to such extension as may be allowed
pursuant to Section 143(2) of the Act); or
(iii) revoked or varied by resolution passed by the shareholders in a general meeting,
whichever is earlier;
AND THAT the aggregate value of the transactions of the Shareholders’ Mandate 2 conducted during a financial year will
be disclosed in accordance with the Listing Requirements in the annual report for the said financial year and the disclosure
will include amongst others, the following information:
(i) the types of RRPT; and
(ii) the names of the Related Parties who have interests in each type of the RRPT entered into and their relationship with
the AZRB Group.
AND THAT the Directors of the Company be authorised to complete and do all such acts and things (including executing
all such documents as may be required) as they may consider expedient or necessary to give effect to the Shareholders’
Mandate 2.”
9. To transact any other business for which due notice shall have been given in accordance with the Companies Act,
1965.
5
Notice of Dividend Entitlement and Payment
NOTICE IS ALSO HEREBY GIVEN that the first and final dividend of 15% less 28% tax for the financial year ended 31 December 2005, if approved,
will be paid on 19 July 2006 to depositors registered in the Record of Depositors at the close of business on 12 July 2006.
A Depositor shall qualify for entitlement to the dividend only in respect of:
a. Shares transferred into the Depositor’s Securities Account before 4.00 p.m. on 12 July 2006 in respect of ordinary transfer; and
b. Shares bought on the Bursa Malaysia on a cum entitlement basis according to the Rules of Bursa Malaysia.
By Order of the Board

BAHARI BIN JOHARI
LIM MING TOONG
LIEW WAI KEAN
Secretaries
Kuala Lumpur
19 May 2006
NOTES EXPLANATORY NOTES ON SPECIAL BUSINESS
1. A member of the Company who is entitled to attend and vote at the meeting is entitled 7. The proposed ordinary resolution No. 7, if passed, will give the Directors of the Company
to appoint a proxy or proxies, (but not exceeding two (2) proxies), to attend and vote the power to issue shares in the Company up to an amount not exceeding in total
in his stead. 10% of the issued share capital of the Company for such purposes as the Directors
consider would be in the interests of the Company. This would avoid any delay and
2. Where a member appoints more than one (1) proxy, the appointment shall be invalid cost involved in convening a general meeting to specifically approve such an issue of
unless he specifies the proportion of his holdings to be represented by each proxy. shares. This authority, unless revoked or varied at a General Meeting will expire at the
next Annual General Meeting of the Company.
3. A proxy may but need not be a member of the Company and the provision of Section
149(1)(b) of the Companies Act, 1965 shall not apply to the Company. 8. The proposed ordinary resolutions No. 8 & 9, if passed, will allow the AZRB Group to
enter into recurrent related party transactions provided that such transactions are in the
4. Where a member is an authorised nominee as defined under the Securities Industry ordinary course of business and undertaken at arms’ length, on normal commercial
(Central Depositories) Act 1991, it may appoint at least one proxy in respect of each terms of the AZRB Group which are not more favourable to the related parties than
securities account it holds with ordinary shares of the Company standing to the credit those generally available to the public and are not to the detriment of the minority
of the securities account. shareholders (“Proposed Shareholders’ Mandates”).
5. Where the Form of Proxy is executed by a corporation, it must be executed under its The Proposed Shareholders’ Mandates would eliminate the need to convene separate
seal or under the hand of its attorney. general meetings from time to time to seek shareholders’ approval as and when
potential recurrent related party transactions arise, thereby reducing substantially
6. The instrument appointing a proxy and the power of attorney or other authority (if any) administrative time and expenses in convening such meetings, without compromising
under which it is signed, or a notarially certified copy of that power or authority, must, the corporate objectives and adversely affecting the business opportunities available
to be valid, be deposited at the office of the Company’s Registrars, Mega Corporate to the AZRB Group.
Services Sdn Bhd, Share Registration Department, Level 11-2, Faber Imperial Court,
Jalan Sultan Ismail, 50250 Kuala Lumpur, not less than forty-eight (48) hours before Further information on the Proposed Shareholders’ Mandates is set out in the circular
the time set for the meeting or at any adjournment thereof. to shareholders of the Company which is despatched together with the Annual Report
of the Company for the financial year ended 31 December 2005.
6
1. Details of Board meetings held during financial year ended 31 December 2005:
There were 5 Board meetings held during the financial year ended 31 December 2005. Details of attendance of the Directors
are as follows:-
Name of Director Total Meetings Attended % of Attendance

Executive Directors
Dato’ Haji Wan Zaki bin Haji Wan Muda 5/5 100%
Dato’ Wan Zakariah bin Haji Wan Muda 4/5 80%
Dato’ Haji Mustaffa bin Mohamad 5/5 100%
Dato’ W Zulkifli bin Haji W Muda 4/5 80%
Non-Executive Directors
Raja Dato’ Seri Aman bin Raja Haji Ahmad 5/5 100%
Datuk (Prof.) A Rahman @ Omar bin Abdullah 5/5 100%
Dato’ Ismail @ Mansor bin Said 5/5 100%
2. Place, date and time of Meeting
The Ninth Annual General Meeting of the Company will be held at Casuarina Room, Ground Floor, SIME Darby Convention Centre, 1A,
Jalan Bukit Kiara 1, 60000 Kuala Lumpur on Monday, 12 June 2006 at 10.00 a.m.
3. Profiles of Directors who are standing for re-election
The Directors who are offering themselves for re-election at the Annual General Meeting of the Company are as follows:-
(i) Datuk (Prof.) A Rahman @ Omar bin Abdullah (Independent Non-Executive Director)
(ii) Dato’ Wan Zakariah bin Haji Wan Muda (Managing Director)
Details of Directors are set out on pages 14 to 17 of this Annual Report and
Statement of Directors’ shareholdings on page 138 of this Annual Report.
pursuant to paragraph 8.28(2) of the Bursa Malaysia Listing Requirements
7
smart partnership with
stakeholders
8
customers
employees
9
Back row, left to right: Dato’ Ismail @ Mansor bin Said, Dato’ Haji Mustaffa bin Mohamad, Dato’ W Zulkifli bin Haji W Muda, Datuk (Prof.) A Rahman @ Omar bin Abdullah
Front row, left to right: Dato’ Haji Wan Zaki bin Haji Wan Muda, Raja Dato’ Seri Aman bin Raja Hj Ahmad, Dato’ Wan Zakariah bin Haji Wan Muda
10
corporate informatio
Board of Directors
Raja Dato’ Seri Aman bin Raja Haji Ahmad
(Independent Non-Executive Chairman)
Dato’ Haji Wan Zaki bin Haji Wan Muda

(Executive Vice Chairman)
Dato’ Wan Zakariah bin Haji Wan Muda

(Managing Director)
Dato’ Haji Mustaffa bin Mohamad

(Executive Director)
Dato’ W Zulkifli bin Haji W Muda

(Executive Director)
Registered Office
Mezzanine Floor Datuk (Prof.) A Rahman @ Omar bin Abdullah
8A, Jalan Seri Semantan Satu, Damansara Heights (Independent Non-Executive Director)
50490 Kuala Lumpur, Wilayah Persekutuan
Tel: +603 2094 1888 Dato’ Ismail @ Mansor bin Said
Fax: +603 2094 7673 (Independent Non-Executive Director)
Registrar Audit Committee

Mega Corporate Services Sdn Bhd Raja Dato’ Seri Aman bin Raja Haji Ahmad
Level 11-2, Faber Imperial Court, Jalan Sultan Ismail (Chairman, Independent Non-Executive Chairman)
Tel: +603 2692 4271 Dato’ Haji Wan Zaki bin Haji Wan Muda
Fax: +603 2732 5388 (Member, Executive Vice Chairman)
Principal Bankers Dato’ Ismail @ Mansor bin Said

Affin Bank Berhad (Member, Independent Non-Executive Director)
AmBank Berhad
AmMerchant Bank Berhad Company Secretary
Bumupitera-Commerce Bank (M) Berhad Bahari bin Johari (LS 0008773)
HSBC Bank Malaysia Berhad Lim Ming Toong (MAICSA 7000281)
Malayan Banking Berhad Liew Wai Kean (MAICSA 7020245)
United Overseas Bank (Malaysia) Berhad
Auditors
Moore Stephens Chartered Accountants
8A, Jalan Sri Semantan Satu, Damansara Heights
Stock Exchange Listing

Main Board of Bursa Malaysia
11
12
100% 100% 100% 100% 95%
Ahmad Zaki Sdn Bhd AZRB Construction (India) Inter Century Sdn Bhd Tadok Granite Manufacturing PT Ichtiar Gusti Pudi
Pvt. Ltd. Sdn Bhd
60% 100%
Kemaman Technology & 100% Astral Far East Sdn Bhd
Industrial Park Sdn Bhd AZRB International Ventures
Sdn Bhd
50%
Fasatimur Sdn Bhd 100%
Ahmad Zaki Saudi Arabia
40% Co Ltd
Hidro Fokus Sdn Bhd
30%
Maxi Heritage Sdn Bhd
100%
Trend Vista Development Sdn Bhd
100%
AZRB Machineries Sdn Bhd
(Formerly known as Technipolitan Sdn Bhd)
AZ-MRT-WCT JV CIDB Builder of the Johawaki-Ahmad Zaki CIDB Project Awards

Special Project Year Award JV - The Malaysia Major Scale Project
Award Contruction Industry Building Category
Large Scale Project
Award
500 25
28,118
400 20
23,757
22,241
493,030
19,630
300 15
18,975
17,153
306,014
200 10
257,915
249,125
234,041
232,932
223,305
100 5
(4,117)
0 0
1999 2000 2001 2002 2003 2004 2005 1999 2000 2001 2002 2003 2005
2004
150 300
268
120 240
243
240
122,117
120,960
190
90 180
111,704
178
105,434
176
153
60 120
81,147
73,748
57,974
30 60
0 0
1999 2000 2001 2002 2003 2004 2005 1999 2000 2001 2002 2003 2004 2005
1999 2000 2001 2002 2003 2004 2005

Revenue 223,305 232,932 234,041 439,030 306,014 257,915 249,125
Profit/(loss) before taxation 22,241 23,757 17,153 19,630 18,975 (4,117) 28,118
Profit/(loss) after taxation & minority interest 22,272 16,614 11,479 13,436 12,907 (11,747) 18,899
Paid up capital 30,000 30,000 30,000 46,301 66,306 66,710 66,710
Shareholders’ funds 57,974 73,748 81,147 111,704 122,177 105,434 120,960
Net tangible assets per share (sen) 190 243 268 240 178 153 176
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financial highlight
directors’ profil Notes
Family Relationship
Except for Dato’ Haji Wan Zaki bin Haji Wan Muda, Dato’ Wan Zakariah
bin Haji Wan Muda and Dato’ W Zulkifli bin Haji W Muda who are
brothers, none of the other Directors are related to one another, nor
with any substantial shareholders.
Conflict of Interest
Save as disclosed in the related party transactions on pages 94 to 95
(note 41) of this Annual Report, none of the other Directors have any
conflict of interest with the Company during the financial year.
Convictions for Offences
None of the Directors have been convicted of any offence (excluding

traffic offences) within the last 10 years.
RAJA DATO’ SERI AMAN BIN RAJA HJ AHMAD

SPMP, DPMP
A Malaysian, aged 60, was appointed Chairman and Independent Non-Executive Director and member of Audit
Committee on 26th February 2004 and subsequently assumed the Chairman of Audit Committee on 8th April
2004. He is also the Chairman of Risk Management Committee and sits on the Remuneration and Nomination
Committee as an ordinary member.
He is a Certified Public Accountant (CPA), a member of Malaysian Institute of Accountants (MIA) and a Fellow of
the Institute of Chartered Accountant of England and Wales (ICAEW). He held various positions in Maybank Group
from 1974 to 1985 prior to joining Affin Bank Berhad in 1985 as Executive Director. He left Affin Bank in 1992
to join Perbadanan Usahawan Nasional Berhad as Chief Executive Officer for 2 years before his appointment as
Chief Executive Officer of Affin Bank Berhad.
He is also a Director of Affin Holdings Berhad (a company listed on the Main Board of Bursa Malaysia) and sits
on the board of Affin-ACF Finance Berhad and Affin Merchant Bank Berhad.
During the financial year ended 31 December 2005, he attended 5 out of 5 Board meetings held.
14
directors’ profile
DATO’ HAJI WAN ZAKI BIN HAJI WAN MUDA DATO’ WAN ZAKARIAH BIN HAJI WAN MUDA
SIMP, DPMT, PPN, PJK DSSA
A Malaysian, aged 57, was appointed the Executive Vice Chairman of A Malaysian, aged 46, was appointed an Executive Director
AZRB on 24 March 1999. He subsequently held the post of Executive of AZRB on 24 March 1999 and subsequently assumed the
Chairman from 1 March 2000 and was redesignated as Executive Managing Director of AZRB with effect from 1 January 2003. He
Vice Chairman of AZRB on 26 February 2004. He is presently the is presently the Chairman of the Establishment Committee and sits
Chairman of Remuneration Committee and an ordinary member of on the Remuneration Committee as an ordinary member.
the Audit Committee and Risk Management Committee.
He holds a Bachelor of Science (Quantity Surveying) degree
He is the founder member of AZSB. Dato’ Haji Wan Zaki began which he obtained in 1986 from the Thames Polytechnic, United
his working career in 1971 as a Financial Assistant with Syarikat Kingdom. He joined AZSB in 1986 as a Quantity Surveyor and
Permodalan Pahang Bhd, a Pahang state-owned company. In 1973, was appointed a Director of AZSB in 1994. In 1996, he was
he joined Perkayuan Pahang Sdn Bhd as a Financial Assistant and promoted to the position of Managing Director of AZSB which he
Marketing Officer and subsequently rose to the position of Marketing held until 6 February 2003.
Manager. He left Perkayuan Pahang Sdn Bhd in 1977 to join Pesaka
Terengganu Bhd as its Operation Manager where he served until He does not hold directorship in any other public companies but sits
1979 prior to joining Pesama Timber Corporation Sdn Bhd as on the boards of directors of several private limited companies.
Managing Director. He left Pesama Timber Corporation Sdn Bhd in
1984 to start AZSB. During the financial year ended 31 December 2005, he attended
4 out of 5 Board meetings held.
Dato’ Haji Wan Zaki is also a Director of Chuan Huat Resources Bhd
(a company listed on the Second Board of Bursa Malaysia) and also
sits on the boards of directors of several private limited companies.
During the financial year ended 31 December 2005, he attended 5

out of 5 Board meetings held.
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DATO’ HAJI MUSTAFFA BIN MOHAMAD DATO’ W ZULKIFLI BIN HAJI W MUDA
DPMT, PJK DIMP
A Malaysian, aged 55, was appointed an Executive Director of A Malaysian, aged 44, was appointed a Non-Executive Director
AZRB on 24 March 1999 and is an ordinary member of the on 2 January 1999 and subsequently redesignated as the
Establishment Committee. Executive Director with effect from 1 March 2003. He sits on the
Establishment Committee as an ordinary member.
He obtained his Bachelor of Law (Honours) degree from the
University of London, England in 1976, and was called to the He holds a Bachelor of Science (Civil Engineering) degree which
English Bar at Lincolns Inn in 1981. In 1985 he obtained a Post he obtained in 1985 from the University of Southern Illinois, United
Graduate Diploma in Port and Shipping Administration from the States of America. He began his career with AZSB as a Project
University of Wales, Institute of Science and Technology, Cardiff. Manager in 1985. He was promoted to the position of Executive
He is also a member of the Chartered Institute of Transport (United Director (Operations) of AZSB in 1996 and subsequently became
Kingdom) since 1986. In 1993 he was awarded a Diploma in the Managing Director of AZSB effective from 7 February 2003.
Syariah Law and Practice by the International Islamic University,
Malaysia. He was with Terengganu State Economic Development He does not hold directorship in any other public companies but sits
Corporation, serving in various capacities from 1977-1985 prior on the boards of directors of several private limited companies.
to joining ICSB as Managing Director in 1993. From 1985-1993
he served as the General Manager of Pangkalan Bekalan Kemaman During the financial year ended 31 December 2005, he
Sdn Bhd and concurrently as the Executive Director of Jasa Merin attended 4 out of 5 Board meetings held.
(M) Sdn Bhd. These companies are directly and solely involved in
the provision of infrastructure and support services to the oil and
gas industry off the shores of Peninsular Malaysia. He is also a
Director of AZSB and AFE.
He does not hold directorship in any other public companies but sits
on the boards of directors of several private limited companies.
During the financial year ended 31 December 2005, he

attended 5 out of 5 Board meetings held.
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DATUK (PROF.) A RAHMAN @ OMAR BIN ABDULLAH DATO’ ISMAIL @ MANSOR BIN SAID
PJN, DPMT, JSM, SMT, AMN DPMT, AMN
A Malaysian, aged 60, was appointed an Independent Non- A Malaysian, aged 57, was appointed a Non-Executive Director
Executive Director on 1 January 2003. He presently sits on the on 26 May 1997 and subsequently assumed the responsibility
Remuneration Committee as an ordinary member. as an Independent Director. He presently sits on the Audit
Committee, Risk Management Committee and Remuneration
He holds a Diploma in Quantity Surveying from Thames Polytechnic, Committee as an ordinary member and is the Chairman of the
London, United Kingdom, and an MSc in Construction Management Nomination Committee.
from the Heriot-Watt University, Scotland. He also holds fellowships
with The Royal Institute of Chartered Surveyors (UK) and the Institute He holds a Bachelor of Economics degree from the University
of Surveyors Malaysia, as well as Professional Membership with of Malaya. He was a Member of Parliament from 1978-1995,
The Chartered Institute of Building of Malaysia. Parliamentary Secretary of the Ministry of Youth and Sports
(1990-1995) and the Chairman of MARA from 1987 to 1990.
Datuk A Rahman is currently the Chairman of the Construction He was also appointed by Parliament as the Chairman of the Public
Industry Development Board, prior to which he was the Deputy Accounts Committee where he served from 1985 to 1990. He
Director General II of the Public Works Department. In 1992, he was also a Director of Sistem Televisyen Malaysia Berhad from
was accorded an Honorary Professor by the University Teknologi 1995 to 2000 and the President of Institut Usahawan Bumiputera
Malaysia. Among other appointments, he has also been President from 1988 to 2002.
of the Institute of Surveyors, Malaysia, Chairman of the Technical
Committee on the Development of the Professional Institute for Dato’ Ismail is also a director of Lion Diversified Holdings Berhad (a
Baitulmal Wilayah Persekutuan and the President of the Board of company listed on the Main Board of the Bursa Malaysia) and also
Quantity Surveyors, Malaysia. sits on the board of directors of a private limited company.
He does not hold directorship in any other public companies but sits During the financial year ended 31 December 2005, he
on the boards of directors of several private limited companies. attended 5 out of 5 Board meetings held.
During the financial year ended 31 December 2005, he

attended 5 out of 5 Board meetings held.
17
18
Neighbourhood Complex, Precinct 6, Putrajaya
19
statement of internal control
20
statement of internal control
21
institutionalise the virtues of
honesty
22
trust
23
24
corporate
governanc
statement
corporate governance statement
25
26
27
(c) Board Meetings
During the financial year ended 31 December 2005, five (5) meetings were held. The date and details of attendance of each Board meeting
held are as follows:-
Total Board Attendance by Directors
Date of meeting Venue Members (Percentage Attendance)
Independent Non-Independent
25 February 2005 4th Floor, Lot 88, Jalan Gombak 53100 Kuala Lumpur 7 3 (100%) 2 (50%)
24 March 2005 4th Floor, Lot 88, Jalan Gombak 53100 Kuala Lumpur 7 3 (100%) 4 (100%)
22 April 2005 4th Floor, Lot 88, Jalan Gombak 53100 Kuala Lumpur 7 3 (100%) 4 (100%)
24 May 2005 4th Floor, Lot 88, Jalan Gombak 53100 Kuala Lumpur 7 3 (100%) 4 (100%)
20 September 2005 4th Floor, Lot 88, Jalan Gombak 53100 Kuala Lumpur 7 3 (100%) 4 (100%)
The details of attendance of each Board member in the Board meetings held during the financial year ended 31 December 2005 is set out in
the Statement Accompanying Notice of AGM on page 7 of this Annual Report.
(d) Appointment to the Board
In previous years, the process of assessing existing Directors and identifying, recruiting, nominating, appointing and orientating new directors are
performed by the Board. In compliance with the best practices recommended by the Code, these functions have been delegated to Nomination
Committee with effect from 16 January 2002.
(e) Directors’ Remuneration
Prior to the establishment of Remuneration Committee on 20 August 2001, the remuneration of each Director, are determined by the Board,
as a whole. The Directors do not participate in discussion and decision of their own remuneration.
Fees payable to Directors by the Company are approved by the shareholders at the AGM, based on the recommendation of the Board.
The details of the remuneration of the Directors of the Company received from the Group are as follows:-
Salaries* Allowances Fees Bonuses Benefits-in-kind Total

