FROM VISION t O act ION

UEM LAND HOLDINGS BERHAD830144-W

FROM VISION tO actION UEM LAND HOLDINGS BERHAD ANNUAL REPORT 2008

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UEM LAND HOLDINGS BERHAD

FROM VISION TO ACTION

Long before the southern span of Johor was given a second glance as an economic region, we had trained our sights on it. Seen the possibilities. Appraised the strengths. Sensed and understood the potential.

Prodded by our own sure sense of belief, we took what began as a vision and nurtured it to full flight.

Looking back at what had been in our mind’s eye, is today the unfolding of that one unwavering focus. Nusajaya.

PICTURE ON COVER

A bird’s eye view of current developments in Nusajaya, with Puteri Harbour waterfront development in the foreground and a completed Johor State New Administrative Centre (“JSNAC”) in part of the background.

FIRST ANNUAL GENERAL MEETING

DateWednesday, 10 June 2009

Time10.30 a.m.

VenueGrand Ballroom, 1st FloorSime Darby Convention Centre1A Jalan Bukit Kiara 160000 Kuala Lumpur

CORPORATEDIRECTORy

CORPORATE HEADqUARTERS

16-1 Mercu UEM Jalan Stesen Sentral 5Kuala Lumpur Sentral 50470 Kuala LumpurMalaysia

TEL +603-2727 6000FAX +603-2727 2000www.uemland.com

BUSINESS OFFICE, SALES AND MARKETING OPERATIONS

Nusajaya Centre No. 8, Ledang Heights79100 NusajayaJohor Darul Ta’zimMalaysia

TEL +607-277 3700FAX +607-277 3701www.nusajayacity.com

Puteri HarbourSatellite Clubhouse Lot PTD14109079100 NusajayaJohor Darul Ta’zimMalaysia

TEL +607-530 2122FAX +607-530 2125/2126

Horizon Hills Golf & Country ClubNo. 1 Jalan EkaHorizon Hills79100 NusajayaJohor Darul Ta’zimMalaysia

TEL +607-232 3166FAX +607-232 3919

Cahaya Jauhar Sdn Bhd 27 & 29, Jalan Indah 15/3Bukit Indah 79100 NusajayaJohor Darul Ta’zimMalaysia

TEL +607-235 0800FAX +607-235 0890

Setia Haruman Sdn BhdThe Lodge63000 CyberjayaSelangor Darul EhsanMalaysia

TEL +603-8312 8000FAX +603-8312 8100


CONTENTS

004 Chairman’s Statement008 Vision & Mission024 Corporate Profile025 Corporate Information026 Corporate Structure 027 Milestones028 Organisation Structure030 Four-Year Financial Highlights031 Four-Year Group Performance032 2008 Group Quarterly Performance033 Four-Year Financial Review of the Group034 Simplified Group Balance Sheet035 Statement of Value Added & Distribution036 Employees & Productivity037 Share Price & Volume Traded041 Profile of Directors045 Profile of Senior Management048 MD/CEO Operations Review054 Corporate Responsibility

– Human Capital Development, QASHE, CRM & CSR

058 Media Highlights060 Event Highlights 2008 – Corporate062 Event Highlights 2008 – CSR064 Corporate Governance Statement069 Additional Compliance Information070 Audit Committee Report073 Statement on Internal Control076 Risk Management080 Financial Statements144 Analysis of Shareholdings149 Properties of UEM Land Holdings Group150 Recurrent Related Party Transactions152 Notice of First Annual General Meeting154 Statement Accompanying Notice of

The First Annual General Meeting Proxy Form Corporate Directory

Through Nusajaya’s myriad international-class developments, it will become a city hub of the future – a fully integrated urban environment for business, industry, living and leisure. Borderless in its appeal, with every conceivable sophisticated infrastructure ahead of its time.

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The Golf Precinct, Horizon Hills

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CHAIRmAN’S STATEmENT

Dear Shareholders,

It is my great pleasure to write to you in UEM Land Holdings Berhad’s inaugural Annual Report and to present the Financial Statements for the financial year ended 31 December 2008 (“FY2008”). UEM Land Holdings Berhad (“UEM Land Holdings” or “the Company”), incorporated on 20 August 2008, made a successful debut on the Main Board of Bursa Malaysia Securities Berhad on 18 November 2008. This resulted from a major restructuring exercise undertaken by UEM Group Berhad (“UEM Group”) and UEM World Berhad to reposition UEM Land Holdings as the property wing of the UEM Group of companies and to unlock value for our stakeholders, whilst enabling direct equity participation by the investing public in its exciting next phase of growth.

COMMENDABLE RESULTS IN A CHALLENGING ENVIRONMENT

The financial and business conditions in 2008 were undoubtedly challenging. In spite of that, the financial performance of UEM Land Holdings for FY2008 has been commendable. The Group achieved a total revenue of RM511.6 million and profit after tax of RM75.1 million compared with RM1,871.5 million and RM529.7 million respectively in financial year ended 2007 (“FY2007”).

