Contents :

Introduction

Pursuant to Paragraph 10.08(1) and Paragraph 2.2 of PN12/2001 of the Bursa Malaysia Securities Listing Requirements ("Bursa Securities LR"), the Board of Rimbunan Sawit Berhad ("RSB" or "the Company") wishes to announce on the following recurrent related party transactions of a revenue and a trading nature ("RRPTs") entered into between RSB Group and the following related parties :-

Name of Related Party	Nature of RRPTs	Amount of RRPTs (RM)
(1) Baram Trading Sdn Bhd (2) Jayamax Plantation Sdn Bhd (3) Lubuk Tiara Sdn Bhd (4) Pelita Splendid Sdn Bhd (5) Simalau Plantation Sdn Bhd	} } } Purchase of fresh fruit bunches } }	692,913.24 443,179.61 44,692.08 89,817.79 684,656.36
(6) Tiong Toh Siong & Sons Sdn Bhd	Purchase of diesoline	373,302.00
(7) Rejang Green Agriculture Supplies Sdn Bhd	Purchase of fertilizer and chemical	1,229,466.00
(8) Rimbunan Hijau General Trading Sdn Bhd (9) Sin Hong Guan Co Sdn Bhd	} } Purchase of spare parts }	324,123.81 42,414.68
(collectively known as “Related Parties”)
	Total	3,924,565.57

The above amount of which by way of aggregation, have exceeded the prescribed limit of RM1 million in respect of recurrent transactions entered into during the period from the date of listing of RSB on the Main Board of Bursa Malaysia Securities Berhad (“Bursa Securities”) to 31 July 2006.


Nature of RRPTs

The RRPTs entered into by RSB Group are in the ordinary course of business. These are recurring transactions of a revenue and a trading nature which were 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 transactions made on an arm's length basis and on normal commercial terms not prejudicial to the interest of the shareholders and not more favourable to the Related Parties than those generally available to the public and are not detrimental to the minority shareholders.


Rationale of RRPTs

The rationale for RSB Group to enter into the RRPTs is to take advantage of efficiencies in business dealings, in particular competitive prices, shorter delivery time and reliability in source of materials, goods and services. The RRPTs met the business needs of RSB Group at the best possible terms. By transacting with the Related Parties, RSB Group would have an advantage of familiarity with the background, financial well-being and management of the Related Parties, thus enabling more informed commercial decisions to be made. In most dealings with the Related Parties, RSB Group and the Related Parties have a good understanding of each other’s business needs thus providing a platform where all parties can benefit from conducting the RRPTs.

These would ultimately benefit the Group and the shareholders by enhancing profitability and returns on shareholders’ funds.


Financial effect of RRPTs on RSB Group

The RRPTs are not expected to have a significant effect on the earnings per share, net assets per share, share capital and substantial shareholders’ shareholding of RSB Group.


Source of funding of the RRPTs

The source of funding for the RRPTs is by utilising internal generated fund.


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

Tan Sri Datuk Diong Hiew King @ Tiong Hiew King, the director and major shareholder of RSB, is also major shareholders of the Related Parties by virtue of his direct/indirect interests in the Related Parties pursuant to Section 6A of the Companies Act, 1965. He is also directors of Baram Trading Sdn Bhd, Simalau Plantation Sdn Bhd, Tiong Toh Siong & Sons Sdn Bhd, Rimbunan Hijau General Trading Sdn Bhd and Sin Hong Guan Co Sdn Bhd.

Tiong Toh Siong Holdings Sdn Bhd, the major shareholder of RSB, is also major shareholders of the Related Parties by virtue of its direct/indirect interests in the Related Parties pursuant to Section 6A of the Companies Act, 1965.

Teck Sing Lik Enterprise Sdn Bhd, the major shareholder of RSB, is also major shareholders of the Related Parties by virtue of its direct/indirect interests in the Related Parties pursuant to Section 6A of the Companies Act, 1965.

Tiong Kiong King, the director of RSB, is also a director of Jayamax Plantation Sdn Bhd and a shareholder of Rimbunan Hijau General Trading Sdn Bhd.

Tiong Chiong Ong, the director of RSB, is also directors of Tiong Toh Siong & Sons Sdn Bhd and Rejang Green Agriculture Supplies Sdn Bhd.


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

Bursa Securities had granted RSB an extension of time from the date of listing (i.e. 28 June 2006) up to the next extraordinary general meeting or annual general meeting of RSB, whichever is held earlier, to procure shareholders’ ratification for the RRPTs.


Statement by Directors

The directors, having considered all aspects of the RRPTs, are in the opinion that the RRPTs are in the best interest of the Company and not to the detriment of the minority shareholders.