RM RM RM RM RM RM
Executive Directors 1,435,404 22,000 265,000 102,519 635,800 2,460,723
Non-Executive Directors - 20,700 390,000 - 25,900 436,600
* Salaries inclusive of statutory employer contributions to the Employees’ Provident Fund.
28
The number of Directors whose remuneration falls into the following bands:-
Range Of Remuneration Executive Directors Non-Executive Directors

Below RM50,000 - 1
RM50,001 – RM150,000 - -
RM150,001 – RM200,000 - 1
RM200,000 – RM250,000 - 1
RM250,001 – RM450,000 - -
RM450,001 – RM500,000 1 -
RM500,001 – RM550,000 - -
RM550,001 – RM600,000 2 -
RM600,001 – RM850,000 - -
RM850,001 – RM900,000 1 -
(f) Directors’ Training
Every Director of the Company undergoes continuous training to equip himself to effectively discharge his duties as a Director and for that
purpose he ensures that he attends such training program as prescribed by the BMEB from time to time. The Company also provides briefings
for new recruits to the Board, to ensure they have a comprehensive understanding on the operations of the Group and the Company.
All Directors have attended the MAP prescribed by the BMEB and have been attaining CEP prescribed by the BMEB from time to time.
(g) Re-election of Directors
In accordance with the Company’s Articles of Association, one-third of the Directors, including Managing Director, shall retire from office by rotation
each year and all Directors are subject to retire at least once in every three years. Retiring Directors may offer themselves for re-election at the
AGM. Director who is appointed by the Board during the year is required to retire and seek re-election by shareholders at the following AGM
held following his appointment. Director over seventy (70) years of age is required to submit himself for re-appointment annually in accordance
with Section 129(6) of the Companies Act, 1965.
SECTION 2: Relationship with Shareholders

The Board maintained an effective communications policy that enables both the Board and the management to communicate effectively with its
shareholders, stakeholders and the public. The policy effectively interprets the operations of the Group to the shareholders and accommodates
feedback from shareholders, which are factored into the Group’s business decision.
The Senior Independent Non-Executive Director, to whom concerns may be conveyed was held by Dato’ Mohamed bin Awang until 31 December
2003. Subsequently, the role was assumed by Dato’ Ismail bin Said with effect from 26 February 2004.
29
30
statement
of directors’
responsibilities
in preparing the financial statements
31
32
report of the audit committee
33
34
Review of the Audit Committee

The Board of Directors has ensured that the term of office and performance of the Audit Committee and each of its members are being reviewed
at least once in every three years to determine whether the Audit Committee and members have carried out their duties in accordance with their
terms of reference.
Attendance of Audit Committee Meetings

The details of attendance of each Audit Committee meeting held during the financial year ended 31 December 2005 are as follows:-
Date of meeting Total committee members Attendance by committee members (Percentage attendance)
Independent Non-Independent
25 February 2005 3 2 (100%) 1 (100%)

18 April 2005 3 2 (100%) 1 (100%)
24 May 2005 3 2 (100%) 1 (100%)
24 August 2005 3 2 (100%) 1 (100%)
30 August 2005 3 2 (100%) 1 (100%)
28 November 2005 3 2 (100%) 1 (100%)
The details of attendance of each Audit Committee member in the Audit Committee meetings held during the financial year ended 31 December
2005 are as follows:-
Total meetings attended by
Name of Audit Committee member Audit Committee member % of Attendance
Raja Dato’ Seri Aman bin Raja Haji Ahmad 6/6 100%
Dato’ Haji Wan Zaki bin Haji Wan Muda 6/6 100%
Dato’ Ismail @ Mansor bin Said 6/6 100%
Activities Undertaken By Audit Committee

The activities of the Audit Committee during the financial year ended 31 December 2005 include the following:-
(i) review the Group’s year end audited financial statements presented by the external auditors and recommend the same to the Board for approval;
(ii) review the quarterly financial result announcements;
(iii) review audit plan of external auditors;
(iv) review related party transactions within the Group;
(v) review of internal audit reports on findings and recommendations in relation to weaknesses in the internal control system presented by the
internal auditors and discussed with management on corrective actions to be taken.
35
required by the Listing Requirements of Bursa Malaysia
SHARE BUY BACK
During the financial year, the Company did not engage in any share buyback arrangement.
OPTION, WARRANTS OR CONVERTIBLE SECURITIES
Save for the exercise of options pursuant to the Employees’ Share Option Scheme, the amount of which is disclosed in Note
43 of the Notes to the Financial Statements, there were no other exercises of options during the financial year ended 31
December 2005.
During the financial year, the Company did not implement any Warrants or Convertible Securities.
AMERICAN DEPOSITORY RECEIPT (“ADR”)/GLOBAL DEPOSITORY RECEIPTS (“GDR”)
During the financial year, the Company did not sponsor any ADR/GDR programme.
SANCTIONS AND/PENALTIES
Since the end of the previous financial year, there was no material sanction or penalty imposed on the Company and its
subsidiaries, directors or management by the relevant regulatory bodies.
PROFIT GUARANTEE
The Company did not issue any profit forecast or profit guarantee for the financial year ended 31 December 2005.
UTILISATION OF PROCEEDS FROM CORPORATE PROPOSALS
The Company did not implement any corporate proposals to raise funds for the financial year ended 31 December 2005.
STATEMENT OF VALUATION POLICY ON LANDED PROPERTIES
Landed properties held for long term investment purpose will be appraised at least once in every five years.
36
other information
NON AUDIT FEES
There were no non-audit fees paid to the external auditors by the Company and its subsidiaries for the financial year ended 31 December 2005.
VARIATION IN RESULTS
There is no significant difference between the Audited and Unaudited Results released to the Bursa Malaysia in respect of the financial year ended
31 December 2005.
MATERIAL CONTRACTS OR LOANS WITH RELATED PARTIES
Save as those disclosed in the following recurrent related parties transactions of a revenue in nature, there were no material contracts or loans entered
by the Company and its subsidiaries involved Directors’ and major shareholders’ interests either subsisting at the end of the financial year ended 31
December 2005 or entered into since the end of previous financial year.
RECURRENT RELATED PARTY TRANSACTIONS
The value of related party transactions entered by the Company and its subsidiaries during the financial year which have acquired the shareholders’
mandate in the previous AGM are quantified as follows :
Period covered Period covered
from 1 January from 1 July to 31
to 30 June of December of Year
Year 2005 2005
Nature of the transactions with related party Entered by RM’000 RM’000
a) Purchases of building materials from following subsidiaries of CHRB
(i) Chuan Huat Industrial Marketing Sdn. Bhd. AZSB 1,934 3,830
(ii) Chuan Huat Hardware Sdn. Bhd. AZSB 8 –
b) Insurance premium paid/payable to ZHSB AZSB, ICSB and AZRB 157 171
c) Administrative charges paid/payable to ZHSB AZSB and ICSB 61 61
d) Rental of premises paid to Dato’ Haji Wan Zaki bin Haji Wan Muda AZSB 18 18
e) Rental of premises paid to ZHSB AZSB and AZRB 210 210
f) Accommodation charges paid/payable to RIM AZSB 3 1
g) Rental received/receivable from RIM AZSB 18 18
Relationship of the related parties:
(i) Chuan Huat Resources Berhad (“CHRB”) Chuan Huat Resources Berhad, a company in which Dato’ Haji Wan Zaki bin Haji Wan
Muda has substantial financial interest and is also a director.
(ii) Residence Inn & Motels Sdn. Bhd. (“RIM”) A subsidiary to Zaki Holdings (M) Sdn. Bhd.
(iii) Zaki Holdings (M) Sdn. Bhd. (“ZHSB”) Holding company of Ahmad Zaki Resources Berhad.
37
Environmental management activities during the year are well demonstrated during
the implementation of our project sites at:
1) Subang Kelana Roadwork Project
2) Putrajaya Mosque at Precinct 3
3) 2C2 Hotel Basement at Precinct 2, Putrajaya
The Subang Kelana road project is located at the densely populated area in Subang Jaya. The sensitivity of environmental issues during construction
are the utmost importance not only being monitored by the local authority, Majlis Perbandaran Subang Jaya but also by the Residents Association.
We are .
The construction of Putrajaya Mosque and 2C2 Hotel Basement in Putrajaya are directly adjacent to the Putrajaya Lake. The main concern at these
projects is the monitoring of water quality that is related to silt trap discharge and surface run-off to the lake. With proper and systematic control and
maintenance of silt traps and perimeter drainage, the discharge of water and surface run-off to the lake is within the acceptable limit and the client
and the local authority are satisfied with our standards. We welcome any comments included in the non-compliance report and observation reports
issued by client and our internal auditors during audit exercises as we believe these comments would improve the system to avoid any spillage of
sediments and other aqueous materials to the lake.
The basic items that were monitored in the projects were:
(1) Silt Traps Discharge Monitoring

Silt Traps were constructed at site together with the perimeter earth drains and sand bags as bunds to intercept and channel the surface water
run-off within the construction site that contains sediments to the silt traps. The silt traps and earth drains are maintained regularly to ensure
the effectiveness of the system.
(2) Water Quality Monitoring

The most important indicator during the site clearing and earthwork activities is the total suspended solid. Monthly monitoring were done during
the construction stage to monitor the rate of change compared to the reading taken prior to the commencement of work and the ambient
values at the site and downstream or nearby water ways.
38
environmental management activities at project sites
(3) Air Quality Monitoring

The ambient air monitoring was carried out to determine the characteristics at the sensitive receptor namely in the areas of Subang Jaya
residential areas and Putrajaya Administrative centre. Monthly monitoring was done to ensure that the total suspended particles concentration
is well below the hazard value.
(4) Noise Quality Monitoring

Noise level readings were taken using a pre calibrated precision integrating noise meter where the equipment was set up at the open space
within the project sites. The monitoring were done during the day and night time to record the noise level due to the construction activities.
The basic complaints at sites from our previous records are usually in relation to the following items as listed below. However, we always conduct
remedial measures so as to minimize or eradicate the issues. The action plans too were tabled to the Local Authorities (Majlis Perbandaran Subang
Jaya and Putrajaya Corporation) and also during the progress monitoring meeting.
a) Erosion and Sedimentation Control

Sand bags, concrete blocks / rocks and proper maintenance of perimeter drains are constantly used to filter and intercept the surface run-off
and also to act as barrier towards landslides. Temporary turfing is also done to minimize the problems.
b) Solid Waste
Waste bins are provided at designated locations and all the wastes should be disposed at an approved dump site. An area for construction
debris too was designated within the site.
c) Temporary Toilets
To provide a clean sanitary condition, portable toilets were used at construction sites beside the standard temporary toilets. For portable toilets,
maintenance was carried every alternate days and desludging were done regularly.
d) Housekeeping
Housekeeping of sites was carried out by ‘gotong royong’ exercise between site staff, workers and other subcontractors. The ‘gotong royong’
is normally done on a weekly basis.
e) Mosquito and Pest Control

The rodent and pest control services were engaged to carry out the mosquito and pest control activities at sites. The services include the
application of abate spraying and fogging which were carried out fortnightly.
Conclusion
We in AZRB believe that for the successful implementation of an effective environmental programme, a sense of responsibility is to be embraced
by all personnel involved in the projects. Because of this, we are constantly raising the level of our awareness, knowledge and commitment so as to
ens
39
Quality
We believe that quality enhances the value and reputation towards our
continued growth. We strive to provide quality and valued added services to
our customer’s satisfaction.
The objective of Quality Policy are :-
• Meeting the expectations of the Client and to comply with statutory and regulatory requirements
• Instill values of doing things right the first time, every time
• Promote Quality within AZSB, Suppliers and Sub-Contractors
• Continuously improve our processes to meet and exceed MS ISO 9001:2000 Quality Management System
• Work in a responsible manner in harmony with the natural and cultural environment.
The achievement of ISO 9000 certification since year 2000 for its construction arm Ahmad Zaki Sdn Bhd (AZSB), testifies the Group commitment
towards its mission of being a trusted leader in delivering commitment with excellence and value. The successful upgrading of the ISO certification
from ISO 9002:1994 to ISO 9001:2000 shows the commitment and sensitivity towards the latest requirements and our willingness to change for
continuous improvement to pursue quality excellence.
In October 2005, AZSB obtained the SIRIM QAS recertification of ISO 9001:2000. Ahmad Zaki Resources Bhd also has been certified under the
provision of construction services for civil and building engineering works. All domestic and overseas projects undertaken by the company have
implemented the Quality Management System.
Customer Satisfaction Survey are conducted annually to measure the level of our customer satisfaction towards our work. It is then analysed and
used as a tool to improve the quality of our services to enhance customer satisfaction.
Project management, administration skills, technical knowledge and product quality are among the key performance index used and evaluated by
all clients on our project teams.
The system is a self access system where all approvals such as shop drawings, method statements and materials are vetted through by the QAQC
prior to submission to the Consultant or Client for approval. Staff will inspect the work first and if found satisfactory, the work will then be run through
the Consultant or Client for inspection. Thus, we apply our work culture for doing things right, the first time and every time.
The quality system, trainings and promotions is intended to cultivate a culture based on quality awareness not only within our staff, but extended to
all those involved with the Group’s activities and the company ensures that the programme is always conducted on a continuous basis.
Currently, the continued improvements of the system are being planned and implemented in-conjunction with the growth of the company and its
increased turnover. In line with the company’s policy to venture into overseas market, the project management system and the products delivered
must now meet the international standards.
40
quality, safety and health policy
Internal Quality Audit is being carried out twice a year on all projects and departments to ensure effective implementation and compliance of the
system along with the external audit by SIRIM QAS Sdn Bhd which is done once a year. Performance of the system is constantly being measured,
monitored and where applicable, improvements are made through corrective and preventive actions.
We believe in aiming to deliver excellence in every undertaking in all aspects our work and even going beyond the customers’ expectation.
Safety And Health
Being a responsible corporate citizen, the Group is committed to ensure all employees work in a safe and healthy environment, therefore safety and
health considerations will not be compromised in all company activities. Building a strong safety minded culture among all staff, workers, subcontractors
and suppliers is integral to the company construction activities.
The Group believes that human resources are an asset to the company, thus the development of their safety and health aspects and awareness are
the top priority. Staffs are continuously sent for trainings and awareness programmes in safety and health including inductions, occupational safety
and health practices, fire fighting, first aid and emergency response training and drills. These are in line with the Group’s commitment to achieve
accident free environment.
Periodical safety audits are being carried out by internal auditors and also by external auditors (NIOSH Certification Sdn Bhd) to ensure compliance
to the system.
With our diligent efforts towards safety and health in compliance with the legislative requirements, the Group’s construction arm Ahmad Zaki Sdn
Bhd was certified as an OHSAS 18001 company in September 2004. Being OHSAS 18001 certified, the commitment from the top management,
dedicated safety officers and organizing of safety awareness campaign programs annually to all our project sites and headquarters as well, lies
testimony of the Group’s concerted endeavor towards the safety and health of its employees.
The company’s approach by introducing the partnering concept to all staff, workers, subcontractors and suppliers not only in project management
but also in safety and health aspect has ensured the successful implementation of the safety and health policy.
Among the continual activities implemented are :-

• Enhancement of Safety and Health subcontract agreement
• Site Safety Committee involving subcontractors/workers
• In-House Training Safety and Health awareness training
• Induction courses for new staff/workers and subcontractors
• Weekly tool box meeting
• Monthly Safety and Health meeting and walk-about audit
• Internal audits and external audits
• Training needs on Safety and Health for Staff
• Safety Campaign
HIRAC (Hazard Identification and Risk Assessment Control) for each activity at project sites are being implemented. The involvements of subcontractors
to present and highlight the hazards and methods to mitigate the risks have been the practice for all project sites. Once the mitigation measures
have been accepted, the risks are briefed to the workers during the tool box meeting.
The concerted effort put by the staff, workers and subcontractors in implementation the safety and health procedures have been recognized by the
authorities. The Company’s achievement in safety and quality was recognized when it was short listed as one of the three finalists in construction
industry category in the National Safety Awards 2005.
We are committed to pursue our objective of achieving zero accidents rate at our workplace and ensuring continuous improvement in Safety and
Health awareness and performance.
41
setting and maintaining
high standards
42
striving for
superior performance
in all undertakings
43
44
Dear shareholders,
12 months have passed since our Annual Report last year. During that
period, we have looked upon the future with optimism and self-belief based
on our efforts and achievements. On behalf of the Board of directors, it
gives me great pleasure to again present our Annual Report and Audited
financial statements for AZRB and its Group of companies for the financial
year ended 31 December 2005.
It has been a stellar 12 months for the Group. As you

may recall last year, the Company had been committed
in remaining steadfast in its resolve to continue to create
shareholder value at every opportunity. We have been
ready to redefine our focus, review our positioning and
rethink our strategy. We have proven that in these past 12
months that while the construction industry is experiencing
laggard growth; we have shown and demonstrated the
strength of our commitment to create more value for our
shareholders. Our financial results for 2005 reflect the value
of our practices and of the Group’s investment policy and
business strategy.
45
chairman’s statement penyata pengerusi
IT Expressway, Chennai, India
Financial Performance Prestasi Kewangan
In retrospect for 2005, our hard work and prudent measures Meninjau kembali prestasi 2005, usaha keras kami dan langkah-
have benefited the entire Group in its bottom line. For the financial langkah cermat kita telah memberi faedah kepada keuntungan
year ended 31 December 2005, the Group recorded its highest Kumpulan secara keseluruhan. Untuk tahun kewangan berakhir
profit performance ever. The Group achieved a Profit Before Tax 31 Disember 2005, Kumpulan telah merekodkan prestasi
(PBT) of RM28.1 million compared to a loss of RM4.1 million keuntugan tertinggi. Kumpulan mencapai Keuntungan Sebelum
in 2004. Profit After Tax increased to RM18.9 million from a Cukai sebanyak RM28.1 juta berbanding dengan kerugian
loss of R11.7 million from last year. Whilst revenue was slightly RM4.1 juta dalam tahun 2004. Keuntungan Selepas Cukai
down to RM249.1 million from RM257.9 million in 2004, the meningkat dengan ketara kepada RM18.9 juta daripada
PBT contribution was very much higher in 2005 due to stronger kerugian RM11.7 juta pada tahun sebelumya. Walaupun
operational performance. Pendapatan menganjak kurang sedikit kepada RM249.1 juta
berbanding RM257.9 juta dalam tahun 2004, sumbangan
Sustainable Development Keuntungan Sebelum Cukai jauh lebih tinggi dalam tahun 2005
disebabkan oleh prestasi operasi yang lebih kukuh.
Construction remains at the forefront of our core business activity.
However, the Group’s oil and gas trading subsidiary has again Pembangunan Mampan
contributed significantly to the Group’s bottom line. Operating
profit before financing income, charges and taxation contribution Aktiviti pembinaan masih menerajui kegiatan perniagaan teras
from the oil and gas division was RM9.6 million for 2005. With kita. Bagaimanapun, anak syarikat Kumpulan yang terlibat didalam
the prices of world oil which is expected to further increase, dagangan industri minyak dan gas telah sekali lagi menyumbang
this has allowed the Group to take a strategic position in the oil dengan ketaranya kepada keuntungan keseluruhan Kumpulan.
and gas bunkering business with strong growth potential and Sumbangan keuntungan operasi sebelum pendapatan pinjaman,
income contribution. caj-caj dan percukaian daripada
46
Al-Faisal University, Riyadh
47
excellence in corporate responsibility
delivers competitive advantage
Hospital Ampang
48
49
Subang Link Maju Ke Hadapan
Sekiranya tiada ara yang melintang, dan dengan jumlah

projek-projek semasa yang dibangunkan sekarang, Kumpulan
kita kini di atas landasan menuju ke arah pertumbuhan
mampan dalam prestasi perniagaan untuk tahun 2006.
Dengan rekod prestasi cemerlang kita, pengurusan yang
berdisiplin, kepakaran, reputasi dan mutu kerja, kita
kini berada di kedudukan yang kukuh untuk memenuhi
keperluan-keperluan para pelanggan kita. Kita akan tetap
tertumpu pada kawasan-kawasan di mana kami mempunyai
Jalan Duta
kepakaran terbaik – pembinaan projek-projek infrastruktur
dan kita akan terus mencari cara-cara bagi memperkukuhkan
bidang kita tataatur dalam sektor-sektor ini.
Kita akan terus meneroka peluang-peluang yang sesuai

menjangkau negara kita, seperti projek syarikat dalam
pembinaan Al-Faisal University di Riyadh serta pembinaan
Lebuh Raya IT di Chennai, India, kita akan kekal teguh
dan akan cermat mempertimbangkan projek-projek yang
mempunyai potensi daya maju secara komersial. Mana-mana
projek tender akan tertakluk kepada perancangan teliti dan
akan memenuhi objektif kita untuk memperolehi keuntungan
dan kebolehhidupan.
Seterusnya, kita akan menumpukan kekuatan kita di tanahair

sendiri terutamanya tender untuk kerajaan atau berkaitan
dengan projek-projek kerajaan seperti yang dibentangkan
oleh Perdana Menteri semasa memperkenalkan Rancangan
Malaysia Kesembilan dalam April 2006. Syarikat akan
terus membina dan menambah senarai projek. Di masa
yang sama, kita juga akan meneliti dan memilih tender-
tender yang ditawarkan. Keutamaan kita adalah untuk
mencapai keuntungan jangka panjang secara konsisten
melalui penglibatan tender untuk projek-projek yang akan
memberikan hasil pulangan yang munasabah. Walaupun
persaingan kompetitif akan sentiasa wujud, hanya kontraktor-
kontraktor yang berwibawa dan mempunyai pengurusan yang
baik dan serta segi kewangan kukuh akan bertahan dan dapat
mampu bersaing baik dalam jangka masa yang panjang.
50
Usaha kita untuk mempelbagaian perniagaan juga telah mengambil bentuk dengan pelaburan dalam perladangan minyak sawit dan penglibatan dalam
industri minyak dan gas. Kita akan berusaha untuk menerajui dan meneroka bidang-bidang perniagaan lain yang mampu menawarkan pulangan
yang bermanfaat ke Syarikat dan akan membantu menampung pertumbuhan kita untuk tempoh akan datang..
Bayaran Dividen
Memandangkan prestasi yang cemerlang syarikat dalam FY2005, Lembaga mengesyorkan cadangan dividen akhir kasar sebanyak 15% sesaham
biasa bagi tahun kewangan berakhir 31 Disember 2005.
Penghargaan
Saya ingin menegaskan bahawa prestasi kami tahun ini tidak mungkin dicapai tanpa sokongan yang tidak berbelah bahagi, dedikasi dan daya usaha
pihak pengurusan dan kakitangan secara keseluruhannya. Oleh itu, saya ingin merakamkan penghargaan yang paling ikhlas kepada pihak pengurusan
dan kakitangan untuk komitmen dan daya ketahanan mereka kepada Syarikat. Kita telah menunjukkan ketaatan, azam dan daya upaya kita dan kita
juga telah membuktikan yang kita boleh mencapai hasrat dan aspirasi syarikat.
Bagi pihak pengarah-pengarah, saya juga ingin merakamkan setinggi-tinggi terima kasih kepada para pelanggan yang dihargai, agensi-agensi
kerajaan, konsultan, kontraktor-kontraktor, rakan-rakan perniagaan, pembekal-pembekal dan pemegang saham untuk sokongan sepadu, sumbangan
dan keyakinan mereka yang berterusan ke atas AZRB. Sepatah perkataan terima kasih juga kepada Lembaga Pengarah syarikat untuk nasihat yang
tidak ternilai yang telah diberikan. Bersama-sama, kita akan terus meningkatkan keutuhan Syarikat, mencapai kecemerlangan dan manfaat untuk
keesokan hari.
RAJA DATO’ SERI AMAN B RAJA HAJI AHMAD

