This page contain information copyrighted by other individuals and entities. Copyrighted material displayed in this page is done so for archival purposes only and is not intended to infringe upon the ownership rights of the original owners.
Jaya Shipbuilding & Engineering Pte Ltd (ID: 4889)
Page 1 of 3 Next Page [Back to companies list]
WELCOME TO JAYA HOLDINGS LTD HOME Home About US Our Mission Jaya Today Offshore Chartering Shipbuilding & Shiprepairing ConventionalShipping Vessels Announcements & Financial Information Partnerships & Linkage Contact Us Exchange Welcome to Jaya Holdings Ltd JAYA HOLDINGS NET PROFIT UP BY 39%,REVENUE UP BY 541%,3.5 CENTS(35%) INTERIM DIVIDEND- FOR 2Q 2006 Contact Web master on any queries relating to the site at Page updated on 23 AUGUST 2005 INTRODUCTION INTRODUCTION Founding members at the helm (left to right) Messers Chan Mun Lye(Executive Director) Pang Yoke Min (Managing Director) Khong Lai Cheong(Executive Director) The Jaya Group had its beginning in 1981 when a ship owning company, Java MarineLines Pte Ltd was incorporated by Mr. Eka Tjandranegara and Mr. Pang Yoke Min and otherinvestors to purchase the first tug boat. From this modest start,the Group quickly enjoyed rapid growth with addition of seven more tugboats and bargeswithin the first year of operation. During this period, Mr Chan Mun Lye, Mr Khong LaiCheong and Mr Low Cheng Lum joined the Group. T heearly success not only allowed the Group to remain unscathed from the recession of the mideighties but gave it the opportunity to acquire additional vessels at low prices. By earlynineties the Group had a fleet size of over 50 vessels. TheGroup acquired its first shipyard with Shiprepairs facilities and diversified into theShiprepairs business in February 1988. In July 1993 the group acquired its second yard inSingapore which currently operates as its shipbuilding facility and corporate headquarters. At about the same time, the group had also acquired a site on the Indonesianisland of Batam, which is now being used for shipbuilding as well as project constructionactivities. A third diversification effort saw the Group venturing into theConventional/container vessel sector in mid 1993. The group currently owns and chartersout 14 vessels of this category. Insupport of this growth strategy, the Group underwent a corporitisation exercise and waslisted as public company under the Stock Exchange of Singapore in February 1992 . Our Mission JAYA TODAY JAYA TODAY Our core businesssegments Offshore marine vessel owning and chartering Shiprepairing/Shipbuilding Conventional/Container vessels owning and chartering The Management team Our widely integrated shippingGroup is supported by a responsive and strong management organisation. The foundingmembers of the Group have remained actively involved with the Group as executive directorsas well as major shareholders. A team of experienced and professional managers are inplace to be responsible for each functional area. A well trained yard workforce togetherwith dedicated supervisory staff at all levels ensures that the efforts of the Group arewell carried out and our customer service levels are exceedingly high. Our facilities andmarket presence Besides our shipyard facilities in Singapore and Batam, we have marketing offices in Jakarta and Kuala Lumpur. We are also represented by marketing agents in various parts of the world. Our vessels operate and ply the international waters, connecting the many corners of the world.We are developing a shipyard with a Chinese partner in Zhuhai, China and expect to commence operations by end of 2005. Acquisition by Sime Darby Berhad On 15 September, 2004 Sime Darby Berhad, through its wholly-owned subsidiary, Sime Darby Eastern Limited, acquired 29.9% equity interest in our Group. This strategic stake positions Sime Darby as the company's single largest shareholder, with representation on the board and management of the company. Looking Ahead Jaya promotes a quality conscious,environmentally friendly, safe and healthy workplace. We ahve been certified:- ISO 9001:2000 ISO 14001:1996 OHSAS 18001:1999 Some of the benefits of the above certifications are that it reduces complexity, there is holistic assessment across businesses and there are cost and time savings from eliminating duplicative work. The Board of Directors &Committee Members Corporate Information Group Structure Offshore Chartering OFFSHOREMARINE VESSEL OWNING AND CHARTERING Aready and relevant fleet T he Group has one of Singapore and the mostregion's diversified fleet of around 35 Offshore vessels available for charter worldwide. SoutheastAsia remains our main operating area where most of our vessels are normally engaged inserving the offshore oil and gas, marine construction, mining and the general marinerelated industries The fleet is continually renewed to ensurethat market trends and demands are kept up with and the vessels meet our high standards ofoperational readiness. Applyingour own operating experience Our vast experience as ownersand operators of offshore support vessels enable us to incorporate the best features thatwe know are desired by the industry, when designing our own new buildings. That means acontinually upgraded and relevant fleet to serve our discerning customers. FLEET COMPOSITION Anchor handling tug/Supply Vessel 3,000 bhp to 10,000 bhp Straight Supply Vessels 3,000 bhp to 5,000 bhp Utility Vessels 1,250 bhp to 2,000 bhp Azimuth Thruster Tugs 1,840 bhp to 5,000 bhp Ocean Towing Tugs 800 bhp to 5,000 bhp Anchor Hnadling Tugs 4,000 bhp to 5,000 bhp Landing Craft 330 to 800 det Flat Top Barges 600 to 10,700 dwt Derrick Hatch Barges 48 teus Construction Barge 200 men/ 10,000 dwt SHIPREPAIRING AND SHIPBUILDING SHIPBUILDING & SHIPREPAIRS Shiprepairing andshipbuilding activities are carried out at our Batam and Singapore shipyards. The Batam shipyard occupies a land area of 40 acres with shoreline of 320 meters. With a water depth of over6 meters at zero tide, the yard can serve a range of bigger vessels. Current facilitiesinclude two-storey administration block and a workshop equipped with gantry cranes and NCcutting machinery. The yard is served by 5 crawl cranes ranging from 70 tonnes to 200tonnes. Planned improvements include the addition of two 140-meter floating dock and thefurther enhance ment of the engineering workshop. The Singapore shipyard is over 6 Acres in size and has a shoreline of 130 metres. It also houses the Group'sheadquarters and has engineering workshop facilities to support the new building and afloat repair activities of the yard. Using the integrated facilities of both ourSingapore and Batam yards, we specialize in the construction of medium size range offshoresector vessels. Our undertakings to date have included anchor handling tug/supply vesselsof up to 9,000 bhp, harbor tugs of up to 4,760 bhp, an oil tanker of 3,800 dwt,self-propelled dredger, tank and work barges of up to 16,000 dwt. CONVENTIONAL SHIPPING CONVENTIONALSHIPPING The conventional shipping divisionwas established in May 1993 with its primary activities in the ownership of containerizedand general cargo vessels, shipchartering, shipmanagement and ship agency services. The Group currently has a fleet strength of 5 vessels in which it has ownership interests varying between 50% and 100%. We have obtained the ISO 9002 on 16 December 1997 and ISM certification on 21 November 1997. FLEET COMPOSITION FLEET COMPOSITION Conventional Vessels Offshore Vessels ANNOUNCEMENTS ANNOUNCEMENTS & FINANCIAL REPORTS MISCELLANEOUS ANNOUNCEMENTS PRESS RELEASE FINANCIAL RESULTS - ANNOUNCEMENTS ANNUAL REPORTS MISCELLANEOUS ANNOUNCEMENTS MISCELLANEOUS : REPLY TO QUERIES FROM SINGAPORE EXCHANGE SECURITIES TRADING LIMITED MISCELLANEOUS : ANNOUNCEMENT OF THE UNAUDITED RESULTS OF THE COMPANY AND THE GROUP FOR THE FIRST QUARTER ENDED 30 SEPTEMBER 2005 RESULTS OF EXTRAORDINARY GENERAL MEETING MISCELLANEOUS : UPDATE ON INTERESTED PERSON TRANSACTIONS WITH SIME DARBY BERHAD NOTICE OF EXTRAORDINARY GENERAL MEETING MISCELLANEOUS : UPDATE ON INTERESTED PERSON TRANSACTIONS WITH SIME DARBY BERHAD COMPLETION OF SALE OF SHARES IN AN ASSOCIATED COMPANY MISCELLANEOUS :: UPDATE ON INTERESTED PERSON TRANSACTIONS WITH SIME DARBY BERHAD MISCELLANEOUS :: INTERESTED PERSON TRANSACTIONS WITH SIME DARBY BHD REPLY TO QUERIES FROM SINGAPORE EXCHANGE LIMITED ACQUISITION OF 29.9% OF THE ISSUED SHARES IN JAYA HOLDINGS LIMITED-Clarification ACQUISITION OF 29.9% OF THE ISSUED SHARES IN JAYA HOLDINGS LIMITED -Correction ACQUISITION OF 29.9% OF THE ISSUED SHARES IN JAYA HOLDINGS LIMITED PRESS RELEASE RESULTS FOR THE SECOND QUARTER ENDED 31 DECEMBER 2005 RESULTS FOR THE FIRST QUARTER ENDED 30 SEPTEMBER 2005 JAYA HOLDINGS' RESULTS FOR THE FINANCIAL YEAR ENDED 30 JUNE 2005 ADDITIONAL INFORMATION IN RESPECT OF PRESS RELEASE ON SHIPBUILDING CONTRACTS DATED 8 JUNE 2005 JAYA HOLDINGS LTD SECURES SHIPBUILDING CONTRACTS WORTH OVER US$ 58MILLION JAYA HOLDINGS' 1Q FY05 RESULTS JAYA HOLDINGS' FY2004 NET PROFIT RISES 41% to $46.2 MILLION; ANNOUNCES 2.5 CENTS FINAL DIVIDEND JAYA HOLDINGS 9-MONTH NET PROFIT SOARS 86% TO $34.8 MILLION-PRESS RELEASE INCORPORATION OF JAYA DMS MARINE PTE. LTD. JAYA Stengthens presence in Qatar with sale of 2 vessels valued in excess of US$15 ML to newly established joint-venture companies JAYA HOLDINGS ANNOUNCES DEVELOPMENT OF NEW SHIPYARD IN SOUTHERN CHINA Jaya Holdings First Half Net Profit Soars 86% To $24.3 million-Press Release Jaya Holdings First Quarter Net Profit Soars 95% To $14.2 million-Press Release Jaya Holdings Ltd Net Profit Rises 31% To $32.9 million-Press Release Jaya Delivers Vessel to SEACOR of U.S Jaya Holdings Ltd Announces S$285 million New Vessel Building Programme Additional Explanatory Notes on the Company's ESOS ADDITIONAL EXPLANATORY NOTES TO ORDINARY RESOLUTION 8 TO BE PROPOSED AT THE ANNUAL GENERAL MEETING TO BE HELD ON 23 NOVEMBER 2001 Jaya Holdings Ltd Announces Record Dividends As Net Profit Attributable To Shareholders