List of Properties held by the Company and its Subsidiaries as at 31 December 2009 147 * Lot 4312, Title No. HS(D) 1177/89 Mukim of Bagan Dah District of Hilir Perak Batu 17 3/4 Jalan Bagan Dah Sg. Sumun Perak Darul Ridzuan Warehouse 5.875 acres Residence, warehousing & office Grant held in perpetuity 23 252,848 Lots 10669 & 10670, Title Nos. QT(R) LP560/70 & QT(R) LP561/70, Mukim of Durian Sebatang, District of Hilir Perak Perak Darul Ridzuan Vacant 292.64 m2 Vacant Grant held in perpetuity 20,000 No. H.S. (D) 9868 P.T No. 8, Mukim Kuala Lumpur Daerah Kuala Lumpur Wilayah Persekutuan building 16,000 sq. ft 99 years 25.02.2076 3 24,405,119 14.04.2000 Title Nos. CL105466715 ^ CL105466724, CL105466733 ^ CL105466742^ & CL105466751^ KM 7, Jalan Apas District of Tawau 6,600.50 m2 & warehouse 01.01.1991 31.12.2089 17 1,761,814 Title Nos. CL105466635 CL105466644, CL105466653 CL105466662, KM 7, Jalan Apas District of Tawau 6,916.40 m2 Warehouse rented out 999 years 24.02.1926 23.02.2925 30 1,452,739 Lot No. PT LO 1656, Title No. HS(M) 3953, Mukim of Kapar Jalan Sultan Hishamuddin 1 Selat Klang Utara District of Klang Selangor Darul Ehsan 2 acres Facry & office 99 years 30.08.1983 29.08.2082 20 2,732,550 14.01.1989
TSH Resources Berhad Annual Report 09 148 List of Properties held by the Company and its Subsidiaries as at 31 December 2009 (cont d.) Lot 17, Jalan Sultan Mohamad 5, Bandar Sultan Sulaiman Port Klang Selangor Darul Ehsan 12,141 m2 Facry 99 years 01.07.2006 16 3,851,281 14.04.1993 Lot 1-12, Jalan Industri 2/1 Kawasan Perindustrian Gopeng, KM 15 Jalan Gopeng, Mukim Sg. Raya, Gopeng, PT No. 213065-213076, Title No. PN 214516-214525, PN 214528 & PN 214530, Mukim Sg, Raya & PT 2844-2850, Title No. PN 214489 & 214490, PN 214492-214496, Mukim Sg. Teja, District of Kinta State of Perak 1,752,254 sq. ft Facry & office 60 years 29.09.1995 for under Mukim Sg. Raya and 60 years 27.03.1996 for under Mukim Sg. Teja 14 26,527,457 18.01.1995 Title No. CL095310731, District of Kinabatangan State of 2,489 acres Leasehold 01.01.1979 31.12.2077 45,600,249 (16.03.1998) Title No. CL105365955 Kalumpang, Tawau, 2,387 acres Leasehold 01.01.1977 31.12.2075 19,127,330 02.03.1998 Title Nos. CL105392989, CL105392998, Kunak District of Tawau, 581.23 acres, mill & power plant 01.01.1969 31.12.2067 11 35,130,956
List of Properties held by the Company and its Subsidiaries as at 31 December 2009 (cont d.) 149 Title Nos. (i) CL 105348954 & CL 105348945 (ii) CL 105351040 (iii) CL 105336267 KM 27, Apas Road, District of Tawau 53.74 acres hold (i) 31.12.2074 (ii) 31.12.2075 (iii) 31.12.2073 12,305,978 (18.05.1999) Title No. CL 095327218 District of Kinabatangan Tenegang Koyah Locality Off KM 46.5, Jalan Lahad Datu, Sandakan, 4,942 acres & mill hold 31.12.2096 10 59,487,439 (12.05.1999) Title No. CL 245337160, CL 245339191, CL 245337204 CL 245337151, CL 245337197 CL 245337188, Tingkayu, District of Lahad Datu, 93.44 acres mill hold 31.12.2072 10,435,165 10.09.2001 Title CL 245338587 KM 103, Kunak-Lahad Datu Highway Kunak District, 208 acres Leasehold 01.01.1979 31.12.2077 2,642,128 17.07.2002 Title CL 125319244 Kalumpang-Pinang Locality, KM 72 Tawau-Semporna Highway, District of Semporna, 1,081 acres hold 01.01.1981 31.12.2079 15,364,163 29.08.2003 Title CL105311617 & 105311626 Mile 3 1/2, Jalan Apas 91000 Tawau building 6.3 acres 999 years 01.06.2930 & 23.04.2930 1 14,463,589 30.06.2005
