3 |

Supervisory Board of Directors, Management and Subsidiaries 5

Suriname 6

Report of the Supervisory Board of Directors 7

Salient Figures 8

Report of the Managing Director 9

Auditor’s Report 17

Income Statement 18

Balance Sheet at December 31, 2008 19

Consolidated Income Statement 20

Consolidated Balance Sheet at December 31, 2008 21

Consolidated Statement of Changes in Equity 22

Consolidated Cash Flow Statement 23

Notes to the Financial Statements 24

Contents

| 4

The Supervisory Board of Directors and Management

H. Lim A PoSupervisory Director/ Chairman

R. KhodadinSupervisory Director/Vice Chairman

M. WaaldijkSupervisory DirectorMember

P. HealySupervisory DirectorMember

J. Healy Jr.Managing Director

K. Lieuw-Kie-Song Deputy Managing Director

W. D’LeonManaging Director

K.Wong Fong SangManaging Director

R. SteenlandManaging Director

D. GlansAssistant Managing Director

O. de VriesAssistant Managing Director/Financial Controller/ Secretary

M. RamsundersinghAssistant Managing Director/ Legal and HRM Affaires

J. Liong A San Operations Manager

5 |

N.V. Verenigde Surinaamse Holdingmij.-United Suriname Holding CompanyEstablished in Paramaribo

Supervisory Board of DirectorsH. Lim A Po, ChairmanR. Khodadin, Vice ChairmanM. WaaldijkP. Healy

Management J. Healy Jr., Managing DirectorK. Lieuw-Kie-Song, Deputy Managing DirectorO. de Vries, Assistant Managing Director/Financial Controller/Secretary M. Ramsundersingh, Assistant Managing Director/Legal and HRM Affaires

Subsidiaries Shipping N.V. VSH-Scheepvaartmij.- United Suriname Shipping Company R. Steenland, Managing Director D. Glans, Assistant Managing Director N.V. VSH-Transportmij.- United Suriname Transport Company R. Steenland, Managing Director D. Glans, Assistant Managing Director VSH-United (USA) L.L.C. Miami, United States of America R. Steenland, Managing Director J. Liong A San, Operations Manager

N.V. Uniblue Shipping R. Steenland, Managing Director

Manufacturing N.V. VSH-Staalmij.- United Suriname Steel Company K. Lieuw-Kie-Song, Acting Managing Director

Margarine- en Vettenfabriek N.V. Margarine, Fats and Oil Company Ltd. K. Wong Fong Sang, Managing Director

Trading N.V. VSH-Handelmij.- United Suriname Trading Company W. D’Leon, Managing Director

Real Estate N.V. VSH-Eigendomsmij.- United Suriname Real Estate Company W. D’Leon, Managing Director

Investment N.V. VSH-Beleggingsmij.- United Suriname Investment Company J. Healy Jr., Managing Director

Supervisory Board of Directors,Management and Subsidiaries

| 6

Suriname is a country of 163,270 square kilometers situated on the northeast shoulder of South America and home of the VSH-United Group. While a Babylonian profusion of some seven languages are in everyday use, the official language is Dutch. The population of some 492,000 souls is one of the most polyglot in the world and includes indigenous Indians, African descendents, Hindustanis, Javanese, Chinese, Lebanese, Jews and Europeans. Almost half of the population is concentrated in and around the capital city of Paramaribo.

Suriname has a strong democratic tradition dating back some 135 years. Legislative powers are in the hands of the National Assembly composed of 51 members elected by popular vote for a period of five years. The President is the Head of Government and is elected for five years by a two thirds majority vote in the National Assembly or by a common majority vote in the United Peoples Assembly comprised of national, regional and municipal representatives. The Council of Ministers chaired by the Vice President consists of 17 member ministers and exercises the highest executive and administrative power.

Mining is the backbone of the economy. Bauxite is mined and processed into alumina, an intermediate product for the production of aluminum. Gold is mined in large, medium and small scale operations and provides employment to communities in the interior and migrant workers from Brazil. Crude oil production and refining contributes significantly to the fuel requirements of industry and electric power generation. Energy requirements are further complemented by a hydro-electric dam located 90 km south of Paramaribo. Rice, bananas, shrimp, fish and timber comprise the other traditional export products. Suriname is the proud guardian of one of the largest expanses of pristine tropical rainforests in the world. The Central Suriname Nature Reserve (1.6 million hectares) is the largest of 15 protected areas encompassing 12% of the total land surface of the country.

Since its establishment in 1958 the VSH-United Group has grown steadily and is well positioned to participate in the further development of this young nation.

Suriname

7 |

Report of the Supervisory Board of Directors

To the Shareholders ofN.V. Verenigde Surinaamse Holdingmij.-/United Suriname Holding Company (VSH-United).

The Supervisory Board of VSH-United herewith submits the 2008 financial statements prepared by the Management of the Company. These statements comprise the following:n The Company income statement for the year ended 31 December;n The Company balance sheet at 31 December;n The consolidated income statement for the year ended 31 December;n The consolidated balance sheet at 31 December;n The consolidated statement of changes in equity for the year ended 31 December;n The consolidated cash flow statement for the year ended 31 December;n The notes to the financial statements.

These statements have been audited by Lutchman & Co, whose auditors report can be found on page 17. We concur with these documents and recommend that the Annual General Meeting of Shareholders adopt the 2008 financial statements accordingly.

DividendThe net profit attributable to shareholders of theParent Company amounted to SRD 3,691,929. Based on the recommendations of the Management we propose that the Annual General Meeting of Shareholders approve a dividend of SRD 1,173,250 for the year 2008 payable in cash. This dividend represents 32% of the net profit and is equal to SRD 0.65 per share of which SRD 0.32 per share has already been distributed as interim dividend.The final dividend will thus amount to SRD 0.33 per share. The remainder of the net profit amounting toSRD 2,518,679 will be added to retained earnings.

Subject to unforeseen developments the Supervisory Board of Directors has approved the payment of interim dividend for the year 2009 as follows:n 1st quarter interim dividend payable 15 June 2009; SRD 0.08 per share.n 2nd quarter interim dividend payable 15 August 2009; SRD 0.08 per share.

n 3rd quarter interim dividend payable 15 November 2009; SRD 0.08 per share.n 4th quarter interim dividend payable 15 February 2010; SRD 0.08 per share.

AppointmentsThe By-Laws of the Company require that all members of the Supervisory Board of Directors step down in the Annual General Meeting of Shareholders. Being eligiblethe resigning Directors, Mr. H. Lim A Po, Mr. R. Khodadin, Mr. M. Waaldijk and Mr. P. Healy stand for re-election.We recommend that the Annual General Meeting ofShareholders approve the re-election of the candidates mentioned.

RemunerationThe Annual General Meeting of Shareholders is responsible for the remuneration of the Supervisory Board of Directors. The remuneration of the Supervisory Board of Directors amounts to SRD 35,300 per year in total and was last adjusted on 1 July 2008. The management recommends increasing the remuneration of the Supervisory Board of Directors to SRD 39,600.

Strategic ObjectivesThe Supervisory Board of Directors has taken note of and fully supports the long term strategic objectives of VSH-United and its operating subsidiaries and is confident in their implementation by the Managing Directors of the respective companies. For further information on theperformance during the year 2008 we refer ourshareholders to the Report of the Managing Director on pages 9 to16.

Paramaribo, 27 May 2009

The Supervisory Board of DirectorsH. Lim A Po, ChairmanR. Khodadin, Vice ChairmanM. WaaldijkP. Healy

n 3rd quarter interim dividend payable 15 November 2009; SRD 0.08 per share.

n 4th quarter interim dividend payable 15 February 2010; SRD 0.08 per share.