Rises 69%, Buoyed By Strong Growth In Offshore Marine Sector NOTICE OF EXTRAORDINARY GENERAL MEETING INVESTMENT IN A FLOATING PRODUCTION STORAGE OFFLOAD ("FPSO") PROJECT Jaya Group Secures Vessel Sale Orders And Options Worth Over S$80 Million Financial Results- Announcements SECOND QUARTER FINANCIAL STATEMENT AND DIVIDEND ANNOUNCEMENT-FOR THE PERIOD ENDED 31 DECEMBER 2005 FIRST QUARTER FINANCIAL STATEMENT FOR THE PERIOD ENDED 30 SEPTEMBER 2005 FULL YEAR FINANCIAL STATEMENT AND DIVIDEND ANNOUNCEMENT FOR THE PERIOD ENDED 30 JUNE 2005 SCHEDULED ANNOUNCEMENT OF THE UNAUDITED RESULTS OF THE COMPANY AND THE GROUP FOR THE THIRD QUARTER AND THE FIRST NINE MONTHS ENDED 31 MARCH 2005 SECOND QUARTER FINANCIAL STATEMENT AND DIVIDEND ANNOUNCEMENT-FOR THE PERIOD ENDED 31 DECEMBER 2004 SCHEDULED ANNOUNCEMENT OF THE UNAUDITED RESULTS OF THE GROUP FOR THE SECOND QUARTER ENDED 31 DECEMBER 2004 FIRST QUARTER FINANCIAL STATEMENT FOR THE PERIOD ENDED 30 SEPTEMBER 2004 ANNOUNCEMENT OF THE UNAUDITED RESULTS OF THE COMPANY AND THE GROUP FOR THE FIRST QUARTER ENDED 30 SEPTEMBER 2004 FULL YEAR FINANCIAL STATEMENT AND DIVIDEND ANNOUNCEMENT FOR THE PERIOD ENDED 30 JUNE 2004 THIRD QUARTER FINANCIAL STATEMENT FOR THE PERIOD ENDED 31 MARCH 2004 SECOND QUARTER FINANCIAL STATEMENT AND DIVIDEND ANNOUNCEMENT-31 DECEMBER 2003 FIRST QUARTER FINANCIAL STATEMENT- 30 SEPTEMBER 2003 Full Year Financial Statement And Dividend Announcement For the year ended 30 June 2003 HALF YEAR FINANCIAL STATEMENT AND DIVIDEND ANNOUNCEMENT-31 DECEMBER 2002 Full Year Financial Statement And Dividend Announcement For the year ended 30 June 2002 HALF YEAR FINANCIAL STATEMENT AND DIVIDEND ANNOUNCEMENT-31 DECEMBER 2001 Full Year Financial Statement And Dividend Announcement For the year ended 30 June 2001 Half yearly financial Statement-31 December 2000 Announcement of Financial Results for the Year ended 30 June 2000 Half Year Financial Statement And Dividend Announcement- 31 December 1999 ANNUAL REPORTS Annual Report - Financial Year Ended 30 June 2005 Annual Report - Financial Year Ended 30 June 2004 Annual Report - Financial Year Ended 30 June 2003 Review of Operations-Year ended 30 June 2003 Annual Report - Financial Year Ended 30 June 2002 Annual Report - Financial Year Ended 30 June 2001 Annual Report- Financial Year Ended 30 June 2000 LINKAGE WITH THE WORLD PARTNERSHIPS & LINKAGE Moving forward with partners inbusiness I t is our management philosophy that our future expansionis best optimized by a combination of both internal and external growth strategies. With ahealthy balance sheet to aid the process, we are constantly on the look out for newinvestments, either in existing business or diversified fields. We look upon working withexternal parties with good product or service as an essential extension of our ownentrepreneurial spirit. Our contributions to partnership With an establishedpresence in the region, we offer potential partners who may be interested in our line ofbusiness, a ready spread of niche experience and knowledge of trade. Likewise, we look tostrategic alliances with partners with skills and knowledge in areas in which we may beinterested but are not currently involved. Contact Us JAYA HOLDINGS LTD 13 Tuas Crescent Singapore 638707 Tel:(65)6265 1010 Fax:(65) 6864 5555 mail:jaya@jayaholdings.com For business related enquiries please contact the following persons by directly clicking their respective name. Directors Mr Y.M.Pang Mr L.C. Khong Mr M. L. Chan Mr Lee Tuck Onn Mr F. K. Chan Marketing Department Mr Philip Tan Mr Stephen Phuah Ms Sharon Loke Other offices: P.T.JAYA ASIATIC SHIPYARD contact person: Mr Andy Tan/Mr Teo Eng Guan Jln Brig Jen Katamso KM 6Tanjung Uncang Batam Indonesia Tel:(62)(778) 391474 Fax:(62) (778) 391 475 email: enquiry@ptjaya.com P.T.JAWA TIRTAMARIN contact person:Mr David Mills Plaza 89 6th Floor Suite 611 Jalan H.R. Rasuna Said Kav. X-7 No.6 Jakarta 12940 Indonesia Tel:(62)(21) 252 0580/1 Fax:(62)(21) 252 0583 email: jtmarin@rad.net.id ALAM MARTIM(M) SDN BHD contact person:Azmi Ahmad/Shaharuddin Rahmad No 49-1, 1st Floor, Jalan1/149J,Bandar Baru Sri Petaling ,57000 Kuala Lumpur,Malaysia Tel:(60)(3) 9059 6841Fax:(60)(3) 90596845 MASNET No MASNET No. 86 OF 10.09.2004 Announcement No. 86 JAYAHOLDINGS LIMITED ACQUISITION OF 29.9% OF THE ISSUED SHARES INJAYA HOLDINGS LIMITED TheBoard of Directors of Jaya Holdings Limited ( the Company ) wishes to announcethat it has been informed by 5 major shareholders of the Company, EkaTjandranegara, Pang Yoke Min, Khong Lai Cheong, Chan Mun Lye and Low Cheng Lum( the Vendors ) that Sime Darby Eastern Limited ( the Purchaser ) has enteredinto a Share Purchase Agreement with the Vendors to acquire from the Vendors inaggregate 223,019,640 ordinary shares of S$0.10 each ( the Sale Shares )representing approximately 29.9% in the issued share capital of the Company( the Acquisition ). ThePurchaser is a wholly-owned subsidiary of Sime Darby Berhad. It is incorporatedin Singapore as an investment holding company, holding mainly the Sime DarbyGroup's Singapore-based businesses. It is engaged in car distribution, retailmarketing, consumer products distribution among other activities. Followingcompletion of the Acquisition, the Purchaser will become the largestshareholder in the Company while the Vendors will together continue to own an18.96% interest in the Company. Inconnection with this Acquisition, the Purchaser and the Vendors have alsoentered into an Option Agreement whereby the Purchaser will grant to theVendors a put option ( the Put Option ) over shares representing not less than15% of the issued share capital of the Company, while the Vendors will grant tothe Purchaser a call option ( the Call Option ) over shares representing notless than 15% of the issued share capital of the Company. 1. PurchaseConsideration Theaggregate consideration of the Acquisition is S$223,019,640 (based on S$1.00per Sale Share) and is arrived at on a willing buyer-willing seller basistaking into account, amongst other things, the prevailing market price of theSale Shares and that the acquisition will position the Purchaser as theCompany s largest shareholder. Theconsideration of S$1.00 per Sale Share represents a premium of approximately9.9% over the last transacted price of S$0.91 per Sale Share on the SGX-ST on 9September 2004, being the latest trading date prior to this Announcement. Thetotal consideration will be paid in cash on completion of the Share PurchaseAgreement. 2. Completion of SharePurchase Agreement Theacquisition of the 29.9% stake in the Company by the Purchaser is expected tobe completed by 15 September 2004. 3. Principal Terms of theShare Purchase Agreement 3.1 The Company s Board and Management: Board of directors Witheffect from Acquisition Completion, the Company s Board of Directors shallcomprise of not more than 10 directors. The Purchaser shall be entitled tonominate 3 representatives to be appointed as directors. The Vendors shallcollectively have no more than 4 representatives appointed as directors. PangYoke Min will continue to serve the Company as Group Managing Director, andKhong Lai Cheong and Chan Mun Lye will continue to serve the Company as GroupExecutive Directors in accordance with the applicable terms of their respectiveservice agreements. Executive Committee ( Exco ) AfterAcquisition Completion, the Purchaser will nominate 2 persons, namely theFinancial Controller and the Executive Director, to be appointed to Exco of theBoard of Directors ( the Purchaser s Management Nominees ). TheExco of the Board of Directors currently comprises of 4 members, being PangYoke Min, Khong Lai Cheong, Chan Mun Lye and Chan Fook Kong the FinanceDirector. After Acquisition Completion, the size of the Exco will be increasedfrom 4 members to 6 members with the appointment of the Purchaser s ManagementNominees. 4. Principalterms of the Option Agreement Theshares held collectively by the Vendorsfollowing Acquisition Completion ( the Relevant Shares ) represent 18.96% ofthe issued share capital in the Company. 4.1 Put Option: ThePut Option is in respect of the aggregate number of Relevant Shares held by theVendors on Option Completion, which shall represent not less than 15.0% of theissued share capital of the Company on Option Completion ( Option Shares ).Under the Put Option, the Vendors have the option of requiring the Purchaser topurchase from each of the Vendors all of the Option Shares at a price of S$1.10for each Option Share ( the Put Option Price ). ThePut Option is exercisable during the period commencing on (and including) thedate falling 30 days after the date on which the audited consolidated resultsof the Jaya Group for the financial year ending 30 June 2006 are announced, andending on (and including) the date falling 60 days thereafter ( the OptionPeriod ). 