TSH Resources Berhad Annual Report 09 150 List of Properties held by the Company and its Subsidiaries as at 31 December 2009 (cont d.) Lot PT 17, Title No. HS(M) 1 Batak Rabit Village, District of Hilir Perak Jalan Maharaja Lela, Teluk Intan Perak Darul Ridzuan 2 srey shophouse 148.64 m2 Ground Flr. vacant; 1st Flr rented out Grant held in perpetuity 24 55,814 Unit 702, Block E, Pusat Dagangan Phileo Damansara 1 Master title: GM571, Lot 48017 Sek. 39, Bandar Petaling Jaya Mukim Sg. Buloh, Daerah Petaling Negeri Selangor (formerly known as Master title : GM34 Lot 1603, Mukim of Sg. Buloh, District of Petaling, State of Selangor; EMR 4970 Lot 907, Mukim of Kuala Lumpur, Wilayah Persekutuan) unit 2,167 sq. ft Freehold 11 549,595 25.08.1999 Unit 701, Block E, Pusat Dagangan Phileo Damansara 1 Master title: GM571, Lot 48017, Sek. 39, Bandar Petaling Jaya Mukim Sg. Buloh, Daerah Petaling Negeri Selangor (formerly known as Master title : GM34 Lot 1603, Mukim of Sg. Buloh, District of Petaling, State of Selangor; EMR 4970 Lot 907, Mukim of Kuala Lumpur, Wilayah Persekutuan) unit 2,219 sq. ft Freehold 11 482,652 08.08.2002
List of Properties held by the Company and its Subsidiaries as at 31 December 2009 (cont d.) 151 Unit No. 1404, 14th Floor, Block A1 Kempas Apartment, Genting View Resort, Genting Highs, Phase 4 Pahang Master title H.S. (D) No. 4751, P.T No. 6449, in Mukim and District of Bentung, State of Pahang Apartment 1,065 sq. ft Vacation apartment Freehold 15 203,562 awaiting be assigned the Company Nagari Kinali Kecamatan Kinali Kabupaten Pasaman Barat Propinsi Sumatera Barat (PT Andalas Agro Industri) Land 281,437 m2 Palm oil mill & office 30 years 24.09.2034 5 4,038,412 24.01.2004 Desa Langgam/Katiagan Kabupaten Pasaman Barat Propinsi Sumatera Barat (PT Laras Internusa) 7,000 Ha 35 years 31.12.2029 41,154,228 01.05.2006 Nagari Tebing Tinggi Kecamatan Pulau Punjung Nagari Sitiung, Kecamatan Sitiung, Nagari Sialang Gaung, Kecamatan Kota Baru Kabupaten Dharmasraya Propinsi Sumatera Barat (PT Andalas Wahana Berjaya) 17,800 Ha Pending 24,359,070 29.12.2005 Pelantaran, Pundu & Bajarau Kecamatan Cempaga Hulu & Parenggean Kabupaten Kotawaringin Timur Propinsi Kalimantan Tengah (PT Sarana Prima Multi Niaga) 7,114 Ha 35 years 15.05.2041 126,521,640 12.04.2007 Muara Siram, Kecamatan Bongan Kabupaten Kutai Barat Propinsi Kalimantan Timur (PT Teguh Swakarsa Sejahtera) 10,282 Ha 35 years 13.07.2040 25,231,871 01.04.2006
TSH Resources Berhad Annual Report 09 152 List of Properties held by the Company and its Subsidiaries as at 31 December 2009 (cont d.) Desa Penawai, Kecamantan Bongan, Kabupaten Kutai Barat, Provinsi Kalimantan Timur & Desa Kampung Muara Siram, Penawai, Jambuk Resak Kampung, Muara Gusik dan Muara Kedang, Kecamantan Bongan, Kabupaten Kutai Barat, Provinsi Kalimantan Timur (PT Farinda Bersaudara) 5,148 Ha 6,945 Ha 35 years 18.02.2045 & 35 years 24.02.2045 66,235,183 26.12.2008 Kecamatan Katingan Tengah Desa Samba Bakumpai, Desa Telok, Desa Petak Puti Desa Tewang Panjang, Desa Tumbang Lahang dan Kecamatan Pulau Malan Desa Tura, Desa Tumbang Tanjung Kabupaten Katingan Provinsi Kalimantan Tengah (PT Mitra Jaya Cemerlang) 15,000 Ha Pending 225,870 29.10.2009 * Pending execution of transfer by Deputy Registrar ^ Pending completion of transfer/sub-
PROXY FORM TSH RESOURCES BERHAD Company No. 49548-D (Incorporated in Malaysia) I/We... (FULL NAME IN CAPITAL LETTERS) of... being a member/members of TSH RESOURCES BERHAD hereby appoint... 