Transactions (Chapter 10 Of Listing Requirements) : Recurrent Related Party Transactions

25 February 2022

Type Announcement
Subject TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RECURRENT RELATED PARTY TRANSACTIONS
Description TELEKOM MALAYSIA BERHAD ("TM" OR "COMPANY") RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE (RRPT)

1. INTRODUCTION

Pursuant to Paragraph 10.09(1)(a) of the Main Market Listing Requirements (Main LR) of Bursa Malaysia Securities Berhad (Bursa Securities), TM wishes to announce that the Company and its subsidiaries (collectively known as “TM Group”), had in the ordinary course of business entered into RRPTas disclosed below and the aggregate consideration of the RRPT has exceeded the percentage ratio of 1% for the period 1 January to 31 December 2021.

2.DETAILS OF THE RRPT

Transacting Party

Related Party

Name of Interested Director/Major Shareholders/ Persons Connected to Interested Director or Major Shareholder

Nature of Transaction

Transacted Value (RM)

TM and its subsidiaries

Petroliam Nasional Berhad and its subsidiaries (Petronas Group)

MoF Inc., a major shareholder of Petronas is also a Person Connected to the Major Shareholder of TM, Khazanah Nasional Berhad (Khazanah).

Tan Sri Mohammed Azlan Hashim, Shazril Imri Mokhtar, Anis Rizana Mohd Zainudin @ Mohd Zainuddin and his Alternate, Iszad Jeffri Ismail are representatives of MoF Inc. on our Board (Interested Directors)

Revenue

Provision of connectivity, customer and smart services to Petronas Group

57,776,989

Cost

Purchase of fuel from Petronas Group

3,036,458

Fiberail Sdn. Bhd. (FSB), a subsidiary of TM

Petronas Group

MoF Inc., a major shareholder of Petronas is also a Person Connected to the Major Shareholder of TM, Khazanah.

Tan Sri Mohammed Azlan Hashim, Shazril Imri Mokhtar, Anis Rizana Mohd Zainudin @ Mohd Zainuddin and his Alternate, Iszad Jeffri Ismail are representatives of MoF Inc. on our Board (Interested Directors).

Revenue

Sales of fibre optic cables, bandwidth and ethernet services to Petronas Group

22,024,485

Cost

Right of Way, cabin and reimbursement fees of FSB facilities charges by Petronas Group

3,613,978

TOTAL

86,451,910

3.RATIONALE OF THE RRPTS

The RRPT have been entered into by our Group in line with our corporate objectives and to meet our business needs at the best possible terms. The RRPT are made in the ordinary course of business, on an arm’s length basis and on normal commercial terms, which are not more favourable to the related parties thanthose generally available to public and are not to the detriment of the minority shareholders.

4. FINANCIAL EFFECT


4.1 Share capital and substantial shareholders' shareholdings

The RRPT will not have any effect on the issued and paid-up share capital as well as the substantial shareholders’ shareholdings of TM.

4.2 Earnings and Net Assets

The RRPT will not have any material effect to the earnings and net assets of TM Group for thefinancial year ending 31 December 2022.

5. DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTEREST


Save as disclosed in item 2 above, none of the Directors and other major shareholders of TM and/or persons connected to them has any interest, whether direct or indirect, in the RRPT.

6. STATEMENT BY BOARD AUDIT COMMITTEE


The Board Audit Committee, having taken into consideration of the rationale of the RRPTs, is of the viewthat the RRPT are:

(i) in the best interest of TM Group;

(ii) fair, reasonable and on normal commercial terms; and

(iii) not detrimental to the interests of the minority shareholders of the Company.

7. STATEMENT BY BOARD OF DIRECTORS


The Board of Directors of TM, save for the Interested Directors, having considered the recommendation of the Board Audit Committee is of the opinion that the RRPT are in the best interest of TM.

8. APPROVALS REQUIRED


The RRPT are not subject to the approval of the shareholders of the Company or any relevant government authorities. TM will be seeking shareholders’ mandate in respect of the RRPT in the forthcoming annual general meeting of the Company.

This announcement is dated 25 February 2022.


Announcement Info

Company Name TELEKOM MALAYSIA BERHAD
Stock Name TM
Date Announced 25 Feb 2022
Category General Announcement for PLC
Reference Number GA1-23022022-00024