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In SRD 2003 2004 2005 2006 2007 2008

Income 11,700,612 12,497,812 15,173,388 18,686,974 19,203,513 22,338,181Profit after Tax 1,566,069 1,811,099 2,420,112 3,346,287 3,154,813 3,691,929Cashflow 2,639,348 3,039,666 3,182,450 4,986,625 4,818,692 5,379,980Working Capital 3,950,855 5,284,504 6,534,556 6,321,756 8,470,456 12,121,151*Shareholders’ Equity 20,170,939 26,793,222 33,730,599 41,944,459 47,642,941 57,032,345*Paid-in Capital 17,944 17,944 17,944 18,048 18,050 18,050

Per share of SRD 0.01

Cash dividend 0.20 0.30 0.48 0.52 0.52 0.65Intrinsic Value 11.24 14.93 18.80 23.24 26.39 31.60Market Value - - 21.00 21.50 21.50 22.00

USD/SRD Rate

Year Average 2.65 2.80 2.80 2.80 2.80 2.80Per End of Year 2.80 2.80 2.80 2.80 2.80 2.80

Salient Figures

*After appropriation of profit

9 |

Report of the Managing Director

IntroductionSince its inception in 1958 as a trading companyVSH-United has become one of the most diversified Groups in Suriname. Its major activities include shipping, trading, manufacturing, real estate development and management. Through associated companies VSH-United is involved in detergent manufacturing, in the insurance and hotel business.

On 22 August 2008 the VSH-United Group celebrated its 50th anniversary. The occasion was highlighted by the announcement of the VSH-United Award for Journalists followed by a reception for our customers, suppliers and relations. During the reception the first cover of the Expatriate V was presented to Minister Marica of Trade and Industry, representing the President of the Republic of Suriname. This volume of the Expatriate is anautobiography of James J. Healy one of the founding members of the VSH-United Group and covers the pioneer years of the Company from 1958 to 1970.

The business environmentIn the wake of the sub-prime mortgage meltdown and the ensuing credit crunch the advanced economies of the world slipped into recession as the year drew to a close. On hind sight it is evident how disconnected the pundits were when not so long ago they spoke of the decoupling of the American economy in the wake of the advances made by the giants of Asia, China and India. The unfolding events of recent months have confirmed the inextricable

web of dependence spun by globalization. To be more specific, outsourcing of production to emerging economies in the East to feed consumers appetite of the developed nations in the West precipitated a financing system bent on sustaining growth and welfare ad infinitum. The dependence of Asian producers on western markets and the dependence of the western countries on the largesse of China and rich oil producing nations to finance soaring budget deficits is today self evident. How this will all play out is more food for pundit’s thought. Economic growth in Suriname reached 6.8% in 2008. Infrastructure projects ongoing or in the pipeline and sound monetary and fiscal policies has given Suriname the momentum to continue on a path of more moderate growth in 2009. No country, however, is immune to the worst financial crises since the great depression of the 1930’s. The World Bank forecasts that global industrial production will decline by as much as 15% in 2009 and world trade is on track to record its largest decline in 80 years. Developing countries will be most affected by reduced prices for exports, higher borrowing costs and a decline in foreign direct investment.The impact on Suriname is already being felt in the bauxite and oil industries. BHP Billiton has announced its departure in 2010 after it failed to reach agreement with the government to develop a bauxite mine in West Suriname. The supply of bauxite to the refinery at Paranam after 2010 is in jeopardy and the government and Alcoa are studying options which include the import of bauxite, development of a mine at Nassau in the Eastern part of

Head Office VSH-United

| 10

Suriname and a new initiative to mine bauxite in West Suriname by a government sponsored local company called Alumsur. Considering the unfavorable market conditions local initiatives are important to create the conditions for survival of the bauxite industry in Suriname. The oil sector rode the wave of high oil prices during the first three quarters of 2008 and concluded a record year. Staatsolie Maatschappij Suriname N.V. has no debt burden and is in a good position to invest for future growth despite low oil prices. The gold sector has been the stabilizing factor by maintaining a high export price and increased production during 2008 and into 2009. Tourism has become the new growth industry evidenced by an increase in the number of arrivals and a boom in hotel construction. Suriname’s other exports such as rice, fish and manufactured products will benefit from lower oil and raw material prices in 2009. The risks for the Suriname economy going forward lie in a prolonged world economic recession beyond 2010 and declining government revenue from the oil and bauxite sectors. In May 2010 general elections will be held and election season spending combined with reducedgovernment revenue could cause the government budget surplus of recent years to revert to a deficit. Inflation for the year reached 9.4%. While the exchange rate for the US dollar remained stable during the year at SRD 2.80, upward pressure on the exchange rate was evident during the second half of the year and into 2009. On the other hand, the Central Bank at the end of the year held monetary reserves worth four months of imports.

Financial overviewFavorable economic conditions in Suriname and in the region during most of the year allowed the Group to post earnings growth after a decline in the previous year.The Group’s profit for the year before income tax wasSRD 5,029,378 (2007: SRD 4,298,621) representing an increase of 17% from the previous year. Income in all operating sectors improved except in Trading. The Industry sector performed below expectations due to high cost and

low margins. Shipping on the other hand, performed above expectations. The profit before tax includes the following non-recurring items:

n SRD 632,079 provisions n SRD 267,576 loss on currency exchangen SRD 63,318 loss on securities held for trading Profit before tax from continuing operations excluding the above non-recurring items is SRD 5,992,351(2007: SRD 3,105,121) representing a 93% increase from last year. Net profit for the year amounted to SRD 3,691,929 (2007: SRD 3,154,813).

Segment performance and reportingThe results reflect a good performance of the shipping companies and a better but still under performance at the production companies. We can report that actions taken by management to improve margins and reduce costs have begun to bear fruit at the production companies. The results also reflect the improved performance of our strategic investments.

ShippingThe segment includes activities from United Suriname Shipping Company, United Suriname TransportCompany, VSH-United (USA) L.L.C. and Uniblue Shipping. The Groups shipping companies represent liner services from ports in Latin America, the Caribbean, North America, the Far East and Europe. Shipping servicesinclude consolidation, stevedoring, port operations, warehousing, project logistic support, customs brokerage and trucking. The table below gives an overview of vessels and cargo handled.

n SRD 632,079 provisionsn SRD 267,576 loss on currency exchangen SRD 63,318 loss on securities held for trading

| 10000

11 |

Year 2008 2007 2006 2005Vessels handled 212 227 211 177

Cargo handled Containers (teus) Incoming 5,489 4,707 5,633 3,460Outgoing 742 564 505 12

Bulk Cargo (metric tons)Incoming 163,262 98,040 123,660 141,274Outgoing 959,048 942,070 905,063 730,969

General Cargo (revenue tons)Incoming 69,392 65,519 67,977 83,394Outgoing 1,311 4,261 2,957 927

Shipping income increased by 24% to SRD 8,283,000 (2007: SRD 6,655,000). The segment operating result amounted to SRD 4,717,000 (2007: SRD 3,575,000) an increase of 32% over the previous year. Logistics services provided to an offshore oil drilling program, increased freight commissions and agency fee contributed to income growth. Consolidated cargo volume handled byVSH-United (USA) L.L.C. also increased by 34% to 357,777 cubic feet (2007: 266,662 cubic feet) andcontributed to income growth.