Although this is a decline from the previous financial year’s record results, the FY2008 financial performance has to be viewed in the light of a one-off land sale to Khazanah Nasional Berhad (“Khazanah”) in FY2007, which accounted for a revenue of RM1,430.4 million. After stripping out the effects from the Khazanah land sale in FY2007, UEM Land Holdings’ financial performance for FY2008 showed a commendable 16% increase in revenue from RM441.1 million (FY2007) and a 46% increase in profit after tax from RM51.5 million (FY2007).

We are mindful of our shareholders’ need for an income stream from their investments. However, the Board has not recommended a dividend for FY2008 as we would like to build sufficient reserves to take advantage of growth opportunities which may arise in the future.

The outlook for financial year 2009 (“FY2009”) remains uncertain, with global economies and demand expected to remain weak. However, we are cautiously optimistic that UEM Land Holdings, through its flagship development, Nusajaya, will be able to continue to capitalise on the growth potential of Iskandar Malaysia. The Government’s second economic stimulus package will indirectly benefit Nusajaya, as RM1.7 billion of the RM10 billion earmarked for Khazanah will be used to implement development projects in Iskandar Malaysia.

UEM Land Holdings will remain committed to create sustainable shareholders’ value and meet our shareholders’ expectations. As part of the Group’s transparent performance management practice, we will continue to set appropriate performance targets for each operating entity within the Group. For FY2009, UEM Land Holdings aspires to achieve the following Headline Key Performance Indicator (KPI) targets:

Revenue growth of 20%•Return on Equity (ROE) of 6%•

NUSAJAYA – THE KEY DRIVER OF ISKANDAR MALAYSIA

Iskandar Malaysia is one of the key catalysts, high impact developments and engines of growth identified under the Ninth Malaysia Plan (“9MP”). Nusajaya, the city at the heart of Iskandar Malaysia, will be the key driver for the successful development of this region into a strong, sustainable metropolis of international standing.

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Nusajaya, spanning 23,875 acres, will become one of the largest and most prestigious integrated urban developments in South East Asia. UEM Land Berhad (“UEM Land”), the master developer of Nusajaya, intends to develop Nusajaya into a model regional city which raises the benchmark for integrated developments around the globe.

With its current existing infrastructure, strategic location and potential to tap an Asian consumer market of more than 3 billion people within a six-hour flight radius, Nusajaya is a compelling investment proposition for far-sighted investors unperturbed by short-term volatility and who believe in the long-term prosperity of Asia.

As part of the strategy to achieve our vision of Nusajaya as “The World In One City” and the preferred destination for living, business and leisure in South East Asia, UEM Land has entered into strategic alliances and collaboration arrangements with reputable international partners and investors like General Electric, Limitless, Damac and local partners like Gamuda and United Malayan Land. Collaboration and strategic partnerships allow us to tap into the best expertise and experience available and expedite the implementation of our projects.

As we progress through the current year, we expect to face increasing competition due to slowing demand in a challenging economic environment. To differentiate ourselves from our competitors, UEM Land Holdings will continue to build brand awareness of Nusajaya and utilise Integrated Brand Marketing Communication tools to enhance the “Nusajaya” brand as a world class destination which will enrich the lives of its residents and visitors. In the medium to long term, the “Nusajaya” brand will showcase our ability to execute such complex integrated projects globally and will feature prominently in our diversification programs of going forward into other areas in Malaysia and overseas.

Nusajaya comprises eight unique signature projects, which will catalyse the development of the region. These include:

Johor State New Administrative Centre (“JSNAC”)•Puteri Harbour Waterfront Development•Southern Industrial and Logistics Clusters (“SiLC”)•Afiat Healthpark•Educity•International Destination Resort•Nusajaya Residences comprising East Ledang, Horizon Hills, •Ledang Heights and Nusa IdamanMedini•

Following the sale of some land parcels to Khazanah in 2007, the development of Educity, the International Destination Resort and Medini is currently driven by Iskandar Investment Berhad.

RISK MANAGEMENT

Risk management plays an integral role in our entire decision making process at all levels of the organisation. To address and manage risks, the Board of Directors (“Board”) has implemented an Enterprise Wide Risk Strategy.

A Risk Management Committee, chaired by the Managing Director/Chief Executive Officer, and comprising top management and senior executives with various functional responsibilities has been set up since 2006 to assist the Board in carrying out its responsibilities.

From the inception of projects, risks are identified and appropriate actions will be implemented according to a systematic methodology formulated to address unacceptable risk return profiles. The risk management systems and methodologies are continuously reviewed and enhanced to respond effectively to the constantly changing environment the Group is operating in.

The outcome of this entire risk management process is thorough risk governance, which enables UEM Land Holdings to optimise risk return relationship for the Group’s investments and enhance our shareholders’ value. In our move forward to become a global player and to take the “UEM Land” and “Nusajaya” brands international, our disciplined approach to risk management will strengthen our competitive edge.

HUMAN CAPITAL AND ORGANISATIONAL DEVELOPMENT

Training and development of our human resources is a vital part of the corporate culture in the Group and one of the focus areas of our Group’s Value Creation Strategy. Human resource development, as an integral part of organisational development, is a necessity in an increasingly competitive business environment.

Notwithstanding the economic uncertainties ahead, we will continue to allocate significant management and financial resources in FY2009 to develop a highly skilled team with core values respected by the business and social communities. We will continue to inculcate a learning culture and introduce best practices in learning to drive the Group’s financial performance in difficult times.

