News
Announcement On Related Party Transaction (Amended Announcement)
BackSep 29, 2010
| Type | Announcement | ||||||||||||
| Subject | ANNOUNCEMENT ON RELATED PARTY TRANSACTION | ||||||||||||
| Contents | Rimbunan Sawit Berhad (“RSB”) wishes to announce that its subsidiaries have entered into related party transaction with a related party. |
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Introduction
Rimbunan Sawit Berhad (“RSB” or “the Company”) wishes to announce that the following subsidiaries have disposed the following machinery to a related party, Deruan Sinar Sdn Bhd for a total cash consideration of RM560,000 (“Disposal”):-
Background information on Deruan Sinar Sdn Bhd Deruan Sinar Sdn Bhd was incorporated on 24 September 2007 and is principally engaged in provision of contract services and trading in spare parts. Rationale for the Disposal including any benefit which is expected to accrue to RSB as a result of the Disposal The disposal is to reduce high maintenance cost. In addition, the subsidiaries have partially outsourced the transportation services to outsiders. Effect of the Disposal on RSB The Disposal is not expected to have any material effect on the earnings per share, net assets per share, gearing, share capital and substantial shareholders’ shareholding of RSB. Details of sale consideration The sale consideration of RM560,000 was arrived at based on a willing-buyer willing-seller basis after taking into consideration the net book value, the original cost and the condition of the machinery. The expected gains to RSB Group arising from the Disposal are RM462,631.47. The sale proceeds are intended to be utilised as working capital of the above subsidiaries. Particulars of all liabilities to be assumed by Deruan Sinar Sdn Bhd, arising from the Disposal There is no liability to be assumed by Deruan Sinar Sdn Bhd, arising from the Disposal. Original cost of investment of the machinery and the date of such investment The machinery were acquired during the years 1995 to 2007 at a total consideration sum of RM778,949.56. The nature and extent of the interests of the directors and/or major shareholders Tan Sri Datuk Sir Diong Hiew King @ Tiong Hiew King, the Director and major shareholder of the Company, is deemed interested in the Disposal by virtue of his substantial equity interests in Deruan Sinar Sdn Bhd. Teck Sing Lik Enterprise Sdn Bhd, Tiong Toh Siong Enterprises Sdn Bhd, Tiong Toh Siong Holdings Sdn Bhd and Pertumbuhan Abadi Asia Sdn Bhd, the major shareholders of RSB, are also deemed interested in the Disposal by virtue of their substantial equity interests in Deruan Sinar Sdn Bhd. Messrs. Tiong Kiong King, Tiong Chiong Ong and Tiong Chiong Ie are the Directors of RSB. They are deemed interested in the Disposal by virtue of their family relationships with Tan Sri Datuk Sir Tiong Hiew King. Save for the above, none of the directors or major shareholders of RSB nor persons connected with them has any interest, direct or indirect, in the Disposal. The date on which the terms of the Disposal were agreed upon The terms of the Disposal were agreed upon on 28 September 2010. Estimated timeframe for completion of the Disposal The Disposal is expected to be completed by 15 October 2010. Whether the Disposal is subject to the approval of shareholders and the relevant government authorities and the estimated time frame for submission of the application to the relevant authorities The Disposal is not subject to the approval of shareholders and the relevant government authorities. Percentage ratio of the Proposed Acquisition The highest percentage ratio applicable to the Disposal pursuant to Paragraph 10.02(g) of the Main Market Listing Requirements is 0.64%. Statement by Audit Committee The AC, having taken into consideration all aspects of the Disposal, was of the view that the Disposal is in the best interests of RSB, fair, reasonable and on normal commercial terms and not detrimental to the interest of the minority shareholders. Statement by Directors The Board of Directors, saved for Tan Sri Datuk Sir Tiong Hiew King, Tiong Kiong King, Tiong Chiong Ong and Tiong Chiong Ie, who are deemed interested in the Disposal, having considered all aspects of the Disposal, was of the opinion that the Disposal is in the best interests of RSB and not detrimental to the interest of the minority shareholders. The above interested Directors have abstained from deliberation and decision making on the Disposal. Total amount transacted with Deruan Sinar Sdn Bhd for the preceding 12 months. The total amount transacted with Deruan Sinar Sdn Bhd for the preceding 12 months is RM2,669,277. |
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Announcement Info
| Company Name | RIMBUNAN SAWIT BERHAD |
| Stock Name | RSAWIT |
| Date Announced | 29 Sept 2010 |
| Category | General Announcement |
| Reference No | CCS-100929-90547 |