In March 2009, United Suriname Transport Company completed a 15 year lease agreement with the Port owner N.V. Havenbeheer for a 10,000 m2 storage area. The lease will commence upon completion of the rehabilitation of the port at the beginning of 2010. The Maersk Line service to Suriname fell victim to a rationalization program at that company and as a result we expect cargo handled from the Far East to decline in 2009. In September 2008 we welcomed Seaboard Marine as a new customer and our business with them is developing steadily. On balance we expect to achieve the same level of cargo handled in 2009 as in 2008. Shipping income, however, is expected to decline in 2009 in the absence of incidental services to oil drilling programs carried out in 2008.

TradingUnited Suriname Trading Company is distributor for Canon office equipment and holds an important share of the market for copiers, fax machines, printers andscanners. As distributor for Red Wing and Worx the

Company supplies major industries with quality footwear for the workplace.

Trading income is stated after deduction of cost of goods sold. Segment income was SRD 1,763,000(2007: SRD 2,017,000) a decrease of 13% over theprevious year. Segment operating result decreased toSRD 211,000 (2007: SRD 467,000) or by 55% compared to the previous year. Trading income declined due to the termination of an important lease contract. Service income also declined slightly. In addition, provisions for uncollectable and dead stock in the amount of SRD 158,000 were taken up.

FoodThe segment is related to activities of Margarine, Fats, and Oil Company Ltd. (56%) which includes theproduction and distribution of margarine, butter and shortening. Segment income is stated after deduction of

Report of the Managing Director

Canon ATSP Service Awards

| 12

cost of packaging and raw materials. Segment income increased 10% to SRD 4,150,000 (2007: SRD 3,789,000). Segment operating result declined to SRD 568,000(2007: SRD 616,000). The disappointing result is due mainly to a decline in gross margin as a result of increased prices for raw materials. Sales revenue increased by 35% to SRD 13,199,000 (2007: SRD 9,769,000). Sales volume, on the other hand grew only by 4% to 1,563 metric ton. (2007: 1,504 metric ton). Productivity improved slightly to 0.67 ton per hour (2007: 0.66 ton per hour). Gross margin declined to 30% (2007: 37%) due to continuing increases in the cost of raw materials. Our new Marigold butter spread was successfully launched and was well received by the market. Towards the end of the year raw material prices began to stabilize and implemented pricingstrategies halted the erosion of gross margin. Prudent pricing strategies and aggressive marketing activities will be applied to maintain market share in the local market and to increase export volume.

SteelUnited Suriname Steel Company produces prefabricated steel structures and supplies the construction industry in Suriname and in the Caribbean. Segment income is reported after deduction of cost of raw materials. Income increased by 90% to SRD 5,676,000 (2007:SRD 2,981,000). Segment operating result amounted to a loss of SRD 482,000 (2007: loss SRD 1,547,000). Production volume increased by 56% to 2,631 metric ton (2007: 1,689 metric ton). Sales revenue increased by 56% to SRD 22,036,000 (2007: SRD 14,174,000). Productivity improved to 24 man-hours per ton (2007: 28 man-hours

per ton). Gross margin increased to 24% (2007: 21.5%). The performance of the Steel Company improved but operating results remained negative due to low margins and necessary provisions for redundancies and dead stock. Total provisions amounted to SRD 415,903.

The measures taken to reverse the tide at the SteelCompany were partially successful. New pricing policies have improved gross margin and the newproduction management system has improved productivity. Improved inventory control unveiled dead stock items which were written down.

The first quarter in 2009 reported an operating loss due to undelivered finished product. The order portfolio and order prospects are sufficient to expect a positive result in 2009.

InvestmentsIn three enterprises the Company holds a substantial interest. Ownership is valued at the share price established on the Suriname Stock Exchange during the last trading session in December 2008. Segment income amounted to SRD 1,758,000 (2007: SRD 1,532,000). At year end

Report of the Managing Director

Royal Torarica Hotel

Bay Walk Shopping Center St. Lucia - 6 Storey Parking Building

13 |

segment assets stood at SRD 56,668,000 (2007: SRD 46,792,000).

N.V. Consolidated Industries Corporation (42%)manufactures a wide range of industrial and household detergents and plastic packaging material. The company’s products command an important share of the local market while exports to regional markets continue to grow steadily. In January 2009 a fire destroyed an important production facility. The facility was sufficiently insured andmanagement has taken prompt measures to limit the damage to market share of products affected. The facility is expected to be rebuilt and in production in the second half of 2009.

Assuria N.V. (25%) is the largest insurance company in Suriname offering a broad range of life, casualty and health insurance products. Assuria’s growth is generated by acquisitions and product innovation. Assuria also holds a 49% share position in DSB Bank N.V., the largest retail bank in Suriname.

N.V. Hotelmaatschappij Torarica (12%) operates three hotels in prime locations along the Suriname River. The Royal Torarica is a 109 room luxury hotel located next to Torarica a 132 room first class hotel and casino in theentertainment centre of Paramaribo. Up the road a short walk from Torarica is a fine 122 room no frills hotel called Eco Resort Inn. These hotels provide state of the art accommodation to mainly business visitors and tourists. Other investments include shares in other local production companies and financial institutions.

United Suriname Investment Company operates as broker on the Suriname Stock Exchange. The Suriname Stock Exchange meets every other week and 11 stocks are listed. The Index increased from 1,770 to 2,323

or by 31% in 2008.

Real EstateUnited Suriname Real Estate Company owns, develops and manages real estate objects for use by the Group or for rent to external tenants. This segment also includes the historic apartment building at Waterkant owned byUnited Suriname Trading Company. Real estate income increased marginally to SRD 1,840,000 (2007: SRD 1,747,000). Segment operating result decreased to SRD 419,000 (2007: SRD 656,000) due to higher maintenance and personnel costs. Occupancy levels were high during the year. Management is focused on improving the return on our real estate investments by reducing cost and increasing rental rates in line with market conditions.

Proposed dividendQuarterly interim dividend amounted to SRD 577,600 or SRD 0.32 per share. Management proposes a final dividend of SRD 595,650 or SRD 0.33 per share. Totaldividend then amounts to SRD 1,173,250. Management further recommends that the balance of the profit amounting to SRD 2,518,679 be transferred to the retained earnings. Should the proposed dividend be approved, Shareholders equity will increase from SRD 47,642,941 at the beginning of the year to SRD 57,032,345 for end ofthe year.

Share price At the end of the year the price for shares of the Company amounted to SRD 22.00 per share (2007: SRD 21.50 per share).

The Historic Apartment Building at Waterkant

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Financial conditionLiquidity and capital resourcesThe consolidated cash flow statement illustrates that there was an increase in cash and cash equivalents at year end of SRD 3,219,475 (2007: SRD 648,415). The increase in cash flow as compared with the previous year is caused by a number of factors; mainly being attributed to operat-ing and investing activities. Operating activities generated SRD 2,070,089 (2007: - SRD 336,779) in cash and cash equivalents. This increase is largely due to a decline in inventories.

Assets and capital structure

Assets and capital structureEquity and debt.

The Groups capital structure is as follows: 2008 2007Interest-bearing loansand borrowings 1,449,073 1,077,073 Cash andshort-term deposits (6,211,154) (2,991,679)Total equity 60,926,575 51,220,482Total net capital employed 56,164,494 49,305,876

Cash used to purchase plant, property and equipment amounted to SRD 1,213,581 (2007: SRD 1,227,639).

Personnel and organizationThe diversified nature of the VSH-United Group requires a broad range of personal and professional skills. In each business segment personal and professional skillsdevelopment is an important goal. Quality and safetyassurance systems are in place where required in all organizations.

