2003 Report Annual - National University of Singaporelibapps2.nus.edu.sg/nus_hl/amanahs42003.pdf ·...

A m a n a h S m a l l C a p F u n d B e r h a d 370927-A

AnnualReport

2003

AMANAH CAPITAL_cover(A3).P65 4/15/2004, 6:56 PM1

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Amanah SmallCap Fund Berhad (370927-A)

CONTENTS Page

Notice of Annual General Meeting 2Statement Accompanying the Notice of

Annual General Meeting 3

Corporate Information 4-6Statement on Corporate Governance 7-9Statement on Internal Control 10

Audit Compliance Committee Report 11-12Summary of Results 13Chairman’s Statement 14

Investment Manager’s Review 15-19Directors’ Report 20-22Statement by Directors 23

Statutory Declaration 24Report of the Auditors 25Balance Sheet 26

Income Statement 27Statement of Changes in Equity 28Cash Flow Statement 29

Notes to the Financial Statements 30-37Investment Portfolio 38-44About Your Company 45

Shareholding & Warrant Holding Structure 46-49Proxy Form

THE COMPANY

Amanah SmallCap Fund Berhad (“ASFB” or “theCompany”) is a closed-end fund listed on the Main Boardof the Malaysia Securities Exchange Berhad (“MSEB”).It was formerly known as Seacorp-Schroder SmallCapFund Berhad. The name change was effective from24 July 1999.

Closed-end funds are public companies with capitalstructures which are the same as any other company,but instead of selling goods or services, their principalbusiness is to invest in the shares of other companies.Closed-end funds are termed “closed” because theyhave a fixed number of shares in issue at any time, theprices of which will fluctuate according to supply anddemand. Buying and selling of shares in listedclosed-end fund companies take place through the stockexchange via licensed stockbroking companies.

INVESTMENT OBJECTIVE

The Company’s principal investment objective is toachieve long-term capital appreciation throughinvestment primarily in equities of Small andMedium-Sized companies listed on the MSEB, andother stock exchanges in the Region (defined asSingapore, Indonesia, Thailand, the Philippines, HongKong, Taiwan and South Korea), with the aim ofachieving growth in excess of the KLSE EMAS Indexover the longer term.

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NOTICE OF ANNUAL GENERAL MEETING

Closure of Books

NOTICE IS ALSO HEREBY GIVEN THAT the Share Transfer Book, Register of Members and Record of Depositorswill be closed on 27 May 2004 and 28 May 2004 (both dates inclusive) to determine the shareholders’ entitlementto the dividend payment. The dividend, if approved by the shareholders at the Company’s Eighth Annual GeneralMeeting will be paid on 11 June 2004 to shareholders whose names appear in the Register of Depositors on 26May 2004.

A Depositor shall qualify for dividend entitlement only in respect of:

a) Shares deposited into the Depositor’s securities account before 12.30 p.m. on 24 May 2004 in respect ofshares which are exempted from mandatory deposit;

b) Shares transferred into the Depositor’s securities account before 4.00 p.m. on 26 May 2004 in respect ofordinary transfers; and

c) Shares bought on Malaysia Securities Exchange Berhad (“MSEB”) on a cum entitlement basis according tothe Rules of MSEB.

By Order of the Board

Azizah Hanum Hj Md Tamat (MIA5166)Kutbuddin bin Asgar Ali (LS0008532)Company Secretaries

Kuala Lumpur21 April 2004

NOTES:i) A member of the Company entitled to attend and vote is entitled to appoint a proxy to attend and vote in his

stead and such proxy need not be a member of the Company.

ii) An instrument of proxy and the power of attorney or other authority (if any) under which it is signed, or anotarially certified or office copy of such power of attorney or authority must, to be valid, be deposited at theRegistered Office, at 21st Floor, Bangunan Amanah Capital, 82 Jalan Raja Chulan, 50200 Kuala Lumpur notless than 48 hours before the time of the Meeting.

i. To receive the Financial Statements for the year ended 31 December 2003 and theReports of the Directors and Auditors thereon.

ii. To approve a first and final dividend of 2 sen per share (tax exempt) for the financialyear ended 31 December 2003.

iii. To re-elect YBhg. Dato’ Mohd Sallehuddin bin Othman who retires in accordance withArticle 86 of the Company’s Articles of Association and being eligible offers himself forre-election.

iv. To re-elect YBhg. Datuk Khalid bin Abdul Karim who retires in accordance with Article87 of the Company’s Articles of Association and being eligible offers himself forre-election.

v. To approve the remuneration of the Directors.

vi. To re-appoint Messrs Ernst & Young as Auditors of the Company and to authorise theDirectors to fix their remuneration.

vii. To transact any other business of which due notice shall have been given in accordancewith the Companies Act, 1965.

Resolution 1

Resolution 2

Resolution 3

Resolution 4

Resolution 5

Resolution 6

NOTICE IS HEREBY GIVEN THAT the Eighth Annual General Meeting of Amanah SmallCap Fund Berhad will beheld at The Ballroom, Hotel Equatorial, Jalan Sultan Ismail, 50250 Kuala Lumpur on Thursday, 13 May 2004 at10.00 a.m. for the following purposes:

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Details of Directors standing for re-election at the Annual General Meeting are as follows:

Name Dato’ Mohd Sallehuddin bin Othman Datuk Khalid bin Abdul Karim

Re-election pursuant toArticles of Association Article 86 Article 87

Age (years) 52 67

Nationality Malaysian Malaysian

Qualification and membership ● Master of Science Degree Bachelor of Science (Honours)of professional bodies in Administrative Sciences degree in Economics from

from City University, London Queen’s University, Belfast,Northern Ireland

● Fellow member of theAssociation of CharteredCertified Accountants andmember of both the MalaysianInstitute of Certified PublicAccountants and the MalaysianInstitute of Accountants

Position on the Board Non-independent IndependentNon-executive Director Non-executive Director

Date first appointed to the Board 17 July 2003 8 November 1996

Membership of - ● Audit Compliance CommitteeBoard Committees ● Remuneration & Nomination

Committee

Working experience As enumerated in the Profile of As enumerated in the Profile ofDirectors presented on page 5 Directors presented on page 5 ofof the Annual Report the Annual Report

Occupation Group Managing Director of Company DirectorMalaysian Industrial DevelopmentFinance Berhad

Any other directorship ● Malaysian Industrial Development Uniphone Telecommunicationsof public companies Finance Berhad Berhad

● Amanah Capital Partners Berhad● Malaysian Industrial Estates Berhad● MIDF Sisma Holdings Berhad● Oriental 1936 Berhad● MIDF Aberdeen Capital Protected

Fund Berhad

Securities holdings in the Nil Indirect holding of 2000Company and its subsidiaries shares and 200 warrants in(as at 17 March 2004) ASFB

Family relationship with any Nil NilDirector and/or majorshareholder of the Company

List of convictions for offences Nil Nilwithin the past 10 years otherthan traffic offences, if any

Number of Board Meetings 3 out of 3 6 out of 6attended in the financial year

STATEMENT ACCOMPANYING THE NOTICE OF ANNUAL GENERAL MEETING OF THE COMPANY

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CORPORATE INFORMATION

Registered Office

21st Floor, Bangunan Amanah Capital82, Jalan Raja Chulan50200 Kuala LumpurTel: 03-2163 7733 Fax: 03-2163 1451

Investment Manager

Amanah SSCM Asset Management Berhad (11804-D)4th Floor, Bangunan Amanah Capital,82, Jalan Raja Chulan50200 Kuala LumpurDesignated Manager: Zainal Izlan bin Zainal Abidin

Registrar

Malaysian Share Registration Services Sdn Bhd(378993-D)Level 26, Menara Multi PurposeCapital SquareNo.8 Jalan Munshi Abdullah50100 Kuala LumpurTel: 03-2721 2222 Fax: 03-2721 2530

Custodian Bank

OCBC Bank (Malaysia) Berhad (295400-W)Wisma Lee RubberJalan Melaka50100 Kuala Lumpur

Auditors

Messrs Ernst & YoungLevel 23A, Menara MileniumJalan DamanlelaPusat Bandar DamansaraDamansara Heights50490 Kuala Lumpur

Stock Exchange Listing

Main Board of Malaysia Securities Exchange Berhad

Board of Directors

Tan Sri Dato’ Abdul Khalid bin IbrahimNon-independent Non-executive Chairman

Datuk Khalid bin Abdul KarimIndependent Non-executive Director

Encik Lee Siew ChoongIndependent Non-executive Director

Encik Tai Keat ChaiIndependent Non-executive Director

Dato’ Mohd Sallehuddin bin OthmanNon-independent Non-executive Director(appointed on 17.7.2003)

Encik Iskander bin IsmailNon-independent Non-executive Director(resigned on 17.7.2003)

Company Secretaries

Puan Azizah Hanum bte Hj Md Tamat(MIA5166)

Encik Kutbuddin bin Asgar Ali(LS0008532)

Audit Compliance Committee

Datuk Khalid bin Abdul KarimChairman

Encik Lee Siew ChoongMember

Encik Tai Keat ChaiMember(Fellow member of the Institute ofChartered Accountants in England & Walesand member of the Malaysian Institute ofAccountants)

Remuneration & Nomination Committee

Datuk Khalid bin Abdul KarimChairman

Encik Lee Siew ChoongMember

Encik Tai Keat ChaiMember

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DIRECTORS’ PROFILE

YBhg Tan Sri Dato’ Abdul Khalid bin Ibrahim, 57, a Malaysian, was appointed the Non-independent Non-executiveChairman of ASFB on 8 November 1996. He holds a Bachelor of Arts (Honours) degree in Economics fromUniversity of Malaya and a Masters degree in Business Administration from University of Queensland, Australia.He previously held positions as the Group Chief Executive of Permodalan Nasional Berhad and the Group ChiefExecutive of Kumpulan Guthrie Berhad. He currently sits on the boards of Kumpulan Guthrie Berhad, Highland &Lowland Berhad, Guthrie Ropel Berhad, Amanah Capital Malaysia Berhad, Amanah General Assets Berhad,Malaysia Discounts Berhad, SIRIM Berhad and Titan Petrochemicals & Polymers Berhad. He is also an ExecutiveCommittee Member of Unit Investment Fund of Islamic Development Bank and Chairman of the Institute of Strategicand International Studies and Universiti Utara Malaysia.

YBhg Datuk Khalid bin Abdul Karim, 67, a Malaysian, was appointed an Independent Non-executive Director ofASFB on 8 November 1996. He holds a Bachelor of Science (Honours) degree in Economics from Queen’sUniversity, Belfast, Northern Ireland. He previously served as Minister-Counsellor in the Malaysian Embassy inBelgrade, Yugoslavia, High Commissioner to Sri Lanka, Ambassador to Poland, Comptroller of the Royal Household,Istana Negara to His Majesty The Yang DiPertuan Agong VIII and prior to retirement from the Government, he wasAmbassador to the Netherlands at the Hague and on retiring in 1994, he was appointed Executive Director ofMalaysian Trade & Distribution Centre (Rotterdam) Sdn Bhd. He also sits on the board of UniphoneTelecommunications Berhad. YBhg. Datuk Khalid chairs the Audit Compliance Committee as well as theRemuneration and Nomination Committee of the Board.

Encik Lee Siew Choong, aged 61, a Malaysian, was appointed an Independent Non-executive Director of ASFBon 4 September 1996. He obtained the Bachelor of Law (Honours) degree from Singapore and was called to theMalaysian Bar in 1968. Presently, he is a partner in a law firm in Kuala Lumpur. He is also a director ofKAF-Seagroatt & Campbell Berhad. Mr. Lee is a member of the Audit Compliance Committee as well as theRemuneration and Nomination Committee of the Board.

Encik Tai Keat Chai, 49, a Malaysian, was appointed an Independent Non-executive Director of ASFB on 17 July2001. He is a fellow member of the Institute of Chartered Accountants in England & Wales and a member of theMalaysian Institute of Accountants. Between 1990 to 2001, he was the General Manager of SJ Securities Sdn Bhd,Executive Director of A.A. Anthony Securities Sdn Bhd and a Dealer’s Representative in BBMB Securities Sdn Bhd.He is currently a director of Fiscal Corporate Services Sdn Bhd. He also sits on the boards of Chuan Huat Re-sources Berhad, Toyochem Corporation Berhad, Disccomp Berhad, MESB Berhad and Malaysia Discounts Berhad.Mr Tai is a member of both the Audit Compliance Committee and the Remuneration and Nomination Committee ofthe Board.

YBhg Dato’ Mohd Sallehuddin bin Othman, 52, a Malaysian, was appointed a Non-independent Non-executiveDirector on 17 July 2003. He holds a Master of Science Degree in Administrative Sciences from City University,London. He is also a fellow member of the Association of Chartered Certified Accountants and a member of boththe Malaysian Institute of Certified Public Accountants and the Malaysian Institute of Accountants. He previouslyheld the positions of Accountant in Lembaga Padi & Beras Negara, Senior Management Accountant in MalaysiaMining Corporation Group, Control Officer in Asian Development Bank, General Manager in Permodalan NasionalBerhad and Group Managing Director of UMW Holdings Berhad. He currently holds the position of Group ManagingDirector of Malaysian Industrial Development Finance Berhad (“MIDF”). He also sits on the Board of severalcompanies within the MIDF Group including Amanah Capital Partners Berhad, Malaysian Industrial Estates Berhad,MIDF Sisma Holdings Berhad, Oriental 1936 Berhad and several private companies. He is also a Director of MIDFAberdeen Capital Protected Fund Berhad.