Chairman/Pengerusi
51
review of operation
we have created a solid reputation
as the constructor of architecturally
aesthetic buildings with excellent
craftmanship
Construction Division
2005 was a challenging year for our construction division. The industry
contracted 1.1% compared to a similar contraction of 1.5% in 2004. The
trend has remained in the past two years which saw the construction industry
experiencing a negative growth. This was primarily due to the lower spending
on infrastructure projects and also the sharp decline in civil engineering
activity due to the completion of several major projects in the country.
As such, our construction division has registered a lower growth of revenue for 2005 of RM212 million against RM223 million
in 2004. However, operational profit before share of joint venture and associated companies, financing income, charges
and taxation, has improved compared to the preceding year with Profit After Tax improving from RM13.2 million in 2004 to
RM22.4 million in 2005.
52
Hospital Ampang
53
review of operations
In 2005, two (2) project were completed and was successfully handed over :-
Ampang Hospital, Ampang, Selangor

The 562-bed Ampang Hospital was built by AZRB on a turnkey basis on a 10-acre piece of land in Taman Pandan Mewah, Ampang, Selangor.
The 8-floor Ampang Hospital accommodates 562 hospitals beds and has a hostel for nurses along with a separate car park area. It will provide
second degree treatment for residents in the Ampang and its surrounding areas as well as those living in Klang Valley, and third degree treatment
for Endocrinology and Respiratory.
Ampang Hospital is a Tertiary standard hospital and is equipped with Total Hospital Information System (THIS) which is integrated with clinical systems
such as Laboratory Information System (LIS), Clinical Information System (CIS), OIS, Picture Archiving and Communication System (PACS), Hospital
Administration and Financial Information Systems (HIS).
AZRB is currently maintaining the Ampang Hospital for a two-year period as contractually required under the Defect Liability Period.
Putrajaya Auditorium Complex

The Putrajaya Auditorium Complex is located in the Federal Administrative capital of Putrajaya. Construction started in 2002 and the project was
successfully handed over to the Putrajaya Corporation in mid 2005.
The building’s design concept is based on creating a main public events area within Putrajaya, housing specialized facilities integrating all other
developments within the complex. The entire design of the complex is a retrospect look of floating pebble housed within a box frame. This promotes
the air of transparency and the free flow of pedestrian movement. The auditorium complex comprises the auditorium itself and an annex block and
both the auditorium and annex block are linked together via a link bridge.
Overall, the auditorium complex infuses an aura of environmental ambience created by the use of combining aluminium framed glazed curtain wall as
well as the screen wall. The main feature of the complex is the main auditorium hall. The hall houses 650 plush carpeted seatings throughout and is
complemented by the “Galaxy” ceiling concept. The perimeter walls symbolizes the traditional “Anyaman” design which is an infusion of Semangkuk
timber enhanced by the shade of gold when lighted up.
With this prestigious landmark in our nation’s Federal Administrative capital, the complex will play host to a multitude of stage performances and events
such as theatre, musicals, orchestras, operas and will undoubtedly elevate Putrajaya’s status for the future of arts and literature in the country.
54
Kompleks Auditorium, Precinct 3, Putrajaya
55
Al-Faisal University, Riyadh
56
On-going and New Projects

The construction division has secured several new projects. The on-going projects include infrastructure, commercial and
development projects under the Government, private sector and international clients. The new and on-going projects are
listed as below :-
Contract Project
Value Completion
No. Project Name (RM million) Date
1. Construction of ‘Park and Ride’ Terminal, Precinct 7, Putrajaya 44.9 Apr 2006
2. Construction of Bored Piling and Associated Foundation Works 11.9 Apr 2006
for the Proposed Development of a 4 star Business Class Hotel,
Precinct 2, Putrajaya
3. Design and Build for Duta Road, Kuching Road and Other 167.0 Sept 2006
Connecting Roads in Kuala Lumpur
4. Improvement and Maintenance of IT Expressway in Chennai, India 105.5 Oct 2006
5. Construction of Kiblat Walk, Putrajaya Mosque, Putrajaya 208.9 May 2007
6. Construction of Al-Faisal University, Riyadh, Saudi Arabia 397.4 Jun 2007

(Phase 1 and 2)
7. Proposed Construction and Completion of an indoor 115.9 Jan 2008

Sports Complex, Gong Badak, Terengganu
8. Design and Build for Jitra Road through Kodiang, 87.2 Jan 2008
from Kedah to Arau, Perlis
9. Design and Build for Subang-Kelana Link (Phase 1 and 2) 315.5 Dec 2008
10. Upgrading of Federal Road 3 from Kuantan to Pekan 383.9 May 2009
Our experience and expertise has been acknowledged by our peers and competitors in the industry and we have created
a solid reputation as the constructor of architecturally aesthetic buildings which calls for excellent craftsmanship. This has
been evident in our other past completed construction projects such as the Formula 1 Racing Circuit in Sepang, Lim Kok
Wing University College of Creativity, the many fine buildings of the International Islamic University, the KLIA Mosque, the
Kiblat Walk,
Petronas Technology University and the Federal Territory Mosque in Jalan Duta, Kuala Lumpur. Putrajaya Mosque,
Putrajaya
Despite the challenging conditions facing the construction industry, our construction division has increased its current
unbilled order book to RM1.5 billion. The division is also confident of securing more projects listed under the 9th Malaysia
Plan that was recently outlined by the Government.
57
F1 Circuit, Sepang Federal Territory Mosque, Kuala Lumpur
Oil and Gas Division
Our oil and gas subsidiaries, Inter Century Sdn Bhd (ICSB) and Astral Far East Sdn Bhd (AFESB) are now well positioned to take advantage in the
increase of demand and consumption of oil and oil related products such as fuel, diesel, lubricants etc etc. ICSB in hand has a 5 years’ contract
with PETRONAS Dagangan Berhad, which is expiring on 31st May 2008 with 5 years renewal option, to supply fuel to marine and offshore vessels.
The division believes that with the increase in the concentration of oil-related activities such as oil exploration and oil production activities which in
turn would lead to increased demand in fuel, diesel, lubricants, etc for the offshore vessels. As such, this division has the potential to deliver better
performance in 2006.
In the future, the division could increase its bunkering capacity should the price situation persist or an opportunity to increase its activity beyond its
current operation into downstream activities.
58
Oil and Gas Activities Nursery at PT Ichtiar Gusti Pudi, Kalimantan, Indonesia
Plantation
In December 2004, the Group acquired an Indonesian company, PT Ichtiar Gusti Pudi (IGP). With the acquisition, the Group has established a presence
in the oil palm industry and PT IGP had been granted the permission to cultivate (Izin Lokasi) oil palm with a total area of 20,500 hectares which is
inclusive of the rights for cultivation (Hak Guna Usaha) of 8,2709.07 hectares of palm oil in Kalimantan Barat, Indonesia.
Currently, there are over 700,000 seedlings in the nursery area (pre-nursery and main nursery) totaling 50 hectares which is Stage 1 of the planting.
Some of these have been transported in stages into the main nursery or Stage 2 after 3 months being in the pre-nursery. We anticipate commencing
actual field planting of the oil palm seedlings in October 2006.
Property Development
In light of the soft market conditions, no major development was undertaken throughout the year under review for the Groups’ only the development
project, namely the Taman Industri Paka at Paka, Dungun, Terengganu. Our subsidiary, Kemaman Technology and Industrial Park Sdn Bhd is planning
to restructure its focus from industrial lots to residential development on the balance undeveloped area. The proposal is still at the study stage and
any further development is dependent on the outcome of the market analysis. Owing to the above scenario, no significant contribution from this
division is expected in the immediate future.
59
being pro-active through continuous
research
60
development
in meeting challenges
61
62
In-House Training Programme on
Safety Supervision and Control of
Executive Director Operation and Hazards at Construction Site on
Dato’ Wan Zakariah presented AZRB’s Assistant General Manager HR & March 3, 2005. The Safety Course Graduation Day of the Delivering
contribution to Deputy Prime Minister, Admin with AZRB staff on duty were organised throughout the year Breakthrough Performance Course
Dato’ Seri Najib Tun Razak for the during the opening ceremony of to benefit all site staff members on with the organiser, PP Consulting
Tsunami victims in Aceh, Indonesia CaiREX 2005 at UiTM Shah Alam the safety requirement at site & Associates
AZRB participated in the Kelab Golf The contract signing for the AZRB staff gathered in front of Staff posed during the Bowling
Kerja Raya Golf Tournament 2005. construction of IT Expressway in Stadium Putra Bukit Jalil, Kuala Tournament at Ampang Superbowl,
Picture taken before tee-off at Nilai Chennai, India Lumpur during the Labour Day 2005 Ampang Point
Springs Golf Resorts organised by the Ministry of Human
Resource Malaysia
“Adat Potong Bambu” by Raja Dato’
AZRB Head Office organised a Seri Aman to mark the opening
The Eighth Annual General Meeting The signing of the Letter of Award for “makan-makan” gathering at of the nursery of PT Ichtiar Gusti
(AGM) for AZRB at East VIP Lounge of construction of Al-Faisal University, Restoran Nelayan Titiwangsa, Pudi in Nahaya, Kabupaten Landak,
Kuala Lumpur Golf & Country Club Riyadh, Kingdom of Saudi Arabia Kuala Lumpur Kalimantan, Indonesia
28 June 2005
Ceremonial planting of a seedling by Corporate Finance Team Building In-house Training on Internal Handing over of keys during the
Dato’ Haji Wan Zaki Wan Muda to mark Programme 2005 was held at Sri Auditing & ISO 9001 was held Ampang Hospital project handing
the opening of the nursery of PT Ichtiar Dinar Training Retreats, Janda at AZRB Head Office, organised over ceremony by Dato’ Hj Wan Zaki
Gusti Pudi in Nahaya, Kabupaten Baik, Selangor b y Green Productivity World Wan Muda to the Works Ministry
Landak, Kalimantan, Indonesia Consultants Sdn Bhd Secretary General, Dato’ Syed Jamal
bin Syed Jaafar Shahabudin
63
financial
64
statements 66
73
Directors’ Report
Directors’ Statement
73 Statutory Declaration
74 Report of the Auditors
75 Balance Sheets
77 Income Statements
78 Statements of Changes in Equity
80 Cash Flow Statements
83 Notes to the Financial Statements
137 Analysis of Shareholdings
139 List of Properties
Proxy Form
65
directors’ report
The Directors have pleasure in submitting their report and the audited
financial statements of the Group and of the Company for the year ended
31st December, 2005.
Principal Activities
The Company is principally engaged in investment holding, providing management services and as contractors of civil and structural construction
works. The principal activities of the subsidiary companies are disclosed in note 6 to the financial statements. There have been no significant changes
in the nature of these activities.
Results
Group Company
RM RM
Profit attributable to shareholders 18,898,874 10,559,956
Dividend
Since the end of the previous financial year, the Company paid a first and final dividend of 7% less tax at 28% amounting to RM3,362,204/- in
respect of the financial year ended 31st December, 2005.
The Directors recommend a first and final dividend of 15% less tax at 28% amounting to RM7,204,723/- in respect of the financial year ended
31st December, 2005.
Reserves and Provisions
There were no material transfers to or from reserves or provisions during the year other than those disclosed in the financial statements.
Bad and Doubtful Debts
Before the income statements and balance sheets 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 provisions for doubtful debts, and have satisfied
themselves that all known bad debts had been written off and that no provision for doubtful debts is required. At the date of this report, the Directors
are not aware of any circumstances which would require provision to be made for doubtful debts or the amount written off for bad debts in the
financial statements of the Group and of the Company inadequate to any substantial extent.
Current Assets
Before the income statements and balance sheets of the Group and of the Company were made out, the Directors took reasonable steps to ensure
66
directors’ report cont’d
that any current assets which were unlikely to realise in the ordinary course of business 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 method of
valuation of assets or liabilities of the Group and of the Company misleading or inappropriate.
Contingent and Other Liabilities
At the date of this report there does not exist:-
(i) any charge on the assets of the Group or of the Company which has arisen since the end of the financial year which secures the liabilities of
any other person, or
(ii) any contingent liability in respect of the Group or of the Company which has arisen since the end of the financial year.
No contingent liability or other liability of the Group or 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 or of
the Company to meet their obligations as and 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
In the opinion of the Directors:-
(i) the results of the operations of the Group and of the Company for the financial year were not substantially affected by any item, transaction or
event of a material and unusual nature.
(ii) 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 to affect substantially the results of the operations of the Group and of the Company for the financial year in which this
report is made.
67
Issue of Shares
During the year, no new issue of shares was made by the Company.
Employees’ Share Option Scheme (“ESOS”)
The Group’s ESOS was approved by shareholders of the Company at the Annual General Meeting held on 20th June, 2002. The ESOS shall continue
to be in force for a duration of ten (10) years commencing from 26th July, 2002 and expiring on 25th July, 2012.
The salient features of the ESOS are:-
(a) eligible persons are full time employees with confirmed employment within the Group (including executive directors) other than a company
which is dormant. The Date of Offer being the date when an offer in writing is made to eligible employees to participate in ESOS. The eligibility
for participation in the ESOS shall be at the discretion of the Option Committee appointed by the Board of Directors;
(b the number of ordinary shares of RM1/- each in the Company (“AZRB Shares”) allocated, in the aggregate, to the directors and senior
management of the Group shall not exceed fifty percent (50%) of the total AZRB Shares available under the ESOS;
(c) the aggregate number of shares to be allotted and issued under ESOS shall not exceed ten percent (10%) of the total enlarged issued and paid-
up ordinary share capital of the Company at the time of the offer or at any per centum in accordance with any guidelines, rules and regulations
of the relevant authorities governing the ESOS during the existence of the ESOS;
(d) the exercise price for each share shall be set at a discount of not more than ten percent (10%) from the weighted average market price of the
AZRB shares as shown in the Daily Official List of Bursa Malaysia for the five (5) Market Days immediately preceeding the Date of Offer;
(e) the number of AZRB Shares allocated to any individual director or employee who, either singly or collectively through persons connected holds
twenty percent (20%) or more in the issued and paid-up share capital of the Company shall not exceed ten percent (10%) of the total AZRB
Shares available under the ESOS; and
(f) new shares issued under the ESOS shall rank pari passu in all respects with the existing ordinary shares save and except that the new shares
shall not be entitled to any dividends, rights, allotments and/or other distributions, the entitlement date of which precedes the date of allotment
of the new shares.
During the financial year, the number of ESOS options exercised and lapsed are as follows:-
Number of Share Options
2005 2004
At 1st January 2,798,800 3,224,600

Exercised - (404,200)
Lapsed (91,200) (21,600)
At 31st December 2,707,600 2,798,800
68
ESOS options lapsed due to resignations of employees.
There were no share options exercised during the financial year.
Details of share options exercised during the financial year:-
Exercise Period Exercise Price Number of Share Options Consideration Received

RM 2004 2004
RM
1.1.2004 - 31.12.2004 2.05 404,200 828,610
Less : Par value of ordinary (404,200)
Share Premium 424,410
The terms of share options outstanding as at the end of the financial year are as follows:-
Number of Share Options Outstanding

Expiry Date Exercise Period 2005 2004
RM
25.7.2012 2.05 2,707,600 2,798,800
Directors of the Company

The Directors in office since the date of the last report are:-
Raja Dato’ Seri Aman Bin Raja Haji Ahmad

Dato’ Haji Wan Zaki Bin Haji Wan Muda
Dato’ Wan Zakariah Bin Haji Wan Muda
Dato’ Haji Mustaffa Bin Mohamad
Dato’ W Zulkifli Bin Haji W Muda
Datuk (Prof.) A Rahman @ Omar Bin Abdullah
Dato’ Ismail @ Mansor Bin Said
In accordance with Article 80 of the Articles of Association, Datuk (Prof.) A Rahman @ Omar bin Abdullah and Dato’ Wan Zakariah bin Haji Wan Muda
retire, and being eligible offer themselves for re-election.
Directors’ Interests In Shares And Esos Options
The interest of those who were directors as at financial year end in the shares and the ESOS options of the Company and related companies are
as follows:-
69
a) Shareholdings in the Company and Ultimate Holding Company

Number of Ordinary Shares of RM1/- Each
At At
1.1.05 Bought Sold 31.12.05
The Company
Direct Interest
Dato’ Haji Wan Zaki bin Haji Wan Muda 498,690 – – 498,690
Dato’ Wan Zakariah bin Haji Wan Muda 149,674 – – 149,674
Dato’ Haji Mustaffa bin Mohamad 1,350,912 – – 1,350,912
Dato’ W Zulkifli bin Haji W Muda 112,874 113,000 – 225,874
Dato’ (Prof.) A Rahman @ Omar bin Abdullah 240,000 60,000 – 300,000
Dato’ Ismail @ Mansor bin Said 1 – – 1
Indirect Interest
Being shares held through Zaki Holdings (M) Sdn. Bhd.
Dato’ Haji Wan Zaki bin Haji Wan Muda 39,212,410 1,050,000 – 40,262,410
Ultimate Holding Company
- Zaki Holdings (M) Sdn. Bhd.
Direct Interest
Dato’ W Zulkifli bin Haji W Muda 10,000 – – 10,000
(b) Share Options Pursuant to ESOS