4.2 Conditions to exercise of Put Option: ThePut Option may be exercised collectively by the Vendors only if the followingconditions are satisfied: (I) The Minimum Average Implied Equity Valuebeing not less than S$818,000,000; (II) The Minimum FY2006 Implied Equity Value beingnot less than S$634,500,000; (III) Therehaving been no subsisting breach by any of the Vendors of the terms of theShare Purchase Agreement (other than a breach of Warranty) and no subsistingMaterial Breach of Warranties (defined as a breach or breaches of Warranties byany Vendor (i) giving rise to claims of not less than an aggregate of S$500,000under the Share Purchase Agreement and/or the Option Agreement or (ii) havingor resulting in an adverse impact on the business or the ability of the JayaGroup to continue its ordinary course of business) at the time of exercise ofthe Put Option. For the purpose of this condition:- (A) wherea breach by any of the Vendors of the terms of the Share Purchase Agreement(other than a breach of Warranty) or any Material Breach of Warranty occurs andsuch breach has been remedied by the Vendors to the satisfaction of thePurchaser, such breach shall not be regarded as a breach of the terms of theShare Purchase Agreement (other than a breach of Warranty) or a Material Breachof Warranty for the purpose of this condition; (B) wherea breach by any of the Vendors of the terms of the Share Purchase Agreement(other than a breach of Warranty) or any Material Breach of Warranty occurs andsuch breach is not capable of remedy or is not remedied by the Vendors to thesatisfaction of the Purchaser, the condition shall be deemed not to have beensatisfied. Forthe purposes of the conditions to the exercise of the Put Option, (i) Average Income means the arithmeticmean of the Net Income for each of the financial years ending 30 June 2005 and30 June 2006; Minimum Average ImpliedEquity Value means the product of 14.1 and the Average Income; (ii) Minimum FY2006 Implied Equity Value means the product of 14.1 and the Net Income for the financial year of theCompany ending 30 June 2006; and (iii) Net Income means, in relation to afinancial year of the Company, the audited consolidated net profit of the JayaGroup as at the end of that financial year attributable to shareholders which: (a) shallbe adjusted to exclude the stipulated adjustments provided for in the OptionAgreement, and (b) wasachieved through the ordinary course of business of the Jaya Group and withoutundertaking any corporate action or business activity that would adverselyaffect the ability of the Jaya Group to generate stable recurrent income in thefuture or cause material changes to the capital expenditure plans of the JayaGroup. 4.3 Deemed Exercise of Put Option : In the event the Purchaser or any of its related corporations makes an Offer( the Offeror ) at a price at or higher than the Put Option Price prior to theexercise of the Put Option, the Put Option shall, notwithstanding any otherprovisions of this Agreement, be deemed to have been exercised by the Vendorson the final closing date of the Offer, provided the Vendors shall only bebound to sell (each as to those of the Option Shares held by him on OptionCompletion), and the Purchaser shall be bound to purchase, all of the OptionShares on Option Completion at the highest Offer price (which shall not belower than the Put Option Price) which the Offeror may make pursuant to anyOffer in accordance with the Code foreach Option Share. 4.4 Call Option : TheCall Option is in respect of the Option Shares and is exercisable during theOption Period. Under the Call Option, the Purchaser has the option to requirethe Vendors to sell to the Purchaser all of the Option Shares at a price ofS$1.20 for each Option Share ( the Call Option Price ). 4.5 Other Adjustments: Underthe Option Agreement, adjustments will be made to the Put Option Price, CallOption Price and/or the number of Relevant Shares to take into account certaincorporate actions undertaken by the Company such as rights issues, bonusissues, share splits and consolidations. 4.6 Lock-Up: The Vendors have undertaken to hold, during theperiod commencing on the date of the Option Agreement until completion of thesale and purchase of the Option Shares ( Option Completion ) Relevant Sharesrepresenting not less than 15.0% of the issued share capital of the Companyfrom time to time. The Vendors are not prohibited from selling or transferringany of their Relevant Shares (i) otherwise than pursuant to a general offerwhere such sale or transfer will not result in the Vendors being in breach ofthe Lock-Up, (ii) pursuant to a general offer or (iii) pursuant to the deemedexercise of the Put Option. 4.7 The Company s Board and Management: Inthe event the Purchaser or any of its related corporations makes a take overoffer pursuant to the Singapore Takeover Code ( the Offer ) for the remainingshares not already owned by it prior to the Option Period, the Vendors canaccept the Offer in respect of the Option Shares. Wherethe Purchaser makes an Offer lower than the Put Option Price and becomes theholder of more than 50% of the issued share capital of the Company, and theVendors do not accept the Offer in respect of the Option Shares, the Purchaserwill be entitled to nominate the majority of the Board of Directors but therewill be no change in the composition of the Exco. Wherethe Vendors accept an Offer in respect of the Option Shares, the Purchaser willbe entitled to nominate the majority of the members of the Board of Directorsand the Exco. BYORDER OF THE BOARD Submitted by ShirleyLim , Company Secretary on 10/09/2004 to theSGX MASNET No MASNET No. 35 OF 02.03.2004 Announcement No. 43 JAYAHOLDINGS LIMITED PRESS RELEASE - JAYA HOLDINGS ANNOUNCESDEVELOPMENT OF NEW SHIPYARD IN SOUTHERN CHINA JAYA HOLDINGS ANNOUNCES DEVELOPMENT OF NEW SHIPYARD IN SOUTHERN CHINA Jaya to take 70%-stake injoint-venture with Chinese shipyard, Yuexin Shipbuilding; new shipyard inZhuhai expected to commence operations by March 2005 New yard will be Jaya s thirdafter Singapore and Batam, and will raise combined in-house capacity to 14vessels from 6 currently Singapore, 2 March 2004 Jaya Holdings Limited ("Jaya" or the Group ) announced today that its wholly ownedsubsidiary, Jaya Offshore (H.K) Limited ( Jaya Hong Kong ), has entered into a70-30-joint venture with Chinese shipyard, Yuexin Shipbuilding Company Limited( Yuexin ) to develop, own and operate a new shipyard in the vicinity of Zhuhaicity in the southern province of Guangdong. Jaya Hong Kong will own 70% of the new shipyard to be named JayaShipbuilding (Zhuhai, China) Company Limited ( Jaya Zhuhai ), and Yuexin 30%.The total development costs of the new shipyard are estimated at US$10 millionwhich the parties intend to finance by means of US$4.2 million in paid-upcapital and a combination of bank borrowings and shareholders loans. An agreement for land-use rights has been signed between JayaZhuhai and the Zhuhai Sancun Industrial District Administration Committee for aplot of land measuring 219,000 square metres which also encompasses a waterbasin with a surface area of 72,000 square metres and a total shoreline of over1,100 metres. The cost of the land and basin areas - leased for a period of 50years - amounted to RMB 12.9 million (US$1.6 million) Jaya Zhuhai will be the third shipyard to be owned by the Group,which currently has a shipyard in Singapore and a second in the Indonesianisland of Batam. The Group s twoexisting shipyards have a combined building capacity of 6 vessels over a15-month construction cycle. Apart from fully utilising its internal capacity,the Group has been outsourcing its additional building needs to third-partyyards in China. In the currentenvironment, the Group s total new building requirements cannot be satisfied asmost of the shipyards in China are themselves fully occupied, resulting in longlead times for any fresh orders from Jaya or other owners. Jaya Zhuhai is expected to commence shipbuilding operations byMarch 2005. Under the initial phase, it will have a capacity of up to 8 vesselsover a 15-month construction cycle. The Group intends to concentrate onbuilding offshore support vessels, primarily anchor handlers and supply vesselsin the 4,000 6,000 break horsepower (bhp) range during this initial phase.The acquired land, however, has room for future development which can provideadditional capacity for either more offshore support vessels or vessels forother trades, including containerships and oil-tankers. A ship-repair facility is another futurepossibility. At this point in time, the Group has plans to develop the yardonly for the initial phase and has not set any time frame for future expansion. Said Jaya's Managing Director, Mr. Pang Yoke Min: The marketdemand for both chartering and outright purchase of the small- to medium-sizedoffshore support vessels, ranging from 4,000 to 12,000 bhp has been very highover the past couple of years. This is due to a worldwide shortage of suchvessels and the high price of crude oil. We believe that this situation willpersist for some years to come, due to the dual underlying factors of excessiveaging of vessels in this category and the scarcity of shipyard capacities toprovide owners with any quick solution for their replacement needs. This new shipyard will provide the Group with a significant jumpin in-house building capacity to a total of 14 vessels per building cycle of 15months against 6 vessels currently from our two existing yards. In addition,the Group intends to continue the outsourcing working relationships it hasestablished over the years with third-party yards. This capacity expansion will enable the Group to take betteradvantage of the very strong market for such vessels. We will be able to satisfy our customers needs better with morevessel completions which will be used to enhance our existing fleet forchartering operations and also for outright sales. The new joint-venture is a part of a larger regional expansionstrategy that the Group is embarking on. Besides boosting its internal buildingcapacity, the Group is actively pursuing strategic alliances and partnershipswith other ship owners and operators to enhance its chartering operations inthose other parts of the world which show good business growth potential. For the first half of the current financial year ending 30 June2004 ( 1H04 ), the Group reported a net profit attributable to shareholders of$24.3 million, up 86% from $13.0 million in 1H03, with strong contributionsfrom the Group s offshore shipping division. ~ ENDS ~ About Jaya Holdings Limited Founded in 1981 as Java MarineLines Pte Ltd by Mr Eka Tjandranegara (the current Chairman) and Mr Pang YokeMin (the current Managing Director), as a tug and barge operation, the businessgrew rapidly with the additions of more offshore support vessels through theeighties and nineties. Jaya HoldingsLtd was established as a holding company and listed on the Singapore Exchangein February 1992. The Groupdiversified into shipbuilding with the purchase of an existing shipyard inSingapore and the development of a new yard in Batam in 1993. At about the same time, it also