At the end of the year the Group employed 171 persons compared to 158 at the end of 2007. Management consists of 5 senior and 4 specialized staff members.Bonuses are paid based on performance evaluations and targets achieved. Bonuses paid for the year amounted to SRD 1,001,521 (2007: SRD 603,538). An Executive Performance Evaluation System was introduced in 2007. Short term bonuses based on the Executive Performance Evaluation earned by Management over 2008 will be paid in 2009 and amount to SRD 36,485 (2007: SRD 29,933). No provision for this amount has been taken up in the accounts of 2008. A medical insurance plan provides medical services to employees and family members. Employees contribute 4% and management contributes 6% of gross wages to premium payments.

A foundation manages the Groups pension plan. At the end of the year there were 136 active pension fund members, 24 persons with deferred pensions and 8 pensioners. Pension liabilities at 31 December 2008 amounted to SRD 9,671,947 (2007: SRD 8,213,805). Total equity of the Fund amounted to SRD 12,311,496 (2007: SRD 10,853,299) at the end of the year. The pension Fund is managed by a board consisting of four members, two of whom are appointed by the management of the Company and two are elected by the members.

Family Day

Family Day

15 |

The maximum base salary for pensions was increased effective 1 January 2008. The Company has made a commitment to finance SRD 500,000 of the back-service requirement for this increase and this amount has been taken up as a provision in the accounts of 2007. The Company has untill now paid two installments on this commitment and a balance of SRD 166,000 remains which will be fully paid in 2010.

Community activitiesThe VSH-United Group is committed to help improve the

communities we work in. We support community activities for the youth and the elderly and are a yearly contributor to Thalia, the oldest theater for performing arts in Suriname.

In connection with the 50th anniversary of the Group in 2008 the “Stichting VSH Community Fund” was established on 19 August 2008. The Community Fund is financed by the VSH-United Group Companies and its purpose is to coordinate donations to sustainablecommunity project in Suriname.

The first VSH Award for Journalists was presented on 22 August 2008. The winner was Mr. Cliff Limburg and his team of Sky Television for the production “Benzdorp”.

OutlookDespite the uncertainties regarding the impact of the world recession on Suriname, the expectation is that economic growth will slow but remain positive in 2009. Improvement of the performance of the production companies is evident. The absence of incidental income in Shipping will cause income to decline. Overall we expect the Group’s operating result in 2009, to be on par with 2008.

AppreciationIt is with regret that we announce the departure of Kathleen Lieuw-Kie-Song as a member of the management team of VSH-United on 30 April 2009. Kathleen has chosen to immigrate to Australia. It is fitting to recognize thecontributions she has made to VSH-United; first as

Report of the Managing Director

The first VSH Award for Journalists

Donation to Kennedy Foundation

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management trainee and subsequently as Managing Director of the Trading Company, Managing Director of Uniblue Shipping, Managing Director of Margarine, Fats and Oil Company, Managing Director of United Suriname Steel Company and Deputy Managing Director of United Suriname Holding Company. Her career spanned 15 years in which VSH-United introduced modern management standards and established itself prominently in the Suriname business community as well as in the region. Kathleen was instrumental in these achievements. We wish her success in her new endeavors.

Today’s business environment demands dedicated and skilled managers and workers. We appreciate the efforts by our managers and employees to attain the highestprofessional standards. We thank our customers andsuppliers for their loyalty and support. We thank the members of the Board of Supervisory Directors for their advice and guidance. Paramaribo, 27 May 2009

Managing DirectorJames J. Healy Jr.

Report of the Managing Director

17 |

To: The Shareholders, Board of Supervisory Directors and Management of N.V. Verenigde Surinaamse Holdingmij.-/United Suriname Holding Company Paramaribo.

We have audited the 2008 financial statements of N.V. Verenigde Surinaamse Holdingmij.-/ United Suriname Holding Company as shown on page 18 to page 32 which comprise the Company balance sheet at December 31, 2008, the Company income statement for the year then ended, the consolidated balance sheet at December 31, 2008, the consolidated income statement for the year then ended, the consolidated statement of changes in equity and the consolidated cash flow statement for the year then ended and the notes to these financial statements.

Management’s responsibilityManagement of the Company is responsible for thepreparation and fair presentation of the financialstatements, in accordance with generally acceptedaccounting principles. Management’s responsibilityincludes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of the financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditor’s responsibilityOur responsibility is to express an opinion on the financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standard. These standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtainaudit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those riskassessments, the auditor considers internal controlrelevant to the company’s preparation and fair presentation of the financial statements in order to design auditprocedures that are appropriate in the circumstances, but

not for the purpose of expressing an opinion on theeffectiveness of the company’s internal control. An audit also includes evaluating the appropriateness ofaccounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion In our opinion, the financial statements give a true and fair view of the financial position of N.V. Verenigde Surinaamse Holdingmij.-/United Suriname Holding Company at December 31, 2008, and of its result and its cash flows for the year then ended in accordance with generally accepted accounting principles.

Paramaribo, 27 May 2009

Lutchman & CoRepresented and signed by Drs. M. R. A. Lutchman RA

Auditor’s Report

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Income Statement

Income 2008

Trading

Industry

Shipping

Real Estate

Investment

Other

38%34%

11%5%8%

4%

in SRD 2008 2007

Income fromSubsidiaries 1,859,115 931,256Investments 1,751,615 1,531,961Other 126,873 1,580,619 3,737,603 4,043,836 Costs 1)Provisions - 500,000

Profit before tax 3,737,603 3,543,835Income Tax 45,674 389,022Net Profit 3,691,929 3,154,813

1) Cost shown are costs related to previous years. All other costs have been charged to the 100% owned consolidated operating subsidiary companies, located in Suriname.

Division of Profit in SRD note 2008 2007

Interim Dividend 7 577,600 577,600Final Dividend 7 595,650 361,000Surplus 2,518,679 2,216,213 3,691,929 3,154,813

19 |

Balance sheet

in SRD 2008 2007

Assets Non-Current Assets Subsidiary interest 20,474,354 18,715,351Financial Assets 56,667,640 46,791,754Property, Plant and Equipment 53,790 69,170Total Non-Current Assets 77,195,784 65,576,275 Current Assets Subsidiary Receivables 953,691 755,866Trade and other receivables 126,942 645,386Cash and Cash Equivalents 5,765,412 2,769,323Total Current Assets 6,846,045 4,170,575 Total Assets 84,041,829 69,746,850 Equity and LiabilitiesEquity Issued Capital 18,050 18,050Capital in excess of par value 222,502 222,502Retained Earnings 17,899,812 15,010,826Revaluation Reserves 40,065,231 33,330,163Total Equity 58,205,595 48,581,541 Liabilities Non-Current Liabilities Long-Term Borrowings 198,072 280,123Provision for Pensions 333,000 500,000Deferred Tax 20,137,930 16,282,605Total Non-Current Liabilities 20,669,002 17,062,728 Current Liabilities Subsidiary Payables 5,023,738 3,687,826Trade and Other Payables 143,494 414,755Total Current Liabilities 5,167,232 4,102,581 Total Equity and Liabilities 84,041,829 69,746,850

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Consolidated Income Statement

in SRD note 2008 2007 Income fromTrading 2,387,632 2,508,962Industry 8,467,671 5,636,326Shipping 7,676,165 6,260,062Real Estate 855,672 746,791Investments 1,763,647 1,544,070Other 4 1,187,394 2,507,302 22,338,181 19,203,513 CostsPersonnel Expenses 4 8,240,308 6,967,094Administrative Expenses 6,619,348 5,545,160Interest 129,017 105,107Depreciation 1,688,051 1,663,879Provisions 632,079 623,652 17,308,803 14,904,892 Profit before Tax 5,029,378 4,298,621Income Tax 1,176,913 969,724Net Profit 3,852,465 3,328,897