CORPORATE INFORMATION continuedCORPORATE INFORMATION continued

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OTHER RELEVANT CORPORATE INFORMATION

● All of the directors do not have a family relationship with any director and/or major shareholder of ASFB nor anypersonal interest in any business arrangement involving the Company.

● All of the directors have had no convictions for any offences within the past ten (10) years.

● None of the directors of the Company holds an executive position.

● The Company did not buy back its own shares during the financial year ended 31 December 2003.

● The Company does not sponsor the American Depository Receipt nor the Global Depository Receiptprogramme.

● There are no sanctions and/or penalties imposed on the Company, directors or management by the relevantregulatory bodies during the financial year and up to the date of this report.

● The Company does not own any landed property.

● There are no material contracts subsisting at the end of the financial year involving the interest of the Company’sdirectors or major shareholders.

CORPORATE INFORMATION continued

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STATEMENT ON CORPORATE GOVERNANCE

THE CODE

The Board of ASFB is committed to ensuring that the highest standards of corporate governance are practised asa fundamental part of discharging its responsibilities to protect and enhance shareholders’ value and the financialperformance of the closed-end fund (“the Fund”).

The Board fully supports the recommendations of the Malaysian Code of Corporate Governance (“the Code”). Themanagement of the Fund is outsourced to an Investment Manager, Amanah SSCM Asset Management Berhad(“ASSCM” or “the Manager”), a subsidiary of Amanah Capital Partners Berhad (“ACP”), while the internal audit,compliance and risk management functions are outsourced to ACP. With effect from 1 April 2004, all these functionsare assumed by Malaysian Industrial Development Finance Berhad (“MIDF”). The Board believes that it hascomplied throughout the financial year with the best practices as set out in the Code and have great confidence inthe performance of the functions outsourced to ACP and its subsidiary.

BOARD OF DIRECTORS

Board’s Principal Responsibilities

The Board has full responsibility for the determination of the Company’s investment policies and has overallresponsibilities for the Company’s activities.

All matters relating to the Company are reserved for the decision of the Board.

A total of six Board meetings were held during the financial year ended 31 December 2003. Details of the attendanceof each Director are as shown below:

Name of Directors No. of Meetings Attended

Tan Sri Dato’ Abdul Khalid bin Ibrahim 5 out of 6Datuk Khalid bin Abdul Karim 6 out of 6Encik Lee Siew Choong 6 out of 6Encik Tai Keat Chai 6 out of 6Dato’ Mohd Sallehuddin bin Othman (appointed on 17.7.2003) 3 out of 3Encik Iskander bin Ismail (resigned on 17.7.2003) 2 out of 3

Board Balance

The Board comprises five members, all of whom are Non-executive Directors. Of the five Directors, three areindependent which exceeds the Listing Requirements set by MSEB. Together, the Directors have a wide range oflegal, business, financial and technical skills and experience relevant to the successful management of the Company.

Since the management of the Company’s business is outsourced to ASSCM, the Company does not employ anystaff. Hence, the issue of division of responsibilities between the Chairman and an Executive Director does notarise.

The presence of Independent Non-executive Directors fulfils a vital role in corporate accountability. Although all theDirectors have equal responsibilities for the Company’s operations, the role of these Independent Non-executiveDirectors is particularly important as they provide unbiased and independent views, advice and judgement for theinterest of shareholders.

The Board has elected YBhg Datuk Khalid bin Abdul Karim, a Senior Independent Non-executive Director, towhom concerns may be conveyed.

Supply of Information

The Directors have full and unrestricted access to all information pertaining to the Company’s business and affairs,whether as a full Board or in their individual capacity, to enable them to discharge their duties.

STATEMENT ON CORPORATE GOVERNANCE

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All Directors are provided with notices of the Board meetings and Board papers for each agenda item in advanceof each Board meeting. These are issued in sufficient time to enable the Directors to obtain further explanations,where necessary, in order to be properly briefed before the meeting. Minutes of meetings are maintained.

Access to Advice

The Board has in place a procedure for the Directors, whether as a full Board or in their individual capacity, to takeindependent professional advice where necessary, in furtherance of their duties, at the Company’s expense.

All Directors have access to the advice and services of the Company Secretary, Internal Auditors and ComplianceOfficer in carrying out their duties.

Appointments to the Board

The Remuneration & Nomination Committee (“RNC”) recommends the appointment of new Directors to the Board.There is a familiarisation programme in place for new Board members to facilitate their understanding of theCompany’s business.

Re-election of the Directors

In accordance with the Company’s Articles of Association, all Directors shall retire from office at least once in everythree years but shall be eligible for re-election. Directors who are appointed by the Board either to fill a vacancy oras an addition to the existing Board are subject to re-election by the shareholders at the next Annual GeneralMeeting (“AGM”) following their appointments.

Directors’ Remuneration

All Directors are only provided with Directors’ fees. The aggregate annual fees payable to the Directors areapproved by the shareholders at the AGM, based on the recommendation of the Board. The determination of thefees of each director is decided by the Board as a whole as authorised by the shareholders of the Company. TheCompany also reimburses reasonable expenses incurred by the Directors, in the course of carrying out their dutiesas Directors. Details of the Directors’ remuneration are presented on page 34 of this Annual Report.

Directors’ Training

All Directors have attended the Mandatory Accreditation Programme organised by the Research Institute ofInvestment Analysts Malaysia, an affiliate company of MSEB. Directors are also attending the Continuing EducationProgrammes and seminars to keep abreast with relevant developments in the market place.

THE BOARD COMMITTEES

The following Board Committees have been established to assist the Board in the execution of its responsibilities.The Committees listed below do not have executive powers but report to the Board on all matters considered andtheir recommendations thereon. The terms of reference of each Committee have been approved by the Board and,where applicable, comply with the recommendations of the Code.

1. Audit Compliance Committee

The terms of reference of the Audit Compliance Committee (“ACC”), composition of its membership and otherpertinent information about the ACC and its activities are highlighted in the ACC Report as presented on pages11 and 12 of this Annual Report.

2. Remuneration & Nomination Committee

The RNC is responsible for developing the Company’s remuneration policy, specifically the fees to be paid toeach Director for his services as a member of the Board and Committees of the Board. The RNC also has beencommissioned with identifying and recommending new nominees to the Board as well as the Committees of

STATEMENT ON CORPORATE GOVERNANCE continued

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the Board. Further, the RNC assists the Board in reviewing annually its size, required mix of skills and experienceand other qualities, including core competencies which Non-executive Directors should bring to the Board aswell as self-assessment of the Board’s effectiveness.

The members of the RNC, all of whom are Independent Non-executive Directors, and their attendance at themeetings are as follows:

Name of Committee Members No. of Meetings Attended

Datuk Khalid bin Abdul Karim (Chairman) 2 out of 2Encik Lee Siew Choong 2 out of 2Encik Tai Keat Chai 2 out of 2

INVESTOR RELATIONS AND SHAREHOLDER COMMUNICATION

The Board acknowledges the need for shareholders to be informed of all material issues affecting the Company.Towards this end, the Company adheres strictly to the disclosure requirements of MSEB and the SecuritiesCommission. The Company reaches out to its shareholders and investors through the distribution of its quarterlyand annual reports, quarterly result announcements, and various other disclosures and announcements made toMSEB.

The AGM is the principal forum for dialogue between the Company and its shareholders. The AGM provides anopportunity for shareholders to raise questions pertaining to the financial statements or activities of the Company.

ACCOUNTABILITY AND AUDIT

Financial Reporting

The Board aims to present a balanced, clear and comprehensive assessment of the Company’s financial positionand prospects in the annual financial statements and quarterly announcements to shareholders, investors andregulatory authorities.

Statement of Directors’ Responsibility for Preparing the Financial Statements

The Board is responsible to ensure that the annual financial statements of the Company are drawn up in accordancewith the requirements of the applicable approved accounting standards in Malaysia and the provisions of theCompanies Act, 1965.

The Statement by Directors pursuant to Section 169(15) of the Companies Act, 1965 in relation to the preparationof the financial statements is presented on page 23 of this Annual Report.

During the year under review, the Board has ensured that the financial statements have been prepared based onaccounting policies which have been consistently and properly applied, supported by reasonable and prudentjudgements and estimates in adherence to all applicable accounting standards. The Board has also ensured thataccounting records are accurate, within margins of reasonableness, which disclose the financial position of theCompany in a true and fair manner.

Internal Control

Information on the Company’s Internal Control is presented on page 10 of this Annual Report under the Statementon Internal Control.

Relationship with the Auditors

The ACC provides the framework for formal and transparent arrangements for maintaining the appropriaterelationship with the Company’s auditors. The terms of reference of the ACC as well as the activities carried out inperforming its duties are presented on pages 11 and 12 of this Annual Report.

STATEMENT ON CORPORATE GOVERNANCE continuedSTATEMENT ON CORPORATE GOVERNANCE continued

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STATEMENT ON INTERNAL CONTROL

RESPONSIBILITIES

The Board has overall responsibility for the Company’s system of internal control and for reviewing its effectiveness.As a closed-end fund, the Board’s main internal control responsibilities lie mainly in overseeing and reviewing thefunctions of its Manager and the custodian bank, OCBC Bank (Malaysia) Berhad. Towards achieving these, theBoard has outsourced the internal audit and compliance functions of the Company to ACP, and throughout the yearin question the Board has satisfied itself that ACP has fully and satisfactorily carried out their duties.

CONTROL ENVIRONMENT

The Manager is responsible for managing the investments of the Fund and for keeping books and records relatingto the Fund’s portfolio. On the other hand, the custodian bank maintains custody of the Fund’s investments andhandles all matters relating to the registration of securities held by the Fund as stipulated in the Custodian Agreement.

The Board recognises that all areas of the Company’s business activities involve some degree of risk and iscommitted to ensuring that an effective risk management process is put in place to manage these risks. As asignificant portion of the Company’s risks are managed by the Manager, the Manager has appointed the RiskManagement Unit of ACP to perform periodic risk assessment on all key risks facing the Manager. The riskmanagement process includes the identification, evaluation and treatment of significant risks and it is currentlyongoing.

There is a comprehensive system for reporting information to the Board. The Manager provides the Board with amonthly portfolio valuation report and a quarterly fund manager’s report on the performance of the Fund. Quarterlyand annual financial statements are checked by the Designated Compliance Officer, reviewed by the ACC andapproved by the Board prior to submission to the MSEB and released to shareholders.

The custodian bank provides the Manager daily cash statements and stocks holding statements as at month end.The Manager performs daily and monthly reconciliation on the cash positions and stock holdings using the reportsprovided. These reconciliations are checked by the Designated Compliance Officer.

MONITORING AND REVIEWING ACTIVITIES

Clear processes for monitoring the system of internal control has been established and for reporting any significantcontrol failings or weaknesses together with details of corrective action. Salient processes that have been establishedto monitor the adequacy and integrity of the system of internal control are:

● The ACC reviews the effectiveness of the system of internal control during the year under review and reportstheir views to the Board.

● The Internal Audit Unit of ACP provides assurance to the Board on the effectiveness of the system of internalcontrol of the external service providers with regard to managing the Company’s fund management, operationaland compliance activities.

● The Compliance Unit of ACP reviews daily the fund management activities performed by the Manager foradherence to regulatory requirements as well as its internal policies and procedures.

● Both of these units of ACP, which are independent of the management of ACP and the Manager, report directlyto the ACC.

● Reports from the external auditors Ernst & Young, on certain internal controls and relevant financial reportingmatters are presented to the ACC.

● At least once a year, the ACC meet the auditors without the presence of the Manager.

EFFECTIVENESS OF INTERNAL CONTROL

The Board believes that the current system of internal control provides a reasonable but not absolute assurancethat weaknesses or deficiencies are identified on a timely basis and dealt with appropriately.

The Board confirms that they have reviewed the effectiveness of the system of internal control of the Fund throughthe monitoring process set out above and are not aware of any significant weakness or deficiency in the system ofinternal control for the year under review and to the date of approval of the annual report and financial statements.

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AUDIT COMPLIANCE COMMITTEE REPORT

The Audit Committee was established on 22 January 1997. The Audit Committee changed its name to AuditCompliance Committee or ACC on 24 May 2000.

MEMBERS AND MEETINGS

The members of the ACC, all of whom are Independent Non-executive Directors, and their attendance during theyear ended 31 December 2003, are as follows:

Name No. of meeting attended

Datuk Khalid bin Abdul Karim (Chairman) 6 out of 6

Encik Lee Siew Choong 6 out of 6

Encik Tai Keat Chai 6 out of 6

SIZE AND COMPOSITION

The ACC is appointed by the Board from amongst their number and shall consist of not less than three members,a majority of whom shall be independent directors. The composition of the ACC is in accordance with the ListingRequirements issued by the MSEB. The Chairman of the ACC shall be an Independent Non-executive Directorappointed by the Board.