diversifiedinto the conventional/container shipping business. Its current fleet comprises34 offshore vessels (with another 10 vessels under associate companies) and 5conventional/container vessels (with another 2 vessels under an associatecompany). It has embarked on an extensive new building programme of offshoresupport vessels, which will see an addition of at least 20 completions in thecurrent and following financial years. Submitted by ShirleyLim , Company Secretary on 02/03/2004 to theSGX New Page 3 BOARD OF DIRECTORS AND EXECUTIVE MEMBERS New Page 4 Vessel Name OFFSHORE FLEET SUMMARY No VESSEL NAME GRT BHP/DWT/TEU DIMENSIONS BUILT CLASS ANCHOR HANDLING TUG/SUPPLY TUGS 1 JAYA MARINER 2 1,491 4,000 BHP 56X 14.95 X 5.80 M 2002 ABS 2 DJM FORTUNE 3 1,204 4,750 BHP 57.50 X 13.80 X 5.50 M 2004 BV 3 DJM FORTUNE 5 1,204 4,750 BHP 57.5 X 13.80 X 5.50 M 2004 BV 4 JAYA SCOUT 1,690 4,750 BHP 59.25 X 14.95 X 6.10 M 2004 ABS 5 JAYA SUPPLIER 1 1,470 4,750 BHP 58.70 X 14.60 X 5.50 M 2004 BV 6 JAYA TREASURE 2 1,470 5,150 BHP 62.85 X 14.95 X 6.10 M 2005 BV 7 JAYA SEAL 1,772 5,500 BHP 62.85 X 14.95 X 6.10 M 2004 ABS 8 NOR SEA 1,951 5,500 BHP 70.05 X 14.95 X 6.10 M 2005 ABS 9 JAYA SUPPORTER 1,951 7,956 BHP 70.05 X 14.95 X 6.10 M 2005 BV 10 JAYA VALIANT 2 2,679 8,160 BHP 70.00 X 16.80 X 7.50 M 2005 ABS 11 JAYA VALIANT 3 2,679 8,160 BHP 70.00 X 16.80 X 7.50 M 2005 ABS 12 JAYA ADMIRAL 2,871 12,000 BHP 75.00 X 16.80 X 7.50 M 2004 ABS 13 CHAI YO 964 4,750 BHP 48.00 X 13.20 X 5.20 M 2004 BV PLATFORM SUPPLY VESSELS 14 JAYA GOLD 1,120 3,000 BHP 56.40 X 13.60 X5.20M 2000 ABS 15 JAYA GOLD II 1,233 3,500 BHP 56.40 X 13.60 X5.20M 2003 LR 16 JAYA FORTUNE 6 1,200 4,750 BHP 57.50 X 13.80X5.50M 2003 ABS UTILITY/ SUPPORT VESSELS 17 JAVA CHALLENGER 214 1,250 BHP T/S 35.36 X7.92 X 3.20M 1981 ABS 18 JAVA ADVENTURER 217 1,272 BHP T/S 35.36 X7.92 X 3.20M 1982 G.L 19 JAYA PUFFIN 2 499 3,500 BHP 45.00 X 11.00 X 4.00M 2004 BV 20 JAYA PUFFIN 3 499 3,500 BHP 45.00 X 11.00 X 4.00 M 2005 ABS 21 JAYA PUFFIN 5 617 4,000 BHP 45.00 X 11.80 X 4.60 M 2006 ABS TRACTOR/AZIMUTH THRUSTER TUGS 22 JAYA ACTIVE 216 1,840 BHP 26.00 X 9.10 X 4.00 M 1994 ABS 23 JAYA ABLE 216 1,840 BHP 26.00 X 9.10 X 4.00 M 1994 ABS 24 PERSADA JAYA 204 2,000 BHP 26.00 X 8.60 X 4.20 M 1999 DNV 25 ENNY JAYA 204 2,000 BHP 26.00 X 8.60 X 4.20 M 1999 DNV 26 JAYA CORAL 285 2,500 BHP 28.00 X 9.60 X 4.50 M 1996 ABS 27 SANERGY JAYA 336 2,700 BHP 29.50 X 9.80 X 4.20 M 1994 ABS 28 YATHREB10(EX- JAYA PELICAN) 375 3,500 BHP 33.00 X 10.40 X 5.60 M 2000 BV FSO SUPPLY/SUPPORT VESSELS 29 SETIA KASTURI 1,439 4,750 BHP 60.00 X 13.30 X 6.00 M 2005 ABS TUGS 30 JAYA HAWK 216 2,000 BHP 29.00 X 9.00 X 5.20 M 1999 ABS 31 DEITY JAYA(EX- JAYA EAGLE) 216 2,000 BHP 29.50 X 9.00 X 5.20 M 1999 ABS 32 JAYA SAMSON 297 2,560 BHP 31.80 X 9.00 X 4.15 M 1999 BV 33 TAMPAN 254 2,400 BHP 29 X 9 X 4.25M 2001 BV 34 TEGAP 254 2,400 BHP 29 X 9 X 4.25M 2001 BV WORK/ACCOMODATION BARGE 35 JAYA INSTALLER 7,378 7,251 DWT 330 X 96 X 20 FT 2002 ABS FLAT TOP BARGES 36 JAYA ASIATIC 8 360 1,000 DWT 160 X 40 X 8 FT 1996 GL 37 JAYA 189 843 1,750 DWT 180 X 56 X 12 FT 1995 GL 38 JAYA 281 2,626 6,000 DWT 280 X 80X 16 FT 2003 DNV 39 JAYA 282 2,626 6,000 DWT 280 X 80 X 16 FT 2003 DNV 40 JSE 8 529 1,090 DWT 180 X 50 X 8 FT 2003 ABS Vessel list updated as on 14 FEBRUARY 2006 Announcement Title * Announcement Title * INTERESTED PERSON TRANSACTIONS WITH SIME DARBY BHD Description The Directors of Jaya Holdings Ltd ("the Company") would like to announce that it has entered into new transactions with a member of the Sime Darby Bhd Group amounting to $ 3,052,175. The aggregate value of transactions ( excluding transactions below $100,000) entered into with Sime Darby Bhd and its subsidiaries( "S.D. Group"), in the current financial year, has now amounted to $ 6,300,218 representing 3.1 % of the Company's latest audited net tangible assets. As previously announced, Sime Darby Eastern Ltd, a 100%-owned subsidiary of Sime Darby Berhad , had on 15 Sept 2004 become a controlling shareholder of the Company through its acquisition of a 29.9% equity stake from five shareholders of the Company. The Company has a long-standing business relationship with the S.D Group principally through Tractors Singapore Ltd ("TSL"), a 100% subsidiary of the S.D. Group. TSL is in the business of marketing and servicing marine equipment including main propulsion engines, gearboxes and main generating sets. The Company through its subsidiaries, is involved in the construction of offshore support vessels and has been dealing with TSL for the provision of marine equipment and services since it commenced shipbuilding activities over 10 years ago. The Company typically enters into a purchase contract with TSL for the necessary marine equipment and services based on each new vessel it undertakes to build ( each a " shipset "). Each shipset normally encompasses a lead time stretching over several months for manufacturing and delivery and TSL will invoice the Company based on agreed terms stipulated in the purchase contract. Under such ageed terms, partial payments are due payable upon the occurence of certain events which are the signing of the purchase order, delivery of equipment at the Company's shipyard and commissioning of all installed equipment. The Company awards the contracts for its required marine equipment and services after a process of competitive evaluation and negotiation with the various vendors it invites to offer their official quotations. In determining the successful bidder, the Company considers critical factors including suitability of the equipment, pricing terms , delivery schedule and supporting installation services. Such a process has been stringently and consistently applied by the management in the case of all contracts entered into with TSL. The Audit Committee had reviewed the transactions and is satisfied that the transactions were entered into at arm's length commercial basis and the terms are not prejudicial to the interest of the Company and its minority shareholders. Saved as disclosed, none of the directors and substantial shareholders has any interest in the aforesaid transactions between the Company and the S.D. Group. MASNET No MASNET No. 80 OF 13.09.2004 Announcement No. 82 JAYA HOLDINGS LIMITED ACQUISITIONOF 29.9% OF THE ISSUED SHARES IN JAYA HOLDINGS LIMITED TheBoard of Directors of Jaya Holdings Limited ( the Company ) wishes to make aclarification to its earlier announcement made on 10 September 2004. Inparagraph 4.7 of the earlier announcement, it was stated that Where the Purchaser makes an Offer lowerthan the Put Option Price and becomes the holder of more than 50% of the issuedshare capital of the Company, and the Vendors do not accept the Offer inrespect of the Option Shares, the Purchaser will be entitled to nominate themajority of the Board of Directors but there will be no change in thecomposition of the Exco. Clarification Furtherto the announcement made by the Company on 10 September 2004, the Company hasbeen informed by the Vendors (as defined in the earlier announcement) that,based on the present ruling of the Securities Industry Council, the Purchaserwill not be permitted to make a general offer for the shares of the Company ata price lower than the Put Option Price before the expiration of the OptionPeriod. BYORDER OF THE BOARD ShirleyLim CompanySecretary Submitted by Shirley Lim , Company Secretary on 13/09/2004 to theSGX MASNET No MASNET No. 1 OF 11.09.2004 Announcement No. 1 JAYAHOLDINGS LIMITED ACQUISITION OF 29.9% OF THE ISSUED SHARES INJAYA HOLDINGS LIMITED The Board of Directors of Jaya Holdings Limited(the Company ) wishes to make a correction in its earlier announcement made on10 September 2004. In paragraph 4.3 of the earlier announcement, itwas stated that DeemedExercise of Put Option: In the event the Purchaser or any of itsrelated corporations makes an Offer ("the Offeror") at a price at orhigher than the Put Option Price prior to the exercise of the Put Option, thePut Option shall, notwithstanding any other provisions of this Agreement, bedeemed to have been exercised by the Vendors on the final closing date of theOffer, provided the Vendors shall only be bound to sell (each as to those ofthe Option Shares held by him on Option Completion), and the Purchaser shall bebound to purchase, all of the Option Shares on Option Completion at the highestOffer price (which shall not be lower than the Put Option Price) which theOfferor may make pursuant to any Offer in accordance with the Code for eachOption Share. The Vendors (as defined in the earlierannouncement) have since informed the Company that under the terms of theOption Agreement, the parties haveagreed that in the event the Purchaser or any of its related corporations makesa general offer for the Company s shares at a price at or higher than the PutOption Price prior to the exercise of the Put Option, the Put Option shall,notwithstanding any other provisions of this Agreement, be deemed to have beenexercised by the Vendors on the date of dispatch of the offer document and theVendors will be bound to sell and the Purchaser will be bound to purchase allthe Option Shares (as defined in the earlier announcement) at the offer priceas specified in the offer announcement. By Order of the Board Submitted by ShirleyLim , Company Secretary on 11/09/2004 to theSGX MASNET No MASNET No. 94 OF 16.08.2004 Announcement No. 94 JAYAHOLDINGS LIMITED PRESS RELEASE - JAYA HOLDINGS' FY2004 NETPROFIT RISES 41% to $46.2 MILLION; ANNOUNCES 2.5 CENTS FINAL DIVIDEND JAYAHOLDINGS' FY2004 NET PROFIT RISES 41% to $46.2 MILLION; ANNOUNCES 2.5 CENTSFINAL DIVIDEND EPS rises to 6.2 cents for FY 2004 from 4.5cents for FY 2003 Group proposes 2.5 cents final dividend for FY2004 in comparison with 2.0 cents a year ago Group strengthens presence in Qatar with threenew ship charter contracts Singapore, 16 August 2004 Jaya Holdings Limited ("Jaya") announced today that its net profit attributable toshareholders for the financial year ended 