1.0 INTRODUCTION
  The Board of Directors of Malaysia Aica Berhad (“Maica” or “the Company”) wishes to announce that the Company had on 20 July 2005 entered into a Sale and Purchase Agreement (“SPA”) with Waz Lian Holdings Sdn Bhd (472477-W) (“WLH”) for the proposed disposal of a property as described in paragraph 2.1 below.

2.0 DETAILS OF THE PROPOSED DISPOSAL

2.1 Information on the Property

  The proposed disposal involves the disposal by Maica of two pieces of adjoining freehold land known as Lot Nos. 1144 and 1145, both of Seksyen 16, Bandar Georgetown, Daerah Timur Laut, Pulau Pinang comprised in Geran (First Grade) Nos. 36638 and 36639 respectively, measuring in total area approximately 2,518 square metres together with a double-storey detached house bearing postal address No. 17, Jalan Anson, 10400 Penang erected thereon (“the Property”) to WLH for a total cash consideration of RM5,000,000 (“the Proposed Disposal”).   The built-up area of the double-storey detached house is 1,087 square metres. The age of the building is approximately 64 years and is currently vacant.

2.2 The aggregate value of the disposal consideration

  The sale consideration of RM5,000,000 is to be satisfied entirely by cash. The price was arrived at on a willing-buyer willing-seller basis. The open market value for the Property, as valued by an independent registered valuer, Messrs Raine & Horne International Zaki + Partners Sdn Bhd on 15 March 2005 is RM5,000,000.
WLH will not assume any liability as a result of the transaction.

2.3 Salient terms and conditions of the SPA

  (a) The Property is disposed of on an “as is where is” basis, free from all encumbrances and with vacant possession upon full payment of the balance purchase price.

(b) A sum of RM500,000 has been paid by WLH upon execution of the SPA as deposit whilst the balance of RM4,500,000 shall be paid within three months from the date of execution of the SPA with an automatic extension of a further one month subject to payment of interest calculated at the rate of 6% per annum on daily basis on the outstanding balance purchase price (“the Completion Date”).   (c) The Proposed Disposal is expected to be completed within the Completion Date.

2.4 Original cost of Investment

  The Property was acquired on 31.03.1986 at a cost of approximately RM4,191,000 and its audited net book value as at 31.03.2004 is RM4,191,000.

2.5 Expected gain and utilization of proceeds

  The expected gain from the Proposed Disposal will be RM809,000. The proceeds will be utilized as working capital for the Group.

2.6 Information on Waz Lian Holdings Sdn Bhd (“WLH”)

  WLH was incorporated in Malaysia with its registered office at No. 89, Jalan Pudu Lama, 50200 Kuala Lumpur. Principally engaged in property holding and investment, its present issued and paid-up share capital is RM500,000 comprising 500,000 ordinary shares of RM1.00 each.
3.0 FINANCIAL EFFECT OF THE PROPOSED DISPOSAL

3.1 Earnings
  The Group is expected to realize a gain of RM809,000 from the Proposed Disposal.

3.2 Net tangible asset (“NTA”)

  The Proposed Disposal, when completed, will have no material effect on the NTA per share of the Group.

3.3 Share capital & substantial shareholding

  There will not be any effect on the share capital and substantial shareholding of Maica, as the sale consideration will be satisfied in cash.

4.0 APPROVAL REQUIRED

The Proposed Disposal is not subject to any approvals being obtained.

5.0 DIRECTORS’ AND SUBSTANTIAL SHAREHOLDERS’ INTEREST

  None of the Directors and/or substantial shareholders and/or persons connected to the Directors or substantial shareholders of Maica have any interest, direct or indirect, in the Proposed Disposal.

6.0 RATIONALE FOR THE PROPOSED DISPOSAL AND ITS RISK FACTORS

The Property was held by the Company as an investment. It was previously rented out but has been vacant since January 2003.

7.0 STATEMENT BY THE BOARD OF DIRECTORS

  The Board of Directors of Maica is of the opinion that the Proposed Disposal is in the best interest of the Maica Group.

To the best knowledge of the Directors of Maica, the Proposed Disposal has not departed from the Securities Commission’s Policies and Guidelines on Issue and Offer of Securities.

8.0 DOCUMENTS FOR INSPECTION

  The SPA and valuation report will be available for inspection at the registered office of Maica at No. 8, 3rd Floor, Jalan Segambut, 51200 Kuala Lumpur during normal office hours between Monday to Friday (except public holidays) for a period of two (2) weeks from the date of this announcement.