FREQUENCY AND ATTENDANCE

The ACC shall meet regularly, and at the very least, not less than four times a year. In order to form a quorum at anyACC Meeting, at least two members are present, the majority of whom must be independent. The ACC may inviteany person to be in attendance to assist in its deliberations.

The Chairman shall report on each meeting to the Board. The Secretary to the ACC shall be the CompanySecretary.

AUTHORITY

The ACC is authorised by the Board to review any activity within its terms of reference, the resources with which itneeds to do so, and shall allow unrestricted access to all information and documents relevant to its activities, toboth the internal and external auditors and compliance officers of the Company. As authorised by the Board and ifnecessary, the ACC may obtain external professional advice, in furtherance of its duties.

TERMS OF REFERENCE

The ACC is responsible for the following functions:-

i) To consider the appointment of the external auditors, the audit fee and any question of resignation or dismissalof the auditors;

ii) To discuss with the external auditors before the audit commences, the nature and scope of the audit andensure co-ordination where more than one audit firm is involved;

iii) To review the quarterly and annual financial statements before submission to the Board;

iv) To discuss problems and reservations arising from the interim and final audits, and any matters the auditorsmay wish to discuss;

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v) To review the internal audit and compliance programmes, consider the major findings of internal audit andcompliance investigations, and ensure co-ordination between the internal auditors, compliance officers andexternal auditors;

vi) To monitor any exception reports relating to the internal control systems of the Company’s service providersand in particular review the external auditors’ management letter;

vii) To ensure that the internal auditors and compliance officers are provided with an independent reportingchannel in the Company;

viii) To ensure that the internal auditors and compliance officers perform an effective, efficient and independentaudit by determining their scope and monitoring their performance thereon;

ix) To ensure that the external auditors perform an effective, efficient and independent audit complementing theirwork with those of the internal auditors and compliance officers and monitoring their performance;

x) To make recommendations on the Audit and Compliance Reports issued by ACP Group Audit and Complianceto the Board;

xi) To monitor the implementation of recommendations of the external auditors, internal auditors and complianceofficers and ensure corrective measures are taken within the agreed deadlines without undue delay in theirimplementation; and

xii) To review any related party transaction and conflict of interest situation that may arise within the Company.

ACTIVITIES OF THE ACC DURING THE YEAR

The ACC met at scheduled times, with due notices of meetings issued, and with agendas planned and itemised sothat issues raised in the audit and compliance reports were deliberated and discussed in a focused and detailedmanner.

The annual Audit and Compliance Plans for the year 2003 were reviewed by the ACC prior to approval by theBoard.

The ACC also reviewed the Company’s quarterly and annual financial statements to ensure that the financialreporting and disclosure requirements of relevant authorities had been complied with before they were tabled andapproved by the Board.

The minutes of the ACC meetings are formally tabled to the Board for notation and action, if necessary.

INTERNAL AUDIT AND COMPLIANCE FUNCTIONS

The Company has, as stated earlier, outsourced to ACP the internal audit and compliance functions. ACP is anindependent party that performs audit and compliance assignments with impartiality, proficiency and due professionalcare. During the financial year, ACP reviewed compliance with internal policies and relevant external rules andregulations. ACP regularly provides audit assurance on areas of review with audit findings to the Board through theACC.

AUDIT COMPLIANCE COMMITTEE REPORT continued

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SUMMARY OF RESULTS

31 Dec 2003 31 Dec 2002 % ChangeAssets

Net Asset Value1 (“NAV”) (RM) 523,038,049 395,067,067Undiluted NAV per ordinary share (sen) 104.6 79.0 +32.4%

Benchmark KLSE EMAS Index 195.57 157.25 +24.4%

Share and Warrant Prices

Share price (sen) 71.0 57.5 +23.5%Discount of share price to NAV per share 32.1% 27.2%Warrant price (sen) 13.5 14.5 -6.9%Package price2 (sen) 73.7 60.4 +22.0%

1 Includes unrealised investment gains.2 The effective market price, including warrants, for initial shareholders who purchased shares with warrants attached (on a

1 for 5 basis) at launch.

Asset Allocation

31 December 2003 31 December 2002

Cash23%

HK SAR1%

S'pore14%

M'sia62%

Cash16%

HK SAR2%

S'pore9%

M’sia73%

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CHAIRMAN’S STATEMENT

The strength of the global economic recovery was the dominant theme in 2003. Investors were distracted by theIraq War, and the outbreak of Severe Acute Respiratory Syndrome, which if anything at all, better prepared theworld for any future outbreaks of such epidemics. As the year progressed, it became evident that the globalrecovery was indeed taking hold, especially during the third and fourth quarters of the year.

2003 also marked the end of a 22-year tenure of Tun Dr Mahathir Mohamed, Malaysia’s longest serving PrimeMinister. He has been succeeded by Datuk Seri Abdullah Ahmad Badawi, the former Deputy Prime Minister.

Apart from an outbreak of bird flu within the region, the global economic recovery is still the forefront issue at thetime of writing and it is progressing nicely so far against a background of generally low global inflation. Within thiscontext, the direction of the ringgit, which is pegged to the US dollar, remains a factor that may affect the decisionof foreign direct and short-term investors into Malaysia.

During the year, the NAV of ASFB rose by 32.4%, which was above the benchmark KLSE EMAS Index’s (“EMAS”)increase of 24.4% over the same period. Cumulatively, ASFB’s NAV has increased by 4.6% from inception to theend of 2003, while the EMAS has fallen by 38.5% over the same period.

As the tenor of ASFB will expire on 6 April 2007, ASFB’s shareholders will have to make a decision to either extendits life or shut it down. Accordingly, the fund manager, ASSCM, will have to align its future investment strategy to takeinto account the shareholders’ decision.

As a sign of our appreciation of our shareholders’ continuing support, the directors of ASFB are recommending amaiden tax-exempt dividend of 2.0% per ordinary share for the shareholders’ approval at the AGM for the 2003financial year.

Tan Sri Dato’ Abdul Khalid bin IbrahimChairman

April, 2004

15


INVESTMENT MANAGER’S REVIEW

STOCKMARKET REVIEW OF 2003

The KLSE Composite Index (“KLCI”) rose 8.3% in the fourth quarter (“Q4”), and closed at 793.94 points on31 December 2003. The broader KLSE EMAS Index (“EMAS”) gained 7.4% and the Second Board Index 15.3%,while the MESDAQ Index experienced some profit taking and ended with a smaller gain of 6.0%. For the year2003, the KLCI gained 22.8% while the EMAS rose 24.4%. Despite this, the Malaysian market was the worstperforming mainstream Asian market for the year. Nevertheless, the second liners fared much better, with theSecond Board and the MESDAQ surging by 43.2% and 82.9% respectively over the year.

The Malaysian stock market began 2003 with sentiment improving on the news that the newly establishedgovernment-backed investment company had started buying in the market. Valuecap Sdn Bhd, which is equallyowned by Khazanah Nasional Berhad, Permodalan Nasional Berhad and Kumpulan Wang Amanah Pencen, waslaunched on 10 January 2003 and reportedly has up to RM10 billion for investment in the equity market.

However, concerns over the rising possibility of US-led attacks on Iraq heightened in February, thus affectingmarket performance across the world. Nevertheless, there was some relief when the attacks actually began on 20March, which contributed to a short market rebound. The positive market undertone diminished, however, amidstnews of tougher resistance from the Iraqi army and also warnings by US officials that the war might go on longerthan expected. The uncertain investment climate was affected further by the outbreak of the Severe AcuteRespiratory Syndrome (“SARS”) in March. While tourism and travel-related industries were most directly hit by theSARS outbreak, spillover effects onto other sectors meant that the aggregate impact on the economy could bemore damaging.

Renewed investor interest was fuelled in May when the Malaysian government unveiled its RM7.3 billion economicstimulus package, which include the following measures:● 2%-point cut in employees’ contribution to the Employees Provident Fund.● Half-month bonus for civil servants.● 50 basis-point cut in Bank Negara Malaysia’s intervention rate to 4.5%.● Incentives to boost the property sector.● SARS-relief measures for the tourism and related sectors.● Relaxation of Foreign Investment Committee guidelines to attract foreign equity participation in local companies.● Developing the Small and Medium Enterprise sector through more tax incentives and easier financing.● Increased allocations for tourism and education sectors, and incentives for high value-added manufacturing

and bio-technology industries.

Sentiment improved further when the situation in Iraq appeared to be stabilising and on confirmation that the SARSoutbreak had been contained. The stock market continued on its upward trend with the lower-liners largely dominatingtrading activity in the second half of 2003. Most Initial Public Offerings (“IPOs”) were heavily over-subscribed andmade impressive debuts on their listing dates. Khazanah Nasional Berhad also successfully issued the firstcovered warrants, followed by two additional issues towards the end of the year. Oil and gas stocks garnered stronginterest during the second half, as did water-infrastructure-related counters.

The domestic stock market was especially strong in October, and the KLCI hit the year’s closing-high of 817.12points on 31 October. Standard & Poor’s Rating Services (“S&P”) raised Malaysia’s long-term foreign currencycredit rating by one notch to ‘A-’ from ‘BBB+’ on the basis of better-than-expected fiscal performance and a smoothleadership transition process. As a result, ‘blue chips’ gained from the return of foreign institutional investors.

Malaysia’s real Gross Domestic Product (“GDP”) grew at a stronger pace of 5.1% year-on-year (“y-o-y”) in 3rdQuarter (“Q3”) 2003, compared with +4.5% in the 2nd Quarter (“Q2”). Growth in Q3 was contributed by strongerdomestic demand, which grew by 3.5% y-o-y (+3.0% in Q2), particularly owing to stronger private consumptiongrowth of 5.4% (+3.4% in Q2). On the other hand, public consumption fell by 1.6% y-o-y in Q3, from +7.2% in Q2,in line with the government’s efforts to consolidate its spending. Meanwhile, investments strengthened with totalfixed capital formation growing 3.2% y-o-y in Q3 from +0.4% in Q2.

On the supply side, the services sector strengthened to +4.2% y-o-y in Q3, after slowing down to +2.9% in Q2mainly due to the impact of SARS. The manufacturing sector improved further from +6.5% y-o-y in Q2 to +8.5% inQ3 and the construction sector also held up at +2.4% (+1.4% in Q2). However, growth in both the agriculture andmining sectors slowed down to +6.3% and –0.6% y-o-y respectively, from +10.4% and +11.1% in Q2.

16


In the first quarter of 2003, the government announced some measures aimed at further enhancing the Malaysiancapital market. These include the following:● Standardisation of board lots at 100 shares.● More relaxed guidelines for the listing of large companies.● Mergers of government-linked companies within common sectors to increase the presence of large premier

companies on the MSEB.

During the year, the government also announced that companies no longer have to comply with the 30%-Bumiputrashareholding requirement once they are listed. Meanwhile, the Securities Commission (“SC”) announced thatforeign corporations operating in Malaysia and Malaysian-owned companies with overseas operations can nowlist on the MSEB under its revised listing policy. The SC also gave undercapitalised public-listed companies asix-month extension until 30 June 2004 to meet the minimum paid-up capital requirement set in 1999. Failure tomeet the requirement will put such companies under a new classification, ‘Undercapitalised’.

In the US, the Dow Jones Industrial Average (“DJIA”) and the NASDAQ rose 12.7% and 12.1% respectively in Q42003, with December being a particularly strong month as the DJIA breached the 10,000-point level and ended atthe year-high of 10,453.92 points. The NASDAQ also surpassed the 2,000-point level for the first time in two years.For the year 2003, the indices increased 25.3% and 50.0% respectively.

The US stock market was boosted by corporate result announcements, which were generally in line with or aboveexpectations, and also by the continued releases of encouraging economic data, particularly the long-awaitedturnaround in the job market data and the strong Institute of Supply Management’s (“ISM”) figures.

US economic growth accelerated in Q3, with real GDP growing at an annualised rate of +8.2% (+3.3% in Q2), thestrongest growth in almost 20 years. The growth was broad-based with improvements in consumer spending,business investment and exports. As for the job market, unemployment declined steadily from 6.1% in Septemberto 6.0% in October and 5.9% in November. The non-farm sector posted the fourth consecutive month of job creationin November after continuous months of job losses since the beginning of the year. The more forward-lookingweekly initial jobless claims at last fell below 400,000 in October. The data has remained consistently below thethreshold level subsequently with the latest figure of 339,000 for the week ended 26 December being almost athree-year low. The ISM manufacturing index increased from 53.7 in September to 57.0 in October and 62.8 inNovember. The index has stayed above the 50-point threshold level for the last five consecutive months and thelatest figure was the highest level since December 1983.

Part of the improvement in the US economy could be attributed to the impact of the US stimulus package. Recognisingthe need to boost the economy then, the Bush administration proposed a 10-year US$726 billion stimulus packagein January, which included tax reliefs and accelerated tax cuts. The Congress, however, approved a reducedpackage worth US$350 billion in May.