30 June 2004 ("FY 2004")rose 41% to $46.2 million from $32.9 million for FY 2003. An active oil and gassector on the back of high oil prices and the continued shortage of offshoresupport vessels in the small and medium size categories lifted the Group searnings despite a reduced fleet size. TheSingapore Exchange Main Board-listed company said the profit growth for FY 2004was achieved despite a lower group revenue of $106.3 million compared to $136.1million in the previous year. Earningsper share ("EPS") for FY 2004 rose to 6.2 cents compared to 4.5 centsfor FY 2003 while Net Asset Value ("NAV") per share as at 30 June2004 rose to 27.2 cents from 24.5 cents a year ago. Detailingits divisions contribution to the Group s net profit, Jaya said its OffshoreShipping division remained the largest contributor, accounting for 55.5% of theGroup s profit for the year under review. Of the $46.2 million net profit,contribution from Offshore Shipping amounted to $25.7 million, followed by $9.9million from Shipbuilding and $3.7 million from Conventional Shipping. TheShare of Profits of Associates contributed a further $7.6 million. TheConventional Shipping Division recorded a higher profit of $3.7 million in FY2004 as against a profit of $1.7 million in the previous year. This was alsohelped by gains from the sales of 2 vessels during the year. Separately, theShipbuilding Division recorded a profit of $9.9 million as against a profit of$13.0 million in the previous year. Although in each year, progressiverecognition was made in respect of 5 vessels which have been sold, 2 of thevessels sold during the year under review were made to associate companies forwhich a portion of the sales profit pertaining to the Group s interest in thesecompanies have been eliminated. In FY 2003, there was only 1 vessel sold to anassociate company. TheGroup s Share of Profits of its Associates improved to $7.6 million from a lossof $6.0 million in the previous year. Main contributors were 40%-owned AlamMaritim Sdn Bhd ( Alam Maritim ) of Malaysia which provided $4.0 million(FY2003: $1.3 million) and 50%-owned Jaya-TDS Shipping Ltd ( Jaya-TDS ) whichprovided $1.6 million (FY2003: loss of $7.1 million). The Group had invested inAlam Maritim only during the previous year, hence its increased contributionduring the year under review came from both higher profitability and thebenefit of a full financial year. Improved profit contributions from Jaya-TDScame from higher renewal charter rates for the vessels and the non-recurrenceof docking expenses and impairment charges, both incurred in the previous year. Thegrowth in the Group s net profit was achieved despite lower revenues of $32.2million, $10.5 million and $62.1 million from the Offshore Shipping,Conventional Shipping and Shipbuilding divisions, respectively. Thereduction in the revenue of Offshore Shipping is mainly attributable to asmaller fleet size and lower fleet utilisation during the year under review. Asat end of FY 2004, this division had a fleet of 33 vessels (FY 2003: 39vessels) in addition to 12 vessels (FY 2003: 7 vessels) jointly owned underseveral associated companies. While the division achieved higher utilisationfor its anchor handlers and supply vessels, its overall fleet utilisation wasweighed down to 68% compared to 74% for FY 2003 by the lower utilisation of itssmaller harbour tugs and barges. Thelower revenue of Conventional Shipping is due to the sales of 2 vessels and thechange to bare-boat charter from time-charter previously for 1 vessel.Shipbuilding revenue was lower than the previous year by 18% as those sold inthe previous years were of higher specifications and hence of greater salesvalue. TheGroup has proposed a final dividend of 2.5 cent per share tax exempt. Togetherwith the interim dividend of 1.5 cents per share earlier paid, total dividendproposed for FY 2004 is 4.0 cents per share tax exempt as against 3.0 cents pershare tax exempt for the previous year. TheGroup s balance sheet continued to remain very healthy with shareholders' fundsincreased to $202.5 million as at 30 June 2004 compared to $179.9 million as at30 June 2003. This strong financial position has enabled the Group to furtherincrease its fleet size under its new vessel-building programme to leverage onthe strong demand for offshore support vessels. Capital expenditure needs underthis programme have been met by internal cash flows generated from charteringoperations and vessel sales as well as external borrowings. Net gearing ratioof 0.50 as at 30 June 2004 also remained within management comfort level. SaidJaya's Managing Director, Mr. Pang Yoke Min: "Our continued growth inprofit during the year under review was underpinned by favourable marketconditions which have persisted for the past couple of years and soundoperating strategies. The current escalation to record levels in the price ofcrude oil is a positive factor for the Group. Such high prices will ensure an active oil and gas sector which will seemore demand for the support vessels being operated and built by the Group. Backedby our extensive shipbuilding programme and our new China joint-ventureshipyard which is being developed but is expected to be operational only in thenext financial year, Jaya is well-poised to continue to ride on the thrivingoffshore shipping sector driven by high crude oil prices and continuingshortage of offshore vessels." TheGroup also announces that it has secured three new long-term time chartercontracts for provision of offshore support vessels to be engaged in oil andgas exploration activities in the Middle East state of Qatar, with a combinedvalue of US$17 million. The3 offshore support vessels including 1 multi-purpose supply vessel and 2anchor handling tug supply vessels ( AHTS ) are currently underconstruction and will commenceoperations by end September and end December 2004, respectively. The newcontracts bring Jaya s total number of vessels operating in the Middle Eastregion to a total of 11 vessels from 5 a year ago. SaidMr. Pang, The new contracts are of great significance to Jaya as the Groupcontinues to leverage on joint-ventures and strategic alliances to expand itspresence in the Middle East where oil and gas exploration activities continueto be on the rise. Its also reflects well of the Group s strategy to diversifyits operations regionally to enhance its earnings over the longer term. AboutJaya Holdings Limited Founded in 1981 as Java Marine Lines Pte Ltd byMr Eka Tjandranegara (the current Chairman) and Mr Pang Yoke Min (the currentManaging Director), as a tug and barge operation, the business grew rapidlywith the additions of more offshore support vessels through the eighties andnineties. Jaya Holdings Ltd wasestablished as a holding company and listed on the Singapore Exchange inFebruary 1992. The Group diversified into shipbuilding with the purchase of anexisting shipyard in Singapore and the development of a new yard in Batam in1993. At about the same time, it also diversified into theconventional/container shipping business. In March 2004, Jaya announced its wholly ownedsubsidiary in Hong Kong has entered into a 70-30 joint venture with YuexinShipbuilding Company to develop, own and operate a new shipyard in the vicinityof Zhuhai in the southern province of Guangdong. In April 2004, Jaya announcedit has entered into two JV companies with Qatar-based Doha Marine Services toown and operate vessels for use in oil and gas exploration activities in theregion. Submitted by ShirleyLim , Company Secretary on 16/08/2004 to theSGX Miscellaneous Announcements MASNET No. 50 OF 25.05.2004 Announcement No. 50 JAYA HOLDINGS LIMITED PRESS RELEASE JAYA HOLDINGS' 9-MONTH NET PROFIT SOARS 86% to $34.8 MILLION 3rd Qtr Net Profit jumps 86% to $10.6 million from $5.7 million for 3Q03 on strong contribution from Offshore Shipping Division; EPS rises to 1.43 cents for 3Q04 from 0.78 cent for 3Q03; Group to leverage on its extensive new building programme to meet sustained offshore shipping activities and continued shortage of offshore vessels Singapore, 25 May 2004 – Jaya Holdings Limited ("Jaya" or "the Company") announced today that its net profit attributable to shareholders for the first nine months of the current financial year ending 30 June 2004 ("FY 2004") rose 86% to $34.8 million from $18.7 million for the corresponding period in FY 2003 on strong contribution from the Group's offshore shipping division and higher share of profits from its associated companies. The profit growth for the nine-month period was achieved despite lower group revenue of $52.3 million compared to $77.5 million for the same period in FY 2003. The decrease was a result of lower chartering revenues from both offshore and conventional vessel operations following a reduced fleet size due to vessel disposals. For the third quarter ended 31 March 2004 ("3Q04"), net profit attributable to shareholders jumped 86% to $10.6 million from $5.7 million for 3Q03 while group revenue was $17.7 million compared with $20.6 million in 3Q03. Increased revenue from the Group's shipbuilding division was offset by lower revenue for the offshore shipping and conventional shipping divisions due mainly to fewer vessels in both fleets. Despite the lower revenue, the offshore shipping division remained the largest contributor of net profit attributable to shareholders for 3Q04 at $7.3 million (3Q03: $6.6 million), followed by the share of profits from associated companies at $1.7 million (3Q03: loss of $0.6 million), shipbuilding division at $1.5 million (3Q03: loss of $0.6 million) and conventional shipping division at $0.3 million (3Q03: $0.8 million). Of the $1.7 million share of associate profits for 3Q04, the Group's 40%-owned Alam Maritim Sdn Bhd contributed $1.3 million while 50%-owned Jaya-TDS Shipping Ltd contributed $0.4 million. Earnings per share ("EPS") for 3Q04 rose to 1.43 cents compared to 0.78 cent 3Q03 while Net Asset Value ("NAV") backing per share as at 31 March 2004 rose to 