153... (FULL NAME) of... or failing him/her... (FULL NAME) of... as my/our proxy vote for me/us on my/our behalf at the Thirtieth Annual General Meeting of the Company be held at Ballroom 2, LG Level, Eastin Hotel, 13, Section 16/11, Jalan Damansara, 46350 Petaling Jaya, Selangor Darul Ehsan on 20 May 2010 at 9.30 am and any adjournment thereof and vote as indicated below :- Resolution 1 To receive and adopt Direcrs Report and Audited Financial Statements for the year ended 31.12.2009. Resolution 2 To declare a first and final single tier dividend of 5.0 sen per ordinary share. Resolution 3 To approve payment of Direcrs' fees of RM144,000 for the year ended 31.12.2009. To re-elect the following Direcrs, who are retiring by rotation in accordance with Article 95 of the Company s Articles of Association: Resolution 4 a) Tan Aik Kiong Resolution 5 b) Lim Fook Hin Resolution 6 To re-appoint Da Leong Sonny @ Leong Khee Seong as Direcr of the Company and hold office until the conclusion of the next Annual General Meeting of the Company pursuant Section 129(6) of the Companies Act, 1965. Resolution 7 To re-appoint Messrs Ernst & Young as Audirs of the Company and authorise Direcrs fix their remuneration. Resolution 8 Proposed authority issue shares pursuant Section 132D of the Companies Act, 1965. Resolution 9 Proposed Renewal of the Authority for Share Buy-Back. Resolution 10 Proposed Renewal of the Existing Shareholders Mandate and Proposed New Shareholders Mandate for recurrent related party transactions. *FOR *AGAINST * P indicate with an X in the space provided for each resolution. Unless voting instructions are indicated in the space above, the proxy will vote as he/she thinks fit. Signed this day of 2010... Signature/Common Seal of Appoinr No. of Shares held es: 1. A member of the Company entitled attend and vote at the meeting is entitled appoint a proxy attend and vote in his stead. A proxy may but need not be a member of the Company. 2. The instrument appointing a proxy shall be in writing under the hand of the deposir or his atrney duly authorised in writing or if such appoinr is a corporation, under its common seal and shall be deposited at the Registered of the Company at Level 10, Menara TSH, No. 8 Jalan Semantan, Damansara Heights, 50490 Kuala Lumpur, not less than 48 hours before the time appointed for holding this meeting or adjourned meeting. 3. Where a member appoints two (2) or more proxies attend the same meeting, the member shall specify the proportion of his shareholdings be represented by each proxy. If the Proxy Form is returned without any indication as how the proxy shall vote, the proxy will vote or abstain as he thinks fit and if no names are inserted in the space for the name of proxy, the Chairman of the meeting will act as proxy. Explanary es on Special Business 4. Resolution 8 is a renewal of the general mandate empowering the Direcrs of the Company, pursuant Section 132D of the Companies Act, 1965, issue and allot new shares in the Company time time provided that the aggregate number of shares issued pursuant the general mandate does not exceed 10% of the issued share capital of the Company for the time being. This authority, unless revoke or varied by the Company at a general meeting, will expire at the next AGM. As at the date of this notice, the Company did not issue any new shares pursuant the general mandate granted the Direcrs at the last AGM held on 21 May 2009. The renewal of the general mandate will provide flexibility the Company for any possible fund raising activities without the need convene separate general meeting specifically approve such issuance of shares and thereby reducing administrative time and costs associated with the convening of such meeting. However, at this juncture, there is no decision issue new shares. If there should be a decision issue new shares after the general mandate is obtained, the Company will make an announcement in respect of the purpose and utilization of proceeds arising such issue. 5. For Resolution 9 and 10, further information on the Proposed Renewal of the Authority for Share Buy-Back, Proposed Renewal of the Existing Shareholders Mandate and Proposed New Shareholders Mandate for recurrent related party transactions are set out in the Circular Shareholders of the Company dated 28 April 2010 which is sent out gether with the Company s 2009 Annual Report.