Number of Options over Ordinary Shares of RM1/- Each
At At
1.1.05 Exercised Lapsed 31.12.05
Dato’ Haji Mustaffa bin Mohamad 324,000 – – 324,000
Dato’ W Zulkifli bin Haji W Muda 406,000 – – 406,000
By virtue of Dato’ Haji Wan Zaki bin Haji Wan Muda having an interest of more than fifteen percent (15%) of the shares in the Company, he is deemed
interested in the shares of its subsidiary companies to the extent the Company has an interest.
Other than as disclosed above, none of the other directors held any shares or have any interest in the Company and its related companies during
the financial year.
70
Directors’ Benefits
Since the end of the previous financial year no director of the Company has received or become entitled to receive any benefit (other than those
disclosed as directors fees, other emoluments and benefits-in-kind disclosed in note 25(c) to the financial statements) 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 that may have arisen out of ordinary course of business as disclosed in notes 44(a) and
44(b) to the financial statements.
Neither during nor at the end of the financial year, was the Company 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 other than the ESOS disclosed in the
financial statements.
Significant Events
(i) On 14th April, 2005, the Company signed the Contract Agreement with IT Expressway Ltd. for the improvement and maintenance of IT Corridor
in Chennai, India for India Rupee (“Rs”) 1,238,200,436/- or approximately RM105.260 million.
(ii) On 28th June, 2005, the Company signed an agreement with Alfaisal University for the Alfaisal University Campus Development Project Phases
1 and 2 in Riyadh, the Kingdom of Saudi Arabia for Saudi Riyals (“SR”) 385,812,376/- or approximately RM397.387 million.
(iii) On 31st May, 2005, the Company completed the acquisition of a foreign subsidiary company, P.T. Ichtiar Gusti Pudi, a company incorporated
in the Republic of Indonesia, for Indonesia Rupiah (“Rp”)17,000,000,000/- or approximately RM7.097 million.
Subsequent Event
(i) On 2nd March, 2006, the Company signed a Supplemental Agreement with the Government of Malaysia for additional works to be undertaken
for the Subang-Kelana Link Project in Selangor Darul Ehsan, Malaysia, for RM133.113 million.
(ii) On 26th March, 2006, the Company completed the incorporation of a foreign subsidiary company known as Ahmad Zaki Saudi Arabia Company
Ltd. (“AZSA”) in Riyadh, the Kingdom of Saudi Arabia. AZSA was incorporated with an initial paid-up share capital of SR500,000/- divided into
1,000 cash shares of equal value of SR500/-.
(iii) On 31st March, 2006, the wholly owned subsidiary company, Technipolitan Sdn. Bhd. changed its name to AZRB Machineries Sdn. Bhd..
The Directors regard Zaki Holdings (M) Sdn. Bhd., a company incorporated in Malaysia, as the ultimate holding company of the Company.
71
Auditors
The auditors, Messrs. Moore Stephens, have expressed their willingness to continue in office.
On Behalf of the Board
RAJA DATO’ SERI AMAN BIN RAJA HAJI AHMAD DATO’ WAN ZAKARIAH BIN HAJI WAN MUDA
KUALA LUMPUR
24th April, 2006
72
directors’ statement
We, the undersigned, being two of the Directors of the Company, state that in the opinion of the Directors, the accompanying financial statements
as set out on pages 75 to 136, are drawn up in accordance with the provisions of the Companies Act, 1965 and applicable approved accounting
standards in Malaysia so as to give a true and fair view of the state of affairs of the Group and of the Company as at 31st December, 2005 and of
the results of the operations, changes in equity and cash flows of the Group and of the Company for the year ended on that date.
On Behalf of the Board
RAJA DATO’ SERI AMAN BIN RAJA HAJI AHMAD DATO’ WAN ZAKARIAH BIN HAJI WAN MUDA
KUALA LUMPUR
24th April, 2006
statutory declaration
I, Ahmad Tarmizi bin Mohamed Hariri, NRIC No.: 630804-09-5065, being the officer primarily responsible for the financial management of the
Company, do solemnly and sincerely declare that the financial statements as set out on pages 75 to 136 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 at

Kuala Lumpur in the Federal Territory
this 24th day of April, 2006
Before me
AHMAD TARMIZI BIN MOHAMED HARIRI
S.MASOHOOD OMAR
DJN, PKT, PJK, PJM
NO. W. 354
Commission of Oaths
73
report of the auditors
to the members of Ahmad Zaki Resources Berhad (Incorporated in Malaysia)
We have audited the financial statements set out on pages 75 to 136.
The preparation of the financial statements are the responsibility of the Company’s directors.
It is our responsibility to form an independent opinion, based on our audit, on those financial statements and to report our opinion to you, as a body,
in accordance with Section 174 of the Companies Act, 1965 and for no other purpose. We do not assume responsibility towards any other person
for the content of this report.
We conducted our audit in accordance with the approved standards on auditing in Malaysia. These standards require that we plan and perform
the audit to obtain all the information and explanations, which we considered necessary to provide us with sufficient evidence to give reasonable
assurance that the financial statements are free of material misstatement. Our audit includes examining, on a test basis, evidence relevant to the
amounts and disclosures in the financial statements. Our audit includes an assessment of the accounting principles used and significant estimates
made by the Directors as well as evaluating the overall adequacy of the presentation of information in the financial statements. We believe our audit
provides a reasonable basis for our opinion.
In our opinion:-
(a) the financial statements have been prepared in accordance with the provisions of the Companies Act, 1965 and applicable approved
accounting standards in Malaysia so as to give a true and fair view of:-
(i) the matters required by Section 169 of the Companies Act, 1965, to be dealt with in the financial statements of the Group and of the
Company; and
(ii) the state of affairs of the Group and of the Company as at 31st December, 2005 and of the results of the operations, changes in equity
and cash flows of the Group and of the Company for the year on that date;
and
(b) the accounting and other records and the registers required by the Companies Act, 1965, to be kept by the Company and its subsidiary
companies of which we have acted as auditors have been properly kept in accordance with the provisions of the said Act.
The names of the subsidiary companies of which we have not acted as auditors are disclosed in note 6 to the financial statements. We have
considered the financial statements of these subsidiary companies and the auditors’ reports thereon.
We are satisfied that the financial statements of the subsidiary companies 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 consolidated financial statements and we have received
satisfactory information and explanations required by us for these purposes.
The auditors’ reports on the financial statements of the subsidiary companies were not subject to any qualification and in respect of subsidiary
companies incorporated in Malaysia, did not include any comment made under Section 174(3) of the Companies Act, 1965.
MOORE STEPHENS CHONG KWONG CHIN

Chartered Accountants 707/04/06 (J/PH)
(AF.0282) Partner
KUALA LUMPUR
24th April, 2006
74
balance sheets as at 31st December, 2005
GROUP COMPANY
2005 2004 2005 2004
NOTE RM RM RM RM
NON-CURRENT ASSETS
Property, plant and equipment 4 35,418,056 25,180,169 2,784,254 1,000,328

Investment properties 5 24,200,000 24,200,000 - -
Investments in subsidiary companies 6 - - 43,220,553 24,177,840
Interest in associated companies 7 63,120 71,048 - -
Interest in joint ventures 8 (28,407,817) (27,830,772) - -
New planting expenditure 9 2,293,598 - - -
Other investments 10 4,615,500 115,500 4,568,000 68,000
Deferred tax assets 11 30,827 4,608 - -
Goodwill on consolidation 12 3,744,605 3,629,847 - -
41,957,889 25,370,400 50,572,807 25,246,168
CURRENT ASSETS
Inventories 13 15,513,481 9,134,765 - -

Property development costs 14 1,642,492 2,722,381 - -
Trade and other receivables 15 156,200,474 117,279,248 95,163,861 53,067,183
Tax assets 16 2,850,925 3,156,724 409,722 427,344
Cash and cash deposits 17 154,096,042 109,493,602 52,910,271 20,339,112
330,303,414 241,786,720 148,483,854 73,833,639
CURRENT LIABILITIES
Trade and other payables 18 185,382,323 141,014,355 63,836,959 18,135,160

Borrowings 19 2,916,026 3,739,154 347,703 195,572
Bank overdrafts - secured 20 5,361,355 7,643,209 - -
Tax liabilities 552,322 339,293 14,688 -
194,212,026 152,736,011 64,199,350 18,330,732
NET CURRENT ASSETS 136,091,388 89,050,709 84,284,504 55,502,907
178,049,277 114,421,109 134,857,311 80,749,075
75
balance sheets cont’d
GROUP COMPANY
2005 2004 2005 2004

NOTE RM RM RM RM
CAPITAL AND RESERVES
Share capital 21 66,710,400 66,710,400 66,710,400 66,710,400

Reserves 22 54,249,887 38,723,557 20,684,859 13,493,582
SHAREHOLDERS’ EQUITY 120,960,287 105,433,957 87,395,259 80,203,982
MINORITY INTEREST 2,524,354 1,585,330 - -
NON-CURRENT LIABILITIES
Borrowings 19 50,582,645 6,760,082 45,880,663 527,093

Deferred tax liabilities 11 3,981,991 641,740 1,581,389 18,000
54,564,636 7,401,822 47,462,052 545,093
178,049,277 114,421,109 134,857,311 80,749,075
The annexed notes form an integral part of, and should be read in conjunction with, these financial statements.
76
income statements for the year ended 31st December, 2005
GROUP COMPANY
2005 2004 2005 2004
NOTE RM RM RM RM
Operating Revenue 23 249,124,615 257,915,020 164,386,352 50,224,321

Direct Operating Costs 24 (199,522,413) (218,012,892) (143,107,511) (38,452,252)
Gross Profit 49,602,202 39,902,128 21,278,841 11,772,069
Other Operating Revenue 4,012,515 3,948,801 751,826 538,799
Administrative Costs (19,391,174) (17,444,270) (4,219,412) (3,119,224)

Other Operating Costs (2,471,975) (1,735,991) (121,881) (52,971)
(21,863,149) (19,180,261) (4,341,293) (3,172,195)
Profit From Operations 31,751,568 24,670,668 17,689,374 9,138,673

Finance Costs (3,067,938) (1,258,365) (1,774,063) (36,729)
Share Of Results In Joint
Ventures (561,846) (27,511,301) - -
Share Of Results Of
Associated Companies (3,899) (17,722) - -
Profit/(Loss) Before Taxation 25 28,117,885 (4,116,720) 15,915,311 9,101,944

Taxation 26 (9,249,362) (7,549,849) (5,355,355) (2,096,962)
Profit/(Loss) After Taxation 18,868,523 (11,666,569) 10,559,956 7,004,982

Minority Interest 30,351 (80,937) - -
Profit/(Loss) Attributable
To Shareholders 18,898,874 (11,747,506) 10,559,956 7,004,982
Basic Earnings/(Loss) Per

Ordinary Share (Sen) 27 28.33 (17.64)
Fully Diluted Earnings

Per Ordinary Share (Sen) 27 - -
Proposed Net Dividend Per

Ordinary Share (Sen) 10.80 5.04
77
statements of changes
in equity for the year ended 31st December, 2005
Share Share Foreign Revaluation Retained Total

Capital Premium Exchange Reserve Profit Shareholders’
Translation Equity
Reserve
RM RM RM RM RM RM
GROUP
At 1.1.04 66,306,200 1,755,840 - 7,002,890 47,051,736 122,116,666

Issuance of shares
pursuant to:-
Employees’ share
option scheme 404,200 424,410 - - - 828,610
Net loss for the year - - - - (11,747,506) (11,747,506)
Foreign translation
difference from
foreign subsidiary
company * - - (121) - - (121)
First and final
dividend paid for
year 2003 (12%
per share less 28%
income tax) - - - - (5,763,692) (5,763,692)
At 31.12.04 66,710,400 2,180,250 (121) 7,002,890 29,540,538 105,433,957
Net profit for the

year - - - - 18,898,874 18,898,874
Foreign translation
difference from
foreign branches
and subsidiary
companies * - - (10,340) - - (10,340)
First and final
dividend paid for
year 2004 (7% per
share less 28%
income tax) - - - - (3,362,204) (3,362,204)
At 31.12.05 66,710,400 2,180,250 (10,461) 7,002,890 45,077,208 120,960,287
78
statements of changes in equity cont’d
Share Share Foreign Revaluation Retained Total

Capital Premium Exchange Reserve Profit Shareholders’
Translation Equity
Reserve
RM RM RM RM RM RM
COMPANY
At 1.1.04 66,306,200 1,755,840 - - 10,072,042 78,134,082

Issuance of shares
pursuant to:-
Employees’ share
option scheme 404,200 424,410 - - - 828,610
Net profit for the
year - - - - 7,004,982 7,004,982
First and final
dividend paid for
year 2003 (12%
per share less 28%
income tax) - - - - (5,763,692) (5,763,692)
At 31.12.04 66,710,400 2,180,250 - 11,313,332 80,203,982
Foreign translation
difference from
foreign branches * - - (6,475) - - (6,475)
Net profit for the
year - - - - 10,559,956 10,559,956
First and final
dividend paid for
year 2004 (7% per
share less 28%
income tax - - - - (3,362,204) (3,362,204)
At 31.12.05 66,710,400 2,180,250 (6,475) - 18,511,084 87,395,259
* Expenses not recognised in income statements.
79
cash flow statements
for the year ended 31st December, 2005
GROUP COMPANY
2005 2004 2005 2004
NOTE RM RM RM RM
CASH FLOWS FROM OPERATING ACTIVITIES
Profit/(Loss) Before Taxation 28,117,885 (4,116,720) 15,915,311 9,101,944
Adjustments for:-
Allowance for foreseeable losses for contract works - 431,754 - -

Amortisation of leasehold land 22,376 22,376 - -
Amortisation of goodwill on consolidation 513,825 477,393 - -
Bad debts written off 13,163 - - -
Depreciation of property, plant and equipment 3,743,632 3,316,008 434,834 255,587
Dividend revenue (7,800) (543) (10,000,040) (8,000,032)
Gain on disposal of property, plant and equipment (201,505) (765,841) - -
Impairment loss on investment in associate company 400 - - -
Interest expenses 1,936,363 988,797 922,454 35,773
Interest revenue (2,709,463) (2,297,631) (751,826) (538,799)
Loss on foreign exchange -unrealised 18,426 - 18,426 -
Preliminary expenses written off - 6,995 - -
Property, plant and equipment written off - 2,033 - -
Share of results of associated companies 3,899 13,693 - -
Share of results in joint ventures 561,846 27,511,301 - -
Operating Profit Before Working

Capital Changes 32,013,047 25,589,615 6,539,159 854,473
Increase in inventories (5,225,443) (2,321,166) - -
Increase in amount due from customers for contract

works (12,061,952) (7,114,952) (10,234,610) (143,644)
(Increase)/Decrease in property development costs (73,384) 4,316 - -
(Decrease)/Increase in amount due to customers for

contract works (11,542,971) (13,341,227) 347,510 -
(Increase)/Decrease in trade and other receivables (27,776,625) 4,910,879 (43,619,273) (70,945)
Increase in trade and other payables 56,084,343 8,703,265 44,484,039 7,939,183
Cash Generated From/(Used In) Operations 31,417,015 16,430,730 (2,483,175) 8,579,067

Interest Paid (2,155,954) (988,797) (52,203) (35,773)
Tax Paid (8,027,002) (7,415,614) (959,369) (632,144)
Net Cash Generated From/

(Used In) Operating Activities
Carried Down 21,234,059 8,026,319 (3,494,747) 7,911,150
80
cash flow statements cont’d
GROUP COMPANY
2005 2004 2005 2004
NOTE RM RM RM RM

(Used In) Operating Activities
Brought Down 21,234,059 8,026,319 (3,494,747) 7,911,150
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of investment in
subsidiary companies - - (19,042,713) (4)
Acquisition of investment in
associated companies - (400) - -
Advances to related companies - (34,553) - (12,819,525)
Advances to associated company - - - (7,002)
Distribution received from joint ventures 15,199 505,339 - -
Dividend received 7,800 390 7,200,030 8,280,038
Effect of acquisition of subsidiary companies,
net of cash acquired 28 (7,096,899) - - -
Interest received 2,648,636 2,269,802 749,822 541,001
New planting expenditure incurred (2,099,344) - - -
Preliminary expenses incurred - (6,995) - -
Acquisition of other investment (4,500,000) - (4,500,000) -
Proceeds from disposal of property, plant
and equipment 521,484 887,883 - -
Purchase of property, plant and equipment 29 (3,120,900) (3,636,938) (1,472,701) (72.008)
Repayments from joint ventures 1,656,686 225,710 - -
Repayments from related companies 4,765 - 11,734,012 -
Repayments from associated companies 9,300 794,475 7,002 -
Net Cash (Used In)/Generated

From Investing Activities (11,953,273) 1,004,713 (5,324,548) (4,077,500)
Balance Carried Down 9,280,786 9,031,032 (8,819,295) 3,833,650
81
cash flow statements cont’d
GROUP COMPANY
2005 2004 2005 2004
NOTE RM RM RM RM
Balance Brought Down 9,280,786 9,031,032 (8,819,295) 3,833,650
CASH FLOWS FROM FINANCING ACTIVITIES
Advances from related companies 46,186 166,119 - -

Advances from associated companies - 53,089 - -
Dividend paid (3,362,204) (5,763,692) (3,362,204) (5,763,692)
Payments to hire purchase payables (2,204,250) (1,791,183) (240,199) (133,066)
Proceeds from issuance of shares - 828,610 - 828,610
Proceeds from trust receipts 2,425,517) (6,622,716) - -
Repayments of term loans (781,102) (738,652) - -
Repayments of trust receipts (3,509,630) (5,538,603) - -
Drawdown of term loan 45,000,000 - 45,000,000 -

(Used In) Financing Activities 37,614,517 (6,161,596) 41,397,597 (5,068,148)
46,895,303 2,869,436 32,578,302 (1,234,498)

Exchange differences (11,009) (121) (7,143) -
NET INCREASE/(DECREASE) IN CASH AND CASH

EQUIVALENTS 46,884,294 2,869,315 32,571,159 (1,234,498)
CASH AND CASH EQUIVALENTS AT BEGINNING

OF THE YEAR 101,850,393 98,981,078 20,339,112 21,573,610
CASH AND CASH EQUIVALENTS AT END

OF THE YEAR 30 148,734,687 101,850,393 52,910,271 20,339,112
82
notes to the financial
statements 31st December, 2005
1. General Information
(a) Principal Activities
The Company is principally engaged in investment holding, providing management services and as contractors of civil and structural
construction works.
The principal activities of the subsidiary companies are disclosed in note 6 to the financial statements.
During the year, the Company commenced operations as contractors of civil and structural construction works in India and the Kingdom
of Saudi Arabia as disclosed in note 48 to the financial statements.
The Group acquired a subsidiary company in the Republic of Indonesia which is principally engaged in oil palm cultivation.
There have been no other significant changes in the nature of these activities during the year.
(b) Registered Office
The Company is a public limited liability company, incorporated and domiciled in Malaysia, with its share listed on the Main Board of the
Bursa Malaysia. The registered office of the Company is at Mezzanine Floor, 8A, Jalan Sri Semantan Satu, Damansara Heights, 50490
Kuala Lumpur.
(c) Principal Place of Business
No. 88, Jalan Gombak, Setapak, 53000 Kuala Lumpur.
(d) Holding Company
The holding company of the Company is Zaki Holdings (M) Sdn. Bhd., a company incorporated in Malaysia.
(e) Date of Authorisation for Issue
The financial statements were authorised for issue in accordance with a Board of Directors’ resolution dated 24th April, 2006.
2. Basis Of Preparation Of The Financial Statements
The financial statements of the Group and of the Company have been prepared in accordance with the provisions of the Companies Act, 1965
and applicable approved accounting standards issued by the Malaysian Accounting Standards Board (“MASB”).
83
notes to the financial statements cont’d
2. Basis Of Preparation Of The Financial Statements (cont’d)
The financial statements of the Group and of the Company are prepared under the historical cost convention modified to include the revaluation
of leasehold land and building unless otherwise indicated in the summary of significant accounting policies. Certain leasehold land of the
subsidiary company are stated in the Group’s financial statements at values reflecting the effective acquisition costs to the Group (group cost)
of those assets.
3. Significant Accounting Policies
The significant accounting policies adopted by the Group and the Company are consistent with those adopted in previous financial years.
(a) Basis of Consolidation
The consolidated financial statements incorporate the audited financial statements of the Company and its subsidiary companies, which
are listed in note 6 to the financial statements, made up to 31st December, 2005. All significant intragroup balances, transactions and
resulting unrealised profits are eliminated on consolidation. Unrealised losses are eliminated on consolidation unless cost cannot be
recovered. The consolidated financial statements reflect external transactions only.
The financial statements of the subsidiary companies acquired or disposed of during the year are included in consolidated financial
statem .
The gain or loss on disposal of a subsidiary company is the difference between net disposal proceeds and the Group’s share of its net
assets together with any unamortised balance of goodwill or reserve on consolidation.
(b) Goodwill or Reserve on Consolidation
Goodwill or reserve on consolidation represents the difference between the consideration paid for shares in subsidiary companies or
associated companies and the fair values attributable to the Group’s share of net assets acquired.
Goodwill on consolidation is amortised over a period of ten years or the expected useful life, whichever is shorter, commencing in the
year of acquisition of subsidiary company or associated company. Reserve on consolidation is amortised over a period of three years
or the expected useful life, whichever is shorter, commencing one year after the year of acquisition of subsidiary company or associated
company. Goodwill on consolidation is written down when there is an impairment in their carrying value.
(c) Subsidiary Company
A subsidiary company is defined as a company in which the Group has a long term equity interest, directly or indirectly, and has control
over its financial and operating policies so as to obtain benefits therefrom.
Investment in subsidiary company, which are eliminated on consolidation, are stated at cost less accumulated impairment losses, if any,
84
in the Company’s financial statements. Impairment loss is determined on individual basis.
(d) Associated Company
An associated company is defined as a company, not being a subsidiary company, in which the Group has a long term equity interest and
has significant influence over its financial and operating policies.
Investments in associated companies are stated at cost less accumulated impairment losses, if any, in the Company’s financial
statements.
Investments in associated companies are accounted for in the consolidated financial statements by the equity method of accounting based
on audited financial statements of the associated companies. The Group’s share of post-acquisition results of associated companies is
included in the consolidated income statement. The Group’s interest in associated companies is stated at cost plus the Group’s share of
post-acquisition changes in the net assets of the associated companies.
The Group’s share of post-acquisition losses is restricted to the carrying value of in that associated company. Should the associated
company subsequently reports profits, the Group will only resume to recognise its share of profits after its share of profits equal to its
share of losses previously not recognised.
(e) Joint Venture
Joint venture is defined as a contractual arrangement entered into by two or more parties to undertake a jointly controlled economic
activity in which no single venturer has unilateral control in the financial and operating decisions of the joint venture.
Interest in joint venture which does not involve any establishment of a separate entity is accounted for in the financial statements based
on the agreed share of the results, assets and liabilities of the joint venture.
Investment in joint venture which involves an establishment of a separate entity is stated at cost less accumulated impairment losses, if
any, in the financial statements. Where consolidated financial statements are prepared, the interest in the joint venture entity is accounted
for using the equity method based on the audited financial statements of the entity. The consolidated income statement includes the
Group’s share of the entity’s results of the operation. In the consolidated balance sheet, the Group’s interest is stated at cost and adjusted
for the Group’s share of changes in the net assets of the entity.
(f) Property, Plant and Equipment and Depreciation
Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, if any, except for
freehold land which is not amortised.
Depreciation of property, plant and equipment is calculated to write off their costs on a straight line basis over their estimated useful
lives.
85
3. Significant Accounting Policies (cont’d)
The principal annual rates used for this purpose are:-
Leasehold land Over the remaining lease period of 23 and 77 years