Profit from continuing operations 3,852,465 3,328,897 Attributable to: Minority Interests 160,536 174,084Equity Holders of the Parent Company 3,691,929 3,154,813 Weighted Average number of Shares 1,804,999 1,804,999Earnings per Share 6 2.05 1.75

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Consolidated Balance Sheet

in SRD note 2008 2007 Assets Non-Current Assets Property, Plant and Equipment 8 15,491,064 15,965,534Financial Assets 9 56,861,818 47,128,294Total Non-Current Assets 72,352,882 63,093,828 Current Assets Inventories 11 11,299,637 13,920,543Trade and other receivables 12 6,024,203 6,339,080Current Tax Receivable 5 154,220 115,932 Investments in Progress 13 109,788 - Cash and Cash Equivalents 14 6,211,154 2,991,679Total Current Assets 23,799,002 23,367,234 Total Assets 96,151,884 86,461,062 Equity and Liabilities Equity Issued Capital 15 18,050 18,050Capital in excess of par value 222,502 222,502Retained Earnings 17,899,812 15,010,825*Revaluation Reserves 40,065,231 33,330,162*Equity Attributable to Equity Holders of the Parent Company 58,205,595 48,581,539Minority Interest 2,720,980 2,638,943Total Equity 60,926,575 51,220,482 Liabilities Non-Current Liabilities Long-Term Borrowings 16 898,422 1,077,073Deferred Tax 5 23,822,286 20,205,327Total Non-Current Liabilities 24,720,708 21,282,400 Current Liabilities Trade and Other Payables 19 9,129,284 13,058,250*Short-Term Borrowings 17 550,651 - Short-Term Provisions 18 824,666 899,930Total Current Liabilities 10,504,601 13,958,180 Total Equity and Liabilities 96,151,884 86,461,062

*Adjusted for comparison purposes

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Consolidated Statement of Changes in Equity

Personnel CostsOther Overhead CostsInterestDepreciationProvisions

Income TaxDividendSurplusThird Party Interest

5%

11% 1%

1%

30%

36%5%

3%

8%

Allocation of Income 2008

Share Capital in Retained Revaluation Minorityin SRD capital excess of earnings reserve Total interest Total

par value Equity at 1 January 2007 18,048 217,688 10,803,944 30,904,779 41,944,459 2,548,328 44,492,787 Shares issued 2 4,814 4,816 4,816 Profit after tax 3,154,813 3,154,813 174,084 3,328,897 Revaluation 3,502,966 3,502,966 7,097 3,510,063 Reclassifactionrealized revaluation 1,077,583 (1,077,583) Correction previous years (25,513) (25,513) (25,513)Unclaimed dividend 1,111 1,111 Dividend from the capital in access of par value (34,379) (34,379)Equity at 31 December 2007before appropriation of profit 18,050 222,502 15,010,827 33,330,162 48,581,541 2,696,241 51,277,782 Appropriation of profit Dividend (938,600) (938,600) (57,298) (995,898)Equityafter appropriation of profit 18,050 222,502 14,072,227 33,330,162 47,642,941 2,638,943 50,281,884 Profit after tax 3,691,929 3,691,929 160,536 3,852,465 Dividend (45,839) (45,839)Revaluation 6,870,725 6,870,725 12,677 6,883,402 Reclassifactionrealized revaluation 135,656 (135,656) Correction previous years unclaimed dividend 502 502 Dividend from the capital in excess of par value (45,839) (45,839)Equity at 31 December 2008before appropriation of profit 18,050 222,502 17,899,812 40,065,231 58,205,595 2,720,980 60,926,575 Appropriation of profit Proposed dividend (1,173,250) (1,173,250) (1,173,250)Equity at 31 December 2008after appropriation of profit 18,050 222,502 16,726,562 40,065,231 57,032,345 2,720,980 59,753,325

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Consolidated Cash Flow Statement

in SRD 2008 2007 Operating activities Profit Attributable to the equity holders of the Parent Company 3,691,929 3,154,813 Adjusted for: Depreciation 1,688,051 1,663,879 Corrections to previous years 215,890 (195,658)Gain on exchange (545,611) (159,725)Provisions (75,264) 529,584 Investment income (1,763,647) (2,972,700)Change in trade and other receivables 166,801 (2,425,265)Change in inventories 2,620,906 (5,307,832)Change in trade and other payables (3,928,966) 5,376,125* Cash generated from operating activities 2,070,089 (336,779)

Investing activities Purchase of property, plant and equipment (1,213,581) (1,227,639)Wind down of non-current financial assets 951,998 -Proceeds from sale of non-current financial assets 15,000 1,520,368 Purchase of non-current financial assets (1,185) (100,171)Dividends received 1,763,647 1,544,070 Cash flow from investing activities 1,515,881 1,736,628

Financing activities Repayment of loans (178,651) (178,651)Proceeds from loans 550,651 - Issue of shares - 4,816 Dividends paid (738,495) (577,599)*Cash flow from financing activities (366,495) (751,434)

Net cash flow for the year 3,219,475 648,415 Cash and cash equivalents at 1 January 2,991,679 2,343,264 Cash and cash equivalents at 31 December 6,211,154 2,991,679

*Adjusted for comparison purposes

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1. Information on the reporting entityN.V. Verenigde Surinaamse Holdingmij. - /United Suriname Holding Company, is a company domiciled in Suriname. The address of the Company’s registered office isVan ’t Hogerhuysstraat 9-11 Paramaribo. The consolidated financial statements of the Company as at and for the year ended 31 December 2008 comprise the Company and its subsidiaries (together referred to as the Group).

The subsidiaries are:1. N.V. VSH-Scheepvaartmij.- United Suriname Shipping Company2. N.V. VSH-Transportmij.- United Suriname Transport Company3. N.V. VSH-Handelmij.- United Suriname Trading Company4. N.V. VSH-Staalmij.- United Suriname Steel Company5. N.V. VSH-Eigendomsmij.- United Suriname Real Estate Company6. N.V. VSH-Beleggingsmij.- United Suriname Investment Company7. VSH Marketing Company LTD.8. N.V. Uniblue Shipping9. VSH-UNITED (USA) L.L.C.10. Margarine- en Vettenfabriek N.V. Margarine, Fats and Oil Co Ltd (56.05%)

In the notes the subsidiaries are referred to by using the parts of their names stated above in bold.

The VSH-United Group is involved in: shipping, logistics, transport, port operating, steel fabrication, manufacturing of butter, margarine and shortening, trading, real estate and investment.

2. Basis of preparation2.1) Statement of complianceThe consolidated financial statements have been prepared in accordance with generally accepted accounting standards. In 2008 the Company has adopted the IFRS standards as stated below.

The financial statements have been prepared by the Management of the Company and authorized for issue by the Supervisory Board of Directors on 27 May 2009, and will be submitted for approval to the Annual General

Meeting of Shareholders on 5 June 2009.

2.2) Basis of MeasurementThe consolidated financial statements have been prepared on the following basis:

Property and plant are valued at costs adjusted for hyperinflation.Equipment is valued at cost.Financial assets are valued at fair value.

The method used to measure fair value is described further in notes 2.6.