After reducing its benchmark interest rate to 1.00% in June 2003, the US Federal Reserve (“Fed”) has kept the FedFunds rate unchanged in the second half of the year. However, the Reserve Bank of Australia increased itsbenchmark interest rate by 50 basis points to 5.25% to cool down the domestic credit boom. The move was followedshortly by the Bank of England’s 25 basis-point hike to 3.75%, its first increase in more than three years, in order tocontain the inflationary risk of rising consumer debt and housing prices.

On the currency front, the US Dollar continued to plummet in 2003. The Euro kept hitting record highs and endedthe year at US$1.26/ C1.00 (US$1.05/ C1.00 at end-2002). The Yen also strengthened especially since Septemberand closed at ¥107/US$1.00 on 31 December 2003 (¥119/US$1.00 at end-2002).

All the Asian markets rose in 2003, especially in the final quarter of the year, aided by the view that a globaleconomic recovery was on track. For the year 2003, the top gainers in the region were Thailand (+117%) and India(+73%).

INVESTMENT MANAGER’S REVIEW continued

17


INVESTMENT POLICY AND PERFORMANCE

For the Full Year 2003, the NAV of ASFB rose 32.4%, thus outperforming the return on the KLSE EMAS Index of24.4%.

Since inception on 17 April 1997, the NAV of ASFB has increased by 4.6%, thereby outperforming the return on theEMAS index of –38.5% over the same period.

INVESTMENT PERFORMANCE SUMMARY

Full Year 2003 Since Inception

NAV +32.4% +4.6%KLSE EMAS Index +24.4% -38.5%

Shown in the chart below are the movements of the Company’s NAV, its share price, and the benchmark KLSEEMAS Index.

KLSE EMAS Index


140

150

160

170

180

190

200

210

Jan-03 Apr-03 Jul-03 Oct-03 Dec-03

18


The table below shows the overall allocation of the Company’s assets on 31 December 2003 compared to that on31 December 2002.

Asset Allocation

ASSET CLASS 31 December 2003 31 December 2002

Listed Equities (inc. of Warrants, TSRs, CULS, etc.) 77.3%* 84.1%*Malaysia 62.0% 72.8%Hong Kong 0.9% 2.4%Singapore 14.4% 8.9%

Cash 22.7% 15.9%

Other Investment Vehicles 0% 0%Unlisted Companies 0% 0%Derivatives (excl. Warrants, TSRs, CULS, etc.) 0% 0%

TOTAL 100% 100%

* The composition of the Equity Portfolio can be found in the last few pages of this Annual Report

KLSE EMAS IndexASFB NAV per share

ASFB Share Price


20

40

60

80

100

120

Apr-97Oct-97 Apr-98 Oct-98Apr-99Oct-99 Apr-00 Oct-00 Apr-01Oct-01 Apr-02Oct-02Apr-03Oct-03

KLSE EMAS Index ASFB NAV (sen)

ASFB Share Price (sen)

19



INVESTMENT OUTLOOK

For the full year of 2003, Malaysia’s real GDP grew by a stronger pace of +5.2%, compared with +4.1% in 2002. Thiswas on account of stronger growth in exports while aggregate domestic demand remained resilient. Growth of realexports strengthened to +6.3% in 2003, from +4.5% in 2002. Domestic demand, on the other hand, was sustainedat a growth of +4.8% in 2003, compared with +4.2% in 2002. Stronger consumer spending and a turnaround inprivate investment were mitigated by a consolidation in public spending. Growth in consumer spendingaccelerated to +5.1% in 2003, from +4.4% in 2002. Total gross fixed capital formation recorded a stronger growthof +2.7% during the year, much higher than the +0.3% rate in 2002.

In its 2003 Annual Report, Bank Negara Malaysia projected the Malaysian economy to strengthen further in 2004,with real GDP to expand by 6.0%-6.5%. Growth would be driven by the private sector underpinned by strongerdomestic demand and reinforced by brighter global economic prospects, while fiscal consolidation continues. Onthe monetary front, the monetary policy would remain accommodative while the exchange rate policy wouldremain unchanged.

As the Ringgit is pegged to the US Dollar, Malaysia should be enjoying some level of export competitiveness. Asunderlined by the Government, without the threat of any inflationary pressure, any talk of re-pegging will remainjust that. However, any possibility of re-pegging may actually encourage foreign buying of Malaysian equities. It isalso heartening to note that Malaysia’s foreign reserves are at very healthy levels and is probably a key reason whythe country’s international ratings have improved.

Externally, while the US economy has been steadily improving, it is unlikely that the Fed will be taking anaggressive interest rate stance in the absence of any inflationary pressure and a still lethargic employment market.The outcome of the November US Presidential elections, however, might see some policy changes that wouldaffect the global business community.

On the political front, the issues regarding the Malaysian political hierarchy have been resolved, thereby putting torest any uncertainty that may have been attached to the matter especially after the resounding victory of the rulingparty in the recent general elections.

INVESTMENT STRATEGY

The case for investing in Asian equities remains compelling as the region is expected to be the key global growthdriver. As an asset class, equities continue to offer better yields relative to others. Malaysia, being in the basket,would benefit from the overall net inflow of funds into Asia. The market performance so far in 2004 has beenencouraging. We expect the local equity market to continue to benefit from improving domestic demand and astable political environment.

Surpassing the break-even level of the Fund has been our priority, while at the same time we have achieved theCompany’s stated objective of out-performing the benchmark EMAS Index. Moving ahead, although we expect theequity markets to remain generally healthy, expectations of fluctuations in these markets regionally in 2004suggest that the asset allocation may be adjusted periodically to capitalise on the volatility.

Stock selection will continue to focus on companies with favourable ‘price-to-growth’ ratios, i.e. undervaluedcounters, regardless of the sectors they operate in. Nevertheless, opportunities to invest in any ‘theme’ sectors andselected Initial Public Offers that can add value to the Company will be taken advantage of. At the same time, anyacross-the-board gains in the stock markets will provide a window to divest out of non-performing holdings, whilewe will also be locking in gains on those that have outperformed.

Amanah SSCM Asset Management BerhadFebruary 2004

20


The directors have pleasure in presenting their report together with the audited financial statements of the Companyfor the financial year ended 31 December 2003.

PRINCIPAL ACTIVITY

The Company is a closed end fund and the principal activity of the Company is to invest in a diversified portfolio ofquoted securities. There has been no significant change in the nature of this activity during the financial year.

The Company is managed by an investment manager, Amanah SSCM Asset Management Berhad (“the Manager”),a wholly owned subsidiary of Amanah Asset Holding Sdn Bhd which in turn is a wholly owned subsidiary ofAmanah Capital Partners Berhad. All three companies are incorporated in Malaysia. The principal activity of theManager is the provision of fund management and investment advisory services.

RESULTS

RM

Net profit for the year 90,044,011

There were no material transfers to or from reserves or provisions during the financial year.

In the opinion of the directors, the results of the operations of the Company during the financial year have not beensubstantially affected by any item, transaction or event of a material and unusual nature.

DIVIDENDS

No dividend was paid or declared by the Company since the end of the previous financial year.

At the forthcoming Annual General Meeting, a first and final dividend in respect of the financial year ended31 December 2003 of 2% (tax exempt) on 500,000,800 ordinary shares, amounting to a total dividend ofRM10,000,016 (2 sen per share) will be proposed for shareholders' approval. The financial statements for thecurrent financial year do not reflect this proposed dividend. Such dividend, if approved by the shareholders, will beaccounted for in the next financial year ending 31 December 2004.

DIRECTORS

The directors who served since the date of the last report are:

Tan Sri Dato’ Abdul Khalid bin IbrahimEncik Lee Siew ChoongDatuk Khalid bin Abdul KarimEncik Tai Keat ChaiDato’ Mohd Sallehuddin bin Othman (Appointed on 17 July 2003)Encik Iskander bin Ismail (Resigned on 17 July 2003)

In accordance with Article 86 of the Company’s Articles of Association, Dato’ Mohd Sallehuddin bin Othman retiresat the forthcoming Annual General Meeting and, being eligible, offers himself for re-election.

In accordance with Article 87 of the Company’s Articles of Association, Datuk Khalid bin Abdul Karim retires at theforthcoming Annual General Meeting and, being eligible, offers himself for re-election.

DIRECTORS’ REPORT

21


DIRECTORS’ BENEFITS

Neither at the end of the financial year, nor at any time during that year, did there subsist any arrangement to whichthe Company was a party, whereby the directors might acquire benefits by means of acquisition of shares in ordebentures of the Company or any other body corporate.

Since the end of the previous financial year, no director of the Company has received or become entitled to receiveany benefit (other than a benefit included in the aggregate amount of emoluments received or due and receivableby the directors as shown in the note to the financial statements of the Company) by reason of a contract made bythe Company or a related company with the director or with a firm of which the director is a member, or with acompany in which the director has a substantial financial interest.

DIRECTORS’ INTERESTS

According to the register of directors’ shareholdings the interest of directors in office at the end of the financial yearin shares and warrants of the Company are as follows:

Number of Ordinary Shares of RM1 Each

1 January 31 December 2003 Bought Sold 2003

Indirect

Datuk Khalid bin Abdul Karim 4,000 - (2,000) 2,000

Number of Warrants

1 January 31 December2003 Bought Sold 2003

Indirect

Datuk Khalid bin Abdul Karim 200 - - 200

OTHER STATUTORY INFORMATION

(a) Before the income statements and balance sheets of the Company were made out, the directors tookreasonable steps:

(i) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making ofprovision for doubtful debts and satisfied themselves that there were no known bad debts and that noprovision for doubtful debts was necessary; and

(ii) to ensure that any current assets which were unlikely to realise their values as shown in the accountingrecords in the ordinary course of business had been written down to an amount which they might beexpected so to realise.

(b) At the date of this report, the directors are not aware of any circumstances which would render:

(i) the amount written off as bad debts or any amount of the provision for doubtful debts; and

(ii) the values attributed to current assets in the financial statements of the Company misleading.

(c) At the date of this report, the directors are not aware of any circumstances which have arisen which wouldrender adherence to the existing method of valuation of assets or liabilities of the Company misleading orinappropriate.

DIRECTORS’ REPORT continued

22


OTHER STATUTORY INFORMATION (CONT’D)

(d) At the date of this report, the directors are not aware of any circumstances not otherwise dealt with in this reportor the financial statements of the Company which would render any amount stated in the financial statementsmisleading.

(e) As at the date of this report, there does not exist:

(i) any charge on the assets of the Company which has arisen since the end of the financial year whichsecures the liabilities of any other person; or

(ii) any contingent liability of the Company which has arisen since the end of the financial year.

(f) In the opinion of the directors:

(i) no contingent or other liability has become enforceable or is likely to become enforceable within theperiod of twelve months after the end of the financial year which will or may affect the ability of theCompany to meet its obligations when they fall due; and

(ii) no item, transaction or event of a material and unusual nature has arisen in the interval between the endof the financial year and the date of this report which is likely to affect substantially the results of theoperations of the Company for the financial year in which this report is made.

AUDITORS

The auditors, Ernst & Young, have expressed their willingness to continue in office.

Signed on behalf of the Board in accordance with a resolution of the directors

Tan Sri Dato’ Abdul Khalid bin Ibrahim

Datuk Khalid bin Abdul Karim

Kuala Lumpur, Malaysia24 February 2004

DIRECTORS’ REPORT continued

23


STATEMENT BY DIRECTORSPursuant to Section 169(15) of the Companies Act, 1965

We, Tan Sri Dato’ Abdul Khalid bin Ibrahim and Datuk Khalid bin Abdul Karim, being two of the directors of AmanahSmallcap Fund Berhad, do hereby state that, in the opinion of the directors, the accompanying financial statementsset out on pages 26 to 37 are drawn up in accordance with applicable Approved Accounting Standards in Malaysiaand the provisions of the Companies Act, 1965 so as to give a true and fair view of the financial position of theCompany as at 31 December 2003 and of the results and the cash flows of the Company for the year then ended.

Signed on behalf of the Board in accordance with a resolution of the directors

Tan Sri Dato’ Abdul Khalid bin Ibrahim Datuk Khalid bin Abdul Karim


24


NO. 114, NUBE BUILDINGBILEK 604, PENTHOUSE,

JLN. TUANKU ABD. RAHMAN50100 KUALA LUMPUR

STATUTORY DECLARATIONPursuant to Section 169(16) of the Companies Act, 1965

I, Iskander bin Ismail, being the director of Amanah SSCM Asset Management Berhad primarily responsible for thefinancial management of Amanah Smallcap Fund Berhad, do solemnly and sincerely declare that theaccompanying financial statements set out on pages 26 to 37, are in my opinion, correct and we make this solemndeclaration conscientiously believing the same to be true, and by virtue of the provisions of the Statutory DeclarationsAct, 1960.

Subscribed and solemnly declared bythe abovenamed Iskander bin Ismailat Kuala Lumpur in the FederalTerritory on 24 February 2004 Iskander bin Ismail

Before me,

25


REPORT OF THE AUDITORS TO THE MEMBERS OF AMANAH SMALLCAP FUND BHD(Incorporated in Malaysia)

We have audited the accompanying financial statements set out on pages 26 to 37. These financial statements arethe responsibility of the Company's directors. Our responsibility is to express an opinion on these financialstatements based on our audit.

