We refer to UEM Sunrise’s announcement dated 10 January 2012 and 21 March 2012 in respect to the collaboration between UEM Sunrise, MSSSB and Nusajaya Five O Sdn Bhd ("NFO") to form a full-fledged security service company to provide enhanced security for Nusajaya.
The Company wishes to announce that the JVA has been rescinded as NFO has not been able to secure the approval from the Ministry of Home Affairs for NFO to be granted the waiver of the primary condition to obtain the security license, which requires 30% of the equity in NFO to be held by an individual shareholder or a group of individual shareholders who fulfil the following criteria:
i. a former Senior Police Officer with the rank of at least Senior Assistant Commissioner II; or
ii. former Senior Army Officer with the rank of at least Colonel; or
iii. former Civil Servant with a job grade of at least 52 with five years’ experience in the security sector.
Pursuant to the rescission and in accordance with the terms of the JVA, the Company has on 29 April 2015 acquired MSSSB’s 20% equity interest in NFO represented by sixty thousand (60,000) ordinary shares of RM1.00 each in NFO for a cash consideration of RM60,000.00 only equivalent to the subscription price paid by MSSSB for the shares, resulting in NFO becoming a wholly-owned subsidiary of the Company (“Acquisition”).
Notwithstanding the rescission, the Company intends for NFO to continue providing the services of the auxiliary policemen as approved by the Royal Malaysian Police for its projects in Nusajaya.
The Acquisition is not expected to have a material effect on the earnings or net assets of the UEM Sunrise group for the financial year ending 31 December 2015 and it has no effect on UEM Sunrise’s share capital and substantial shareholders’ shareholding. The Acquisition does not require approval from the shareholders of UEM Sunrise.
Khazanah Nasional Berhad (“Khazanah”) is a major shareholder of UEM Sunrise though UEM Group Berhad, which is UEM Sunrise’s immediate holding company. Khazanah is also the major shareholder of Iskandar Investment Berhad which in turn owns 100% of MSSSB. Tan Sri Dr Ahmad Tajuddin Ali and Dato’ Izzaddin Idris are Directors of both UEM Sunrise and UEM Group Berhad while Mr Sheranjiv Sammanthan is a nominee director of Khazanah on the Board of Directors (“Board”) of UEM Sunrise. Accordingly, they are deemed interested in the Acquisition and have abstained and shall continue to abstain from deliberating and voting at the Board meeting(s) of UEM Sunrise in respect of the Acquisition. Save as disclosed, none of the Directors and/or major shareholders of the Company and/or persons connected with them are deemed interested in the Acquisition.
This announcement is dated 29 April 2015.
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