2.3) Functional and presentation currencyThese consolidated financial statements are presented in Suriname Dollars (SRD), which is the Company’s functional currency. All financial information presented in Suriname Dollars (SRD) has been rounded to the nearest dollar. 2.4) Use of estimates and judgmentsThe preparation of financial statements requiresmanagement to make judgments, estimates andassumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. Actual results may differ from those estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised and in any future periods if affected.

In particular, information about significant areas of estimation uncertainty and critical judgments in applying accounting policies that have the most significant effect on the amount recognized in the financial statements are described in note 18.

2.5) Changes in accounting policies and application of IFRS standardsChanges in accounting policies are mainly due to the adoption of several IFRS standards.

Until 2007 the balance sheet was presented after appropriation of profit. In 2008 the balance sheet is presented before appropriation of profit. For information,

Notes to the Consolidated Financial Statements

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shareholders equity after appropriation of profit ispresented in Salient Figures and in the Consolidated Statement of Changes in Equity.

The following IFRS standards were applied to these financial statements:IAS 7: Cash Flow StatementsIAS 14: Segment ReportingIAS 16: Property Plant and EquipmentIAS 17: LeasesIAS 18: Revenue IAS 19: Employee benefitsIAS 24: Related party disclosure IAS 29: Reporting in Hyperinflationary economiesIAS 33: Earnings per share

2.6) Summary of significant accounting policies SubsidiariesThe consolidated financial statements include the financial statements of N.V. Verenigde Surinaamse Holdingmij.-/ United Suriname Holding Company and its subsidiaries at 31 December 2008. Subsidiaries are those companies over which the Company has control, defined as the power to govern the financial and operating policies so as to obtain benefits from their activities. Subsidiaries are fully consolidated and the financial statements of thesubsidiaries are prepared for the same reporting year as the parent company. All balances, transactions, income and expenses between Group companies are eliminated. Minority interests represent the portion of profit and net assets not held by the Group and are at presented separately in the income statement and within equity in the consolidated balance sheet.

Foreign currency transactionsTransactions in foreign currencies are translated to the functional currency of the Group at the exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currency at the balance sheet date are translated to the functional currency at the exchange rate at that date. Exchange differences arising are charged or credited to the income statement. The exchange rates used for the US Dollar and the EURO at 31 December are:inSRD 2008 2007USD 2.80 2.80EURO 4.00 4.06

Foreign operationsThe assets and liabilities of foreign operations on consolidation are translated to the Suriname Dollar at the exchange rates at the balance sheet date. The revenues and expenses of foreign operations are translated to the Suriname Dollar at the exchange rates at the date of the transactions. The Company’s shares in foreign operations are valued at the exchange rates at balance sheet date.

Property, plant and equipment (PP&E)Land is carried at cost adjusted for hyperinflation. Land improvements and buildings are carried at cost adjusted for hyperinflation less accumulated depreciation. All other property, plant and equipment are carried at cost less accumulated depreciation. Depreciation is calculated using the straight-line method to write off the costs of individual assets to their residual values over their estimated useful lives as follows:

Buildings 20-40 yearsLand improvements 5-10 yearsMachinery and Equipment 5-10 yearsOther assets 3-5 years

In light of IAS 16 the realized part of the revaluation reserve related to PP&E is presented as and credited to retained earnings as of 2008. In the beginning balance of equity, the accumulated realization of the reserve since the first year of revaluation is presented as and transferred to retained earnings. The comparative figures have been reclassified accordingly.

When a major repair or maintenance is performed, its cost is recognized in the carrying amount of the property, plant and equipment as a replacement, if the recognition criteria are satisfied. The gain or loss arising on the disposal or retirement of an asset is determined as the differencebetween the net disposal proceeds and the carrying amount of the asset, and is recognized in the income statement. There are no assets held under financial leases, and assets held under operating leases and not recognized in the Group’s balance sheet.

Non-Current Financial AssetsNon-current financial assets consist mostly of shares in companies that are not subsidiaries and term deposits. The shares are measured at their fair value, which is

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the closing price of the last trading session of the stock exchange in December 2008, where the shares are listed. The term deposits are denominated in foreign currency and valued at fair value.

InventoriesInventories are stated at cost, less the write down of unmarketable inventories. Cost is calculated using the last in first out method. Costs comprise direct materials and all costs incurred to bring inventories to their present location and condition net of discounts, rebates and bonuses.

Finished product and work in progressFinished products and work in progress are valued based on the raw and packaging materials used.

Trade and other receivablesTrade and other receivables are stated at nominal value less an allowance for uncollectible amounts, if there is objective evidence that the Group will not be able to collect the receivable. Trade receivables do not carry interest.

Cash and cash equivalentsCash and cash equivalents in the balance sheet comprise cash in banks and on hand.

Bank debtInterest bearing bank debt is recorded at the fair value of the consideration received net of transaction costs. After the initial recognition interest bearing loans aresubsequently measured at amortized cost using the effective interest method.

ProvisionsProvisions are recognized for actual (legal or constructive) obligations, existing at the balance sheet date and arising from past events, for which it is probable that an outflow of economic benefits will be required to settle the obligation.Certain of the Company’s subsidiaries provide warranties on product sold. Provisions are made for the estimated costs arising under these warranties upon the date of sale of the relevant products.

Trade and other payablesTrade and other payables are stated at nominal value. Trade payables do not carry interest.

Employee benefitsThe Group participates in a defined benefit pension plan. Pensions of the employees who have chosen to participate are in a pension fund foundation which is a separate legal entity. The Group’s contribution is booked towards personnel expenses in the income statement. The Group has no obligations for long term employee benefits.

Short term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided. A liability is recognized for the amount expected to be paid under short-term benefits if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

RevenueRevenue from the sale of products in the ordinary course of business is measured at the fair value of the consideration received or receivable, net of turnover and sales taxes, customer discounts and other sales related discounts. Revenue from the sale of products is recognized in the income statement when the amount of revenue can be measured reliable, the significant risk and rewards of ownership have been transferred to the buyer, recovery of the consideration is probable, the associated costs and possible return of products can be estimated reliably, and there is no continuing management involvement with the products. Revenue from services rendered is recognized in proportion to the stage of completion of the transaction at the balance sheet date. Revenue from operating leases is recognized on a straight-line basis over the term of the relevant lease. Interest income is recognized when received. Dividend payments received during the year are recognized as dividend income.

Other incomeOther income comprises of gains on exchange, income from previous years, gain on revaluation of inventories, transfer fees, broker provisions and fees for consulting and other services.

ExpensesBorrowing costsAll borrowing costs are recognized as an expense when incurred.

Notes to the Consolidated Financial Statements

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Operating lease paymentsPayments made under operating leases are recognized in the income statement on a straight-line basis over the term of the lease.

Income taxTaxes on income are accrued in the same period as the revenues and expenses to which they relate. Current tax receivables and payables for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and the tax laws used are those that are enacted or substantively enacted at the balance sheet date. Deferred taxes are recorded, for temporary differences between the carrying amounts of assets and liabilities for financial purposes and the amounts used for taxation purposes. Deferred tax is measured using the tax rates that are expected to be applied to temporary differences when they reverse, based on the laws that have been enacted or substantively enacted at the balance sheet date. A deferred tax asset is recognized only to the extent that it is probable that future taxable profits will be available against which the asset can be utilized. Deferred tax assets are reviewed at each balance sheet date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized.

Earnings per shareEarnings per share is calculated by dividing the profit or loss attributable to ordinary shareholders of the company by the weighted average number of ordinary shares outstanding for the period.