We conducted our audit in accordance with applicable Approved Standards on Auditing in Malaysia. Thosestandards require that we plan and perform the audit to obtain reasonable assurance about whether the financialstatements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting theamounts and disclosures in the financial statements. An audit also includes assessing the accounting principlesused and significant estimates made by the directors, as well as evaluating the overall presentation of the financialstatements. We believe that our audit provides a reasonable basis for our opinion.

In our opinion:(a) the financial statements have been properly 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:

(i) the financial position of the Company as at 31 December 2003 and of the results and the cash flows of theCompany for the year then ended; and

(ii) the matters required by Section 169 of the Companies Act, 1965 to be dealt with in the financial statements;and

(b) the accounting and other records and the registers required by the Act to be kept by the Company have beenproperly kept in accordance with the provisions of the Act.

Ernst & Young Abdul Rauf Bin RashidAF: 0039 No. 2305/05/04(J)Chartered Accountants Partner


26


BALANCE SHEETas at 31 December 2003

Note 2003 2002 RM RM

NON-CURRENT ASSETS

Investments 3 367,090,849 332,342,226

CURRENT ASSETS

Tax recoverable 1,071,003 1,282,684Interest receivable 206,757 210,093Dividends receivable 487,364 733,279Amount due from stockbroking companies 5,940,572 17,305Deposits with licensed financial institutions 4 111,942,777 61,841,496Cash and bank balances 121,310 9,666

119,769,783 64,094,523

CURRENT LIABILITIES

Management fees payable 1,644,477 1,256,528Other payables 105,077 113,154

1,749,554 1,369,682

NET CURRENT ASSETS 118,020,229 62,724,841

485,111,078 395,067,067

SHAREHOLDERS’ FUNDS

Share capital 5 500,000,800 500,000,800Accumulated losses (14,889,722) (104,933,733)

485,111,078 395,067,067

Net tangible asset per share (sen) 6 97 79

Net asset value per share (sen) 7 105 79

The accompanying notes form an integral part of the financial statements.The accompanying notes form an integral part of the financial statements.

27


INCOME STATEMENTfor the year ended 31 December 2003

Note 2003 2002RM RM

Operating income:

Accretion of discounts 47,191 92,074Interest income 2,511,241 1,416,792Dividend income 12,623,750 10,470,976Realised gain/(loss) on sale of investments 8,790,633 (10,322,844)Writeback of provision for diminution

in value of investments 75,355,789 17,344,270

99,328,604 19,001,268Expenses:

Management fees 5,668,668 5,319,306Custodian expenses 137,958 139,557Auditors’ remuneration 9,000 8,000Professional fees 74,188 82,196Listing expenses 10,500 10,500Directors’ remuneration

- fees 8 67,500 68,712- other emoluments 13,000 11,000

Printing and stationery 217,753 176,878Communications 45,651 57,067Realised foreign exchange loss 17,825 711,894Unrealised foreign exchange loss/(gain) 50,401 (13,338)Others 53,703 51,637

Profit before taxation 92,962,457 12,377,859Taxation 9 (2,918,446) (1,428,361)

Net profit for the year 90,044,011 10,949,498

Earnings per share (sen) 10 18.0 2.19

The accompanying notes form an integral part of the financial statements.

28


STATEMENT OF CHANGES IN EQUITYfor the year ended 31 December 2003

Share Accumulated capital losses Total

RM RM RM

At 1 January 2002 500,000,800 (115,883,231) 384,117,569Profit for the year - 10,949,498 10,949,498

At 31 December 2002 500,000,800 (104,933,733) 395,067,067Profit for the year - 90,044,011 90,044,011

At 31 December 2003 500,000,800 (14,889,722) 485,111,078


29


CASH FLOW STATEMENTfor the year ended 31 December 2003

2003 2002 RM RM

CASH FLOWS FROM OPERATING ACTIVITIES

Interest received 2,514,577 1,395,163Dividend received 10,557,331 9,425,040Management fees paid (5,280,719) (5,206,096)Listing expenses paid (10,500) (10,500)Other operating expenses paid (626,830) (578,748)

Cash generated from operations 7,153,859 5,024,859Taxes paid (394,431) (205,459)

Net cash generated from operating activities 6,759,428 4,819,400

CASH FLOWS FROM INVESTING ACTIVITIES

Proceeds from sales of investments 81,613,121 60,114,387Purchase of investments (38,109,223) (50,699,476)

Net cash generated from investing activities 43,503,898 9,414,911

Effects of exchange rate changes on cash and cash equivalents (50,401) (698,556)

NET INCREASE IN CASH AND CASH EQUIVALENTS 50,212,925 13,535,755CASH AND CASH EQUIVALENTS AT 1 JANUARY 61,851,162 48,315,407

CASH AND CASH EQUIVALENTS AT 31 DECEMBER 112,064,087 61,851,162

Cash and cash equivalents comprise:

Cash in hand and at banks 121,310 9,666Deposits with licensed financial institutions 111,942,777 61,841,496

112,064,087 61,851,162


30


1. CORPORATE INFORMATION

The Company is a closed end fund and the principal activity of the Company is to invest in a diversified portfolioof quoted securities. There has been no significant change in the nature of this activity during the financial year.

The Company is managed by an investment manager, Amanah SSCM Asset Management Berhad (“theManager”), a wholly owned subsidiary of Amanah Asset Holding Sdn Bhd which in turn is a wholly ownedsubsidiary of Amanah Capital Partners Berhad. All companies are incorporated in Malaysia. The principalactivity of the Manager is the provision of fund management and investment advisory services.

The Company is a public limited liability company, incorporated and domiciled in Malaysia, and is listed on theMain Board of Malaysia Securities Exchange Berhad ("MSEB"). The registered office and the principal place ofbusiness of the Company is located at 21st Floor and 4th Floor respectively, Bangunan Amanah Capital, 82Jalan Raja Chulan, 50200 Kuala Lumpur.

The Company has no employee as its activities are performed by the Manager.

The financial statements were authorised for issue by the Board of Directors in accordance with a resolution ofthe directors on 24 February 2004.

2. SIGNIFICANT ACCOUNTING POLICIES

(a) Basis of Accounting

The financial statements are prepared under the historical cost convention and comply with the provisionsof the Companies Act, 1965, and applicable Approved Accounting Standards in Malaysia.

During the financial year ended 31 December 2003, the Company adopted the following MASB Standardfor the first time:

MASB 25 : Income Taxes

The adoption of MASB 25 has not given rise to any material adjustments to the opening balances ofaccumulated losses of the prior and current year or to changes in comparatives.

(b) Revenue Recognition

Interest income is accounted for on an accrual basis. Dividend income from quoted securities is recognisedwhen the shareholders’ right to receive payment is established.

(c) Gain or Loss on Investments

Realised gain or loss on sales of investments are measured as the difference between the net disposalproceeds and the carrying amount of the investments, calculated on a weighted average cost basis.

(d) Currency Conversion and Translation

Transactions in foreign currencies are converted into Ringgit Malaysia at rates of exchange ruling at thetransaction dates. Monetary assets and liabilities in foreign currencies at the balance sheet date aretranslated into Ringgit Malaysia at rates of exchange ruling at that date. All exchange differences are takento the income statement.

The principal exchange rates used for every unit of foreign currency ruling at balance sheet date used areas follows:

2003 2002 RM RM

Singapore Dollars 2.230 2.189Hong Kong Dollars 0.489 0.487

NOTES TO THE FINANCIAL STATEMENTS31 December 2003

31


NOTES TO THE FINANCIAL STATEMENTS (continued)31 December 2003

2. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)

(e) Investments

Quoted investments are stated at the lower of cost and market value on an aggregate portfolio basis. Theincrease or decrease in the carrying amount of the investments will be taken to the income statement as awrite back of diminution in value or provision for diminution in value respectively.

(f) Receivables

Receivables are carried at anticipated realisable values. Bad debts are written off when identified. Anestimate is made for doubtful debts based on a review of all outstanding amounts as at the balance sheetdate.

(g) Payables

Payables are stated at cost which is the fair value of the consideration to be paid for goods and servicesreceived.

(h) Equity Instruments

Ordinary shares are classified as equity. Dividends on ordinary shares are recognised in equity in thefinancial period in which they are declared.

(i) Income Tax

Income tax on the profit or loss for the financial year comprises current and deferred tax. Current tax is theexpected amount of income taxes payable in respect of the taxable profit for the financial year and ismeasured using the tax rates that have been enacted at the balance sheet date.

Deferred tax is provided for, using the liability method, on temporary differences at the balance sheet datebetween the tax bases of assets and liabilities and their carrying amounts in the financial statements. Inprinciple, deferred tax liabilities are recognised for all taxable temporary differences and deferred taxassets are recognised for all deductible temporary differences, unused tax losses and unused tax creditsto the extent that it is probable that taxable profit will be available against which the deductible temporarydifferences, unused tax losses and unused tax credits can be utilised.

Deferred tax is measured at the tax rates that are expected to apply in the financial period when the assetis realised or the liability is settled, based on tax rates that have been enacted or substantively enacted atthe balance sheet date. Deferred tax is recognised in the income statement, except when it arises from atransaction which is recognised directly in equity, in which case the deferred tax is also charged or crediteddirectly in equity, or when it arises from a business combination that is an acquisition, in which case thedeferred tax is included in the resulting goodwill or reserve on consolidation.

Prior to the adoption of MASB 25 Income Taxes on 1 July 2002, deferred tax was provided for using theliability method in respect of significant timing differences and deferred tax assets were not recognisedunless there was reasonable expectation of their realisation. The adoption of the MASB did not result inany adjustments for the prior or current financial years' financial statements.

(j) Provisions

A provision is recognised when it is probable that an outflow of resources embodying economic benefitswill be required to settle a present obligation as a result of a past event and a reliable estimate can bemade of the amount.

(k) Cash and Cash Equivalents

For the purpose of cash flow statement, cash and cash equivalents include cash in hand, bank balancesand short term deposits which have an insignificant risk of changes in value.

32



2. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)

(l) Financial Instruments

Financial instruments are recognised in the balance sheet when the Company has become a party to thecontractual provisions of the instrument.

Financial instruments are classified as liabilities or equity in accordance with the substance of the contractualarrangement. Interest, dividends and gains and losses relating to a financial instrument classified as aliability, are reported as expense or income. Distributions to holders of financial instruments classified asequity are charged directly to equity. Financial instruments are offset when the Company has a legallyenforceable right to offset and intends to settle either on a net basis or to realise the asset and settle theliability simultaneously.

3. INVESTMENTS

2003 2002 RM RM

Quoted shares in Malaysia, at cost 295,936,526 332,249,341Quoted shares outside Malaysia, at cost 67,351,823 70,620,428Quoted fixed income securities, at cost 3,802,500 4,728,250

Total investment, at cost 367,090,849 407,598,019Add: Accretion of discounts - 99,995

367,090,849 407,698,014Less: Provision for diminution in value - (75,355,788)

367,090,849 332,342,226

Market value

Quoted shares in Malaysia 321,123,195 282,813,506Quoted shares outside Malaysia 80,508,015 44,726,500Quoted fixed income securities in Malaysia 3,386,610 4,802,220

405,017,820 332,342,226

4. DEPOSITS WITH LICENSED FINANCIAL INSTITUTIONS

2003 2002 RM RM

Deposits with- A licensed bank 70,251,019 36,197,960- A licensed discount house 41,691,758 25,643,536

111,942,777 61,841,496

33



4. DEPOSITS WITH LICENSED FINANCIAL INSTITUTIONS (CONT’D)

The weighted average interest rates and the average maturity of the deposits as at 31 December 2003 are asfollows:

Weighted Average

Interest Rates Average (per annum) Maturity

% Days

Licensed bank 2.88 22Licensed discount house 2.74 5

5. SHARE CAPITAL

Amount 2003 2002 RM RM

Authorised:1,000,000,000 Ordinary Shares of RM1 each 1,000,000,000 1,000,000,000

Issued and fully paid:500,000,800 Ordinary Shares of RM1 each 500,000,800 500,000,800

In 1997, the Company issued 100,000,000 warrants to its shareholders on the basis of one warrant for everyfive shares held. The warrants were constituted by a Deed Poll dated 3 February 1997. In 1999, the relevantauthorities, shareholders and warrant holders of the Company have agreed to grant an extension of theduration and subscription period of the Company’s Warrants 1997/2002 from 6 April 2002 up to and including6 April 2006.

The warrants are transferable and are quoted on the MSEB. Each warrant entitles its registered holder, at anytime commencing from 7 April 1997 and expiring on 6 April 2006 (both dates inclusive), to subscribe for onenew ordinary share of RM1.00 each, in the Company at a subscription price of RM1.00 which is subject toadjustment under the terms as set out in the Deed Poll.

No warrants were exercised during the financial year. The remaining unexercised warrants as at 31 December2003 were 99,999,200 (2002: 99,999,200).