QUALITY ASSURANCE, OCCUPATIONAL SAFETY, HEALTH & ENVIRONMENT (“QASHE”)

At UEM Land Holdings, we continually strive to achieve higher standards of quality, workplace health and safety, whilst minimising any undesirable impact of our projects on the environment.

Strict quality control standards and procedures are applied along the entire development chain, from project conceptualisation to the timely delivery of the product to the customer. UEM Land Holdings has been certified with the upgraded MS ISO 9001:2008, an international standard on Quality Management System and the upgraded Occupational Health and Safety Advisory Service (“OHSAS”) 18001:2007, a standard on workplace safety and health.

Meanwhile, we have set up our Environmental Management System (“EMS”) and are in the process of securing the MS ISO 14001:2004, a standard on EMS which is recognised worldwide. We are also engaging the Building Authority of Singapore for Construction Quality Assessment System (“CONQUAS”) certification for selected projects.

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CUSTOMER RELATIONSHIP MANAGEMENT (“CRM”)

UEM Land Holdings is fully committed to understanding its customers, meeting their needs and expectations, and providing excellent customer service. To execute our commitment, the Group initiated a CRM project in 2008 to enhance customer satisfaction, increase customer retention and improve perception. This allows the Company to fully integrate customer data in order for us to obtain better knowledge and understanding of our customers, investors and business partners. This project, when fully implemented in early 2010, will not only enable us to streamline our processes in servicing our customers better but will also add further impetus to our ongoing image and brand building efforts.

OUR COMMITMENT TO CORPORATE SOCIAL RESPONSIBILITY (“CSR”)

As a responsible corporate citizen, UEM Land Holdings has a strong commitment to nation building at both the macro and micro level.

At the macro level, we align our efforts and resources with the aspiration of the nation as is apparent in our Nusajaya project. In collaboration with the Government, we endeavour to contribute to a balanced medium and long term socio economic development of the nation by attracting more local and foreign investments, as well as providing more employment and entrepreneurial opportunities in the communities in which we have a presence.

At the micro level, we are committed to educating and giving back to the people in the local communities, ultimately enhancing the standard of living and the quality of lives in these communities. In 2008, UEM Land Holdings supported a wide spectrum of community needs like education, welfare, general social well being and environment conservation.

We see education as a prime enabler in closing the existing socio economic gap prevalent in the Nusajaya communities and have therefore, intensified our CSR activities through our flagship education programs, which include the Promoting Intelligence, Nurturing Talent and Advocating Responsibility (“PINTAR”) Program for primary and secondary schools and the Pintar Al-Quran Program for pre-schoolers.

OUTLOOK AND STRATEGIES – MANAGING UNCERTAINTIES

The Malaysian economy is expected to grow by about 1% in 2009, compared with 4.6% in 2008 and 6.3% in 2007. To buffer the domestic economy from a prolonged global slowdown and alleviate the risk of recession, the Government has recently committed to a second economic stimulus package of RM60 billion. It is uncertain when we will see a sustainable recovery in the global economies, but we can expect that at some point, the unprecedented size of the stimulus packages by various Governments and the prevailing low global interest rates will start to have some positive impact on the economies when credit markets start functioning again and consumer confidence returns.

Funds from the second stimulus package, earmarked for catalytic project development and infrastructure spending in Iskandar Malaysia will ensure continuity and viability of Nusajaya, as well as enhance the valuation of our assets in the long term.

At the operational level, the momentum of our activities will not be deflected by the current economic downturn. We are putting in place the necessary infrastructure in preparation for the next upsurge. Physical property development typically takes two to three years to come on stream to the market and it is likely that the economy would have turned around in that timeframe. In the immediate future, our focus is on ensuring that all the enablers are in place to realise our vision of developing Nusajaya into a model regional city, but looking ahead, we intend to grow UEM Land Holdings into an international player. With a healthy balance sheet and our ability to access funding, we will capitalise on growth opportunities beyond Nusajaya to create sustainable shareholder value.

ACKNOWLEDGEMENT

On behalf of the Board of Directors, I warmly welcome Dato’ Ikmal Hijaz Hashim who joined the Board on 1 March 2009 and Omar Siddiq Amin Noer Rashid who joined the Board on 1 April 2009. The Group will undoubtedly benefit greatly from their invaluable experience, knowledge and business acumen.

I would like to thank our stakeholders, shareholders, customers, business associates and partners for their contribution and continued support in making 2008 a successful year for UEM Land Holdings.

I would like to express my appreciation to my fellow Directors for their invaluable counsel and business insights during the year, especially to Dato’ Ahmad Pardas Senin who will be retiring from the Board after more than 17 years of service in UEM Group. Last but not least, my utmost gratitude to our Management and staff for their unwavering dedication, commitment and hard work.

With your continued support, commitment and dedication, we will navigate the economic turbulence together and achieve our vision for the Company.

CHAIRmAN’SSTATEmENT

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PUTERI HARBOUR “Luxury’s New Attitude”, Puteri Harbour, is an integrated waterfront and marina development spanning 688 acres in Nusajaya, which will embrace an impeccable blend of commerce and leisure, business and pleasure.

