News

Rimbunan Sawit Berhad (“RSB” or “the Company”) wishes to announce on the recurrent related party transaction of a revenue and/or trading nature (“RRPT”) entered into between PJP Pelita Selangau Plantation Sdn Bhd (“PJP”), Nescaya Palma Sdn Bhd (“NP”) and Novelpac-Puncakdana Plantation Sdn Bhd (“NPP”) (“collectively hereinafter referred to as “Subsidiaries”), PJP is a 60% owned subsidiary of RSB while NP and NPP are wholly-owned subsidiaries of RSB.

Introduction

RSB wishes to announce on the following RRPTs entered into between the Subsidiaries and the following related party:

The above amount of which by way of aggregation, have exceeded the prescribed limit of RM1 million as at 28 February 2014.

Nature of RRPTs

The RRPTs entered into by the Subsidiaries are in the ordinary course of business of RSB Group. It is a recurring transaction of a revenue and/or a trading nature which was occurred with some degree of frequency and arise at any time and from time to time. These RRPTs may be constrained by the time-sensitive nature and confidentiality of such transaction made on an arm's length basis and on normal commercial terms which are not prejudicial to the interest of the minority shareholders and are on terms not more favourable to PPOM than those generally available to the public and are not detrimental to the interest of the minority shareholders.

Rationale of RRPTs

The RRPTs are necessary for the day to day operations of the Subsidiaries and are intended to meet the business needs on the best possible terms. The RRPTs are made in the ordinary course of business at arm’s length and on normal commercial terms which are not more favourable to the related party than those generally available to the public. PPOM has long standing business relationship with RSB Group. The close co-operation between RSB and PPOM has reaped mutual benefits and is expected to continue to be of benefit to the business of RSB Group. 

Effect of RRPTs on RSB

The RRPTs are not expected to have any material effect on the earnings per share, net assets per share and gearing of RSB Group. The RRPTs have no effect on the share capital and substantial shareholders’ shareholding of RSB.

The nature and extent of the interests of the interested directors and interested major shareholders 

Datuk Tiong Thai King and Mr. Tiong Chiong Hee are the Directors of PPOM. They have substantial interests in PPOM pursuant to Section 6A of the Companies Act, 1965.

Datuk Tiong Thai King is the father to Mr. Tiong Chiong Hee. Datuk Tiong Thai King is a brother of Tan Sri Datuk Sir Diong Hiew King @ Tiong Hiew King and Mr. Tiong Kiong King. He is also an uncle of Mr. Tiong Chiong Ong and Mr. Tiong Chiong Ie.

Tan Sri Datuk Sir Diong Hiew King @ Tiong Hiew King, Mr. Tiong Kiong King, Mr. Tiong Chiong Ong and Mr. Tiong Chiong Ie are deemed interested in the RRPTs by virtue of their family relationship with Datuk Tiong Thai King and Mr. Tiong Chiong Hee.

Whether the RRPTs are subject to the approval of shareholders and the relevant government authorities

The RRPTs are not subject to the approval of shareholders and the relevant government authorities.

Statement by Audit Committee

The Audit Committee having considered the nature and rationale for the RRPTs and all aspects of the RRPTs, was of the view that the RRPTs are in the best interests of the Company, fair, reasonable and on normal commercial terms and not detrimental to the interests of the minority shareholders as the RRPTs were entered into in the ordinary course of business on normal commercial terms which are not more favourable to PPOM than those generally available to the public.

Statement by Directors

The Board of Directors, saved for Tan Sri Datuk Sir Diong Hiew King @ Tiong Hiew King, Mr. Tiong Kiong King, Mr. Tiong Chiong Ong and Mr. Tiong Chiong Ie, having considered all aspects of the RRPTs, was of the opinion that the RRPTs are in the best interests of the Company and not detrimental to the interests of the minority shareholders.