6. NET TANGIBLE ASSETS PER SHARE

2003 2002 RM RM

Net tangible assets 485,111,078 395,067,067

Number of shares of RM1 each issued and fully paid 500,000,800 500,000,800

Net tangible assets per share (sen) 97 79

34



7. NET ASSET VALUE PER SHARE

Net asset value represents the net asset of the Company after taking into consideration the market value of thequoted investments.

2003 2002 RM RM

Net asset value 523,038,049 395,067,067

Number of shares of RM1.00 each issued and fully paid 500,000,800 500,000,800

Net asset value per share (sen) 105 79

8. DIRECTORS’ REMUNERATION

All the Company’s directors for the current and previous financial year are non-executive directors and eachreceived remuneration which individually is below RM50,000.

9. TAXATION

2003 2002 RM RM

Current year provision 2,846,513 1,428,361Under provision in prior years 71,933 -

2,918,446 1,428,361

Income tax is calculated at the Malaysian statutory tax rate of 28% of the estimated assessable income for theyear. The tax charge for the current and previous financial year are in relation to interest income on fixeddeposits placements with licensed financial institution and dividend income after deducting tax allowableexpenses.

A reconciliation of income tax expenses applicable to net income before taxation at the statutory income taxrate to income tax expense at the effective income tax rate of the Company is as follows:

2003 2002 RM RM

Profit before taxation 92,962,457 12,377,859

Taxation at Malaysian statutory rate of 28% 26,029,488 3,465,801Income not subject to tax under Section 60H of the Income Tax Act, 1967 (24,255,804) (2,911,647)Tax exempt dividend (397,494) (923,547)Tax effects of permitted expenses not deductible under Section 60H of the Income Tax Act, 1967 1,470,323 1,797,754Under provision in prior years 71,933 -

Tax expense for the year 2,918,446 1,428,361

35



10. EARNINGS PER SHARE

(a) Basic earnings per share is calculated based on the profit after taxation of RM90,044,011 (2002: Profitafter taxation of RM10,949,498) over the number of ordinary shares in issue during the financial year of500,000,800 (2002: 500,000,800) shares of RM1.00 each at par.

(b) For the current and previous financial year, the warrants’ exercise price is above the average market priceof the Company’s shares. Therefore, the assumed conversion of the warrants is not included in thecomputation of diluted earnings per share as the assumed conversion is considered anti-dilutive.

Accordingly, diluted earnings per share for the current and previous financial year have not been presented.

11. SIGNIFICANT RELATED PARTY DISCLOSURES

2003 2002 RM RM

Significant transactions with related parties

Fund management fees paid/payable to the Manager 5,628,668 5,279,306

Secretarial fees paid/payable to Amanah Capital Partners Berhad,the intermediate holding company of the Manager 40,000 40,000

Interest income received/receivable from Amanah Short DepositsBerhad, a company related to the Manager 780,626 597,396

Significant balances due to related party

Amount due to the Manager 1,644,477 1,256,528

Significant balances due from related party

Deposits and interest receivable with Amanah Short DepositsBerhad, a company related to the Manager 41,694,888 25,645,468

The directors are of the opinion that the transactions have been entered into in the normal course of businessand have been established on a negotiated basis.

12. DIVIDENDS

No dividend was paid or declared by the Company since the end of the previous financial year.

At the forthcoming Annual General Meeting, a first and final dividend in respect of the financial year ended31 December 2003 of 2% (tax exempt) on 500,000,800 ordinary shares, amounting to a total dividend ofRM10,000,016 (2 sen per share) will be proposed for shareholders' approval. The financial statements for thecurrent financial year do not reflect this proposed dividend. Such dividend, if approved by the shareholders,will be accounted for in the next financial year ending 31 December 2004.

13. FINANCIAL RISK MANAGEMENT POLICIES

The Company is exposed mainly to price risk, single issuer risk, credit risk, and operational risks. The overallfinancial risk management objective of the Company is to mitigate capital losses.

36



14. FINANCIAL INSTRUMENTS

(a) Financial Risk Management Objectives and Policies

Financial risk management is carried out through the Company’s investment policies and restrictionscontained in its Prospectus and adherence to the Securities Commission’s Guidelines for closed-endfunds.

(b) Price Risk

Price risk is the exposure of earnings or net worth to changes in market factors such as equity prices,interest rates and foreign exchange rates which affect incomes, expenses and balance sheet values of theCompany.

This risk is managed through diversification of the investment portfolios by geographical locations andindustry sectors.

(c) Single Issuer Risk

Single issuer risk is the exposure of a significant portion of the Company’s investments to any singleissuer.

This risk is managed by imposing restriction limits on investment in securities by any single issuer.

(d) Credit Risks

Credit risks are the exposures to loss in principal sum and interest income as a result of default by anissuer or a counter party.

The Manager has established appropriate practices that encompass concentration of credit and processesfor monitoring credit exposures.

(e) Operational Risks

Operational risks are the risk of direct or indirect loss resulting from inadequate or failed internal processes,people and systems or from external events. The operations are managed by the Manager.

The Manager has established appropriate policies and procedures with the objective to minimise lossesarising from operational risks. Policies and procedures are based on the principles of dual control,segregation of duties, independent checks and verification process, empowerment through a definedauthority structure and limits, and the need for contingency planning.

15. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES

(a) Information about the extent and nature of the financial instruments, including significant terms andconditions and their exposure to interest rate risk is presented in their respective notes, where applicable.

37



15. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT’D)

(b) Fair Values

The carrying amount and estimated fair value of financial instruments of the Company as at the financialyear end are as follows:

2003 2002Carrying CarryingAmount Fair Value Amount Fair Value

RM RM RM RMAssets

Investments 367,090,849 405,017,820 332,342,226 332,342,226Tax recoverable 1,071,003 1,071,003 1,282,684 1,282,684Interest receivable 206,757 206,757 210,093 210,093Dividends receivable 487,364 487,364 733,279 733,279Amount due from stockbroking

companies 5,940,572 5,940,572 17,305 17,305Deposits with licensed financial

institutions 111,942,777 111,942,777 61,841,496 61,841,496Cash and bank balances 121,310 121,310 9,666 9,666

Liabilities

Management fees payable 1,644,477 1,644,477 1,256,528 1,256,528Other payables 105,077 105,077 113,154 113,154

The following methods and assumptions are used to estimate the fair value of each class of financial instruments:

(i) Investments

The fair values of investments are estimated based on quoted market prices.

(ii) Receivables and payables

The carrying amounts of receivables and payables are reasonable estimates of fair value due to therelatively short term maturity of these instruments.

(iii) Cash and bank balances and short term deposits

The carrying amounts of cash and bank balances and short term deposits approximate fair values due tothe relatively short term maturity of these instruments.

16. COMPARATIVES

The comparatives have been audited by a firm of chartered accountants other than Ernst & Young.

17. CURRENCY

All amounts are stated in Ringgit Malaysia.

38


INVESTMENT PORTFOLIOAs at 31 December 2003

Company & Activity Size of Cost of Market ValueHoldings Holdings of Holdings

‘000 RM RM

MALAYSIA

1 Abric Berhad 440 980,984.68 378,400.00Manufactures and markets security seal.

2 Affin Holdings Berhad 762 971,677.87 815,340.00Provides a variety of financial services.

3 AIC Corporation Berhad 918 4,000,951.84 3,855,600.00Its subsidiaries manufacture semiconductor devices andplastic / metal mouldings and parts.

4 AMFB Holdings Berhad 1,042 1,598,879.01 5,783,100.00A licensed finance company.

5 Analabs Resources Berhad 453.9 1,199,582.38 462,978.00Has operation in trading industrial chemicals,sale of recycled products and recycling industrial waste.

6 Arab-Malaysian Corporation Berhad 4,396 4,862,273.40 4,967,480.00Its subsidiaries’ businesses include trading anddeveloping properties, and providing financial services.

7 Asia File Corporation Berhad 1,069 4,864,563.22 5,772,600.00Manufactures, supplies, trades, imports and exportsstationery products.

8 Boustead Holdings Berhad 1,390 3,270,616.66 1,834,800.00Its subsidiaries are in plantation, financial services, shippingand travel agencies, manufacturing, and property development.

9 Cement Industry of Malaysia Berhad 533 1,402,154.43 1,337,830.00Cement manufacturer.

10 Chemical Company of Malaysia Berhad 400 1,520,795.21 964,000.00Manufacturing and trading of agrochemicals, fertilisers andchlor-alkali products. It has also diversified into pharmaceuticals.

11 Commerce Asset Holdings Berhad 4,000 3,689,346.00 16,400,000.00An investment holding company whose subsidiaries providecommercial and merchant banking, stockbroking, fundmanagement, investment consultancy and nominee services.

12 Courts Mammoth Berhad 3,807 9,216,101.45 11,725,560.00Retails electronic and electrical appliances, householdfurniture and furnishings.

13 Delloyd Ventures Berhad 756.25 4,847,349.57 2,230,937.50Manufactures, trades and distributes automotive parts.

14 DNP Holdings Berhad 1,551 3,370,882.50 1,039,170.00It is in manufacturing and trading of textile garments,property development and investment.

15 DRB-HICOM Berhad 179.5 2,107,971.35 382,335.00Investment holding company with subsidiaries involvedin commercial banking, assembling and sales of motorvehicles, manufacturing military vehicles, construction,property development, insurance, operating a bus and airlineservice, vehicle inspection and waste management services.

16 FSBM Holdings Berhad 900 5,831,240.00 1,251,000.00Involved in development of software application and systemsintegration, data warehousing, system and consultancy services,smart community solutions, and multimedia technology products.

TOTAL – SHARES IN MALAYSIA THIS PAGE 53,735,369.57 59,201,130.50

39


INVESTMENT PORTFOLIO continued

As at 31 December 2003


‘000 RM RM

MALAYSIA

17 Gamuda Berhad 1,034 1,998,989.17 6,565,900.0018 Gamuda Berhad - Warrant 258.5 157,685.00 685,025.00

A holding company involved in expressway operations,engineering, construction and property development.

19 Guinness Anchor Berhad 459 2,114,239.14 1,955,340.00Produces, markets and distributes beer, stout and othernon-alcoholic drinks.

20 Hong Leong Industries Berhad 1,423 5,849,313.26 8,324,550.00Its subsidiaries manufacture, assemble and distributemotorcycles, manufacture and trade building materials, ironand steel products, semiconductor and electronic products.

21 Johor Port Berhad 3,853.3 6,002,293.05 8,284,595.00Operates, maintains and manages the port facilities at thePasir Gudang Port under a license issued by the JPA.

22 KFC Holdings (Malaysia) Berhad 2,284.5 8,395,841.14 10,097,490.00Its subsidiaries manage and operate Kentucky Fried Chickenand Pizza Hut restaurant chains, and are involved in poultryand food-related businesses.

23 Kian Joo Can Factory Berhad 2,799 5,848,408.55 8,788,860.00Manufactures tin cans, aluminium beverage cans, polyetheleneterephalate products, and corrugated fiberboard cartons.

24 Killinghall Malaysia Berhad 658 1,378,450.43 1,197,560.00Its associated company is Southern Bank, which hascommercial banking and finance operations.

25 KPJ Healthcare Berhad 272 955,281.82 356,320.00Owns and manages a chain of specialist medical centres.

26 Kumpulan Jetson Berhad 1,878 11,288,928.21 2,535,300.0027 Kumpulan Jetson Berhad – Warrant 704.25 0.00 376,773.75

A design and turnkey contractor for general building,interior, renovation and restoration, exposition and exhibitionworks. Also manufactures rubber and polymer products.

28 Kumpulan Perangsang Selangor Berhad 4,144.6 7,045,820.00 6,714,252.00Involved in water-related infrastructure and utilities businessesvia its associated companies, and property development.

29 Kwantas Corporation Berhad 850.5 3,026,161.19 2,942,730.00A plantation operator.

30 Leader Universal Holdings Berhad 2,614 3,458,875.68 1,659,890.00Its subsidiaries manufacture and market electrical wires,telephone cables and aluminium & copper rods.

31 Lingkaran Trans Kota Holdings Berhad 5,064 13,994,884.84 15,192,000.00The concessionaire to build, operate and transfer theLebuhraya Damansara-Puchong.

32 Lion Industries Corporation Berhad 1,008.75 3,322,523.00 519,506.25Part of the Lion group of companies, its activities includesteel and iron production and property development.

33 MAA Holdings Berhad 2,369 8,024,502.98 13,147,950.00A composite insurance company.


40





‘000 RM RM

MALAYSIA

34 Malaysia Building Society Berhad 179.5 615,372.70 141,805.00Grants loans on the security of freehold and leaseholdproperties, and its subsidiaries develop and lease property.

35 Malaysian Bulk Carriers Berhad 1,438.2 2,245,077.05 2,631,906.00Its subsidiaries own operating vessels and provide seatransportation services.

36 Malaysian National Reinsurance Berhad 1,552 8,689,890.66 5,121,600.00Engaged principally in the underwriting of all classes ofgeneral reinsurance business.