25.6 cents from 22.6 cents a year ago. The Group maintained a healthy balance sheet with $191.0 million in shareholders' funds as at 31 March 2004, up from $179.9 million as at 30 June 2003. Net gearing ratio as at end of 3Q04 was 0.46 compared to 0.34 as at 30 June 2003. The increased gearing was due to the Group's strategic move to strengthen its fleet size through its new building programme which has been financed by a mix of internal cash flows and external borrowings. Jaya's Managing Director Mr. Pang Yoke Min said: "Continuing the trend in recent years, strong demand for offshore support vessels in the small to medium size category and high crude oil prices continue to underpin the healthy offshore shipping sector. We believe the Group is well-placed to take advantage of this strong market demand as it has embarked on an extensive new building programme with over 30 vessels currently in various stages of completion." "Going forward, we remain positive about the market conditions for each of the Group's businesses. The conventional shipping sector has also seen charter rate improvements and the Group will continue to benefit from this trend, particularly from the performance of its associate Jaya-TDS Shipping Ltd," added Mr. Pang. As part of Jaya's new building programme to meet the robust worldwide demand for offshore vessels, Jaya announced in March 2004 that it will develop, own and operate a new shipyard in the vicinity of Zhuhai city in the southern province of Guangdong with its Chinese partner, Yuexin Shipbuilding Company Limited. When this new facility is operational in mid 2005, Jaya's in-house building capacity will increase to a total of 14 vessels per building cycle of 15 months against 6 vessels currently from its existing 2 shipyards in Singapore and Batam. In early May 2004, Jaya also announced that it has entered into a joint-venture agreement to incorporate 2 joint-venture companies to own and operate vessels with Doha-based marine operator and contractor, Doha Marine Services W.L.L. for the Qatari and Middle East markets. As a start, Jaya has sold 2 anchor handling tug supply vessels of 4,750 bhp each to the joint-venture companies for a total price exceeding US$15 million. ~ ENDS ~ Submitted by Shirley Lim , Company Secretary on 25/05/2004 to the SGX MASNET No MASNET No. 83 OF 23.02.2004 Announcement No. 83 JAYA HOLDINGS LIMITED PRESS RELEASE JAYA HOLDINGS FIRST HALF NET PROFIT SOARS 86% to $24.3 MILLION; DECLARES INTERIM DIVIDEND OF 1.5 CENTS EPS rises to 3.3 cents for 1H 04 from 1.8 cents for 1H 03 2Q 04 net profit rises 76% to $10 million vs. $5.7 million in 2Q 03 Offshore shipping division top contributor with $18.2 million profit in 1H 04 Singapore, 23 February 2004 Jaya Holdings Limited ("Jaya") announced today that its net profit attributable to shareholders for the 2nd Quarter ("2Q 04") of the current financial year ending 30 June 2004 ("FY 2004") rose 76% to $10.0 million from $5.7 million in 2Q 03. This brought 1st half earnings to $24.3 million, up 86% from $13.0 million in 1H 03, with the offshore shipping division contributing strongly due to sustained offshore shipping activities and the continuing shortage of offshore support vessels. The Singapore Exchange Main Board-listed company said the growth in 1H 04 was achieved on the back of turnover of $50.4 million which compared with $56.9 million in 1H 03 the decrease due to lower chartering revenue from both the offshore and conventional vessel divisions as a result mainly of lower fleet size due to vessel disposals. Earnings per share ("EPS") for 1H 04 rose to 3.3 cents compared to 1.8 cents in 1H 03 while Net Asset Value ("NAV") backing per share as at 31 Dec 2003 rose to 25.7 cents from 22.8 cents a year ago. The offshore shipping division was once again the largest profit contributor in 1H 04, accounting for $18.2 million, followed by conventional shipping $2.4 million and shipbuilding $0.6 million. The share of profits of associated companies contributed the remaining $3.2 million. The Company declared an interim dividend of 1.5 cents per share, compared with 1.0 cent a year ago. Detailing its 2Q 04 performance (covering October-December 2003), the Group said total revenue of $32.6 million was 8% lower than 2Q 03. The offshore shipping fleet size was 34 vessels as at end of the quarter compared to 40 vessels a year ago and the conventional vessel fleet had also reduced by one to 5 vessels. In addition to its own fleet, the associated companies of the Group operated 10 offshore vessels ( 7 a year ago) and 2 container vesels ( same number a year ago) Net profit attributable to shareholders rose to $10.0 million, up 76% from $5.7 million in 2Q 03. Of this, offshore shipping division contributed $5.2 million, 14% higher than a year ago. Although chartering profit fell to $0.9 million from $3.4 million a year ago, this was offset by the corresponding higher gain of $4.4 million ( vs $1.2 million) from the sale of vessels in the fleet. Net profit of the conventional shipping division recorded a 881%-increase to $2.5 million, inclusive of a gain from the disposal of a vessel during the quarter. The shipbuilding division also recorded a profit of $0.7 million against $1.8 million one year ago. The Group s share of profits of its associated companies amounted to $1.7 million, up sharply from the $1.4 million loss a year ago. Of this amount, $1.0 million came from the Group s 40%-owned Alam Maritim Sdn Bhd in which the Group did not have an interest a year ago, while the Group s 50%-owned Jaya-TDS Shipping Ltd also contributed a profit of $0.4 million against a loss of $1.5 million in the previous corresponding quarter. The Group s shareholders funds increased to $190.3 million as at 31 December 2003, compared to $179.9 million as at 30 June 2003. The Group s capital expenditure needs have been well balanced by the healthy cash flows from both its chartering operations and vessel sales. The Group s net gearing ratio of 0.31 as at end of 31 December 2003 compares well with the ratio of 0.34 as at 30 June 2003. Jaya s Managing Director Mr. Pang Yoke Min said: "We remain very positive about the market conditions for each of the Group s businesses. Sales of vessels, both new buildings and those from its existing fleet, will be a continuing business strategy. Both our yards in Singapore and Batam are fully loaded and we have to outsource a major part of our new building works to several third-party yards. Under the Group s extensive new building programme, we currently have over 20 offshore support vessels in various stages of completion. This has put us in a good position to take advantage of the strong market demand for such vessels. Our conventional shipping sector is also expected to benefit from the global recovery in conventional shipping charter rates." "The overall market conditions for all three divisions appear very positive. We will continue to pursue our strategy of sale of existing vessels from our fleet as well as new vessels. Sales from our existing fleet not only help us to address customers needs, but will also enable us to keep our average fleet age low. Such vessel sales can be sustained as there will be continual additions to the new building programme we are undertaking," he said. ~ ENDS ~ About Jaya Holdings Limited Founded in 1981 as Java Marine Lines Pte Ltd by Mr Eka Tjandranegara (the current Chairman) and Mr Pang Yoke Min (the current Managing Director), as a tug and barge operation, the business grew rapidly with the additions of more offshore support vessels through the eighties and nineties. Jaya Holdings Ltd was established as a holding company and listed on the Singapore Exchange in February 1992. The Group diversified into shipbuilding with the purchase of an existing shipyard in Singapore and the development of a new yard in Batam in 1993. At about the same time, it also diversified into the conventional/container shipping business. Its current fleet comprises 34 offshore vessels( with another 10 vessels under associate companies) and 5 conventional/container vessels( with another 2 vessels under and associated company). The Group has embarked on an extensive new building programme of offshore support vessels, which will see an addition of at least 20 completions in the current and following financial years. Submitted by Shirley Lim , Company Secretary on 23/02/2004 to the SGX MASNET No JAYA HOLDINGS LIMITED PRESS RELEASE JAYA HOLDINGS FIRST QUARTER NET PROFIT SOARS 95% TO $14.2 MILLION 	 EPS rises to 1.9 cents for 1Q04 from 1.0 cent for 1Q03 	 Offshore shipping division top contributor with net profit rising 86% to $13.0 million Singapore, November 20, 2003 Singapore Exchange ("SGX") Main Board-listed Jaya Holdings Limited ("Jaya") announced today that its net profit attributable to shareholders for the first quarter ended 30 Sept 2003 ("1Q04") of the current financial year ending 30 June 2004 ("FY 2004") soared 95% to $14.2 million from $7.3 million in 1Q03, buoyed by the continued shortage of offshore marine vessels due to increased offshore oil and gas activity. Making its first quarterly financial reporting, Jaya said its earnings per share ("EPS") for 1Q04 rose to 1.9 cents from 1.0 cent in 1Q03, while net asset value per share ("NAV") increased to 26.4 cents from 24.5 cents as at 30 June 2003. The largest contributor to net profit was its offshore shipping division which accounted for $13.0 million, up 86% from a year ago. Lower chartering profits of $4.1 million compared to $5.8 million in 1Q03 was compensated by the higher $8.9 million gain from the disposal of existing vessels in the fleet, up sharply from the corresponding gain of $1.2 million in 1Q03. The shipbuilding division recorded a marginal loss of $0.1 million compared to a profit of $0.4 million due to more work being carried out in 1Q04 on vessels meant for internal needs as opposed to the corresponding quarter a year ago when the division had worked on more vessels