NUSAJAYA

A PICTORIAl uPDATE ON THE mAKING OF A 21ST CENTuRy CITy

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UEM LAND HOLDINGS BERHAD UEM LAND HOLDINGS BERHAD

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EDUCITY

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1 JOHOR STATE NEW ADMINISTRATIVE CENTRE (“JSNAC”) A new administrative centre for the Johor State and Federal

Government with state-of-the-art facilities dedicated to efficiency and progress.

2 PUTERI HARBOUR This waterfront precinct, ideally located for global and regional

commerce and events, will shape the future perception of a luxurious lifestyle.

3 HORIZON HILLS An exclusive gated residential and golf course development

spanning 1,227 acres of land with emphasis on design quality, community and healthy lifestyle that puts safety and security foremost.

4 EAST LEDANg A prestigious gated residential enclave surrounded by

landscaped parks and natural forest, this development enables landscaped parks and natural forest, this development enables a contemporary lifestyle which blends seamlessly with nature.a contemporary lifestyle which blends seamlessly with nature.

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4EASTLEDANG

LEDANGHEIGHTS

5 Nusa IdamaN This hillside suburb provides an eco-friendly lifestyle which This hillside suburb provides an eco-friendly lifestyle which

encourages interaction among residents and convenient encourages interaction among residents and convenient accessibility to a multitude of modern facilities and services.accessibility to a multitude of modern facilities and services.

6 sOuTHERN INdusTRIaL aNd LOGIsTICs CLusTERs (“siLC”) This “clean” and “green” industrial park supported by excellent

infrastructure will be the new gateway to Asia offering positive revaluation potential for forward looking investors.

7 aFIaT HEaT HEa aLTHpaRk The Afiat Healthpark will be a fusion of the entire range of medical The Afiat Healthpark will be a fusion of the entire range of medical

facilities, from the latest specialist medical care to traditional complementary medicine and wellness.

8 LEdaNG HEIGHTs A gated enclave of exclusive bungalows on 360 acres of rolling

hills with lake views and landscaped central park.

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NUSAJAYA–A PICTORIAL UPDATE ON THE MAKING OF A 21ST CENTURY CITY

PuTERI HARbOuR

The luxurious appeal of Puteri Harbour is unrivalled in the region. Regarded as the Jewel of Nusajaya, it will be developed into a world class integrated waterfront precinct and marina, offering unsurpassed luxurious waterfront living, dining, entertainment, arts and culture, with panoramic views of the Straits of Johor. Puteri Harbour will be spread over 688 acres of prime land and will include high end residential, commercial and retail properties, resorts, hotels, a convention centre, a 76-berth public marina and a 200-berth private marina for boats up to 90 meters, a mega yacht berthing terminal for boats up to 120 meters, a satellite clubhouse, a sales gallery and many other amenities. The public marina and satellite clubhouse have been completed and opened to the public since January 2009.

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Set amidst landscaped gardens and parks, JSNAC is a centralised government precinct that will house the Johor State Government and Federal Government offices. Having both Governments’ offices and agencies in one modern and progressive environment will substantially improve efficiencies for both the State and Federal Government. With this, the public administrative sector is better able to provide enhanced support to existing businesses, as well as attract new local and foreign investors to Nusajaya.


jOHOR STATE NEw ADmINISTRATIvE CENTRE jSNAC

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RESIDENCES

With emphasis on design quality, community and healthy lifestyle, these signature residences offer a variety of residential products, from affordable housing to high end residences. Comprising Horizon Hills, East Ledang and Nusa Idaman, these residential developments aim to meet the discerning needs of up to 500,000 residents.

EAST lEDANG

Amongst the more prestigious offerings in Nusajaya, this development is meticulously designed to allow modern lifestyles to blend seamlessly with nature. Comprising contemporary and spacious luxury resort homes, surrounded by a 20-acre forest with 31 themed gardens including seven landscaped parks with ornamental waterways, East Ledang is also designed to ensure the highest level of security for its residents. Phase 1, better known as Serenity Park is expected to be completed and handed over to the owners in the latter part of 2009.

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RESIDENCES

NUSA IDAMAN

This hillside suburb provides an eco-friendly lifestyle and the convenience of being situated amidst Nusajaya’s signature developments with ready infrastructure for easy accessibility and high quality living. Apart from the adjacent 650-acre Regional Park, Nusa Idaman also features a large linear park and a recreational lake that encourages closer interaction among neighbours within a safe and guarded environment. To date, six out of eight phases have been launched and the first three phases have been handed over to the owners.

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RESIDENCES

HORIzON HILLS

This is an exclusive gated, resort style development comprising an 18-hole international championship golf course on 200 acres of natural undulating land and eight themed precincts on sprawling greens and hills that offer unsurpassed luxurious lifestyles to its residents. The natural beauty of Horizon Hills is further accentuated by state-of-the-art landscaping with water features, canals, lakes and streams.

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AFIAT HEAlTHPARK

This distinctive development on 1,300 acres of industrial park focuses on advanced and innovation driven “green” and “clean” industries like electronics and biotechnology. SiLC’s strategic location with its proximity to cargo hubs, two international airports and five seaports in Johor and Singapore, will allow industries in its location to tap into a growing and increasingly affluent Asian market of 3 billion potential consumers. Together with its land size which offers extensive expansion capacity and existing fully integrated infrastructure, SiLC is a compelling location for industry players of the future.