37 Malaysian Oxygen Berhad 617 5,650,491.09 7,157,200.00Manufactures industrial gases, medical gases and specialgases. It also distributes welding and medical equipments.

38 Malaysian Pacific Industries Berhad 173 1,094,275.78 2,941,000.00Its subsidiaries manufacture integrated circuits,semi-conductor devices, electronic components and leadframes.

39 Malton Berhad 586.5 393,047.75 551,310.00Involved in property development, and project and constructionmanagement.

40 MTD Capital Berhad 2,926 11,706,410.05 9,304,680.00A contractor and toll concession holder.

41 MTD Infraperdana Berhad 874.7 579,051.40 813,471.00Upgrades, operates and maintains KL-Karak Highway.

42 Multi-Purpose Holdings Berhad 889 1,132,817.09 995,680.0043 Multi-Purpose Holdings Berhad – Warrant Rights 88.9 0.00 0.00

Its subsidiaries’ businesses include commercial banking,general insurance, licensed four-digit numbers forecastgame and property development.

44 Naim Cendera Holdings Berhad 694.5 1,411,464.01 2,111,280.00Involved in property development, construction and civilengineering works, and manufacturing and trading ofbuilding materials.

45 Pernas International Holdings Berhad 3,502 8,272,579.63 2,188,750.00Manages hotels, and involved in property development andinvestment, plantations, trading and manufacturing.

46 Pharmaniaga Berhad 1,302 4,268,099.48 6,900,600.00Manufactures, markets and distributes pharmaceuticaland medical products.

47 Pos Malaysia & Services Holdings Berhad 1,000 4,042,092.21 1,490,000.00Provides postal and related services, and financial services.

48 Prime Utilities Berhad 446 8,533,979.53 619,940.00An investment holding company that develops propertiesand provides management services.

49 Protasco Berhad 1,042.9 1,498,603.51 2,294,380.00Provides road construction, rehabilitation and maintenanceservices.

50 Public Bank Berhad 11,503.37 13,277,742.10 32,554,531.44Provides commercial banking and other related financialservices.


41





‘000 RM RM

MALAYSIA

51 Puncak Niaga Holdings Berhad 3,097.8 8,368,910.21 10,718,388.0052 Puncak Niaga Holdings Berhad - Warrant 575 0.00 776,250.00

Investment holding company specialising in waterinfrastructure, engineering and related activities.

53 Road Builder M. Holdings Berhad 1,075.7 3,353,501.19 3,829,492.00A civil contractor and property developer with stakes in tollroad and port privatisation.

54 SP Setia Berhad 5,121 15,992,679.12 17,923,500.0055 SP Setia Berhad - Warrant 785.577 227,833.60 871,990.47

Involved in property development and construction.56 SCB Developments Berhad 1,160 6,376,568.16 5,544,800.00

Property developer and it also cultivates oil palm andnatural rubber.

57 Selangor Properties Berhad 3,167 7,800,213.58 6,904,060.00Develops and invests in properties.

58 Southern Bank Berhad 523.152 1,510,557.93 1,339,269.12A commercial bank.

59 Sunway Infrastructure Berhad 913.4 1,370,100.00 1,571,048.0060 Sunway Infrastructure Berhad - Warrant 456.7 0.00 269,453.00

Constructs, operates and maintains Kajang Ring Roadhighway under concession.

61 Suremax Group Berhad 444.1 3,084,658.33 546,243.00Involved in construction and property development.

62 Suria Capital Holdings Berhad 909 2,490,826.55 577,215.00An investment holding company.

63 Tanjong PLC 1,338 4,968,643.12 14,450,400.00Subsidiaries conduct and manage numbers forecastbetting and horse racing business. It is also anindependent power producer.

64 The New Straits Times Press Berhad 1,160.5 4,150,970.03 4,711,630.00Publishes and sells newspapers.

65 Tractors Malaysia Holding Berhad 730 3,204,498.98 1,934,500.00Sells and services heavy machineries. It is also involvedin the import, assembly, and distribution of passengerand commercial vehicles.

66 Transmile Group Berhad 2,291.3 7,010,964.60 11,364,848.00Provides air transportation services.

67 TSR Capital Berhad 644.275 1,457,098.00 1,333,649.2568 TSR Capital Berhad - Warrant 59.9 0.00 57,803.50

Provides construction related services.69 Unisem (M) Berhad 181 1,078,345.80 2,009,100.00

Manufactures semiconductor devices.70 Worldwide Holdings Berhad 1,331 4,332,924.22 3,127,850.00

Develops and invests in properties.71 WTK Holdings Berhad 1,177.5 9,148,671.90 4,898,400.00

Engaged principally in integrated timber operationwhich include logging and manufacturing of plywood,veneer, and sawntimber.


GRAND TOTAL FOR SHARES IN MALAYSIA 295,936,526.39 321,123,195.28

42





‘000 RM RM

FIXED INCOME SECURITIES IN MALAYSIA

1 Hong Leong Industries Berhad - ICULS 1,164 1,164,000.00 1,082,520.00Its subsidiaries manufacture, assemble and distributemotorcycles, manufacture and trade building materials,iron and steel products, semiconductor and electronic products.

2 Kumpulan Jetson Berhad - ICULS 469.5 469,500.00 492,975.00A design and turnkey contractor for general building, interior,renovation and restoration, exposition and exhibition works.Also manufactures rubber and polymer products.

3 Pos Malaysia & Services Holdings Berhad - ICULS 2,169 2,169,000.00 1,811,115.00Provides postal and related services, and financial services.

TOTAL – FIXED INCOME SECURITIES IN MALAYSIA 3,802,500.00 3,386,610.00

TOTAL – QUOTED SECURITIES IN MALAYSIA 299,739,026.00 324,509,805.28

SHARES IN HONG KONG SAR

1 China Hong Kong Photo Production Holdings Ltd 5,804 5,736,766.75 1,363,429.25Sole distributor of Fuji photographic and medical productsin Hong Kong SAR and China.

2 Shaw Brothers (Hong Kong) Ltd 867 2,711,177.31 3,627,848.79Principal activities are film production and distribution.Its associates include TVB, one of the main TV network inHong Kong SAR.

TOTAL – SHARES IN HONG KONG SAR 8,447,944.06 4,991,278.04

43




Company & Activity Number Cost of Market Valueof Shares Holdings of Holdings

‘000 RM RM

SHARES IN SINGAPORE

1 Autron Corporation Limited 7,586 3,987,470.27 6,428,952.94Manufactures and distributes specialty electronic equipment.

2 ComfortDelgro Corporation Limited 1,336.725 1,763,728.49 2,429,648.74Provides road transportation services.

3 CSA Holdings (S) Limited 500 4,358,602.30 1,326,969.00Provides system integration and software services,installation, field service and other engineering supportactivities for its products.

4 Darco Water Technologies Limited 2,943 3,226,559.24 2,756,661.01Provides water systems for industrial applications.

5 Hong Leong Finance Limited 378 1,556,675.05 2,217,131.03Provides depository and financial services.

6 Horizon Education and Technologies Limited 16,000 3,823,537.01 8,207,136.00Provides information technology (IT) education, training andconsultancy services, and online software distribution andIT services.

7 IDT Holdings (S) Ltd 1,250 3,908,441.36 5,826,397.50Develops, produces and markets a range of liquid crystaldisplay-based consumer electronic products.

8 Ionics EMS Inc 7,950 10,484,785.49 2,925,464.85Provides electronic manufacturing services to originalequipment manufacturers (OEMs) in the computer peripherals,telecommunications, automotive, consumer electronics,and computer motherboard industries.

9 Jurong Technologies Industrial Corporation Limited 3,197 1,941,022.37 8,484,639.79Provides electronics contact manufacturing services toOEMs in the computer peripherals, networking, andtelecommunication sectors.

10 KS Tech Limited 743 774,295.82 1,292,490.11Sources and distributes oil and gas equipment, generalhardware, hydraulic equipment, instrumentation, sparesand parts.

11 Nera Telecommunications Limited 852 829,356.98 1,026,070.42Sells, distributes, and services Nera brand satellitecommunications and transmission network products.It also sells, installs, and maintains IT networks.

12 Norelco Centreline Holdings Limited 3,156 4,187,050.81 8,516,598.55Supplies assembly and test equipment to hard disk drivemanufacturers, and provides machine components andmodules to semiconductor equipment manufacturers.

13 Semitech Electronics Limited 10,000 4,668,238.04 4,906,440.00Manufactures printed circuit board assembly, electronicmechanical assembly and box-build and system integrationof equipment. Also distributes testing and packagingequipment for the semiconductor industry.

TOTAL – SHARES IN SINGAPORE THIS PAGE 45,509,763.23 56,344,599.94

44




Company & Activity Number Cost of Market Valueof Shares Holdings of Holdings

‘000 RM RM

SHARES IN SINGAPORE

14 Singapore Computer Systems Limited 1,200 6,790,126.44 2,114,229.60Provides IT consulting, systems integration anddevelopment, project implementation, facilities management,system support and software development services.

15 TPV Technology Limited 2,854 1,677,378.86 5,728,491.72Manufactures, designs, and sells a wide range of CRT-basedand LCD-based computer monitors. It also assembles anddistributes colour scanners.

16 Unisteel Technology Limited 4,000 4,926,610.18 11,329,416.00Manufactures precision fasteners for the hard disk drive,telecommunication, computer, consumer electronics, andtransportation industries.

TOTAL – SHARES IN SINGAPORE THIS PAGE 13,394,115.48 19,172,137.32

GRAND TOTAL FOR SHARES IN SINGAPORE 58,903,878.71 75,516,737.26

GRAND TOTAL FOR ALL INVESTMENTS 367,090,849.16 405,017,820.58

45


THE COMPANY

Amanah SmallCap Fund Berhad is a closed-end fund listed on the Main Board of the Malaysia Securities ExchangeBerhad (“MSEB”). It was formerly known as Seacorp-Schroder SmallCap Fund Berhad. The name change was effectivefrom 24 July 1999.

Closed-end funds are public companies with capital structures which are the same as any other company, but insteadof selling goods or services, their principal business is to invest in the shares of other companies. Closed-end funds aretermed “closed” because they have a fixed number of shares in issue at any time, the prices of which will fluctuateaccording to supply and demand. Buying and selling of shares in listed closed-end fund companies take place throughthe stock exchange via licensed stockbroking companies.

The principal investment objective of the Company is the long-term capital appreciation of its assets through investmentin securities of Small and Medium-Sized Companies listed on the MSEB. In this regard, a Small and Medium-SizedCompany is defined as a company whose market capitalisation, at the point of investment by the Company, is not morethan RM1.5 billion (or its equivalent in foreign currency). In addition, up to twenty percent of the Company’s Net AssetValue may be invested in securities of Small and Medium-Sized Companies listed on other stock exchanges located inthe Region (defined as Singapore, Indonesia, Thailand, the Philippines, Hong Kong, Taiwan and South Korea).

It is not intended that the Company should have a limited life, but the Board of Directors consider it desirable that theShareholders should have the opportunity to review the future of the Company at appropriate intervals. Accordingly theArticles of Association of the Company contain provisions requiring the Board to put a proposal for the continuation ofthe Company to Shareholders at the Company’s Annual General Meeting in the year 2007 and thereafter at five yearintervals.

The Company’s warrants give holders the right to subscribe for one ordinary share at a price of RM1.00 any time before5 p.m. on 6 April 2006.

INFORMATION FOR SHAREHOLDERS

The Company’s shares and warrants are listed on the MSEB. The prices of the shares and warrants are quoted daily inmost Malaysian newspapers.

The Company’s Net Asset Value per share is disclosed to the MSEB weekly on Friday evenings (or the evening of thelast trading day of the week on the MSEB) after the market close. This information is published daily in the Unit Trustssection of certain newspapers. It is also available on Bloomberg and the MSEB website (www.klse.com.my, click on“Listed Companies’ Announcements”, choose Companies Announcements By Company, and then click on “AMANAHSMALLCAP FUND BERHAD”).

SECURITY TRANSACTIONS INFORMATION

Total number of transactions in securities entered into for the whole year of 2003 amounted to 159 trades with totalbrokerage paid of RM318,789.81.

SHAREHOLDINGS INFORMATION

The Manager, the family members of the Manager and other funds managed by the Manager do not hold any shares inthe Company.

CHANGE OF ADDRESS

Communications with shareholders are mailed to the address held on the share register. In the event of a change ofaddress or other amendment this should be notified to Malaysian Share Registration Services Sdn. Bhd.