meant for external sales and had accordingly recognized more profit on progressive completion basis. The conventional shipping division recorded a breakeven performance in 1Q04 compared to a profit of $0.7 million in 1Q03. Group turnover fell 17% to $17.8 million in 1Q04 compared to 1Q03. Over the comparative periods, offshore shipping revenue, the main contributor, dipped 2% to $12.8 million due to the reduction in fleet size to 40 vessels from 42; conventional shipping revenue fell 17% to $2.9 million due to downtime of one vessel on docking maintenance and another assuming a bare-boat charter contract from a time-charter previously; while shipbuilding revenue fell 57% to $2.0 million due to lower progressive recognition of vessels for sale to external customers and undergoing completion at the Group s internal yards. The Group s shareholders funds increased to $194.4 million as at end of 1Q04 from $179.9 million as at 30 June 2003. The Group s capital expenditure needs have been well balanced by the healthy cash flows from both its chartering operations and vessel sales and its gearing ratio of 0.23 as at end of 1Q04 compares well with the ratio of 0.34 as at 30 June 2003. Commenting on the performance, Jaya s Managing Director Mr. Pang Yoke Min said: "We remain very positive about the outlook for the remaining quarters of the current financial year for each of the three core divisions. Our confidence is supported by the continuing high price of oil and by the fact that there continues to be a shortage of offshore vessels. Overall, we expect that our performance for the whole of FY 2004 will exceed that of FY 2003," Singapore Exchange Ltd - JAYA HOLDINGS LIMITED PRESS RELEASE Jaya Holdings Ltd Net Profit Rises 31% To $32.9 million Continued shortage of marine vessels and high oil price pushed revenue up 72% to $136.1 million EPS 4.5 cents for FY 2003 versus 3.5 cents in FY 2002 Final Dividend of 2.0 cents versus 1.3 cents in FY 2002 Singapore, September 1, 2003 – Singapore Exchange-listed Jaya Holdings Ltd ("Jaya") today announced a net profit attributable to shareholders of $32.9 million for the financial year ended 30 June 2003 ("FY 2003"), up 31% over FY 2002. The higher profit was achieved on the back of a total revenue of $136.1 million, an increase of 72% over FY 2002 as the global shortage of offshore marine vessels and the sustained high price of crude oil continued to boost its ship chartering and shipbuilding businesses. Revenue from shipbuilding accounted for $76.2 million, an increase of 282% over FY 2002. Offshore shipping division chartering revenue from its 42-vessel fleet increased by 22% to $45.9 million. Charter income from the conventional vessel division of $13.1 million was lower than previous year by 34%. The significant growth in shipbuilding revenue was attributable to the completion of two vessels as well as the progressive recognition of another three vessels still under construction as at financial year end. All of these vessels were for sales to external buyers. In the previous year, there was no completion but only progressive recognition of four vessels under construction. The offshore shipping revenue increase came from new building additions to the fleet despite a lower overall fleet utilisation rate of 73% as against 76% in the previous year. The rate was affected by the fleet's barges and smaller tug boats. Charter rates and utilisation for the higher-value vessels and new buildings have been firm, thereby contributing to the overall increased revenue. The decline in conventional shipping revenue was due to the smaller fleet size, following the disposal of seven vessels in the previous year. Of the $32.9 million in profit attributable to shareholders, the offshore shipping division contributed the dominant share of $23.9 million, up 59% from the previous year. Average charter income per vessel per day rose to $4,486, up 14% from a year ago. The shipbuilding division contributed $13.0 million as against $2.5 million in the previous year. The contribution from the conventional shipping division was much lower at $1.7 million than the previous year's $7.2 million. The previous year's profit was almost entirely contributed by gains from vessel disposals, whereas there was no such gain for the year under review. The marked improvements in profits from the Group's subsidiary companies was set back by its share in the loss of associate companies, amounting to $6.0 million versus a share of gain of $1.6 million in the previous year. The share of loss from associates is mainly due to the Group's 50% share in Jaya-TDS Shipping which owns two container vessels of 2,000 Teu size. These vessels had suffered depressed charter rates and the Group's share of loss of $6.0 million was inclusive of its share of drydocking expenses for one vessel, amounting to $0.9 million for each party and impairment losses on both vessels, amounting to $4.1 million each. "We have benefited from the continued strong demand for new vessels. Our yards in Singapore and Batam are fully loaded with 8 vessels under construction, and additionally, we have outsourced 13 vessels to four yards in China. These vessels are scheduled for completion over the current and following financial years. We would rather let our own yards do the higher capacity vessels and the third-party yards handle the smaller ones, usually of less than 5,000 bhp," said Jaya's Managing Director Mr. Pang Yoke Min. "These new buildings will be helpful for us to meet demands from customers who are interested to charter or to buy them outright. We are also starting to see a better performance in our third business segment – conventional vessels. There has been a good recovery in charter rates, and the two vessels under our associate Jaya-TDS Shipping have renewed charters at twice their previous rates," he said. Earnings per share rose to 4.5 cents from 3.5 cents and net asset value to 24.4 cents from 22.4 cents, respectively. The directors are pleased to recommend for shareholders' approval a final dividend of 2.0 cents per share tax exempt. Together with the earlier paid interim dividend of 1.0 cent, total year dividend will amount to 3.0 cents, which is 50% higher than the 2.0 cents paid in the previous year. Company Background Founded in 1981 as Java Marine Lines Pte Ltd by Mr Eka Tjandranegara (the current Chairman) and Mr Pang Yoke Min (the current Managing Director), as a tug and barge operation, the business grew rapidly with the additions of more offshore support vessels through the eighties and nineties. Jaya Holdings Ltd was established as a holding company and listed on the Singapore Exchange in February 1992. The Group diversified into shipbuilding with the purchase of an existing shipyard in Singapore and the development of a new yard in Batam in 1993. At about the same time, it also diversified into the conventional/container shipping business. Its current fleet comprises 42 offshore vessels and 8 conventional/container vessels. JAYA HOLDINGS LTD JAYA HOLDINGS LTD PRESS RELEASE Jaya Delivers Vessel To SEACOR of U.S. 70-metre, 5,500 BHP multipurpose Anchor Handling Tug/Supply (AHTS) vessel equipped with DP (Dynamic Positioning) Class 2 is eighth of a series completed for SEACOR SINGAPORE, May 16, 2003 Singapore Exchange-listed Jaya Holdings Ltd ("Jaya") announces the completion and delivery of another vessel built by its wholly owned subsidiary - Jaya Shipbuilding and Engineering Pte. Ltd. This vessel has been built for sale to SEACOR SMIT Inc. ("SEACOR") of the United States, and will be managed in Singapore by its subsidiary SEACOR Marine (Asia) Pte. Ltd. SEACOR is one of the world s largest operators of offshore support vessels with a fleet size of over 300 units. Named as the M.V. SEACOR Achiever, this is a 70-metre, 5,500 BHP multipurpose Anchor Handling Tug/Supply (AHTS) vessel equipped with DP (Dynamic Positioning) Class 2 system with accommodation berths for 42 persons. The vessel has a maximum speed capability of 13.5 knots, a cargo deck of 500m 2 and a cargo deadweight of 1,800 Tonnes. It has a comfortable operating range of over 10,000 nautical miles at 12 knots and is powered by 2 units of Wartsila 6L26A main engines generating a total of 5506BHP. The vessel is equipped with a towing and anchor handling winch from Rolls Royce Brattvaag and has achieved a bollard pull in excess of 70 Tonnes. The SEACOR Achiever is the latest of eight similar vessels that SEACOR has to-date taken from Jaya, either on charter contract terms or on outright purchase, continuing a business relationship which had started several years back. At a naming ceremony jointly hosted by Jaya and SEACOR, Jaya s Group Managing Director Mr. Pang Yoke Min, said: "The SEACOR Achiever is one of the best offshore support vessels of its class that we have built. It more than meets the increasing demands for safety, comfort and efficiency required for offshore operations. We are truly proud to be able to complete this vessel on schedule and to meet the exacting standards of a valued client such as SEACOR." SEACOR s General Manager in Singapore, Mr. Mike Meade, said: "Through strategic alliances and partnerships around the world, we are focused on providing highly responsive localised service support - whenever and wherever it is needed. We would like to express our deep appreciation to all those who have contributed to this project, with special thanks to the management and staff of Jaya and SEACOR, whom, in partnership and with their relentless pursuit of excellence, have produced this wonderful vessel we take delivery of today. We should all be proud of our achievement." Company Background About Jaya Holdings Ltd Founded in 1981 as Java Marine Lines Pte Ltd by Mr. Eka Tjandranegara (the current Chairman) and Mr. Pang Yoke Min (the current Managing Director), Jaya Holdings was listed on the Singapore Exchange in February 1992. It enjoyed rapid growth with the addition of more offshore support vessels