3.) Segment resultsSegment reportingA segment is a distinguishable component of the Group that is a separate legal entity or a group of separate legal entities, which are subject to risks and rewards that are different from those of other segments.

Segment resultsOperating result of the segment is reported beforedistribution of costs of the Company and income taxes.

The shipping segment comprises shipping activities of the following subsidiaries:United Suriname Shipping Company

United Suriname Transport CompanyUniblue ShippingVSH-United (USA) L.L.C.

The trading segment comprises of trading activities of the following subsidiary:United Suriname Trading Company

The food segment comprises of food production and distribution of the following subsidiary:Margarine, Fats and Oil Company Ltd.

The steel segment comprises steel fabrication of the following subsidiary:United Suriname Steel Company

The investment segment comprises investment activities of the Company and stock broker services of the following subsidiary:United Suriname Investment Company

The real estate segment comprises real estate rental and service income of the following subsidiaries:United Suriname Real Estate CompanyUnited Suriname Trading Company

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Notes to the Consolidated Financial Statements

4.) Other income and personnel costsOther incomein SRD 2008 2007 Loss/Gains on exchange (267,576) 195,516 Income from previous years 114,435 193,006 Gain on revaluationof inventories 830,811 211,144 Proceeds from saleof investments - 1,428,630Other 509,724 479,006 Total other income 1,187,394 2,507,302

Personnel costsin SRD 2008 2007Salaries and wages 5,634,477 4,795,218Bonuses 1,157,037 916,422 Medical insurance 478,268 354,317 Contribution to pension plan 418,758 383,772 Training 125,686 51,797 Other personnel expenses 426,082 465,568 Total personnel costs 8,240,308 6,967,094

5.) Income Tax and deferred tax liabilitiesIncome TaxIn 2009 the tax authorities have corrected several 2007 Income Tax filings which would imply an additional tax payable over 2007 of SRD 3,374,290. The Income Tax corrections concern the following companies:United Suriname Shipping CompanyUnited Suriname Transport CompanyUnited Suriname Trading CompanyUnited Suriname Real Estate CompanyUniblue Shipping

An objection has been filed with the tax authorities as we believe that there is no basis for these corrections.

The Income Tax obligations for 2008 are specified as follows

in SRD 2008 2007 Due as at 1 January (115,932) 503,990 Paid during the year (1,469,792) (1,970,202)Due over the year 1,176,913 969,724 Inventory adjustments 76,327 170,196 Release depreciation of PP&E 126,285 126,071 Accelerated depreciation 51,979 58,081 Correction 2006 - 26,208 Due as at 31 December (154,220) (115,932)

Deferred Tax LiabilitiesThese are Tax Liabilities arising from the differencesbetween valuation for accounting and for taxation purposes. In 2002, 2003, 2004 and 2005 requests for the application of “accelerated depreciation” according to the Investment Code 2001 were submitted by the Margarine, Fats and Oil Co Ltd. to the Ministry of Finance for part of the investments made in PP&E from 2001 to 2005. In the financial statements it is assumed that the part of the requests will be granted. This assumption is based on the approvals and rejections received from the Ministry of Finances. As a result of the application of the “Iron Inventory” valuation method in some of the subsidiaries the inventory has been written down this year and has been adjusted in 2008 based on the actual situation. A tax rate of 36% is used for the determination of this liability.

Business Reportings

Shipping Trading Food Steel x SRD 1,000 2008 2007 2008 2007 2008 2007 2008 2007

Income 8,283 6,655 1,763 2,017 4,150 3,789 5,676 2,981 Inter-Segment Income - - - - - - - - 8,283 6,655 1,763 2,017 4,150 3,789 5,676 2,981 Operating Result 4,717 3,575 211 467 568 616 (482) (1,547) Assets 5,482 3,490 2,449 2,328 9,222 10,134 12,737 15,647 Liabilities 2,650 1,757 151 705 3,031 4,130 8,088 11,383 Investments 153 66 5 48 106 315 160 290 Depreciation 84 71 90 172 575 587 370 389

Number of employees 36 32 15 15 37 36 53 52

29 |

Business Reportings

Investments Real Estate Other Elimination Consolidation2008 2007 2008 2007 2008 2007 2008 2007 2008 2007

1,758 1,532 802 704 104 1,526 - - - -- - 1,038 1,043 22 57 (1,258) (1,100) - -

1,758 1,532 1,840 1,747 126 1,583 (1,258) (1,100) 22,338 19,204 - - 419 656 (403) 532 - - 5,029 4,299

56,668 46,792 6,587 6,812 3,008 1,258 - - 96,152 86,46120,138 16,283 1,653 1,434 (485) 487 - - 35,225 36,179

17 2 772 507 - - - - 1,213 1,22833 43 536 402 - - - - 1,688 1,664

- - 14 11 16 12 - - 171 158

in SRD 2008 2007Balance as at 1 January 20,205,327 18,577,844 Revaluation of non-currentfinancial assets 3,873,814 1,980,265 Revaluation ofsubsidiary interest (2,264) (462)Revaluation of inventory (76,327) (170,197)Land & Buildings - 2,029 Release revaluationland and buildings (126,285) (126,071)Release accelerateddepreciation (51,979) (58,081)Balance as at 31 December 23,822,286 20,205,327

6.) Earnings per shareAll shares of the Company are ordinary shares with a par value of SRD 0.01. The calculation of earnings per share at 31 December 2008 was based on the profit attributable to ordinary shareholders of the Company of SRD 3,691,928 (2007: SRD 3,154,813) and a weighted average number of ordinary shares outstanding during the year 2008 of 1,804,999 (2007: 1,804,999).

in SRD 2008 2007Weighted average number of shares 1,804,999 1,804,999Earnings per share in SRD 2.05 1.75

7.) Dividends paid and proposedThe following dividends were declared and paid by the Company in SRD 2008 2007Fourth quarter interim dividend:previous year SRD 0.08per share (2007: SRD 0.08) 144,400 144,400 Final dividend previous yearSRD 0.20 per share 361,000 361,000First quarter interim dividendSRD 0.08 per share(2007: SRD 0.08) 144,400 144,400Second quarter interim dividendSRD 0.08 per share(2007: SRD 0.08) 144,400 144,400Third quarter interim dividendSRD 0.08 per share(2007: SRD 0.08) 144,400 144,400 938,600 938,600

After the balance sheet date 2008:Declared and paid by the CompanyFourth quarter interim dividend 2008 SRD 0.08 per share SRD 144,400 The Management proposed the following final dividend for 2008:SRD 0.33 per ordinary share SRD 595,650

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Notes to the Consolidated Financial Statements

8.) Property, plant and equipmentChanges in property, plant and equipment in 2008 are as follows:

2008in SRD Total Property Machinery and equipment Other assetsBook value 1 January 15,965,534 11,249,851 2,962,956 1,752,727 Investment 1,213,581 557,942 122,845 532,794 Depreciation 1,688,051 544,251 501,520 642,280 Book value 31 December 15,491,064 11,263,542 2,584,281 1,643,241 Consists of: Current Value 27,703,288 17,797,684 5,633,729 4,271,875 Accumulated Depreciation 12,212,224 6,534,142 3,049,448 2,628,634 Book value 31 December 15,491,064 11,263,542 2,584,281 1,643,241

9.) Financial assetsNon-current financial assets comprise of shares in other companies and term deposits. The shares are measured at their fair value, which is the closing price of the last trading session of the stock exchange where the shares are listed in December 2008. The term deposits are denominated in foreign currency and valued at fair value.