SOuTHERN INDuSTRIAl AND lOGISTICS CluSTERS SilC

Afiat Healthpark is one of the catalyst projects conceptualised to position Nusajaya as a comprehensive medical hub. Spread over 68 acres, Afiat Healthpark has been tailored to specifically meet the present gaps in the healthcare market and respond to increasing demand for premier healthcare services and facilities by local and international customers. It will cater to three distinct areas in healthcare; modern medicine, traditional and complementary medicine and wellness. This development will include a health screening centre, private specialist clinics, outpatient clinics, a commercial village, a nursing college, a rehabilitation centre and a dialysis centre.

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CORPORATE PROFIlE

UEM Land Holdings Berhad (“UEM Land Holdings” or “the Company”) was incorporated on 20 August 2008 as part of a restructuring exercise undertaken by UEM World Berhad.

The restructuring was undertaken to move UEM Land Holdings to the next growth paradigm and unlock value for shareholders, as well as allow direct equity participation in the Company by public investors. This culminated in the successful public listing of UEM Land Holdings on Bursa Securities on 18 November 2008.

UEM Land Holdings is the flagship company for real estate investment and property development in UEM Group Berhad (“UEM Group”) and Khazanah Nasional Berhad (“Khazanah”). UEM Group is a wholly-owned subsidiary of Khazanah, an investment holding company of the Malaysian Government.

The jewel in UEM Land Holdings’ portfolio, Nusajaya, is located in one of the five flagship zones of Iskandar Malaysia, identified by the Government as one of the key drivers of our nation’s socio economic growth under the Ninth Malaysia Plan. The overall development of Nusajaya as an integrated modern city with diverse catalyst projects, is expected to be fully completed by 2025.

Embracing innovative building processes and technology, Nusajaya will be a role model of an economically, socially and environmentally sustainable city for South East Asia. With its modern infrastructure and cutting edge architectural design, the expected local and foreign investment inflows into Nusajaya will propel economic growth and transform south Johor into an exciting centre of economic development.

Nusajaya spans a total of 23,875 acres, with UEM Land Holdings owning 9,564 acres which are currently under various stages of development. By 2025, Nusajaya will comprise a range of high quality properties, including the Johor State New Administrative Centre (“JSNAC”) and the Federal Government offices, the luxurious Puteri Harbour waterfront development, the “green” and “clean” fully managed Southern Industrial and Logistics Clusters (“SiLC”) and Afiat Healthpark, a comprehensive

medical park offering world class healthcare facilities and services. There will also be a mix of residential and commercial properties, hotels, resorts and many other amenities required to transform Nusajaya into a preferred destination to live, work and play.

Central to Nusajaya’s potential success is its strategic location. Adjacent to Singapore and at the crossroads of arterial land, sea and air routes, with 3 billion potential consumers within a six-hour flight radius, Nusajaya has the vital ingredients to become the nucleus of economic growth in Asia. Nusajaya is a compelling investment proposition for long term investors looking to tap a growing and increasingly affluent population. To date, Nusajaya has successfully formed strategic alliances with international developers, Limitless Holdings Pte Ltd (a business unit of Dubai World) and DAMAC Properties (Malaysia) Sdn Bhd (a member of DAMAC Group, the largest private real estate developer in Dubai) and local developer United Malayan Land Bhd. The Company will continue to look for suitable synergistic alliances with reputable local and international companies with strong branding and market reach, as these partnerships will play a key role in helping UEM Land Holdings achieve its vision for Nusajaya.

One of the Company’s mission is to diversify its income stream and geographical location into high growth areas. This process has been initiated with the formalisation of an acquisition of 98 acres of freehold site adjacent to the Central Business District of Cyberjaya at the end of 2008, with a potential gross development value in excess of RM1 billion.

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CORPORATE INFORmATION

BOARD OF DIRECTORSTan Sri Dr Ahmad Tajuddin AliChairman

Wan Abdullah Wan IbrahimManaging Director/Chief Executive Officer

Dato’ Ahmad Pardas SeninNon-Independent Non-Executive Director

Abdul Kadir Md KassimNon-Independent Non-Executive Director

Md Ali Md DewalSenior Independent Non-Executive Director

Oh Kim SunIndependent Non-Executive Director

Dato’ Ikmal Hijaz HashimIndependent Non-Executive DirectorAppointed on 1 March 2009

Omar Siddiq Amin Noer RashidNon-Independent Non-Executive DirectorAppointed on 1 April 2009

AUDIT COMMITTEEOh Kim SunChairman

Abdul Kadir Md KassimMember

Md Ali Md DewalMember

Dato’ Ikmal Hijaz HashimMemberAppointed on 31 March 2009

NOMINATIONS & REMUNERATION COMMITTEEMd Ali Md DewalChairman

Dato’ Ahmad Pardas SeninMember

Oh Kim SunMember

BOARD DEVELOPMENT COMMITTEE Formed on 1 March 2009Md Ali Md DewalChairman

Dato’ Ahmad Pardas SeninMember

Wan Abdullah Wan IbrahimMember

Dato’ Ikmal Hijaz HashimMember

BOARD TENDER COMMITTEE Formed on 1 March 2009Abdul Kadir Md KassimChairman

Md Ali Md DewalMember

Oh Kim SunMember

Dato’ Ikmal Hijaz HashimMember

SECRETARIES Tan Hwee Thian MIA 1904

Mohd Nor Azam Mohd SallehMAICSA 7028137

AUDITORSErnst & Young Level 23A Menara MileniumJalan DamanlelaPusat Bandar Damansara50490 Kuala Lumpur