to its fleet through the eighties and nineties. The Group diversified into the ship repair business with the acquisition of its first shipyard in 1988, and went on to acquire a second yard in 1993, which currently operates as the Group corporate headquarters and shipbuilding facility in Singapore. It also owns and operates a shipyard on the Indonesian island of Batam. The Group diversified into the conventional/container shipping business in 1993. Its current fleet comprises 43 offshore vessels and 8 conventional/container vessels. It is currently undertaking an aggressive new building programme to increase its offshore fleet size, in the face of increased worldwide demand for such vessels. About SEACOR SEACOR SMIT Inc., based in Houston, Texas, is a provider of offshore marine services to the oil and gas exploration and production industry and is provider of oil spill response services to owners of tank vessels and oil storage, processing and handling facilities. The Company's offshore marine service business is primarily dedicated to operating a diversified fleet of offshore support vessels that service oil and gas exploration and production facilities mainly in the United States Gulf of Mexico, the North Sea, Latin America, West Africa and Asia. The Company's vessels deliver cargo and personnel to offshore installations, handle anchors for drilling rigs and other marine equipment, support offshore construction and maintenance work and provide standby safety support and oil spill response services. From time to time, vessels service special projects, such as well stimulation, seismic data gathering and freight hauling. ~ ENDS ~ PRESS RELEASE Jaya Holdings Ltd Announces S$285 Million New Vessel Building Programme SGX-listed Jaya Holdings Ltd today announced a newbuilding programme for offshore vessels stretching over the current and next two financial years. This programme involves a total of 26 newbuildings with a total current market valuation of S$285 million. Of these, nine vessels have been completed during the current financial year to-date, three of which were built for sale to customers while the balance six have been placed on long term charters. Of the remaining 17 vessels, three units are scheduled for completion during the balance of the current financial year, 11 units during the next financial year ending 30 June 2003 and the balance two units during the ensuing year. To-date, five of these vessels have secured firmed charter commitments while considerable market interests have been received for most of the remaining vessels despite their far away scheduled completion dates. The Group said that this fleet renewal programme is designed to replace older vessels as well as to meet a projected increase in demand in the offshore support sector. The 26 newbuildings comprise of 10 anchor handling tugs supply vessels ranging from 4,000 bhp to 12,000 bhp each, five platform supply vessels, three conventional tugs, two azimuth harbour tugs, one landing craft, one 200-man work barge and four units of barges. The Group s offshore division is currently the largest revenue contributor, accounting for 38% of revenues in FY 2001 while its shipbuilding division contributed 26% with the remaining 36% coming from its conventional shipping division. Jaya Group Managing Director, Mr Pang Yoke Min said, "We believe the offshore shipping sector will remain resilient, bouyed by the oil and gas industry especially if crude oil prices remain stable at the current level. The world s offshore fleet is expected to face increased demands to meet with the future needs of the oil and gas industry. We believe that our newbuilding programme will place the Group in a strategic position to address such future needs arising from the ageing global offshore fleet and the industry s higher awareness of and demands on safety and efficiency factors." "Jaya now operates 40 support vessels with an average age of six years and 15 conventional/container vessels with an average age of 18 years. Our target is to maintain the average age of our offshore support vessels at below six years and lower the average age of our conventional/container vessels to 10 12 years," Mr Pang said. Company Background Founded in 1981 as Java Marine Lines Pte Ltd by Mr Eka Tjandranegara (the current Chairman) and Mr Pang Yoke Min (the current Managing Director), Jaya Holdings was listed on the Singapore Exchange in February 1992. It enjoyed rapid growth with the addition of more offshore support vessels to its fleet which grew to over 50 vessels by the early 1990s. The Group diversified into the shiprepair business with the acquisition of its first shipyard in 1988, and went on to acquire a second yard in 1993 which currently operates as the Group corporate headquarters and its sole shipbuilding facility in Singapore. It also owns and operates a shipyard on the Indonesian island of Batam. The Group diversified into the conventional/container shipping business in 1993. Its current fleet comprises 41 offshore vessels and 15 conventional/container vessels. By Order of the Board Mr Pang Yoke Min Group Managing Director 5 March 2002 Singapore Exchange Ltd - JAYA HOLDINGS LIMITED ANNUAL REPORT FOR THE FINANCIAL YEAR ENDED 30 JUNE 2001 With reference to pages 20 and 21 of the Company's Annual Report regarding options granted pursuant to the Jaya Executives' Share Option Scheme, the directors would like to provide the following additional information: (i) The information as required under paragraphs 2(b) and 2(c) of Practice Note No. 9h of the Listing Manual are not applicable to the Company. (ii) No options granted pursuant to the Scheme were made at a discount to the market. By Order of the Board Shirley Lim Company Secretary Singapore Exchange Ltd - JAYA HOLDINGS LIMITED ADDITIONAL EXPLANATORY NOTES TO ORDINARY RESOLUTION 8 TO BE PROPOSED AT THE ANNUAL GENERAL MEETING TO BE HELD ON 23 NOVEMBER 2001 Jaya Holdings Limited ("the Company") had on 7 November 2001 despatched its 2001 Annual Report and Notice of Annual General Meeting ("AGM") in respect of its AGM to be held on 23 November 2001. The Company is providing the following additional information in relation to Ordinary Resolution 8 in the Notice of its AGM for the Approval of Shares Repurchase Mandate, which will be proposed for shareholders' approval at the AGM. Renewal of Shares Repurchase Mandate Ordinary Resolution 8 is a general mandate to renew the Shares Repurchase Mandate approved by shareholders at the Extraordinary General Meeting of the Company on 19 May 1999. The general mandate authorizing the repurchase of its own shares ("the Shares") by the Company representing up to 10 per cent. (10%) of the Company's issued ordinary share capital (" the Maximum Limit") will expire on the earlier of the Relevant Period, which is:- (i) the conclusion of the next Annual General Meeting of the Company; (ii) the expiration of the period within which the next annual general meeting of the Company is required by law to be held; or (iii) the time when such mandate is revoked or varied by an ordinary resolution of the shareholders of the Company in general meeting. Maximum Price The Maximum Price at which the Shares can be repurchased pursuant to the Shares Repurchase Mandate, which shall not exceed the sum constituting five per cent. (5%) above the average closing price of the Shares over the period of five (5) trading days in which transactions in the Shares on the Singapore Exchange Securities Trading Limited ("SGX-ST") were recorded, in the case of a Market Purchase, before the day on which such purchase is made, and, in the case of an Off-Market Purchase, immediately preceding the date of offer by the Company, as the case may be. Sources of Funds In repurchasing the Shares, the Company may only apply funds legally permitted for such purchase in accordance with its Articles of Association, and the relevant laws and regulations enacted or prescribed by the relevant competent authorities in Singapore. Any repurchase of Shares by the Company may be made out of profits that are available for distribution as dividends but not from amounts standing in the Company's share premium account and capital redemption reserve. The Company may not purchase its Shares on the Exchange for a consideration other than cash or for settlement otherwise than in accordance with the trading rules of the SGX-ST. The Company will use its cash, fixed deposit and bank overdraft facilities to finance the Shares Purchases. The Company has not obtained or incurred nor does it intend to obtain or incur any long-term borrowings to finance the Shares Purchases. Rationale for the Proposed Shares Repurchase Mandate In a depressed market condition, undertaking Market Purchases will enable the Directors to exercise a degree of control over the share capital structure of the Company to enhance earnings per Share and/or the net asset value per Share. Having the means to make strategic Market Purchases will also enable the Directors to protect the market price of the Shares from the adverse effects of any share price volatility caused by short term speculation, to safeguard Shareholders' investments in the Company. Effecting Shares Purchases through Off-Market Purchases would also be an expedient and cost-effective means to facilitate the return of surplus cash reserves by the Company to the Shareholders. Status of Repurchased Shares The listing of all repurchased Shares on SGX-ST will be automatically cancelled and the relevant certificates for these Shares shall be cancelled and destroyed. The Company's repurchased Shares shall be treated as cancelled and the issued share capital of the Company shall be diminished by the nominal value of these cancelled Shares accordingly. The amount by which the Company's issued share capital is diminished on the cancellation of the repurchased Shares shall be transferred to the Company's capital redemption reserve. Listing Status of the Company's Securities T