Buildings 2%
Office equipment 10% - 20%
Furniture and fittings 10% - 20%
Plant and machinery 10% - 20%
Motor vehicles 20%
Renovation 20%
Fully depreciated property, plant and equipment are retained in the financial statements until they are no longer in use and no further
charge for depreciation is made in respect of these property, plant and equipment.
Gain or loss arising from the disposal of property, plant and equipment is determined as the difference between the net disposal proceeds
and the carrying amount of the property, plant and equipment and is recognised in the income statement.
(g Impairment of Assets
The carrying amounts of assets other than inventories, assets arising from construction contracts, deferred tax assets and financial assets
are reviewed at each balance sheet date to determine whether there is any indication of impairment. If such an indication exists, the
asset’s recoverable amount is estimated. The recoverable amount is the higher of net selling price and the value in use, which is measured
by reference to discounted future cash flows. An impairment loss is recognised whenever the carrying amount of an item of asset exceeds
its recoverable amount.
An impairment loss is recognised as an expense in the income statement. However, an impairment loss on a revalued asset will be treated
as a revaluation deficit to the extent that the loss does not exceed the amount held in revaluation reserve in respect of the same asset.
Reversal of impairment loss due to a subsequent increase in recoverable amount is restricted to the carrying amount that would have
been determined (net of accumulated depreciation, where applicable) had no impairment loss been recognised in prior years. The
reversal of impairment loss is recognised as revenue in the income statement. However, the reversal of impairment loss on a revalued
asset will be treated as revaluation surplus to the extent that the reversal does not exceed the amount previously held in revaluation
reserve in respect of the same asset.
(h) Investment Properties
Investment properties comprise land, buildings and expenditure incurred for development of properties which are held for investment
potential. In the subsidiary’s financial statements, these investment properties are stated at valuation less accumulated impairment
losses, if any, and additions subsequent to the date of last valuation are stated at cost less accumulated impairment losses, if any. In
the consolidated financial statements, these properties are initially stated at the Group’s cost and would be revalued subsequently in
86
accordance with the Group’s revaluation policy. It is the Group’s policy to maintain the buildings in a high standard and condition. As such,
these properties maintain their residual value of not less than their respective book value such that depreciation would be negligible. In view
of this, no depreciation is provided for these properties. The related maintenance expenditure is dealt with in the income statement.
The open market value of these properties will be appraised at least once in every five (5) years by independent professional valuers. A
surplus arising therefrom is credited to revaluation reserve. However, a surplus will be recognised as revenue to the extent that it reverses
a revaluation deficit of the same property previously recognised as an expenses. A deficit arising therefrom is recognised as an expense.
However, a deficit will be set-off against any related revaluation surplus to the extent that the deficit does not exceed the amount held in
revaluation reserve in respect of the same property.
On disposal of these properties, any surplus in revaluation reserve relating to these properties will be transferred to retained profits.
(i) New Planting Expenditure
New planting expenditure incurred on land clearing and upkeep of trees to maturity is capitalised as costs and is amortised upon maturity
over the remaining lease period of the leasehold land.
(j) Inventories
Inventories are stated at the lower of cost and net realisable value and are costed on the first-in-first-out basis. Cost includes the actual
cost of purchases and incidentals in bringing the inventories into store. Cost of completed development properties is determined on
specific identification basis and includes land, construction and appropriate development overheads.
In arriving at the net realisable value, due allowance would be made for obsolete and slow moving items.
(k) Construction Contracts
Contract work-in-progress consists of cost incurred to date plus a proportion of estimated profit attributable to contract work performed
to date less progress billings received and receivable. Contract costs include direct materials, labour, sub-contract costs and attributable
construction overheads. Where foreseeable losses on contract are anticipated, full provision of these losses is made in the financial
statements.
The aggregate of the costs incurred plus the profit/loss recognised on each contract is compared against the respective progress billings
up to the end of the financial year. The excess of costs incurred plus recognised profit (less recognised losses) over progress billings,
is shown as ‘Amount due from customers for contract work’ under current assets. Conversely, the excess of progress billings over
costs incurred and recognised profit (less recognised losses), is shown as ‘Amount due to customers for contract work’ under current
liabilities.
87
(l) Property Development Costs
Property development costs comprise all costs that are directly attributable to development activities or that can be allocated on a
reasonable basis to such activities. Costs consists of land and construction costs and other development costs including related overheads
and capitalised borrowing costs.
When the financial outcome of a development activity can be reliably estimated, development revenue and costs are recognised in the
income statement by reference to the stage of completion of development activities at the balance sheet date.
When the financial outcome of a development activity cannot be reliably estimated, development revenue is recognised only to the extent
of development costs incurred that is probable will be recoverable, and development costs on properties sold are recognised as an
expense in the period in which they are incurred.
Any expected loss on a development project is recognised as an expense immediately.
Property development costs not recognised as an expense is recognised as an asset, which is measured at the lower of cost and net
realisable value.
Accrued billings as current assets represents the excess of revenue recognised in the income statement over billings to purchasers.
Progress
(m) Capitalisation of Borrowing Costs
Borrowing costs incurred on borrowings related to property, plant and equipment, development properties and investment properties are
capitalised during the period when activities to plan, develop and construct these assets are undertaken. Capitalisation of borrowing costs
ceases when these assets are ready for their intended use or sale.
(n) Hire Purchase
Hire purchase instalment plans are agreements whereby the lender conveys to the hirer, in return for a series of instalment payments, the
r .
Cost of property, plant and equipment acquired under the hire purchase instalment plans are capitalised as property, plant and equipment
and depreciated in accordance with the Group’s policy on depreciation of property, plant and equipment . The related finance charges are
allocated to the income statement over the period of the instalment plans based on the sum-of-digit method so as to produce a constant
periodic rate of interest charges on the remaining balance of the liability. The total outstanding instalment payments after deducting the
future finance charges, representing the present value of hire purchase liabilities, are included in liabilities.
88
(o) Lease
Lease is an agreement whereby the lessor conveys to the lessee, in return for a series of minimum lease payments, the rights to use an
asset for an agreed lease term.
Property, plant and equipment on leases that transfer substantially all risks and rewards incident to ownership are accounted for under
finance lease method in which the fair market value of the leased property, plant and equipment or, if lower at the present value of the
minimum lease payments, are capitalised as property, plant and equipment and depreciated in accordance with the Group’s policy on
depreciation of property, plant and equipment. The present value of the minimum lease payments is calculated based on discount factor
equivalent to the interest rate implicit in the lease. The related finance charges are allocated to the income statement based on the sum-
of-digit method so as to produce a constant periodic rate of interest charges on the remaining balance of the liability. The total outstanding
minimum lease payments after deducting the future finance charges representing the present value of minimum lease payments, are
included in liabilities.
All other leases are accounted for under the operating lease method in which the minimum lease payments are recognised as expenses
in the income statement as and when they are incurred.
(p) Foreign Currencies
(i) Transactions in foreign currencies
Transactions in foreign currencies are converted into Ringgit Malaysia at the rate of exchange ruling at the time of the transaction
and where settlement had not taken place at year end, at the approximate rates ruling as at that date. All gains and losses on
exchange are included in the income statement.
(ii) Translation of foreign currency financial statements
Assets, liabilities and reserves of foreign subsidiary company are translated into Ringgit Malaysia at the rates of exchange
approximating those ruling as at the financial year end. Income and expense items are translated at the average rate of exchange
for the financial year. The translation differences arising therefrom are recorded as movements in translation reserve.
The exchange rate (denominated in units of Ringgit Malaysia per foreign currency) used in translation at the financial year end are
as follows:-
2005 2004
RM RM
United States Dollar (US$) 3.7775 -

India Rupee (Rs) 0.0833 0.0878
Indonesian Rupiah (Rp) 0.0004 0.0004
Saudi Riyal (SR) 1.0096 -
89
(q) Taxation
Taxation in the income statement represents the aggregate amount of current and deferred tax. Current tax is the expected amount
payable in respect of taxable income for the year and any adjustments recognised for prior years’ tax.
Deferred tax is recognised, using the liability method, on all temporary differences between the tax base of assets and liabilities and their
carrying amounts in the financial statements. Deferred tax is not recognised if the temporary differences arises from goodwill or negative
goodwill or from the initial recognition of an asset or liability in a transaction, which is not a business combination and at the time of the
transaction, affects neither accounting profit nor taxable profit. Deferred tax is measured at the tax rates that are expected to apply in the
period in which the assets are realised or the liabilities are settled.
Deferred tax is recognised in equity when it relates to items recognised directly in equity. When deferred tax arises from business
combination that is an acquisition, the deferred tax is included in the resulting goodwill or negative goodwill.
Deferred tax assets are recognised only to the extent that there are sufficient taxable temporary differences relating to the same taxation
a
(r) Revenue Recognition
Dividend revenue from investment in subsidiaries, associated companies and other investments is recognised when the right to receive
the dividend is established.
Rental and management fees revenue are recognised on due and receivable basis.
Interest revenue is recognised on a time proportion basis that reflects the effective yield of the assets.
Sales of goods are recognised when goods are delivered.
Revenue from construction contracts is recognised on the percentage of completion method in the proportion of which the contract costs
incurred to date bear to the total estimated contract costs, when the outcome of the contracts can be reliably estimated.
Revenue from development properties sold is recognised on the percentage of completion method in the proportion of which the
development costs incurred to date bear to the total estimated development costs, when the outcome of development can be reliably
estimated.
(s) Cash and Cash Equivalents
Cash and cash equivalents comprise cash in hand, bank balances and deposits, bank overdrafts and short term, highly liquid investments
90
that are readily convertible to known amount of cash and are subject to insignificant risk of changes in value.
(t) Employee Benefits
(i) Short Term Employee Benefits
Wages, salaries, social security contributions, bonuses are recognised as an expense in the year in which the associated services
are rendered by employees of the Group. Short term accumulating compensated absences such as paid annual leave ar
recognised when services are rendered by employees that increase their entitlement to future compensated absences, and short
term non-accumulating compensated absences such as sick leave are recognised when the absences occur.
(ii) Defined Contribution Plans
As required by law, companies in Malaysia make contributions to the Employees’ Provident Fund. Such contributions are recognised
as an expense in the income statement as incurred.
(iii) Equity Compensation Benefits
The Employees’ Share Option Scheme (“ESOS”) allows the Group’s employees to acquire shares in the Company. No compensation
cost or obligation is recognised. When the options are exercised, equity is increased by the amount of the proceeds received.
(u) Financial Instruments
Financial instruments are classified as assets, liabilities or equity in accordance with the substance of the contractual arrangement.
Interest, dividends, losses and gains relating to financial instruments classified as assets or liabilities are reported as expense or revenue.
Distributions to holders of financial instruments classified as equity are charged directly to equity. Financial instruments are offset when the
Company has a legally enforceable right to offset and intends either to settle on a net basis or to realise the asset and settle the liability
simultaneously.
The recognised financial instruments comprise cash and cash equivalents, trade and other receivables, trade and other payables, other
non-current investments, bank borrowings and ordinary shares. These instruments are recognised in the financial statements when a
contract or contractual arrangement has been entered into with the counter-parties.
The unrecognised financial instruments comprise financial guarantees given to financial institutions for banking and credit facilities granted
to an associated company and subsidiary companies and legal claims by suppliers. The financial guarantees and legal claims would be
recognised as liabilities when obligations to pay the counter-parties are assessed as being probable.
(i) Receivables
Receivables are stated at cost less allowance for doubtful debts, if any, which are the anticipated realisable values. Known bad debts
are written off and specific allowance is made for those debts considered to be doubtful of collection.
91
(ii) Payables
Payables are stated at cost which are the fair values of considerations to be paid in the future for goods and services received.
(iii) Other Non-Current Investments
Non-current investments other than investments in subsidiary companies, associated companies, jointly controlled entities and
investment properties are stated at cost less allowance for diminution in value, if any.
On disposal of investment, the difference between net disposal proceeds and its carrying amount is charged or credited to the
income statement.
(iv) Interest Bearing Bank Borrowings
The interest bearing bank borrowings include bank overdrafts and loans and are stated at the amount of proceeds received, net
of transaction costs.
(v) Equity Instruments
Ordinary shares are classified as equity. Dividends on ordinary shares are recognised in equity in the period in which they are
declared.
The transaction costs of an equity transaction, other than in the context of a business combination, are accounted for as a
deduction from equity, net of tax. Equity transaction costs comprise only those external costs directly attributable to the equity
transaction which would otherwise have been avoided. Cost of issuing equity securities in connection with a business combination
are included in the cost of acquisition.
92
4. Property, Plant and Equipment

Leasehold Freehold Buildings & Plant & Motor Furniture, Total
Land Land Renovation Machinery Vehicles Fittings &
Office
Equipment
GROUP RM RM RM RM RM RM RM
COST
At 1.1.05 1,347,925 5,369,840 7,471,715 13,652,355 14,348,910 2,613,238 44,803,983

In respect of
subsidiary
company
acquired 9,324,204 - - - - 3,965 9,328,169
Additions - 162,000 648,000 603,194 3,088,520 688,086 5,189,800
Disposals - - - (156,500) (1,018,224) (68,903) (1,243,627)
At 31.12.05 10,672,129 5,531,840 8,119,715 14,099,049 16,419,206 3,236,386 58,078,325
ACCUMULATED
DEPRECIATION
At 1.1.05 82,559 - 718,590 8,745,567 8,192,501 1,884,597 19,623,814

Charge for the
year 216,630 - 148,385 1,031,944 2,249,496 313,807 3,960,262
Disposals - - - (156,494) (698,739) (68,415) (923,648)
Translation
difference - - - (47) (30) (82) (159)
At 31.12.05 299,189 - 866,975 9,620,970 9,743,228 2,129,907 22,660,269
NET BOOK VALUE
At 31.12.05 10,372,940 5,531,840 7,252,740 4,478,079 6,675,978 1,106,479 35,418,056
At 31.12.04 1,265,366 5,369,840 6,753,125 4,906,788 6,156,409 728,641 25,180,169
Depreciation
charge for the
year ended
31.12.04 22,376 - 147,813 794,276 2,086,161 287,758 3,338,384
93
4. Property, Plant and Equipment (cont’d)
Motor Furniture, Plant & Total

Vehicles Fittings & Machinery
Office
Equipment
COMPANY RM RM RM RM
COST
At 1.1.05 1,562,008 4,728 - 1,566,736

Additions 1,247,136 376,471 594,994 2,218,601
At 31.12.05 2,809,144 381,199 594,994 3,785,337
ACCUMULATED
DEPRECIATION
At 1.1.05 561,680 4,728 - 566,408

Charge for the year 392,267 17,691 24,876 434,834
Translation difference (30) (82) (47) (159)
At 31.12.05 953,917 22,337 24,829 1,001,083
NET BOOK VALUE
At 31.12.05 1,855,227 358,862 570,165 2,784,254
At 31.12.04 1,000,328 - - 1,000,328
Depreciation charge for the

year ended 31.12.04 255,194 393 - 255,587
94
Included in property, plant and equipment of the Group are:-
(i) analysis of leasehold land as follows:-

Long Term Short Term Total
Leasehold Land Leasehold Land
RM RM RM
2005
Cost 1,188,180 9,483,949 10,672,129
Net Book Value 1,111,027 9,261,913 10,372,940
2004
Cost 1,188,180 159,745 1,347,925
Net Book Value 1,126,457 138,909 1,265,366
Long term lease refers to lease periods with unexpired periods of fifty years or more.
Short term refers to lease periods with unexpired periods of less than fifty years.
(ii) property, plant and equipment under hire purchase instalments plans as follows:-
Motor Plant & Total

Vehicles Machinery
GROUP RM RM RM
2005
Cost 11,121,398 1,604,937 12,726,335
Net Book Value 5,969,316 1,155,960 7,125,276
2004
Cost 10,294,911 1,604,937 11,899,848
Net Book Value 5,942,985 1,414,948 7,357,933
COMPANY
2005
Cost 2,237,088 - 2,237,088
Net Book Value 1,409,571 - 1,409,571
2004
Cost 1,362,008 - 1,362,008
Net Book Value 870,329 - 870,329
95
4. Property, Plant And Equipment (cont’d)
(iii) freehold and leasehold land and buildings with a total net book value of RM11,815,253/- (2004: RM11,940,840/-) charged to
financial institutions as securities for banking facilities of a subsidiary company, Ahmad Zaki Sdn. Bhd. (“AZSB”) as disclosed in notes 20
and 42 to the financial statements.
5. Investment Properties GROUP

2005 2004
RM RM
At valuation
Freehold land 4,950,000 4,950,000
Hotel properties
- freehold land 543,912 543,912
- hotel buildings 18,706,088 18,706,088
19,250,000 19,250,000
24,200,0000 24,200,0000
The hotel properties are charged to financial institutions as security for facilities of a subsidiary company, AZSB, as disclosed in note 20 to the
financial statements.
The properties were revalued in 2002 by the Directors of AZSB based on independent professional valuers on the open market value basis.
6. Investments In Subsidiary Companies

COMPANY
2005 2004
RM RM
Unquoted shares, at cost
At beginning of the year 24,177,840 24,177,836

Additions 19,042,713 4
At the end of the year 43,220,553 24,177,840
96
The subsidiary companies are as follows:-

Effective Equity
Interest
Country of 2005 2004

Name of the Company Incorporation % % Principal Activities
Held by the Company

Contractors of civil and structural
# Ahmad Zaki Sdn. Bhd. Malaysia 100 100 contract works
# Inter-Century Sdn. Bhd. Malaysia 100 100 Dealer of marine fuels and
lubricants
# Tadok Granite Manufacturing Sdn. Bhd. Malaysia 100 100 Dormant
# AZRB International Ventures Sdn. Bhd. Malaysia 100 100 Dormant
# AZRB Machineries Sdn. Bhd. (formerly

known as Technipolitan Sdn. Bhd.) Malaysia 100 100 Dormant
# Trend Vista Development Sdn. Bhd. Malaysia 100 100 Dormant
* P.T. Ichtiar Gusti Pudi Republic of

Indonesia 95 - Oil palm cultivation
Held through Ahmad Zaki Sdn. Bhd.
* Kemaman Technology & Industrial Park

Sdn. Bhd. (“KTIP”) Malaysia 60 60 Property development
Held through Inter-Century Sdn.

Bhd.
# Astral Far East Sdn. Bhd. Malaysia 100 100 Dealer of lubricants and
petroleum-based products
Held through AZRB International

Ventures Sdn. Bhd.
* AZRB Construction (India) Pvt. Ltd. India 100 100 Dormant
# Audited by an associated firm of the auditors of the Company.