PRINCIPAL SOLICITORSKadir, Andri & Partners 8th Floor Menara Safuan80 Jalan Ampang50450 Kuala Lumpur

PRINCIPAL BANKERSCIMB Bank Berhad

Malayan Banking Berhad

REGISTERED OFFICE19-2 Mercu UEMJalan Stesen Sentral 5Kuala Lumpur Sentral50470 Kuala LumpurTel: 03-2727 6868Fax: 03-2727 2211

REGISTRARSSymphony Share Registrars Sdn BhdLevel 26 Menara Multi-PurposeCapital SquareNo.8 Jalan Munshi Abdullah50100 Kuala LumpurTel: 03-2721 2222Fax: 03-2721 2530

STOCK EXCHANGE Main Board of Bursa Malaysia Securities Berhad

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1 UEM LAND BERHAD 100%Project procurement and management, and strategic investment holding company

2 BANDAR NUSAJAYA DEVELOPMENT SDN BHD

100%Investment holding, property development, land trading and an agent for its subsidiary

3 NUSAJAYA DEVELOPMENT SDN BHD

100%Property development

4 CAHAYA JAUHAR SDN BHD

60%Undertake the turnkey design and build contract for the development of the Johor State New Administrative Centre

5 HORIzON HILLS DEVELOPMENT SDN BHD


6 HAUTE PROPERTY SDN BHD


7 SETIA HARUMAN SDN BHD

25%Property development and sale of land

CORPORATESTRuCTuREAS AT 31 MARCH 2009

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mIlESTONES

2008Launched •East Ledang.

Secured •DAMAC as development partner for part of the Private Marina and Commercial South precincts, Puteri Harbour.

The listing •of UEM Land Holdings Berhad on Bursa Securities.

2007 Launched •Horizon Hills and Nusajaya Industrial Park Phase 2.

Physical •works commenced on Puteri Harbour and secured Limitless as development partner for Residential North, Puteri Harbour.

2006

Launched •Nusa Idaman, the first mixed residential project.

Phy• sical works commenced on SiLC.

Undertook •degearing exercise involving strategic disposal of 4,500 acres in Nusajaya to Khazanah.

2004Secured •agreement for establishment of JSNAC as first catalyst.

2003Nusajaya’s •revised development masterplan approved.

Nusajaya •repositioned as Regional City with various catalyst developments.

MID-90’SAcquisition •of Nusajaya landbank.

Development •commenced.

This table shows you

the key milestones in

the development of

Nusajaya. We expect

to achieve “Tipping

Point” in 2012.

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CEO CAHAYA JAUHAR

JSNAC

CHIEF OPERATING OFFICERVacant

PROJECT DIRECTORS

NUSAJAYA

CYBERJAYA

Management Committees – Board Development Committee, Board Tender Committee, Management Planning Committee and Management Tender Committee - with the authority to review specific issues and to report to the Board with recommendations.

The Company also centralised several functions to improve operational efficiency within a matrix structure. One of the key initiatives was to centralise all marketing and sales function under a central functional reporting line to the Strategic Marketing division. Within the matrix structure, teams are then assigned to the various catalyst projects to drive sales and marketing efforts.

The role of Quality Assurance, Occupational Health and Safety & Environment (“QASHE”) and Project Monitoring were also expanded to ensure that the formulated and approved quality standards of processes and practices were implemented accordingly throughout the entire development chain. Stringent QASHE guidelines were enforced and monitored for compliance to ensure that our projects are undertaken in a responsible manner that safeguard the wellbeing of our people and the preservation of the environment in which we operate.

INTERNAL AUDIT

DIRECTOR STRATEGIC MARKETING, CORPORATE COMMUNICATION & PROPERTY INVESTMENTS

STRATEGIC MARKETING

MARKETING & SALES

CORPORATE COMMUNICATION

CRM

PROPERTY INVESTMENTS

SUPPORT

SPECIAL PROJECTS

HUMAN RESOURCE

COST MANAGEMENT & CONTROL

RISK MANAGEMENT, TRANSFORMATION & INVESTMENTS

QA, OSHE & PROJECT MONITORING

PLANNING

ORGANISATION STRuCTuRE

BOARD OF DIRECTORS

AUDIT COMMITTEE

NOMINATIONS & REMUNERATION COMMITTEE

BOARD TENDER COMMITTEE

BOARD DEVELOPMENT COMMITTEE

The Company’s organisation structure was streamlined ahead of the corporate restructuring exercise to ensure that the Group can meet future challenges and its obligations to its shareholders as a public listed entity.

The Board of Directors (“Board”), entrusted with providing strategic direction is responsible for the overall performance of the Group to maximise shareholder value, whilst the Managing Director / Chief Executive Officer (“MD/CEO”) is responsible for implementing the policies and decisions of the Board, overseeing the operations and managing the development and implementation of the Group’s business and corporate strategies.

