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Subsequent thereto, AmMerchant Bank Berhad (formerly known as Arab-Malaysian Merchant Bank Berhad) had, on behalf of the Company, submitted the following applications to the SC:-

(i) to declare dividends at the respective subsidiary level, i.e. PMB Cyberwall Limited (PMBC), PMBF and EASB prior to the acquisition of PMBC by PMBF and the acquisitions of PMBF and EASB by PMBT as set out in table 1;

(ii) to waive the condition set out in the SCs letter of approval dated 22 January 2003, which requires the major shareholders of PMB, namely Kuan Shin @ Kuan Nyong Hin, Kwan Yun Hong @ Kuan Onn Hing, Kuan Pek Seng, Kwan Chin Heng and Doitbest Holdings Sdn Bhd to provide their undertaking that they will not be involved in similar or competitive businesses which may result in conflicts of interest with the existing businesses of PMBT; and

(iii) to revise the 8,200,000 ordinary shares of RM0.50 each (Shares), which were proposed to be made available for application by the Malaysian Public (Public Issue) through balloting, to include placement of 5,200,000 Shares to public placees.

In this respect, on behalf of the Company, AmMerchant Bank is pleased to announce that the aforesaid applications have been approved by the SC vide their letter dated 9 May 2003. The SCs approval is subject to the following terms and conditions:-

(i) the value of the net tangible assets (NTA) of the proposed subsidiary companies of PMBT must not be less than the value of the NTA of the respective Subsidiary Companies as at 31 December 2001;

(ii) the promoters and major shareholders of PMBT must provide an undertaking to the SC that they do not act on behalf of the major shareholders of PMB as named above nor do they hold any shares in PMBT for the said major shareholders of PMB;

(iii) PMBT is required to fully disclose in its prospectus as to the reasons why a conflict of interest situation will not arise with the existing businesses of PMBT in respect of the involvement of the major shareholders of PMB (as named above) in Chin Foh Berhad;

(iv) The placement shares must be placed out by an independent placement agent and the public investors must be identified and proposed by the said independent placement agent;

(v) At least 30% of the shares allocated for placement should, to the extent possible, be allocated to Bumiputera investors; and

(vi) The independent placement agent must furnish to the SC for their information, the final list of public investors under the placement exercise and written confirmation that the private placement complies with the Guidelines for Private Placement which was issued on 3 September 2001 upon completion of the placement exercise.

This announcement is dated 13 May 2003.

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