* Audited by firms not associated with auditors of the Company.
97
7. Interest In Associated Companies

GROUP
2005 2004
RM RM
Unquoted shares, at cost
At beginning of the year 110,400 110,000

Additions - 400
Impairment Loss (400) -
At the end of the year 110,000 110,400

Share of losses of associated companies (46,880) (39,352)
63,120 71,048
GROUP
2005 2004
RM RM
Represented by:-
Group’s share of net tangible assets 55,064 58,963
Goodwill on acquisition 40,288 40,288

Less: Accumulated amortisation (32,232) (28,203)
8,056 12,085
63,120 71,048
Post acquisition losses of an associated company not recognised in the financial statements are as follows:-
GROUP
2005 2004
RM RM
Loss for the year 8 3,373

Accumulated losses 3,381 3,373
98
The associated companies, all incorporated in Malaysia, are as follows:-
Effective Equity
Interest
2005 2004
Name of the Company % % Principal Activities
Held through Ahmad Zaki Sdn. Bhd.
# Fasatimur Sdn. Bhd. 50 50 Project management
# Maxi Heritage Sdn. Bhd. 20 20 General contractor
# Hidro Fokus Sdn. Bhd. 40 40 Dormant
# Audited by firms not associated with auditors of the Company.
8. Interest In Joint Ventures

GROUP
2005 2004
RM RM
Shares of post acquisition results in joint ventures
At beginning of the year (27,830,772) 185,868

Add: Share of results for the year (561,846) (27,511,301)
Less: Distribution from joint ventures (15,199) (505,339)
At end of the year (28,407,817) (27,830,772)
Th .
(i) BumiHiway-Ahmad Zaki Joint Venture which undertakes the contract for realignment of the route from Putrajaya to Cyberjaya, Selangor.
(ii) Johawaki-Ahmad Zaki Joint Venture which undertakes the contract to design, construct and complete the Masjid Wilayah Persekutuan,
Jalan Duta, Kuala Lumpur, and for renewal of junction and increasing the quality of road at Kompleks Matrade, Kuala Lumpur.
(iii) Malaysia-China Hidro Joint Venture which undertakes the contract for design and execution of works for Bakun Hydroelectric Project
Package CW2 - Main Civil Works at Sarawak.
99
8. Interest In Joint Ventures (cont’d)
(a) The Group’s share of assets, liabilities, revenue and expenses of the joint ventures are as follows:-
(i) Share of the assets and liabilities

GROUP
2005 2004
RM RM
Property, plant and equipment 415 377
CURRENT ASSETS
Trade receivables 8,889,060 3,915,737

Other receivables, deposits and prepayments 341,714 144,194
Cash and cash deposits 4,804,808 2,545,971
14,035,582 6,605,902
LESS: CURRENT LIABILITIES
Amount due to customers for contract works 6,739,588 11,253,053

Trade payables 16,840,452 16,493,953
Other payables and accruals 18,863,774 6,690,045
(42,443,814) (34,437,051)
Share of net assets of the joint ventures (28,407,817) (27,830,772)
(ii) Share of the revenue and expenses

GROUP
2005 2004
RM RM
Attributable contract revenue 15,561,320 24,462,170

Attributable contract costs (15,595,896) (52,468,647)
Gross loss (34,576) (28,006,477)

Other operating revenue 56,798 497,420
22,222 (27,509,057)
Administrative costs - (2,228)

Finance costs (584,068) (16)
(584,068) (2,244)
Share of loss for the year (561,846) (27,511,301)
In prior year, attributable contract costs included an allowance for foreseeable losses on the Malaysia-China Hydro Joint
Venture of RM19,891,113/-.
100
9. New Planting Expenditure

GROUP
2005 2004
RM RM
At cost :
Additions 2,293,598 -
This is in respect of expenditure incurred on new planting of oil palm in a plantation in Indonesia.
Included in new planting expenditure is amortisation of leasehold land amounting to RM194,254/- (2004 : Nil)
10. Other Investment
GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
At cost :
Unquoted shares in Malaysia
At beginning of the year 47,500 47,500 - -

Additions 4,500,000 - 4,500,000 -
At end of the year 4,547,500 47,500 4,500,000 -

Club membership 68,000 68,000 68,000 68,000
4,615,500 115,500 4,568,000 68,000
The club membership is in respect of transferable golf club membership.
101
11. Deffered Tax Assets/ (Liabilities)

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
At beginning of the year (637,132) (445,027) (18,000) (3,500)

Transfer to income statements
(note 26) (703,283) (192,105) (1,563,417) (14,500)
In respect of subsidiary
company acquired (note 28) (2,610,777) - - -
Translation difference 28 - 28 -
At end of the year (3,951,164) (637,132) (1,581,389) (18,000)
Presented after appropriate

offsetting as follows:-
Deferred tax assets 30,827 4,608 - -

Deferred tax liabilities (3,981,991) (641,740) (1,581,389) (18,000)
(3,951,164) (637,132) (1,581,189) (18,000)
This is in respect of estimated deferred tax assets/(liabilities) arising from temporary differences as follows:-
Deferred tax assets

GROUP
2005 2004
RM RM
Differences between the carrying amount of

property, plant and equipment and its tax base 1,305 4,608
Unabsorbed business losses 29,522 -
Deferred tax assets recognised 30,827 4,608
102
Deferred tax liabilities

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Differences between the carrying amount of property,

plant and equipment and its tax base (169,374) (112,600) (61,674) (18,000)
Taxable temporary differences in respect of foreign

branch’s revenue (672,700) - (672,700) -
Surplus arising from revaluation of investment

property (529,140) (529,140) - -
Deductible temporary differences in respect of

expenses - - (847,015) -
Fair value adjustment in respect of acquisition of

subsidiary company (2,610,777) - - -
Deferred tax liabilities provided for (3,981,991) (641,740) (1,581,389) (18,000)
The .
The estimated deferred tax assets arising from temporary differences not recognised in the financial statements are as follows:-
GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Deductible temporary differences in respect of

expenses 3,195,500 7,011,000 - -
Deductible temporary differences include an amount of RM1,775,500/- (2004 : RM5,570,000/- ) in respect of share of a joint venture’s
allowance for foreseeable losses.
103
12. Goodwill On Consolidation

GROUP
2005 2004
RM RM
At cost :

In respect of subsidiary company acquired
(note 28) 624,554 -
5,358,197 4,733,643
Less : Accumulated amortisation (1,613,592) (1,103,796)
At end of the year 3,744,605 3,629,847
13. Inventories
GROUP
2005 2004
RM RM
At cost :
Completed development properties 2,896,627 1,743,354

Marine fuels and lubricants 12,540,115 7,314,672
Granite blocks and slabs 76,739 76,739
15,513,481 9,134,765
There were no inventories carried at net realisable value.
104
14. Property Development Costs

GROUP
2005 2004
RM RM
Development costs

Costs incurred during the year 73,384 31,223
At end of the year 2,831,304 2,757,920
Costs recognised in income statement:
At beginning of the year (35,539) -

Recognised during the year - (35,539)
At end of the year (35,539) (35,539)

Transfer to inventories (1,153,273) -
1,642,492 2,722,381
15. Trade and Other Receivables

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Amount due from customers for contract works

(note 31) 75,836,210 63,774,258 10,485,102 250,492
Trade receivables 61,022,723 49,434,006 30,007,683 -
Other receivables, deposits and prepayment (note 32) 19,160,098 2,218,790 13,771,343 175,944
Amount owing by related companies (note 33) 111,670 116,435 40,899,733 52,633,745
Amount owing by associated companies (note 34) 20,000 29,300 - 7,002
Amount owing by joint ventures (note 35) 49,773 1,706,459 - -
156,200,474 117,279,248 95,163,861 53,067,183
The Group’s and the Company’s normal trade credit term ranges from 60 to 90 days.
105
15. Trade and Other Receivables (cont’d)
The foreign currency exposure profile of trade receivables is as follows:-

GROUP/COMPANY
2005 2004
RM RM
Saudi Riyal 20,029,868 -
16. Tax Assets
This is in respect of tax paid in advance to the Inland Revenue Board.
17. Cash and Cash Deposits
GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Cash and bank balances 31,185,173 22,560,492 23,744,149 195,736

Cash deposits with licensed banks 122,910,869 86,933,110 29,166,122 20,143,376
154,096,042 109,493,602 52,910,271 20,339,112
Included in cash deposits with licensed banks of the Group are deposits of RM57,146,267/- (2004: RM52,429,916/-) which have been
pledged to financial institutions as security for bank guarantee and credit facilities of the Group.
Included in cash deposits with licensed banks of the Company are deposits of RM2,352,599/- (2004 : RM2,289,947/-) which have been
pledged to financial institutions as security for bank guarantee and credit facilities of its subsidiary company, AZSB.
The cash deposits with licensed banks of the Group and of the Company bear effective interest at rates ranging from 2.50% to 3.70% (2004
: 2.50% to 4.00%) and 2.50% to 3.65% (2004 : 2.50% to 3.85%) respectively per annum.
106
The foreign currency exposure profile is as follows:-

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Indonesia Rupiah 163,268 - - -

India Rupee 778,365 7,836 776,706 -
United States Dollar 29,635,526 - 16,549,064 -
Saudi Riyal 1,914,474 - 1,914,474 -
32,491,633 7,836 19,240,244 -
18. Trade and Other Payables

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Amount due to customers for contract works

(note 31) 8,692,166 20,235,138 347,510 -
Trade payables (note 36) 117,248,352 95,163,464 10,747,267 -
Other payables and accruals (note 37) 3,163,791 1,879,571 1,764,561 43,876
Amount owing to holding company (note 38) 247,304 201,118 - -
Amount to an associated company (note 39) 53,089 53,089 - -
Advance payments received (note 40) 55,977,621 23,481,975 50,977,621 18,091,284
185,382,323 141,014,355 63,836,959 18,135,160
19. Borrowings
GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Current Liabilities
Hire purchase payables (note 41) 2,096,146 1,872,552 347,703 195,572

Trust receipts - secured - 1,084,113 - -
Term loans (note 42) 819,880 782,489 - -
2,916,026 3,739,154 347,703 195,572
107
19. Borrowings (cont’d)

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Non-Current Liabilities
Hire purchase payables (note 41) 4,105,295 4,464,239 880,663 527,093

Term loans (note 42) 46,477,350 2,295,843 45,000,000 -
50,582,645 6,760,082 45,880,663 527,093
Total Borrowings
Hire purchase payables (note 41) 6,201,441 6,336,791 1,228,366 722,665

Trust receipts - secured - 1,084,113 - -
Term loans (note 42) 47,297,230 3,078,332 45,000,000 -
53,498,671 10,499,236 46,228,366 722,665
The trust receipt facilities are payable on demand and bear interest at a rate of 7.00% (2004 : 7.00%) per annum. These facilities are secured
and supported by:-
(i) cash deposits of a subsidiary company, AZSB; and
(ii) corporate guarantee from the Company.
20. Bank Overdrafts - Secured
The bank overdraft facilities are payable on demand and bear interest at rates ranging from 7.00% to 7.50% (2004 : 7.00% to 7.50%) per
annum. These facilities are secured and supported by:-
(i) cash deposits and freehold and leasehold land and buildings of a subsidiary company, AZSB, as disclosed in notes 4 and 5 to the financial
statements;
(ii) cash deposits of the Company; and
(iii) corporate guarantee from the Company.
108
21. Share Capital

GROUP/COMPANY
2005 2004
RM RM
Ordinary shares of RM1/- each
Authorised:
100,000,000 ordinary shares 100,000,000 100,000,000
Issued and fully paid:

Issued pursuant to:-

- Employees’ share options scheme - 404,200
At end of the year 66,710,400 66,710,400
22. Reserves
GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Non-Distributable
Share premium 2,180,250 2,180,250 2,180,250 2,180,250

Revaluation reserve 7,002,890 7,002,890 - -
Foreign exchange translation reserve (10,461) (121) (6,475) -
9,172,679 9,183,019 2,173,775 2,180,250

Distributable
Retained Profits 45,077,208 29,540,538 18,511,084 11,313,332
54,249,887 38,723,557 20,684,859 13,493,582
Revaluation reserve is in respect of the excess of market value of freehold land and hotel buildings classified under investment properties over
their carrying value. The revaluation was made in 2002 in accordance with the Group’s policy for investment properties.
The Directors proposed a first and final dividend of 15% (2004 : 7%) per ordinary share in respect of the current financial year. The retained
profits appropriated for this proposed dividend less tax at 28% amounted to RM7,204,723/- (2004 : RM3,362,204/-).
109
23. Operating Revenue

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Management fees - - 1,570,000 1,570,000

Dividend revenue - - 10,000,040 8,000,032
Sales of goods 36,663,528 33,945,362 - -
Attributable contract revenue 212,461,087 223,306,003 152,816,312 40,654,289
Attributable development revenue - 663,655 - -
249,124,615 257,915,020 164,386,352 50,224,321
24. Direct Operating Costs

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Costs of goods sold 23,148,131 19,444,098 - -

Attributable contract costs 176,374,282 198,315,884 143,107,511 38,452,252
Attributable development costs - 252,910 - -
199,522,413 218,012,892 143,107,511 38,452,252
25. Profit/(Loss) Before Taxation
(a) Profit/(Loss) before taxation is arrived at after charging/(crediting):-

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Allowance for foreseeable losses for

contract works - 431,754 - -
Amortisation of goodwill on consolidation 513,825 477,393 - -
Amortisation of leasehold land 22,376 22,376 - -
Auditors’ remuneration
- statutory audit 98,152 45,123 37,016 8,000
- under provision in prior year 2,100 - - -
110
GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Bad debts written off 13,163 - - -

Depreciation of property, plant and equipment 3,743,632 3,316,008 434,834 255,587
Directors’ remuneration
- fees 655,000 665,000 372,000 365,000
- other emoluments 1,580,623 1,590,125 911,846 828,600
Impairment loss on investment in associated company 400 - - -
Interest expense 1,936,363 988,797 922,454 35,773
Loss on foreign exchange
- realised 40,578 - 39,913 -
- unrealised 18,426 - 18,426 -
Preliminary expenses written off - 6,995 - -
Property, plant and equipment written off - 2,033 - -
Rental and running cost of machinery and equipment 1,428,319 2,203,403 - -
Rental of motor vehicles 85,197 7,135 83,182 2,764
Rental of premises 1,848,125 1,889,876 187,866 180,000
Dividend revenue - unquoted shares (7,800) (543) - -
Gain on disposal of property, plant and equipment (201,505) (765,841) - -
Interest revenue (2,709,463) (2,297,631) (751,826) (538,799)
Rental revenue
- premises (147,950) (173,350) - -
(b) Employees Information
GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Staff costs 16,657,431 15,360,089 3,436,056 1,646,430
The number of employees including full-time directors of the Group and of the Company as at the financial year end were 329 (2004 :
309) and 60 (2004 : 12) respectively.
The staff costs of the Group and of the Company consist of aggregate remuneration of salaried directors, other staff’s salaries, allowances,
bonus, EPF, SOCSO, medical expenses, staff welfare and other expenses directly related to employment of staff.
111
25. Profit/(Loss) Before Taxation (cont’d)
(c) The remuneration paid or payable to the Directors and the estimated monetary value of benefits provided to the Directors during
the financial year by the Group and by the Company are as follows:-
GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Executive Directors
Fees 265,000 282,000 - -

Other emoluments 1,559,923 1,573,625 892,946 814,500
Benefits-in-kind 635,800 577,970 251,100 249,830
2,460,723 2,433,595 1,144,046 1,064,330
Non-Executive Directors
Fees 390,000 383,000 372,000 365,000

Other emoluments 20,700 16,500 18,900 14,100
Benefits-in-kind 25,900 17,167 14,200 1,200
436,600 416,667 405,100 380,300
The Executive directors are as follows:- The Non-Executive directors are as follows:-
2005 2005
Dato’ Haji Wan Zaki bin Haji Wan Muda Raja Dato’ Seri Aman bin Raja Haji Ahmad
Dato’ Wan Zakariah bin Haji Wan Muda Datuk (Prof.) A Rahman @ Omar bin Abdullah
Dato’ Haji Mustaffa bin Mohamad Dato’ Ismail @ Mansor bin Said
2004 2004
Dato’ Haji Wan Zaki bin Haji Wan Muda Raja Dato’ Seri Aman bin Raja Haji Ahmad
Dato’ Wan Zakariah bin Haji Wan Muda Datuk (Prof.) A Rahman @ Omar bin Abdullah
Dato’ Haji Mustaffa bin Mohamad Dato’ Ismail @ Mansor bin Said
112
26. Taxation
GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Malaysian income tax

- based on results for the year 8,585,128 7,326,197 3,791,938 2,042,665
Deferred tax relating to the origination and reversal of
temporary differences (note 11) 703,283 192,105 1,563,417 14,500
9,288,411 7,518,302 5,355,355 2,057,165
(Over)/Under provision in prior years (39,049) 31,547 - 39,797
Tax expense 9,249,362 7,549,849 5,355,355 2,096,962
The provision for taxation differs from the amount of taxation determined by applying the applicable statutory tax rate to the profit/(loss) before
taxation as a result of the following differences:-
GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Accounting profit/(loss) before taxation 28,117,885 (4,116,720) 15,915,311 9,101,944
Tax at the statutory income tax rate of 28% 7,873,008 (1,152,682) 4,456,287 2,548,544
Tax effects arising from:-

Effect of lower tax rate for Malaysian subsidiary
companies with issued and paid-up share capital of
RM2.5 million and below (5,900) (1,164) - -
Effect of lower tax rate for foreign branches (269,000) - (269,000) -
Non-deductible expenses 1,702,503 1,661,148 499,053 177,636
Deductible losses from joint ventures - - - (669,015)
Deferred tax assets not recognised in the financial
statements - 7,011,000 - -
Underprovision of deferred taxation in prior years - - 669,015 -
Reversal of deferred tax assets previously not recognised (12,200) - - -
(Over)/Under provision of taxation in prior years (39,049) 31,547 - 39,797
Tax expense 9,249,362 7,549,849 5,355,355 2,096,962
113
26. Taxation (cont’d)
Subject to agreement by the Inland Revenue Board:-
(i) the Company has sufficient tax credit under Section 108 of the Income Tax Act, 1967, to frank payment of dividends out of its entire
retained profits as at 31st December, 2005, without incurring additional tax liability; and
(ii) the Company has tax exempt income account available for distribution by way of tax exempt dividends amounted to RM297,002/-
(2004: RM297,002/-). This is in respect of chargeable income of which the income tax has been waived.
27. Basic Earnings/(Loss) Per Ordinary Share
The basic earnings per ordinary share of the Group is calculated based on the profit attributable to shareholders of RM18,898,874/- (2004
: Loss of RM11,747,506/-) divided by the number of ordinary shares of RM1/- each in issue of 66,710,400 (2004 : weighted average
number of ordinary shares of 66,606,233).
The fully diluted earnings (2004 : loss ) per ordinary share is not presented in the financial statements as the effect of the assumed subscriptions
for new ordinary shares by ESOS option holders is anti-dilutive.
28. Acquisition Of Subsidiary Companies
On 31st May, 2005, the Group completed the acquisition of 95% equity shareholdings in P.T. Ichtiar Gusti Pudi (“IGP”) for a cash consideration
of Rp17,000,000,000/- or RM7,097,500/-.
In prior year, the Company incorporated 2 subsidiary companies namely Trend Vista Development Sdn. Bhd. (“TVD”) and Technipolitan Sdn.
Bhd. (“TSB”) for a paid-up capital of RM2/- each and a sub-subsidiary company, AZRB Construction (India) Pvt. Ltd. (“ACI”) with a paid-up
capital of Rs100,000/- or RM8,430/-.
(i) Effect of acquisition of subsidiary companies, net of cash acquired.
The fair value of the assets acquired and the liabilities assumed at the effective date of acquisition are as follows:-
GROUP
IGP ACI TSB,TVD
2005 2004
RM RM
Property, plant and equipment 9,328,169 -

Cash at bank 601 8,434
Other receivables 95,634 -
Deferred taxation (2,610,777) -
Goodwill on consolidation 624,554 -
Minority interest (340,681) -
Total purchase consideration 7,097,500 8,434

Cash at bank (601) (8,434)
Effect of acquisition of subsidiary companies, net of cash acquired 7,096,899 -
114
ii) Effect of Consolidated Income Statement
The effect on the consolidated results of the Group from their effective date of acquisition are as follows:-
GROUP
IGP ACI TSB,TVD
2005 2004
RM RM
Operating revenue - -
Direct operating costs - -
Gross profit - -
Other operating revenue - 36
Administrative costs - (31,621)

Other operating costs - (6,995)
- (38,616)
- (38,580)
Finance costs - (17)
Net loss for the year - (38,597)
(iii) Effect of Consolidated Financial Position
The effect on the consolidated balance sheet as at financial year end are as follows:-
GROUP
IGP ACI TSB,TVD
2005 2004
RM RM
Property, plant and equipment 9,484,251 -

Planting development expenditure 2,293,598 -
Cash at bank 13,249,730 7,836
Other receivables and deposits 119,399 527
Trade payables (7,540) -
Other payables and accruals (24,143) (15,051)
Amount owing to related companies (2,976,945) -
Minority interest (969,166) -
Deferred taxation (2,610,777) -
Revaluation reserve (6,713,427) -
Translation reserve (4,216) -
11,840,764 (6,688)
115
29. Purchase Of Property, Plant And Equipment
During the financial year, the Group acquired property, plant and equipment with aggregate cost of RM5,189,800/- (2004 : RM6,943,238/-)
of which RM2,068,900/- (2004 : RM3,306,300/-) was financed by means of hire purchase. Cash payments of RM3,120,900/- (2004 :
RM3,636,938/-) were made to purchase property, plant and equipment.
During the financial year, the Company acquired property, plant and equipment with aggregate cost of RM2,218,601/- (2004 : RM572,008/-) of
which RM745,900/- (2004 : RM500,000/-) was financed by means of hire purchase. Cash payments of RM1,472,701/- (2004 : RM72,008/-)
were made to purchase property, plant and equipment.
30. Cash And Cash Equivalents
Cash and cash equivalents included in the cash flow statements comprise the following amounts:-
GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Cash and bank balances 31,185,173 22,560,492 23,744,149 195,736