With the reorganisation, the position of Chief Operating Officer (“COO”) was also created to assist the MD/CEO. Working together with a team of project managers, the COO oversees all operational aspects of project implementation initiatives for Nusajaya, as well as Cyberjaya, as it plans its product launch towards the end of 2009.

Practising good corporate governance and ensuring compliance at all times, the Board approved the formation of additional Board and

MANAGING DIRECTOR/CHIEF EXECUTIVE OFFICER

DIRECTOR FINANCE & CORPORATE AFFAIRS

FINANCE

CORPORATE PLANNING

INVESTOR RELATIONS

LEGAL & SECRETARIAL

PUTERI HARBOUR

SiLC

LEISURE & LIFESTYLE

30


REVENUERM’ 000

SHAREHOLDERS’ EQUITYRM’ 000

PROFIT BEFORE INCOME TAXRM’ 000

TOTAL ASSETSRM’ 000

EARNINGS PER SHARESen

NET ASSETS PER SHARERM*

* Attributable to equity holders of the Company

FOuR-yEAR FINANCIAl HIGHlIGHTS

20

8,3

50

71,5

31

7,5

38

2005 2006 2007 2008Restated

Year Ended 31 December

2005 2006 2007 2008Restated


2005 2006 2007 2008Restated


2005 2006 2007 2008Restated


2005 2006 2007 2008Restated


2005 2006 2007 2008Restated


1,87

1,5

48

1,18

4,6

35

457

,279

2,7

17,7

25

511,

647

1,2

50

,15

5

75,7

00

45

3,1

49

150

,087

129

,181

3,5

42

,22

2

3,3

88

,54

5

3,0

60

,55

2

0.1

0.0

4

24

.70

.49

3.1

0.5

1

4.7

0.0

9

31


FOuR-yEAR GROuP PERFORmANCE

YEAR ENDED 31 DECEMBER

IN RM' 000

2005 (RESTATED)

2006

2007

2008

Revenue 208,350 453,149 1,871,548 511,647

Cost of sales (134,500) (309,871) (1,360,626) (381,159)

Operating expenses (72,590) (31,700) (85,552) (62,307)

Operating profit 1,260 111,578 425,370 68,181

Other income 18,977 28,818 30,634 2,678

Finance costs (13,619) (6,612) (594) (6,367)

S hare of result of associates and joint ventures

920

(4,603)

1,869

11,208

Profit before income tax 7,538 129,181 457,279 75,700

P rofit attributable to equity holders of the Company

2,564

82,018

529,128

74,189

Shareholders' equity 71,531 150,087 1,184,635 1,250,155

Earnings per share (sen) 0.1 4.7 24.7 3.1

Return on equity 3.4% 74.0% 79.3% 6.1%

32


2008 GROuP QuARTERly PERFORmANCE

IN RM' 000

FIRST QUARTER

SECOND QUARTER

THIRD QUARTER

FOURTH QUARTER

2008

Revenue 191,130 60,172 78,365 181,980 511,647

Cost of sales (116,637) (47,749) (61,990) (154,783) (381,159)

Operating expenses (9,252) (14,736) (11,925) (26,394) (62,307)

Operating profit 65,241 (2,313) 4,450 803 68,181

Other income 1,122 97 878 581 2,678

Finance costs (1,637) (2,111) (3,287) 668 (6,367)

S hare of result of associates and joint ventures

1,285

2,793

2,231

4,899

11,208

Profit before income tax 66,011 (1,534) 4,272 6,951 75,700

P rofit attributable to equity holders of the Company

66,349

(1,905)

1,108

8,637

74,189

Shareholders' equity 1,256,751 1,254,810 1,250,837 1,250,155 1,250,155

Earnings per share (sen) 2.73 (0.08) 0.05 0.36 3.06

Return on equity* 7.8% (0.6%) 0.4% 2.8% 6.1%

* Annualised and adjusted for non-recurring.

33


FOuR-yEAR FINANCIAl REvIEw OF THE GROuP

AS AT 31 DECEMBER

IN RM' 000

2005 (RESTATED)

2006

2007

2008

TOTAL ASSETS

Property, plant and equipment and prepaid land lease payments 8,422 10,456 11,132 12,693

Land held for property development, development properties and property development costs

2,659,266

2,777,054

2,111,653

2,255,944

Investment in associates, joint ventures and others 72,409 32,455 22,921 40,457

Inventories 51,586 35,501 34,797 35,905

Receivables 387,982 527,878 401,485 612,989

Goodwill 4,478 36,822 39,223 39,223

Deposits and cash and bank balances 204,403 83,351 57,809 34,823

Others - 38,705 38,705 28,518

Total assets 3,388,545 3,542,222 2,717,725 3,060,552

TOTAL EQUITY AND LIABILITIES

Share capital 867,554 867,554 1,214,088 1,214,088

Merger relief reserves 22,894 22,894 34,330 34,330

Other reserves (78,980) (84,317) 63,132 47,027

Accumulated losses (739,937) (656,043) (126,915) (45,290)