FOLD HERE FOLD HERE Affix Stamp The Company Secretary TSH RESOURCES BERHAD (49548 - D) Level 10, Menara TSH No. 8 Jalan Semantan Damansara Heights 50490 Kuala Lumpur Malaysia
PROXY FORM TSH RESOURCES BERHAD Company No. 49548-D (Incorporated in Malaysia) I/We (FULL NAME IN CAPITAL LETTERS) of being a member/ members of TSH RESOURCES BERHAD hereby appoint of or failing him/her of (FULL NAME) (FULL NAME) as my/our proxy vote for me/us on my/our behalf at the Thirty-Third Annual General Meeting of the Company be held at Ballroom 2, LG Level, Eastin Hotel, 13, Section 16/11, Jalan Damansara, 46350 Petaling Jaya, Selangor Darul Ehsan on 21 May 2013 at 9.30 am and any adjournment thereof and vote as indicated below:- Resolution 1 Resolution 2 Resolution 3 Resolution 4 Resolution 5 Resolution 6 Resolution 7 Resolution 8 Resolution 9 Resolution 10 Resolution 11 Resolution 12 Resolution 13 Resolution 14 Resolution 15 To receive and adopt Direcrs Report and Audited Financial Statements for the year ended 31.12.2012. To declare a fi rst and fi nal single tier dividend of 2.5 sen per ordinary share. To approve payment of Direcrs fees of RM144,000 for the year ended 31.12.2012. To re-elect the following Direcrs, who are retiring by rotation in accordance with Article 95 of the Company s Articles of Association: a) Tan Aik Kiong b) Lim Fook Hin To re-elect Chew Siew Yeng, who is retiring in accordance with Article 86 of the Company s Articles of Association. To re-appoint the following Direcrs, who are retiring pursuant Section 129(6) of the Companies Act, 1965 and hold offi ce until the conclusion of the next Annual General Meeting: a) Da Leong Sonny @ Leong Khee Seong b) Datuk Jaswant Singh Kler To re-appoint Messrs Ernst & Young as Audirs of the Company and authorise Direcrs fi x their remuneration. Proposed authority issue shares pursuant Section 132D of the Companies Act, 1965. Proposed Renewal of the Authority for Share Buy-Back. Proposed Renewal of the Existing Shareholders Mandate for recurrent related party transactions of a revenue or trading nature. Retention of Datuk Jaswant Singh Kler as Independent Direcr. Proposed Increase in the Authorised Share Capital of the Company RM500,000,000.00 divided in 1,000,000,000 ordinary shares of RM0.50 each RM1,000,000,000.00 divided in 2,000,000,000 ordinary shares of RM0.50 each. Proposed Amendments the Memorandum and Articles of Association of the Company. *FOR *AGAINST * P indicate with an X in the space provided for each resolution. Unless voting instructions are indicated in the space above, the proxy will vote as he/she thinks fi t. Signed this day of 2013 No. of shares held Signature/Common Seal of Appoinr
es: 1. Only deposirs whose names appear in the Record of Deposirs as at 16 May 2013 be regarded as members and entitled attend, speak and vote at the meeting. 2. A member of the Company entitled attend and vote at the meeting is entitled appoint a proxy attend and vote in his stead. A proxy may but need not be a member of the Company. 3. The instrument appointing a proxy shall be in writing under the hand of the deposir or his atrney duly authorised in writing or if such appoinr is a corporation, under its common seal and shall be deposited at the Registered Offi ce of the Company at Level 10, Menara TSH, No. 8 Jalan Semantan, Damansara Heights, 50490 Kuala Lumpur, not less than 48 hours before the time appointed for holding this meeting or adjourned meeting. 