in SRD 2008 2007Funds Number of Shares Price Currency Value in SRD Value in SRD N.V. ConsolidatedIndustries Corporation 2,103,537 8.00 SRD 16,828,296 14,304,052 Assuria N.V. 1,616,047 19.05 SRD 30,785,695 25,048,728 N.V. Hotelmaatschappij Torarica 163,020 54.00 SRD 8,803,080 6,390,384 Surinaamse Brouwerij N.V. 1,287 125.00 SRD 160,875 126,126 DSB Bank N.V. 5,576 20.00 SRD 111,520 65,867 Self Relaince N.V. 13,885 9.10 SRD 126,354 119,411 Royal Bank of Scotland 2,967 1.92 SRD 5,697 68,877 Hakrinbank N.V. 100 174.00 SRD 17,400 30,000 Total shares 56,838,917 46,153,445 Term deposit in USD - 952,000 Term deposit in EURO 22,901 22,849 Total non-current financial assets 56,861,818 47,128,294

10.) Pensions For the employees of the Group that have joined the pension foundation the Group contributes 12% of the base salary to the pension fund foundation. While the employees own contribution is 5%. The Groups pension expenses in 2008 amounted to SRD 418,758 (2007: SRD 383,772) and are recognized under personnel expenses.

The plan maintained by the foundation is a defined benefit plan, with the following maximum base salaries per year:

Personnel: SRD 50,000Staff: SRD 125,000Management: SRD 200,000

Pension liabilities of the foundation at 31 December 2008 amounted to SRD 9,671,947 and at the total equity to SRD 12,311,496.

31 |

11.) Inventoriesin SRD 2008 2007 Raw materials and packaging 6,965,063 7,429,037 Goods for sale 1,925,291 1,790,424 Finished goods 1,135,350 1,054,040 Supplies and spare parts 846,077 618,872 Goods in transit 713,387 3,097,535 Provision forunmarketability (285,531) (69,365)Total inventories 11,299,637 13,920,543

In 2008 the write-down of inventories to net realizable value recognized as an expense amounted to SRD 282,260.

12.) Trade and other receivablesin SRD 2008 2007Trade receivables 4,842,580 4,161,444 Advance to personnel 82,517 107,343 Prepayments and deposits 235,693 40,094 Insurance 44,556 56,868 Work in progress 653,975 1,198,847 To settle import duty 48,557 433,229 Other receivables 116,323 341,255 Total trade andother receivables 6,024,203 6,339,080

At 31 December 2008 trade receivables are shown net of an allowance for uncollectible amounts of SRD 447,488.The impairment loss recognized in the current year was SRD 85,854.

13.) Investments in progressInvestments in progress consist of land improvement cost of SRD 109,788.

14.) Cash and Cash EquivalentsCash and Cash Equivalents comprise of cash in banks and cash in hand.

in SRD 2008 2007 Denominated in SRD 520,753 114,121 Denominated in USD 4,676,674 936,444 Denominated in EURO 1,013,727 1,941,114 Total Cash andCash equivalents 6,211,154 2,991,679

15.) Share capitalin SRD 2008 2007Issued capital at 1 January 18,050 18,048Shares issued during the year - 2Issued capital at 31 December 18,050 18,050

At 31 December the issued share capital comprised of 1,804,999 shares (2007: 1,804,999). The shares have a par value of SRD 0.01. All issued shares are fully paid.

16.) Long-Term BorrowingLong-term borrowing comprises of two secured loans; for the Company and one for its subsidiaries.

in SRD 2008 2007Bank loan Parent Company 198,072 280,123Bank loan United SurinameSteel Company 700,350 796,950Total bank loans 898,422 1,077,073

In 2001 a loan of USD 300,000 was issued on behalf of the Company to finance the purchase of shares that were issued by the Margarine, Fats and Oil Co Ltd. in May 2001. The term of the initial loan was five years with a balloon payment at the end of the term. The balance ofUSD 144,000 was refinanced in 2006 end of the term for an additional five years. The fixed rate is 8.5% per annum. Monthly payments amount to USD 2,442.

In 2006 a loan of USD 345,000 was issued on behalf of the United Suriname Steel Company to finance the purchase of CNC driven drill and saw line machine. The term of the loan is five years with a balloon payment at the end of the term. The intention is to refinance the balance at the end of the term for an additional five years. The fixed rate is 8.5% per annum. Monthly payments amount to USD 2,875.

17.) Short-Term BorrowingShort-Term Borrowing comprises of one secured bank overdraft facility from the DSB Bank N.V. On 19 June 2008, Margarine, Fats and Oil Company Ltd. obtained and overdraft facility of a maximum of USD 250,000 from the DSB Bank N.V. to finance working capital requirements on an ongoing basis. The balance at year end amounted to USD 196.661 (SRD 550,651).The fixed rate is 9% per annum. The securities given to the bank are:

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Notes to the Consolidated Financial Statements

- pledge securities- fiduciary assignment of inventories- fiduciary assignment of machinery and equipment

18.) Provisions and commitmentsProvisionsWarrantiesThe warranty provision represents management’s best estimate of the Groups liability under warranties granted for its products, based on past experience and industry averages for defective products.

Product warrantiesin SRD 2008 2007Margarine, Fats and Oil Co Ltd. 140,051 104,236United Suriname Steel Company 351,615 295,694Total product warranties 491,666 399,930

Commitments

Operating leasesThe total commitment for future minimum lease payments under non-cancelable operating leases per balance sheet date amount to:

in SRD 2008 2007Due within one year 458,031 629,177Between one and five years 1,706,732 580,603Total 2,164,763 1,209,780

Non-cancelable operating lease payments representrentals payable by the Group for use of computer hardware and vehicles.

“Stichting VSH Community Fund”This non-profit foundation was established on 22 August 2008 to finance and coordinate community projects on behalf of the VSH-United Group. The fund is financed by contributions from the operating companies. In 2008 for the first time SRD 27,478 was contributed.

19.) Trade and other payablesin SRD 2008 2007Trade payables 2,972,263 3,698,239 Other taxes payable 1,005,765 475,514 Employee benefits 369,710 345,184 Received deposit & advanced 4,476,999 7,866,921 Dividend & tax payables (301,140) 121,234 Other payables 605,686 551,158 Total trade and other payables 9,129,284 13,058,250

20.) Related party disclosure Supervisory Board of DirectorsThe remuneration of the Supervisory Board of Directors is approved by the Annual General Shareholders Meeting. In 2008 the total remuneration amounted to SRD 35,300 (2007: SRD 32,100).

Management The remuneration of key management personnel of the Group is determined by the Supervisory Board of Directors. The remuneration consists of a fixed monthly salary and a bonus of which a significant part is based on the Executive Performance scheme.

Based on the Executive Performance Scheme a bonus of SRD 36,485 (2007: SRD 29,933) has been approved by the Supervisory Board of Directors. This amount is payable in 2009 and has not been recognized in the balance sheet at 31 December 2008.

ServicesSalary and IT services are provided by the Company to Margarine, Fats and Oil Co. Ltd. The amount billed in 2008 amounted to SRD 21,600.

21.) Events after balance sheet dateIn January 2009 United Suriname Transport Companyconcluded a 15 year lease with N.V. Havenbeheer Suriname for 10,000 m2 storage space at the Port of Paramaribo. The yearly lease commitment amounts toUSD 560,000.

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N.V. Verenigde Surinaamse Holdingmij.-United Suriname Holding CompanyVan ’t Hogerhuysstraat 9 - 11P.O.B. 1860Paramaribo, SurinamePhone +597 40 25 58Fax +597 40 35 15Email info@vshunited.comWebsite www.vshunited.com