Shareholders' equity 71,531 150,087 1,184,635 1,250,155

Minority interests 632,842 559,293 451,500 452,380

Total equity 704,373 709,380 1,636,135 1,702,535

Borrowings 2,390,771 2,445,240 560,289 599,294

Income tax liabilities 128,994 177,747 156,165 145,935

Payables 108,318 169,572 330,553 577,418

Provisions and others 56,088 40,284 34,583 35,370

Total equity and liabilities 3,388,545 3,542,222 2,717,725 3,060,552

Net asset per share attributable to equity holders of the Company (RM) 0.04 0.09 0.49 0.51

34


SImPlIFIED GROuP bAlANCE SHEET

Property, plant and equipment and prepaid land lease payment

Land held for property development, development properties

and property development costs

Investment in associates, joint ventures and others

Inventories

Receivables

Goodwill

Deposits and cash and bank balances

Others

Shareholders’ equity

Minority interests

Borrowings

Income tax liabilities

Payables

Provisions and others

TOTAL EQUITY AND LIABILITIES2007

43% 21%

17%12%6%1%

41% 19%

TOTAL EQUITY AND LIABILITIES2008

19%15%

5%

1%

79%15%

2%

1%

1%

TOTAL ASSETS2007

74 %20%

1%

1%

TOTAL ASSETS2008

35


STATEmENT OF vAluE ADDED & DISTRIbuTION

IN RM' 000 2007 2008

VALUE ADDED:

Revenue 1,871,548 511,647

Purchase of goods and services (1,424,276) (423,727)

Value added by the Group 447,272 87,920

Other income 30,634 2,678

Share of result of associates and joint ventures 1,869 11,208

Total value added available for distribution 479,775 101,806

DISTRIBUTION:

To employees – salaries and other staff costs

20,180

17,562

To government – income tax

(72,464)

631

To provider of capital– finance costs

594

6,367

Retained for future reinvestment & growth– depreciation & amortisation– retained profits– minority interest

1,722

529,128615

2,177

74,189880

Total distributed 479,775 101,806

RECONCILIATION:

Profit for the year 529,743 75,069

Add : Depreciation & amortisation 1,722 2,177

Finance costs 594 6,367

Staff costs 20,180 17,562

Income tax (72,464) 631

Total value added 479,775 101,806

36


EmPlOyEES & PRODuCTIvITy

EMPLOYEES’ ETHNIC COMPOSITION

Bumiputera 336

Chinese 21

Indian 4

Others 1

362

EMPLOYEES BY CLASSIFICATIONas at 24 March 2009

Management UE5 & above

63

Executive UE1 - UE4

176

Non Executive NE1 – NT8

123

362

EMPLOYEES’ ETHNIC COMPOSITION

BUMIPUTERA 93%

CHINESE 6%

INDIAN 1%

OTHERS 0%

EMPLOYEES BY CLASSIFICATION

EXECUTIVE (UE1 – UE4) 49%

MANAGEMENT (UE5 & ABOVE) 17%

NON EXECUTIVE (NE1 – NT8) 34%

37


SHARE PRICE & vOlumE TRADED

WEEKLY VOLUME TRADED & HIGHEST-LOWEST SHARE PRICE

VOLUME

TRADED SHARE PRICE

WEEK

MILLION SHARES

HIGHEST (RM)

LOWEST (RM)

21/11/08 31,139,900 0.66 0.585

28/11/08 14,155,000 0.595 0.56

5/12/08 3,906,400 0.525 0.51

12/12/08 7,161,600 0.55 0.525

19/12/08 5,181,900 0.585 0.56

26/12/08 1,511,200 0.545 0.53

2/1/09 3,895,700 0.575 0.535

9/1/09 18,389,200 0.715 0.675

16/1/09 45,510,300 0.9 0.79

23/1/09 11,409,900 0.77 0.74

30/1/09 13,147,900 0.76 0.74

6/2/09 13,374,700 0.755 0.725

13/2/09 21,126,300 0.775 0.72

20/2/09 9,346,600 0.775 0.745

27/2/09 4,674,900 0.76 0.74

6/3/09 4,445,300 0.72 0.705

11/3/09 10,080,900 0.745 0.7

21/1

1/0

8

28

/11/0

8

5/1

2/0

8

12

/12

/08

19

/12

/08

26

/12

/08

2/1

/09

9/1

/09

16

/1/0

9

23

/1/0

9

30

/1/0

9

6/2

/09

13

/2/0

9

20

/2/0

9

27/

2/0

9

6/3

/09

11/3

/09

VO

LUM

E T

RA

DE

D (

MIL

LIO

N S

HA

RE

S)

50

00

00

00

40

00

00

00

30

00

00

00

20

00

00

00

10

00

00

00

0

0.8

0.7

0.6

0.5

0.4

0.3

0.2

0.1

0 SH

AR

E P

RIC

E (

RM

)

KLC

I P

RO

PE

RTIE

S IN

DE

X

60

05

00

40

03

00

20

010

00 K

UA

LA L

UM

PU

R C

OM

PO

SIT

E IN

DE

X

10

00

80

06

00

40

02

00

0

WEEKLY VOLUME TRADED

SHARE PRICE

KLCI PROPERTIES INDEX

KUALA LUMPUR COMPOSITE INDEX

Documents

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