ABOUT YOUR COMPANYABOUT YOUR COMPANY

46


Size of holdings No. of % of No. of % ofshareholders shareholders shares held issued capital

Less than 100 5 0.01 60 0.00100 to 1,000 21,142 55.76 21,120,880 4.221,001 to 10,000 15,238 40.19 55,586,060 11.1210,001 to 100,000 1,401 3.70 38,311,900 7.66100,001 to less than 5%

of issued shares 125 0.33 159,931,500 31.995% and above of issued shares 4 0.01 225,050,400 45.01Total 37,915 100.00 500,000,800 100.00

Classification of shareholders No. of % of No. of % ofshareholders shareholders shares held issued capital

Individuals 36,919 97.37 121,782,290 24.36Banks/Finance Companies 11 0.03 145,356,000 29.07Investment Trusts 14 0.04 10,163,000 2.03Industrial/Commercial Companies 170 0.45 40,201,600 8.04Government Agencies/Institutions 1 0.00 10 0.00Nominee Companies 800 2.11 182,497,900 36.50Other - 0.00 - 0.00Total 37,915 100.00 500,000,800 100.00

30 LARGEST SHAREHOLDERS AS PER THE RECORD OF DEPOSITORS

Name of shareholders No. of % ofshares held issued capital

1. Permodalan Nasional Berhad 90,000,000 18.002. Employees Provident Fund Board 55,000,000 11.003. Cartaban Nominees (Asing) Sdn Bhd

[Mellon Bank, N.A. for the Investable Emerging Markets Country Fund] 43,676,400 8.744. Cartaban Nominees (Asing) Sdn Bhd

[Mellon Bank, N.A. for the Emerging Markets Country Fund] 36,374,000 7.275. Citicorp Nominees (Asing) Sdn Bhd

[Bear Stearns Securities Corp for the Carrousel Fund Limited] 20,886,900 4.186. Malaysian Assurance Alliance Berhad

[As Beneficial Owner] 12,656,000 2.537. Amanah Raya Nominees (Tempatan) Sdn Bhd

[Sekim Amanah Saham Nasional] 10,000,000 2.008. Kumpulan Wang Amanah Pencen 10,000,000 2.009. Cartaban Nominees (Asing) Sdn Bhd

[Mellon Bank, N.A. for the Emerging World Fund] 9,275,200 1.8610. HSBC Nominees (Asing) Sdn Bhd

[RBC (CI) for Overseas Asset Management] 8,320,400 1.6611. Cartaban Nominees (Asing) Sdn Bhd

[Mellon Bank, N.A. for GFM Emerging Markets Country Fund] 6,640,400 1.3312. Tay Kia Hong & Sons Sdn Bhd 6,000,000 1.2013. Cartaban Nominees (Asing) Sdn Bhd

[Credit Suisse Singapore for Global Investments (BVI) Ltd] 5,000,000 1.0014. Mayban Life Assurance Berhad 5,000,000 1.0015. Amanah Raya Nominees (Tempatan) Sdn Bhd

[Public SmallCap Fund] 4,822,000 0.9616. Tokio Marine Insurans (Malaysia) Berhad 4,088,000 0.8217. Daiman Development Berhad 4,000,000 0.80

SHAREHOLDING & WARRANT HOLDING STRUCTUREAs at 17 March 2004

ANALYSIS OF SHAREHOLDINGS

47


Name of shareholders No. of % ofshares held issued capital

18. Citicorp Nominees (Asing) Sdn Bhd[Bear Stearns Securities Corp for the Carrousel Fund II Ltd] 3,723,600 0.75

19. DB (Malaysia) Nominee (Asing) Sdn Bhd[Deutsche Bank Securities Inc.] 3,610,300 0.72

20. Cartaban Nominees (Asing) Sdn Bhd[Credit Suisse Singapore for Sellor International Limited] 3,200,000 0.64

21. Cartaban Nominees (Asing) Sdn Bhd[Mellon Bank, N.A. for Emerging (Free) Markets Country Fund] 3,044,400 0.61

22. HSBC Nominees (Asing) Sdn Bhd[TNTC for Advance Developments Markets Plc] 2,772,300 0.55

23. Citicorp Nominees (Asing) Sdn Bhd[Bear Stearns Securities Corp for Bear StearnsInternational Limited (BSIL)] 2,301,000 0.46

24. Lee Eng Hock & Co. Sendirian Berhad 1,990,000 0.4025. Cartaban Nominees (Asing) Sdn Bhd

[Credit Suisse First Boston (Europe) Ltd for Value Catalyst Fund Ltd] 1,519,000 0.3026. RHB Nominees (Asing) Sdn Bhd

[Sarasin-Rabo Nominees (Singapore) Pte Ltdfor Rabobank (Switzerland) AG] 1,311,000 0.26

27. Cartaban Nominees (Asing) Sdn Bhd[Credit Suisse First Boston (Europe) Ltd forMetage Special Emerging Markets Fund] 1,145,000 0.23

28. Cartaban Nominees (Asing) Sdn Bhd[Credit Suisse First Boston (Europe) Ltd for LP Value Limited] 1,096,000 0.22

29. RHB Capital Nominees (Tempatan) Sdn Bhd[Pledged Securities Account for Hiew Kat Kee (071123)] 1,075,000 0.22

30. Malaysia National Insurance Berhad 1,050,000 0.21

TOTAL 359,576,900 71.92

SUBSTANTIAL SHAREHOLDERS (HOLDING 5% AND ABOVE OF THE ISSUED AND PAID-UPCAPITAL)

Name of substantial shareholder No. of % ofshares held issued capital

1. Permodalan Nasional Berhad 90,000,000 18.002. Employees Provident Fund Board 55,000,000 11.003. Cartaban Nominees (Asing) Sdn Bhd

[Mellon Bank, N.A. for the Investable Emerging Markets Country Fund] 43,676,400 8.744. Cartaban Nominees (Asing) Sdn Bhd

[Mellon Bank, N.A. for the Emerging Markets Country Fund] 36,374,000 7.27

Directors’ Interests

There has been no change in the Directors’ interests in shares as at 17 March 2004 as set out on page 21 of thisAnnual Report.

Voting Rights of Shareholders

On a show of hands, every member present in person or by proxy and entitled to vote shall have one vote and ona poll, every member present in person or by proxy and entitled to vote shall have one vote for every share held.

SHAREHOLDING & WARRANT HOLDING STRUCTURE continued

As at 17 March 2004

48


ANALYSIS OF WARRANT HOLDINGS

Size of Holdings No. of % of No. of % ofwarrant warrant warrants warrantsholders holders held outstanding

Less than 100 8 0.03 299 0.00100 to 1,000 17,557 75.06 8,323,196 8.321,001 to 10,000 4,956 21.19 17,084,300 17.0910,001 to 100,000 777 3.32 23,033,000 23.03100,001 to less than 5% of warrants outstanding 92 0.39 33,995,405 34.005% and above of warrants outstanding 2 0.01 17,563,000 17.56Total 23,392 100.00 99,999,200 100.00

Classification of warrant holders No. of % of No. of % ofwarrant warrant warrants warrantsholders holders held outstanding

Individuals 22,404 95.78 57,408,695 57.41Banks/Finance Companies 7 0.03 10,813,000 10.81Investment Trusts 10 0.04 2,034,400 2.04Industrial/Commercial Companies 59 0.25 2,652,400 2.65Government Agencies/Institutions 1 0.00 3,818,005 3.82Nominee Companies 911 3.90 23,272,700 23.27Others 0 0.00 0 0.00Total 23,392 100.00 99,999,200 100.00

30 LARGEST WARRANT HOLDERS AS PER THE RECORD OF DEPOSITORS

Name of warrant holders No. of warrants % of warrantsheld outstanding

1. Permodalan Nasional Berhad 10,000,000 10.002. AM Nominees (Tempatan) Sdn Bhd

[Pertubuhan Keselamatan Sosial] 7,563,000 7.563. Menteri Kewangan Malaysia

[Section 29(SICDA)] 3,818,005 3.824. Amsec Nominees (Asing) Sdn Bhd

[G K Goh Stockbrokers Pte Ltd for Martin Columba Gallagher(2E/35379)] 3,000,000 3.00

5. Kumpulan Wang Amanah Pencen 2,000,000 2.006. Chong Siew Lian 1,471,000 1.477. Cartaban Nominees (Asing) Sdn Bhd

[Credit Suisse Singapore for Global Investments (BVI) Ltd] 1,000,000 1.008. Mayban Life Assurance Berhad 1,000,000 1.009. Mayban Nominees (Tempatan) Sdn Bhd

[Pledged Securities Account for Chung Teik Keong (14570MZ0072)] 954,900 0.9510. Daiman Development Berhad 800,000 0.8011. Chua Kok Yong 746,000 0.7512. Bong Kui Chiew 724,000 0.7213. Ong Hock Lye 676,000 0.6814. Chong Soo Lim 670,000 0.67


As at 17 March 2004

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Name of warrant holders No. of warrants % of warrantsheld outstanding

15. Mayban Securities Nominees (Tempatan) Sdn Bhd[Pledged Securities Account for Ahmad Zaidanbin Hj Khairuddin Mohd (Rem 646-Margin)] 639,000 0.64

16. Poh Sim Tart 600,000 0.6017. Amsec Nominees (Asing) Sdn Bhd

[Kim Eng Securities Pte Ltd for Ramesh Pritamdas Chandiramani] 575,000 0.5818. RHB Capital Nominees (Tempatan) Sdn Bhd

[Pledged Securities Account for Susy Ding (CEB)] 530,700 0.5319. Hong Leong Finance Berhad

[Pledged Securities Account for Khoo Swee Keng @ Khoo Swee Kiong] 471,000 0.4720. Mayban Nominees (Tempatan) Sdn Bhd

[Pledged Securities Account for Chong Soo Lim (238AB6026)] 421,000 0.4221. Ong Hock Peng 410,000 0.4122. RHB Nominees (Asing) Sdn Bhd [Artradis Barracuda Fund] 400,000 0.4023. BBMB Securities Nominees (Tempatan) Sdn Bhd

[Pledged Securities Account for Wong Thian Soon (MG0000006)] 371,000 0.3724. Tan Mooi Kheng 356,000 0.3625. Amsec Nominees (Asing) Sdn Bhd

[G K Goh Stockbrokers Pte Ltd for Mohan Singh s/o Bhola Singh(4I/35362)] 352,200 0.35

26. Tey Hock Seng 350,000 0.3527. Ke-Zan Nominees (Asing) Sdn Bhd

[Kim Eng Securities Pte Ltd for Cheong Heng Lim] 333,000 0.3328. Tay Kia Hong & Sons Sdn Bhd 328,000 0.3329. Ong Hock Lye 324,000 0.3230. Loh Choon Sin 320,000 0.32

41,203,805 41.20

SUBSTANTIAL WARRANT HOLDERS (HOLDING 5% AND ABOVE OF THE WARRANTSOUTSTANDING)

Name of substantial warrant holder No. of warrants % of warrantsheld outstanding

1. Permodalan Nasional Berhad 10,000,000 10.002. AM Nominees (Tempatan) Sdn Bhd

[Pertubuhan Keselamatan Sosial] 7,563,000 7.56

Directors’ Interests

There has been no change in the Directors’ interests in warrants as at 17 March 2004 as set out on page 21 of thisAnnual Report.

Voting Rights of Warrant Holders

On a show of hands, every warrant holder who (being an individual) is present in person or (being a corporation)is present by its duly authorised representative or by one of its officers as its proxy shall have one vote. On a poll,every warrant holder who is present in person or by proxy shall have one vote for each warrant he holds.


As at 17 March 2004

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PROXY FORM

AMANAH SMALLCAP FUND BERHAD (Company No. 370927-A)

(Incorporated in Malaysia)

I/Weofbeing a member(s) of AMANAH SMALLCAP FUND BERHAD hereby appoint of

or failingwhom of

or failing whom, the Chairman of the Meeting as my/our proxy to vote for me/us and on my/our behalf at the EighthAnnual General Meeting of the Company to be held at The Ballroom, Hotel Equatorial, Jalan Sultan Ismail, 50250Kuala Lumpur on Thursday, 13 May 2004 at 10.00 a.m. and at any adjournment thereof.

My/Our proxy is to vote the Resolutions as indicated by an ‘X’ in the appropriate spaces below. If this form is returnedwithout any indications as to how the proxy shall vote, the proxy shall vote or abstain as he/she thinks fit.

Ordinary Resolution For Against

No. 1 Receipt of Financial Statements for the year ended31st December 2003 and Reports of Directors andAuditors thereon.

No. 2 Declaration of first and final dividend of 2 senper share (tax exempt) for the financial year ended31st December 2003.

No. 3 Re-election of Dato’ Mohd Sallehuddin bin Othmanas Director (Article 86).

No. 4 Re-election of Datuk Khalid bin Abdul Karim as Director(Article 87).

No. 5 Remuneration of Directors.

No. 6 Re-appointment of Messrs Ernst & Young as Auditors.

Number of shares held

As witness my hand this day of 2004.

Signature

NOTES:1. A member entitled to attend and vote is entitled to appoint a proxy to attend and vote in his stead. A proxy need not be a

member of the Company.2. This proxy form shall, in the case of an individual, be signed by the appointer or his attorney and, in the case of a corporation,

be either under the seal or under the hand of an officer or attorney duly authorised in writing.3. All proxy forms must be deposited at the Registered Office of the Company at 21st Floor, Bangunan Amanah Capital, 82

Jalan Raja Chulan, 50200 Kuala Lumpur, not less than 48 hours before the time fixed for the Meeting.

The SecretaryAmanah SmallCap Fund Berhad21st Floor, Bangunan Amanah Capital82, Jalan Raja Chulan50200 Kuala Lumpur

Stamp

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