Transactions (Chapter 10 of Listing Requirements) : Related Party Transactions
|Subject||TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS
CAPITALAND MALAYSIA MALL TRUST ("CMMT") - AWARD OF CONTRACT TO A RELATED PARTY
We wish to announce that AmTrustee Berhad, being trustee of CMMT (“Trustee”), on behalf of CMMT, has on 26 February 2016 entered into a Project Management Agreement (“PMA”) with CapitaLand Retail Malaysia Sdn. Bhd. (“CRMSB”), a related party of CapitaLand Malaysia Mall REIT Management Sdn. Bhd. (formerly known as CapitaMalls Malaysia REIT Management Sdn. Bhd.) (the "Manager"), for the appointment of CRMSB as project manager for the asset enhancement initiative (“AEI”) works for Basement 1, Levels 1, 2 and 7 of Gurney Plaza and Ground Floor, Levels 1 and 2 of Tropicana City Mall, at a fee exclusive of Goods and Services Tax amounting to 3.0% of the final contract sum for the AEI works (the “Appointment”). The AEI works are subject to authority approval and are estimated to cost RM27,020,000. CRMSB is a related party of the Manager by virtue of it being an indirect wholly-owned subsidiary of CapitaLand Mall Asia Limited (“CMA”), which is deemed a major unitholder of CMMT and a major shareholder of the Manager. The AEI works is expected to be completed by the fourth quarter of 2017.
2. Financial Effect
The Appointment will not have any effect on the total units of CMMT nor on the substantial unitholders’ unitholding of CMMT as it does not involve any allotment or issuance of new units of CMMT. The Appointment will also not have any material effect on the earnings, net asset value and gearing of CMMT.
3. Approval Required
Pursuant to the Securities Commission’s Guidelines on Real Estate Investment Trusts, the Appointment is neither subject to the approvals of the Securities Commission nor the unitholders of CMMT.
4. Directors’ and Major Unitholders’ Interests
Mr Jason Leow Juan Thong and Mr Ng Kok Siong, who are Directors of the Manager, are also the Board representatives of CMA and CapitaLand Limited. In addition, Ms Low Peck Chen, the Chief Executive Officer of the Manager, is also Director of CRMSB.
Save as disclosed above and in section 1 of this announcement, none of the other directors of the Manager, major unitholders of CMMT, major shareholders of the Manager or persons connected with them has any interest, direct or indirect, in the Appointment.
5. Approval by the Independent Directors of the Manager
Upon the recommendation from the Audit Committee, the Independent Directors of the Manager have approved the Appointment on the basis that the Appointment is fair, reasonable, on normal commercial terms and is not detrimental to the interests of the non-interested unitholders of CMMT. The Appointment is therefore, in accordance with the Securities Commission’s Guidelines on Real Estate Investment Trusts.
This announcement is dated 26 February 2016.
|Company Name||CAPITALAND MALAYSIA MALL TRUST|
|Date Announced||26 Feb 2016|
|Category||General Announcement for PLC|