4. Where a member appoints two (2) or more proxies attend the same meeting, the member shall specify the proportion of his shareholdings be represented by each proxy. If the Proxy Form is returned without any indication as how the proxy shall vote, the proxy will vote or abstain as he thinks fi t and if no names are inserted in the space for the name of proxy, the Chairman of the meeting will act as proxy. Explanary es on Special Business 5. Resolution 10 is a renewal of the general mandate empowering the Direcrs of the Company, pursuant Section 132D of the Companies Act, 1965, issue and allot new shares in the Company time time provided that the aggregate number of shares issued pursuant the general mandate does not exceed 10% of the issued share capital of the Company for the time being. This authority, unless revoke or varied by the Company at a general meeting, will expire at the next AGM. As at the date of this notice, the Company did not issue any new shares pursuant the general mandate granted the Direcrs at the last AGM held on 23 May 2012. The renewal of the general mandate will provide fl exibility the Company for any possible fund raising activities without the need convene separate general meeting specifi cally approve such issuance of shares and thereby reducing administrative time and costs associated with the convening of such meeting. However, at this juncture, there is no decision issue new shares. If there should be a decision issue new share after the general mandate is obtained, the Company will make an announcement in respect of the purpose and utilization of proceeds arising such issue. 6. For Resolution 11 and 12, further information on the Proposed Renewal of the Authority for Share Buy-Back and Proposed Renewal of the Existing Shareholders Mandate for recurrent related party transactions of a revenue or trading nature are set out in the Circular Shareholders of the Company dated 29 April 2013 which is sent out gether with the Company s 2012 Annual Report. 1st fold here Affi x Stamp Here The Company Secretary TSH RESOURCES BERHAD (49548-D) Level 10, Menara TSH No. 8 Jalan Semantan Damansara Heights 50490 Kuala Lumpur, Malaysia 2nd fold here 7. For Resolution 13, the Nomination Committee has assessed the independence of Datuk Jaswant Singh Kler, who has served as an Independent Non-Executive Direcr of the Company for a cumulative term of more than nine (9) years, and recommended him continue act as Independent Non-Executive Direcr of the Company based on the following justifi cations:- (i) He fulfi lled the criteria under the defi nition of an Independent Direcr as stated in the Bursa Securities Main Market Listing Requirements, and demonstrates complete independence in character and judgement both in his designated role and as Board member and thus, he would continue bring independent view of the Company s affairs the Board. (ii) His in-depth knowledge of the Group s businesses and his extensive experience and expertise continue provide invaluable contribution the Board. 8. Resolution 14 and 15, if passed, will increase the Company s authorised share capital the existing RM500,000,000.00 divided in 1,000,000,000 ordinary shares of RM0.50 each RM1,000,000,000.00 divided in 2,000,000,000 ordinary shares of RM0.50 each and as a consequence, the capital clause in the Memorandum and Articles of Association be amended accordingly. 3rd fold and glue overleaf. Do not staple