Cash deposits with licensed bank 122,910,869 86,933,110 29,166,122 20,143,376
Bank overdrafts (5,361,355) (7,643,209) - -
148,734,687 101,850,393 52,910,271 20,339,112
Included in cash deposits with licensed banks of the Group are deposits of RM57,146,267/- (2004: RM52,429,916/-) which have been
pledged to financial institutions as security for bank guarantee and credit facilities of the Group and are only available to be utilised for
repayment of the said facilities.
Included in cash deposits with licensed banks of the Company are deposits of RM2,352,599/- (2004 : RM2,289,947/-) which have been
pledged to financial institutions as security for bank guarantee and credit facilities of its subsidiary company, AZSB, and are only available to
be utilised for repayment of the said facilities.
116
31. Amount Due From/(To) Customers For Contract Works

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Aggregate costs incurred to date 1,183,708,034 965,450,684 200,064,649 57,069,613

Attributable profits 117,559,687 86,533,900 12,813,191 3,111,525
Allowance for foreseeable losses - (431,754) - -
1,301,267,721 1,051,552,830 212,877,840 60,181,138

Progress billings (1,234,123,677) (1,008,013,710) (202,740,248) (59,930,646)
67,144,044 43,539,120 10,137,592 250,492
Represented By:-
Amount due from customers for contract

works (note 15) 75,836,210 63,774,258 10,485,102 250,492
Amount due to customers for contract

works (note 18) (8,692,166) (20,235,138) (347,510) -
Included in the above progress billings of the Group are retention sums of RM17,304,945/- (2004: RM18,304,044/-).
32. Other Receivables, Deposits And Prepayments

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Other receivables 17,161,436 1,211,403 12,902,668 133,094

Sundry deposits 999,618 933,612 71,756 42,850
Prepayments 999,044 73,775 796,919 -
19,160,098 2,218,790 13,771,343 175,944
Included in other receivables of the Group and of the Company are advances to sub-contractors of RM12,905,661/- (2004 : Nil) and
RM9,905,661/- (2004 : Nil) respectively.
117
32. Other Receivables, Deposits And Prepayments (cont’d)

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM

India Rupee 9,126,924 527 9,125,663 -
Saudi Riyal 1,720,018 - 1,720,018 -
10,966,341 527 10,845,681 -
33. Amount Owing By Related Companies

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Holding Company
- Zaki Holdings (M) Sdn. Bhd. - - 96,650 78,843
Subsidiary Companies
- AZRB Construction (India) Pvt. Ltd. - - 9,490 -

- Ahmad Zaki Sdn. Bhd. - - 33,236,027 48,829,989
- Inter-Century Sdn. Bhd. - - 4,424,485 3,404,344
- Tadok Granite Manufacturing Sdn. Bhd. - - 289,360 264,093
- AZRB International Ventures Sdn. Bhd. - - 41,734 31,734
- Kemaman Technology & Industrial Park Sdn. Bhd. - - 1,460 1,146
- AZRB Machineries Sdn. Bhd. (formerly known as
Technipolitan Sdn. Bhd.) - - 17,673 11,798
- Trend Vista Development Sdn. Bhd. - - 17,673 11,798
- P.T. Ichtiar Gusti Pudi - - 2,765,181 -
Related Company
- Residence Inn & Motels Sdn. Bhd. 111,670 116,435 - -
111,670 116,435 40,899,733 52,633,745
These amounts are non-trade in nature, unsecured, interest free and with no fixed term of repayment.
118

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
India Rupee - - 9,490 -

Indonesia Rupiah - - 2,765,181 -
- - 2,774,671 -
34. Amount Owing By Associated Companies

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Amount owing by:-
Maxi Heritage Sdn. Bhd. 20,000 20,000 - -

Hidro Fokus Sdn. Bhd. - 9,300 - 7,002
20,000 29,300 - 7,002
These amounts are non-trade in nature, unsecured, interest free and with no fixed term of repayment.
35. Amount Owing By Joint Ventures

GROUP
2005 2004
RM RM
Trade
Bumi Hiway - Ahmad Zaki Joint Venture 2,856 1,656,041
Johawaki - Ahmad Zaki Joint Venture - (180,743)
Non-Trade
Bumi Hiway - Ahmad Zaki Joint Venture 46,917 46,917
Johawaki - Ahmad Zaki Joint Venture - 184,244
49,773 1,706,459
These amounts are unsecured, interest free and with no fixed term of repayment.
119
36. Trade Payables
Included in trade payables of the Group are amounts owing to:-

GROUP
2005 2004
RM RM
Chuan Huat Industrial Marketing Sdn. Bhd., a subsidiary company of

Chuan Huat Resources Berhad, a company in which Dato’ Haji Wan
Zaki bin Haji Wan Muda has substantial financial interest and is also
a director 573,193 80,012
QMC Sdn. Bhd., a company in which Dato’ Haji Wan Zaki bin Haji
Wan Muda has substantial financial interest and is also a director - 4,865
The Group’s and the Company’s normal trade credit term ranges from 60 to 90 days.

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM

Saudi Riyal 10,747,267 - 10,747,267 -
10,754,807 - 10,747,267 -
37. Other Payables and Accruals

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Other payables 1,196,645 930,868 90,377 27,976

Deposits received 680 680 - -
Accruals 1,966,466 948,023 1,674,184 15,900
3,163,791 1,879,571 1,764,561 43,876
Included in accruals of the Group and of the Company is the balance of consideration owing for acquisition of PT Ichtiar Gusti Pudi amounting
to RM695,300/- (2004 : Nil).
120

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM

India Rupee 75,647 14,001 71,972 -
Saudi Riyal 91,843 - 91,843 -
191,633 14,001 163,815 -
38. Amount Owing To Holding Company
This amount owing to Zaki Holdings (M) Sdn. Bhd. is non-trade in nature, unsecured, interest free and with no fixed term repayment.
39. Amount Owing To An Associated Company
This amount owing to Fasatimur Sdn. Bhd. is non-trade in nature, unsecured, interest free and with no fixed term repayment.
40. Advance Payments Received
This amount is in respect of interest free advances received for performance of the Group’s and of the Company’s construction contracts. These
advances are to be set off against the Group’s and the Company’s progress billings on the related contracts.

GROUP/COMPANY
2005 2004
RM RM
India Rupee 9,966,252 -

Saudi Riyal 31,011,368 -
40,977,620 -
121
41. Hire Purchase Payables

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Total instalment payments 6,841,724 7,183,751 1,352,347 811,676

Less: Future finance charges (640,283) (846,960) (123,981) (89,011)
Present value of hire purchase payables 6,201,441 6,336,791 1,228,366 722,665
Payable within one year
Total instalment payments 2,397,391 2,268,107 402,852 236,256

Present value of hire purchase payables (note 19) 2,096,146 1,872,552 347,703 195,572
Payable after one year but not later than five years
Total instalment payments 4,444,333 4,915,644 949,495 575,420

Present value of hire purchase payables (note 19) 4,105,295 4,464,239 880,663 527,093
6,201,441 6,336,791 1,228,366 722,665
The hire purchase payables of the Group and of the Company bear effective interest at rates ranging from 4.46% 7.60% (2004 : 7.6%) per
annum.
122
42. Term Loans

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
CURRENT LIABILITIES
- Secured
Repayable within one year (note 19) 819,880 782,489 - -
NON-CURRENT LIABILITIES
- Secured
Repayable after one year but not later than five years 1,305,387 2,125,660 - -
Repayable after five years 171,963 170,183 - -
1,477,350 2,295,843 - -
- Unsecured
Repayable after one year but not later than 5 years 45,000,000 - 45,000,000 -
46,477,350 2,295,843 45,000,000 -
47,297,230 3,078,332 45,000,000 -
SECURED
The term loans bear effective interest at rates ranging from 6.60% to 8.00% (2004 : 2.25% to 8.00%) per annum.
The term loans are repayable in monthly instalments over 5 and 10 years commencing in April, 2003 and April, 2001 respectively.
The term loans are secured and supported as follows:-
(i) legal charges over freehold and leasehold land and buildings of a subsidiary company, AZSB, as disclosed in note 4 to the financial
statements; and
(ii) a corporate guarantee from the Company.
UNSECURED
The unsecured term loan bears interest at a fixed rate of 7.13% (2004 : Nil) per annum and is repayable in one lump sum on the last day of
the tenor of the facility which should not exceed five years.
123
43. Equity Compensation Benefits
(i) The Group’s ESOS was approved by shareholders of the Company at the Annual General Meeting held on 20th June, 2002. The ESOS
shall continue to be in force for a duration of ten (10) years commencing from 26th July, 2002 and expiring on 25th July, 2012.
The salient features of the ESOS are:-
(a) eligible persons are full time employees with confirmed employment within the Group (including executive directors) other than a
company which is dormant. The Date of Offer being the date when an offer in writing is made to eligible employees to participate
in ESOS. The eligibility for participation in the ESOS shall be at the discretion of the Option Committee appointed by the Board of
Directors;
(b) the number of ordinary shares of RM1/- each in the Company (“AZRB Shares”) allocated, in the aggregate, to the directors and
senior management of the Group shall not exceed fifty percent (50%) of the total AZRB Shares available under the ESOS;
(c) the aggregate number of shares to be allotted and issued under ESOS shall not exceed ten percent (10%) of the total enlarged
issued and paid-up ordinary share capital of the Company at the time of the offer or at any per centum in accordance with any
guidelines, rules and regulations of the relevant authorities governing the ESOS during the existence of the ESOS;
(d) the exercise price for each share shall be set at a discount of not more than ten percent (10%) from the weighted average market
price of the AZRB shares as shown in the Daily Official List of Bursa Malaysia for the five (5) Market Days immediately preceeding
the Date of Offer;
(e) the number of AZRB Shares allocated to any individual director or employee who, either singly or collectively through persons
connected holds twenty percent (20%) or more in the issued and paid-up share capital of the Company shall not exceed ten
percent (10%) of the total AZRB Shares available under the ESOS; and
(f) new shares issued under the ESOS shall rank pari passu in all respects with the existing ordinary shares save and except that
the new shares shall not be entitled to any dividend, rights, allotments and/or other distributions, the entitlement date of which
precedes the date of allotment of the new shares.
(ii) During the financial year, the number of ESOS options exercised and lapsed are as follows:-
Number Of Share Options
2005 2004
At 1st January 2,798,800 3,224,600

Exercised - (404,200)
Lapsed (91,200) (21,600)
At 31st December 2,707,600 2,798,800
ESOS options lapsed due to resignations of employees.
124
There were no share options exercised during the financial year.
Details of share options exercised in prior year:-

Number Of Consideration
Share Options Received
Exercise Period Exercise Price 2004 2004
RM RM
1.1.2004 - 31.12.2004 2.05 404,200 828,610

Less : Par value of ordinary shares (404,200)
Share premium 424,410
The terms of share options outstanding as at the end of the financial year are as follows:-
Number of Share Options Outstanding

Expiry Date Exercise Price 2005 2004
RM RM
25.7.2012 2.05 2,707,600 2,798,800
(iii) The Directors’ interest in ESOS options are as follows:-
Number of Share Options Over Ordinary Shares of RM1/- Each

At At
1.1.05 Exercised Lapsed 31.12.05
Interest in share options pursuant to the ESOS
Dato’ Haji Wan Zaki bin Haji Wan Muda 588,000 - - 588,000
Dato’ Wan Zakariah bin Haji Wan Muda 425,600 - - 425,600
Dato’ Haji Mustaffa bin Mohamad 324,000 - - 324,000
Dato’ W Zulkifli bin Haji W Muda 406,000 - - 406,000
125
44. Significant Related Party Transactions
(a) The significant transactions with related companies are as follows:-
GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Accommodation charged by:-
- Residence Inn & Motels Sdn. Bhd. 4,103 1,664 - -
Management fees charged to:-
- Ahmad Zaki Sdn. Bhd. - - (1,200,000) (1,200,000)

- Inter-Century Sdn. Bhd. - - (300,000) (300,000)
- Tadok Granite Manufacturing Sdn. Bhd. - - (5,000) (50,000)
- AZRB International Ventures Sdn. Bhd. - - (5,000) (10,000)
- Trend Vista Development Sdn. Bhd. - - (5,000) (5,000)
- Technipolitan Sdn. Bhd. - - (5,000) (5,000)
- PT Ichtiar Gusti Pudi - - (50,000) -
Dividend revenue from:-
- Ahmad Zaki Sdn. Bhd. - - (5,000,030) (4,000,024)

- Inter-Century Sdn. Bhd. - - (5,000,010) (4,000,008)
Rental received and receivable from:-
- Residence Inn & Motels Sdn. Bhd. - (36,000) - -
Administrative service charged by:-
- Zaki Holdings (M) Sdn. Bhd. 122,400 122,400 - -
Rental paid and payable to:-
- Zaki Holdings (M) Sdn. Bhd. 420,000 420,000 180,000 180,000
Insurance premium paid and payable to:-
- Zaki Holdings (M) Sdn. Bhd. 327,792 246,372 59,090 -
126
(b) The significant transactions with the Directors, parties connected to the Directors and companies in which the Directors have substantial
financial interest are as follows:-
GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
Purchases from subsidiary companies of Chuan Huat

Resources Berhad, a company in which Dato’ Haji
Wan Zaki bin Haji Wan Muda has substantial financial
interest and is also a director:-
- Chuan Huat Industrial Marketing Sdn. Bhd. 5,764,393 13,146,603 - -
- Chuan Huat Hardware Sdn. Bhd. 8,300 171,567 - -
Rental of premises paid to Dato’ Haji Wan Zaki bin

Haji Wan Muda 36,000 36,000 - -
The Directors are of the opinion that the above transactions are entered into in the normal course of business and have been established under
terms mutually agreed upon between the parties involved.
127
45. Contingent Liabilities

GROUP COMPANY
2005 2004 2005 2004
RM RM RM RM
(1) UNSECURED
(a) Legal claims by suppliers of joint ventures

of AZSB 18,453,756 3,677,234 - -
(b) Corporate guarantees given to financial

institutions and suppliers in respect of
credit facilities granted to AZSB - - 96,962,740 74,104,089
(2) PARTIALLY SECURED
Corporate guarantee given together with a pledge

of cash deposits of the Company amounting to
RM2,352,599/- (2004 : RM2,289,947/-) to a
financial institutions in respect of credit facilities
granted to AZSB - - 34,830,149 12,524,839
18,453,756 3,677,234 131,792,889 86,628,928
No provision has been made for the contingent liabilities mentioned in 1(a) above as the outcome of the legal proceedings are still pending and
that AZSB has supplementary agreements with joint venture partners to indemnify AZSB against any liabilities which may arise therefrom.
46. Capital Commitment

COMPANY
2005 2004
RM RM
Approved and contracted for - *6,919,007
* Equivalent to Rp17,000,000,000/-.
In prior year, capital commitment was in respect of acquisition of a foreign subsidiary company.
128
47. Segmental Analysis - By Activity
Segment information is presented in respect of the Group’s business and geographical segments. Segment results, assets and liabilities include
items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Unallocated items mainly comprises
corporate assets, liabilities and expenses.
Segment assets and liabilities do not include income tax assets and tax liabilities respectively. Segment capital expenditure is the total costs
incurred during the year to acquire segment assets that are expected to be used for more than one accounting period.
Inter-segment transactions are entered in the ordinary course of business based on terms mutually agreed upon by the parties
concerned.
Business Segments
The Group comprises the following three major business segments:-
(i) Construction - civil and structural construction works.

(ii) Trading in oil and gas and other related services - dealing in marine fuels, lubricants and petroleum based products.
(iii) Cultivation - oil palm
(iv) Other operations - property development, investment holding, provision of management services
and dormant companies.
Geographical Segments
The Group operates in four principal geographical areas of the world:-
(i) Malaysia - civil and structural construction works, dealing in marine fuels, lubricants and petroleum based
products, property development, investment holding, provision of management services and dormant
companies
(ii) Republic of Indonesia - oil palm cultivation
(iii) India - civil and structural construction works and dormant company
(iv) Kingdom of Saudi Arabia - civil and structural construction works
129
notes to the financial statement cont’d
47. Segmental Analysis - By Activity (cont’d)

Major Segment By Activity
Trading In
Oil & Gas &
Other Related Other
Construction Services Cultivation Operations Eliminations Consolidated
RM RM RM RM RM RM
2005
REVENUE
External revenue 212,461,087 36,663,528 - - - 249,124,615
Inter-segment revenue - 959,584 - 1,570,000 (2,529,584) -
Total revenue 212,461,087 37,623,112 - 1,570,000 (2,529,584) 249,124,615
RESULTS
Segment result 22,379,788 9,644,591 - (4,113,849) - 27,910,530
Interest revenue 2,709,463
Interest expenses (1,936,363)
Share of results in joint
ventures (561,846) - - - - (561,846)
Share of results of
associated companies (3,899) - - - - (3,899)
Income taxes (9,249,362)
Profit after taxation but
before minority interest 18,868,523
Minority interest 30,351
Net profit for the year 18,898,874
OTHER INFORMATION
Segment assets 179,343,547 20,197,137 11,866,261 30,846,329 - 242,253,274
Investments properties 24,200,000
Interest in joint ventures (28,407,817) - - - - (28,407,817)
Goodwill on consolidation 3,744,605
Tax assets 2,850,925
Deferred tax assets 30,827
Cash deposits with licensed
banks 122,910,869
Other investments 4,615,500
Interest in associated
companies 63,120 - - - - 63,120
Consolidated total assets 372,261,303
Segment liabilities 179,123,409 3,939,856 31,683 2,287,375 - 185,382,323
Interest bearing borrowings 58,860,026
Tax liabilities 552,322
Deferred tax liabilities 3,981,991
Consolidated total liabilities 248,776,662
Capital expenditure 3,338,172 799,642 156,082 895,904 - 5,189,800
Depreciation 2,702,839 696,873 - 406,296 (40,000) 3,766,008
130
Trading In
Oil & Gas &
Other Related Other
Construction Services Cultivation Operations Eliminations Consolidated
RM RM RM RM RM RM
2004
REVENUE
External revenue 223,306,003 33,945,362 - 663,655 - 257,915,020
Inter-segment revenue - 956,517 - 1,570,000 (2,526,517) -
Total revenue 223,306,003 34,901,879 - 2,233,655 (2,526,517) 257,915,020
RESULTS
Segment result 13,159,390 10,938,537 - (1,994,458) - 22,103,469
Interest revenue 2,297,631
Interest expenses (988,797)
Share of results in joint
ventures (27,511,301) - - - - (27,511,301)
Share of results of
associated companies (17,722) - - - - (17,722)
Income taxes (7,549,849)
Profit after taxation but
before minority interest (11,666,569)
Minority interest (80,937)
Net loss for the year (11,747,506)
OTHER INFORMATION
Segment assets 150,659,375 19,490,820 - 6,726,860 - 176,877,055
Investments properties 24,200,000
Interest in joint ventures (27,830,772) - - - - (27,830,772)
Goodwill on consolidation 3,629,847
Tax assets 3,156,724
Deferred tax assets 4,608
Cash deposits with licensed
banks 86,933,110
Other investments 115,500
Interest in associated
companies 71,048 - - - - 71,048
Consolidated total assets 267,157,120
Segment liabilities 120,096,675 2,108,162 - 18,809,518 141,014,355
Interest bearing borrowings 18,142,445
Tax liabilities 339,293
Deferred tax liabilities 641,740
Consolidated total liabilities 160,137,833
Capital expenditure 6,071,514 293,868 - 577,856 - 6,943,238
Depreciation 2,464,045 614,802 - 299,537 (40,000) 3,338,384
131
47. Segmental Analysis - By Activity (cont’d)

MAJOR SEGMENT BY GEOGRAPHICAL LOCATION
REPUBLIC OF KINGDOM OF
MALAYSIA INDONESIA INDIA SAUDI ARABIA CONSOLIDATED
RM RM RM RM RM
2005
Total revenue from external customers 210,213,767 - 3,202,339 35,708,509 249,124,615
Segment assets 185,063,491 11,866,261 10,571,548 34,751,974 242,253,274
Investments associate companies 63,120 - - - 63,120
Interest in joint ventures (28,407,817) - - - (28,407,817)
Goodwill on consolidation 3,744,605 - - - 3,744,605
Tax assets 2,850,925 - - - 2,850,925
Deferred tax assets 30,827 - - - 30,827
Fixed deposits with licensed banks 109,824,407 13,086,462 - - 122,910,869
Investment properties 24,200,000 - - - 24,200,000
Other investments 4,615,500 - - - 4,615,500
Consolidated total assets 301,985,058 24,952,723 10,571,548 34,751,974 372,261,303
Capital expenditure 3,708,533 156,082 33,891 1,291,294 5,189,800
No comparative figures are presented for 2004 as the Group operated principally within the same geographical region.
48. Significant Events
(i) On 14th April, 2005, the Company signed the Contract Agreement with IT Expressway Ltd. for the improvement and maintenance of IT
Corridor in Chennai, India for India Rupee (“Rs”) 1,238,200,436/- or approximately RM105.260 million.
(ii) On 28th June, 2005, the Company signed an agreement with Alfaisal University for the Alfaisal University Campus Development Project
Phases 1 and 2 in Riyadh, the Kingdom of Saudi Arabia for Saudi Riyals (“SR”) 385,812,376/- or approximately RM397.387 million.
(iii) On 31st May, 2005, the Company completed the acquisition of a foreign subsidiary company, P.T. Ichtiar Gusti Pudi, a company incorporated
in the Republic of Indonesia, for Indonesia Rupiah (“Rp”)17,000,000,000/- or approximately RM7.097 million.
49. Subsequent Events
(i) On 2nd March, 2006, the Company signed a Supplemental Agreement with the Government of Malaysia for additional works to be
undertaken for the Subang-Kelana Link Project in Selangor Darul Ehsan, Malaysia for RM133.113 million.
(ii) On 26th March, 2006, the Company completed the incorporation of a foreign subsidiary company known as Ahmad Zaki Saudi Arabia
Company Ltd. (“AZSA”) in Riyadh, the Kingdom of Saudi Arabia. AZSA was incorporated with an initial paid-up share capital of SR500,000/-
divided into 1,000 cash shares of equal value of SR500/-.
(iii) On 31st March, 2006, the wholly owned subsidiary company, Technipolitan Sdn. Bhd. changed its name to AZRB Machineries Sdn. Bhd.
132
50. Financial Instruments
(a) Financial Risk Management Policies
The Group is exposed to a variety of risks in the formal course of business. The Company’s risk management seeks to minimize the potential
adverse effects from these exposures. The management reviews and agrees policies for managing each of these risks as follows:-
(i) Foreign Exchange Risk
The Group is exposed to foreign currency risk as a result of its normal trade activities when the currency denomination differs from
its functional currency. Foreign exchange exposures in transactional currencies other than functional currencies of the operating
entities are kept to an acceptable level.
(ii) Interest Rate Risk
The Group’s exposure to interest rate risk relates to interest bearing financial assets and liabilities:-
- Interest bearing financial assets
Cash deposits are short term in nature and are not held for speculative purposes but are placed to satisfy conditions for bank
guarantee and borrowing facilities granted to the Group and for better yield returns than cash at banks.
The Group manages its interest rate yield by prudently balancing the placement of deposits with varying maturity periods.
- Interest bearing financial liabilities
The Group manages its interest rate exposure by maintaining a prudent mix of fixed and floating rate borrowings. The Group
actively reviews its debt portfolio, taking into account the investment holding period and the nature of its assets. This strategy
allows it to capitalise on cheaper funding in a low interest rate environment and achieve a certain level of protection against
rate hikes.
(iii) Credit Risk
The Group’s exposure to credit risk arises from its receivables and the maximum risk associated with recognised financial assets is
the carrying amounts as presented in the balance sheet.
The Group has a credit policy in place and the exposure to credit risk is managed through the tendering assessment and evaluation
process, application of credit approvals, credit limits and monitoring procedures.
The Group does not have any significant credit risk exposure to any individual customer.
133
50. Financial Instruments (cont’d)

(iv) Liquidity and Cash Flow Risks
The Group actively manages its operating cash flows and the availability of funding so as to ensure that all repayment and funding
needs are met. As part of its overall prudent liquidity management, the Group maintains sufficient levels of cash to meet its working
capital requirements.
(b) Fair Values
The methods and assumptions used to estimate the fair value of each class of financial assets and liabilities are as follows:-
(i) Cash and Bank Balances, Cash Deposits, Trade and Other Receivables and Payables
The carrying amounts approximate fair values due to the relatively short term maturities of these financial assets and liabilities.
(ii) Borrowings
The carrying amounts of bank overdrafts approximate fair values due to the relatively short term maturities of these financial liabilities.
The carrying amounts of floating rate term loans approximate their fair values.
The fair values of hire purchase payables and fixed rate term loans are estimated using discounted cash flow analysis, based on
current lending rates for similar types of borrowing arrangements.
The carrying amounts of financial assets and liabilities recognised in the balance sheets approximate their fair values except for the
following:-
GROUP COMPANY
Carrying Carrying
Amount Fair Value Amount Fair Value
Note RM RM RM RM
2005
Financial Assets
Club memberships 10 68,000 100,000 68,000 100,000
Unquoted shares 10 4,547,500 *- 4,500,000 *-
Financial Liabilities
Hire purchase payables 41 6,201,441 6,066,281 1,228,366 1,170,664
Borrowings 42 45,000,000 44,766,839 45,000,000 44,766,839
134
GROUP COMPANY
Carrying Carrying
Note RM RM RM RM
2004
Financial Assets
Club memberships 10 68,000 100,000 68,000 100,000
Unquoted shares 10 47,500 *- - -
Financial Liability
Hire purchase payables 41 6,336,791 6,295,599 722,665 706,026
* It
estimate fair value without incurring excessive costs.
The nominal/notional amounts and fair values of financial liabilities not recognised in the balance sheets of the Group and of the
Company are as follows:-
GROUP COMPANY
Nominal Nominal
Note RM RM RM RM
2005
Contigent liabilities in respect of:-
Legal claims by suppliers of joint ventures of AZSB 45(1a) 18,453,756 *- - -
Corporate guarantees given to financial institutions
and suppliers of AZSB 45(1b) - - 96,962,740 96,962,740
Corporate guarantees given to a financial 45(2)
institution of AZSB (partially
secured) - - 34,830,149 35,423,648
18,453,756 - 131,792,889 132,386,388
2004
Contigent liabilities in respect of:-
Legal claims by suppliers of joint ventures of AZSB 45(1a) 3,677,234 *- - -
Corporate guarantees given to financial institutions
and suppliers of AZSB 45(1b) - - 74,104,089 74,110,270
Corporate guarantees given to a financial 45(2)
institution of AZSB (partially
secured) - - 12,524,839 12,524,839
3,677,234 - 86,628,928 86,635,109
* It is not practical to estimate the fair value of the contingent liabilities reliably due to uncertainties of timing, costs and eventual outcome.
135
51. Currency
All amounts are in Ringgit Malaysia unless otherwise stated.
52. Comparative Figures
Certain comparative figures have been reclassified to conform with the current year’s presentation as follows:-
(a) Reclassification of interest in joint ventures.
GROUP
As Reclassified As Previously Report
RM RM
BALANCE SHEET
Non-current Assets 25,370,400 53,201,172
Non-current Liabilities 7,401,822 35,232,594
(b) Reclassification of repayments from joint ventures
GROUP
As Reclassified As Previously Report
RM RM
CASH FLOW STATEMENT
Net cash generated from operating activities 8,026,319 8,252,029
Net cash generated from investing activities 1,004,713 779,003
136
analysis of
shareholdings as at 28th April 2006
Authorised Share Capital : RM100,000,000

Class of Shares : Ordinary Share of RM1.00 each
Issued and Fully Paid-up Share Capital : RM66,710,400
Voting Rights : One vote per RM1.00 per share
Statement of Director’s Shareholdings

NUMBER OF ORDINARY SHARES OF RM1/- EACH
Direct Deemed
Interest % Interest %
The Company
Ahmad Zaki Resources Berhad
Raja Dato’ Seri Aman Bin Raja Haji Ahmad – – – –
Dato’ Haji Wan Zaki Bin Haji Wan Muda 498,690 0.75 40,262,410 60.35*
Dato’ Wan Zakariah Bin Haji Wan Muda 149,674 0.22 – –
Dato’ Haji Mustaffa Bin Mohamad 1,350,912 2.03 – –
Dato’ W Zulkifli Bin Haji W Muda 264,674 0.40 – –
Datuk (Prof.) A Rahman Bin Abdullah 300,000 0.45 – –
Dato’ Ismail @ Mansor Bin Said 1 – – –

Zaki Holdings (M) Sdn. Bhd.
Dato’ Haji Wan Zaki Bin Haji Wan Muda 50,001 50.00 – –
Dato’ Wan Zakariah Bin Haji Wan Muda 10,000 10.00 – –
Dato’ W Zulkifli Bin Haji W Muda 10,000 10.00 – –
* Shares held through Zaki Holdings (M) Sdn. Bhd.
By virtue of Datoí Haji Wan Zaki Bin Haji Wan Muda having an interest of more than 15% of the shares in Ahmad Zaki Resources Berhad, he is
deemed interested in the shares of its subsidiaries to the extent the Company has an interest.
Other than as disclosed above, none of the Directors held any shares or have any interest in the Company and its related companies as at 28 April, 2006.
Distribution of Shareholders
No. of Shareholders No. of Shares % of Shareholding
Category Malaysian Foreign Malaysian Foreign Malaysian Foreign
Less than 100 96 0 4,785 0 0.01 0
100 to 1,000 374 3 314,800 2,600 0.47 0
1,001 to 10,000 1377 18 4,977,160 78,180 7.46 0.12
10,001 to 100,000 222 5 5,968,794 107,860 8.95 0.16
100,001 to less than 5% of Issued Shares 33 2 14,694,311 299,500 22.03 0.45
5% and above of Issued Shares 1 0 40,262,410 0 60.35 0
Total 2,103 28 66,222,260 488,140 99.27 0.73
137
analysis of shareholdings cont’d
List of Substantial Shareholders (5% and Above Excluding Bare Trustees)

NUMBER OF ORDINARY SHARES OF RM1/- EACH
Direct
Interest % Deemed Interest %
1 Zaki Holdings (M) Sdn. Bhd. 40,262,410 60.35 – –
2 Dato’ Haji Wan Zaki Bin Haji Wan Muda 498,690 0.75 40,262,410 60.35*
* Shares held through Zaki Holdings (M) Sdn. Bhd.
List of 30 Largest Shareholders

No Name Shares Held %
1 Zaki Holdings (M) Sdn. Bhd. 40,262,410 60.35
2 Employees Provident Fund Board 1,979,740 2.97
3 HSBC Nominees (Tempatan) Sdn. Bhd. 1,340,700 2.01
- HSBC (M) Trustee Bhd for OSK-UOB Small Cap Opportunity Unit Trust (3548)
4 OSK Nominees (Tempatan) Sdn. Bhd. 1,279,445 1.92
- Idris Bin Mohammad
5 Nik Mahani Binti Nik Mohd Rashid 796,127 1.19
6 Al Wakalah Nominees (Tempatan) Sdn. Bhd. 784,000 1.18
- Pledged Securities Account for Datoí Haji Mustaffa Bin Mohamad (CKT)
7 Qutronics Sdn. Bhd. 783,500 1.17
8 Betanaz Corporation Sdn. Bhd. 734,000 1.10
9 Dato’ Haji Mustaffa Bin Mohamad 566,912 0.85
10 Dato’ Haji Wan Zaki Bin Haji Wan Muda 498,690 0.75
11 Maybank Nominees (Tempatan) Sdn. Bhd. 464,500 0.70
- Maybank Trustee Berhad for MAAKL Value Fund
12 BHLB Trustee Berhad 444,100 0.67
- Prunsmall - Cap Fund
13 AXA Affin General Insurance Berhad 439,200 0.66
14 M & A Securities Sdn. Bhd. 425,800 0.64
-IVT (B)
15 OSK Nominees (Tempatan) Sdn. Bhd. 423,429 0.63
- Nordin Bin Abu Bakar
16 Geosakti Sdn. Bhd. 363,400 0.54
17 Rosmini Azah Binti Abdul Rahman 312,800 0.47
18 Datuk (Prof) A Rahman @ Omar Bin Abdullah 300,000 0.45
19 Dato’ W Zulkifli Bin Haji W Muda 264,674 0.40
20 Inter-Pacific Equity Nominees (Tempatan) Sdn.Bhd. 230,000 0.34
- Pledged Securities Account For Lew Mee Choon
21 Fong Ting Wong 221,000 0.33
22 Mayban Securities Nominees (Tempatan) Sdn. Bhd. 216,860 0.33
- Pledged Securities Account For Lee Keng Hong
23 Low Ewe Hum 215,600 0.32
24 Amanah Raya Berhad 200,000 0.30
- Kumpulan Modal Bumiputra Pahang
25 Ke-zan Nominees (Asing) Sdn Bhd 199,300 0.30
26 Tengku Ab Malek Bin Tengku Mohamed 178,360 0.27
- Kim Eng Securities PTE. Ltd. for Horizon Growth Fund N.V
27 Ruziah Azdi Binti Abdul Rahman 155,000 0.23
28 Dato’ Hamzah Bin Hasan 151,000 0.23
29 HSBC Nominees (Tempatan) Sdn. Bhd. 150,000 0.22
- HSBC (M) Trustee Bhd for MAAKL Progress Fund (4082)
30 Dato’ Wan Zakariah Bin Haji Wan Muda 149,674 0.22
Total 54,530,221 81.74
138
list of properties as at 31st December 2005
Date of Description of property Tenure Total land area/ NBV

Title & location of property acquisition (existing use) (age of building) (built up area) RM’000
GM372, Lot 981 and 20.01.1994 Vacant land Freehold 54,967 sq. ft. 4,950
GM 4708, Lot 985 &
Mukim Setapak 16.02.1994
Daerah Kuala Lumpur and
Negeri Wilayah Persekutuan
(“Lot 981 and Lot 985”)
EMR 873, Lot 826 30.10.1993 Land and 1-storey and 3-storey Freehold (12 years) 202,815/(64,670) 19,250
Mukim Sungai buildings held for rental sq. ft.
Karang, Kuantan
Pahang (“Lot 826”)
HS (M) 1038, Lot 05.05.1997 Adjoining 5-storey Freehold (10 years) 3,498/ 4,045
PT4782 and HS (M) buildings for own use (20,728) sq. ft.
1039, Lot PT4783
Mukim Setapak
(“Lot PT4782 and Lot PT4783”)
Daerah KualaHS (M) 994, Lot PT16360 28.09.2000 5-storey building for Freehold (20 years) 1,581/ 1,320
Mukim Setapak own use (10,364) sq. ft.
(“Lot PT16360”)
HS (D) 15563, Lot 4910 21.01.2000 Double storey bungalow Leasehold expiring 10,332/ 1,579
PT1921 for rental 17.06.2078/ (2,457) sq. ft.
Mukim Hulu Klang (21 years)
District Gombak
Negeri Selangor (“Lot PT4970”)
GM 1821, Lot No 5413 26.11.2002 Double storey bungalow Freehold (28 years) 42,738/ 6,190
Mukim Kuala Lumpur for own use (9,640) sq. ft.
District of Negeri Wilayah Persekutuan
(“Lot PT5419”)
Lot PT2100, HSD 722 15.07.2003 Vacant Land Leasehold expiring 20 hectares 132
Mukim Kuala Telemong 18.10.2025
District of Hulu TerTengganu
Kuala Terengganu, Terengganu
(“Lot PT2100”)
HS(M) 929, Lot PT 16343 24.11.2005 4-storey building Freehold (10 years) 1,604/ 808
Mukim Setapak for own use (8,291)sq.ft
(“Lot PT 16343”)
HGU No. 5 Desa Amboyo Selatan 31.05.2005 Land for Cultivation Leasehold expiring 7,740 hectares 9,130
Kecamatan Ngabang 27.09.2033
Kabupaten Pontianak
Kalimantan Barat
Republic of Indonesia
139
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proxy for
Company No. 432768-X • Incorporated in Malaysia
*I/We, NRIC/Company No.

of
being a *member/members of AHMAD ZAKI RESOURCES BERHAD, hereby appoint
NRIC No.
of
*and/or failing him/her NRIC No.
of
or failing *him/her/both, the Chairman of the Meeting as *my/our proxy to vote for *me/us on *my/our behalf at the Ninth Annual General Meeting
of the Company, to be held at Casuarina Room, Ground Floor, SIME Darby Convention Centre, 1A, Jalan Bukit Kiara 1, 60000 Kuala Lumpur on
Monday, 12 June 2006 at 10.00 a.m. and, at every adjournment thereof *for/against the resolution(s) to be proposed thereat.
The proportion of *my/our holding to be represented by *my/our proxies are as follows:

(The next paragraph should be completed only when two proxies are appointed)
* First Proxy (1) % * Second Proxy (2) %
* My/our proxy is to vote as indicated below:-

No. Resolutions For Against No. Resolutions For Against
1. Resolution 1 6. Resolution 6
5. Resolution 5
(Please indicate with an “X” in the appropriate spaces provided above as to how you wish your votes to be cast. If you do not do so, the proxy will vote or abstain
from voting at *his/her discretion).
As Witness my hand this day of 2006.
Number of Shares Held:

Signature of member(s)/Seal
Notes:
1. A member of the Company who is entitled to attend and vote at the meeting is entitled to appoint a proxy or 5. Where the Form of Proxy is executed by a corporation, it must be executed under its seal or under the hand of
proxies, (but not exceeding two (2) proxies), to attend and vote in his stead. its attorney.
2. Where a member appoints more than one (1) proxy, the appointment shall be invalid unless he specifies the 6. The instrument appointing a proxy and the power of attorney or other authority (if any) under which it is signed, or
proportion of his holdings to be represented by each proxy. a notarially certified copy of that power or authority, must, to be valid, be deposited at the office of the Company’s
Registrars, Mega Corporate Services Sdn Bhd, Share Registration Department, Level 11-2, Faber Imperial Court,
3. A proxy may but need not be a member of the Company and the provision of Section 149(1)(b) of the Companies Jalan Sultan Ismail, 50250 Kuala Lumpur, not less than forty-eight (48) hours before the time set for the meeting
Act, 1965 shall not apply to the Company. or at any adjournment thereof.
4. Where a member is an authorised nominee as defined under the Securities Industry (Central Depositories) Act
1991, it may appoint at least one proxy in respect of each securities account it holds with ordinary shares of the
Company standing to the credit of the securities account.

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COMPANY NO.

Institutionalise the virtues of honesty and trust

(i) Datuk (Prof.) A Rahman @ Omar bin Abdullah Resolution 4

6. AUTHORITY TO DIRECTORS TO ALLOT AND ISSUE SHARES

7. PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS

(i) recurrent transactions of a revenue or trading in nature;

(ii) necessary for the day to day operations;

(iv) are not to the detriment of the minority shareholders.

(hereinafter known as the “Shareholders’ Mandate 1”);

7. PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS

AND THAT such approval shall continue to be in force until:

(iii) revoked or varied by resolution passed by the shareholders in a general meeting,

(i) the types of recurrent related party transactions (“RRPT”); and

8. PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS

(i) recurrent transactions of a revenue or trading in nature;

(ii) necessary for the day to day operations;

(iv) are not to the detriment of the minority shareholders.

(hereinafter known as the “Shareholders’ Mandate 2”);

AND THAT such approval shall continue to be in force until:

(iii) revoked or varied by resolution passed by the shareholders in a general meeting,

(i) the types of RRPT; and

Notice of Dividend Entitlement and Payment

By Order of the Board

NOTES EXPLANATORY NOTES ON SPECIAL BUSINESS

Name of Director Total Meetings Attended % of Attendance

2. Place, date and time of Meeting

3. Proﬁles of Directors who are standing for re-election

pursuant to paragraph 8.28(2) of the Bursa Malaysia Listing Requirements

Dato’ Haji Wan Zaki bin Haji Wan Muda

Dato’ Wan Zakariah bin Haji Wan Muda

Dato’ Haji Mustaffa bin Mohamad

Dato’ W Zulkiﬂi bin Haji W Muda

Registrar Audit Committee

Principal Bankers Dato’ Ismail @ Mansor bin Said

Stock Exchange Listing

AZ-MRT-WCT JV CIDB Builder of the Johawaki-Ahmad Zaki CIDB Project Awards

1999 2000 2001 2002 2003 2004 2005

Convictions for Offences

None of the Directors have been convicted of any offence (excluding

RAJA DATO’ SERI AMAN BIN RAJA HJ AHMAD

During the ﬁnancial year ended 31 December 2005, he attended 5

During the ﬁnancial year ended 31 December 2005, he

During the ﬁnancial year ended 31 December 2005, he

(c) Board Meetings

(d) Appointment to the Board

(e) Directors’ Remuneration

Salaries* Allowances Fees Bonuses Beneﬁts-in-kind Total

Range Of Remuneration Executive Directors Non-Executive Directors

(f) Directors’ Training

(g) Re-election of Directors

SECTION 2: Relationship with Shareholders

Review of the Audit Committee

Attendance of Audit Committee Meetings

25 February 2005 3 2 (100%) 1 (100%)

Activities Undertaken By Audit Committee

SHARE BUY BACK

OPTION, WARRANTS OR CONVERTIBLE SECURITIES

AMERICAN DEPOSITORY RECEIPT (“ADR”)/GLOBAL DEPOSITORY RECEIPTS (“GDR”)

UTILISATION OF PROCEEDS FROM CORPORATE PROPOSALS