TMSPV was incorporated under the Companies Act, 1965 (“Act”) on 7 June 1993. The authorised capital of TMSPV is RM100,000.00 divided into 100,000 ordinary shares of RM1.00 each, of which RM2.00 has been issued and fully paid-up.


Rationale for the Acquisition

On 22 September 2008, CIMB Investment Bank Berhad, on behalf of TM, announced that TM has issued a letter to VADS Berhad (“VADS”) informing of TM’s intention to privatise VADS via a selective capital reduction and repayment exercise pursuant to Section 64 of the Act (“the Proposed Privatisation”).

On 24 October 2008, TM and VADS entered into a conditional definitive agreement which sets out the details of the parties’ respective undertakings in relation to the Proposed Privatisation, which includes, amongst others, the provision and subsequent waiver by TM through a wholly-owned subsidiary to be nominated by TM of an interest-free advance to VADS to fully/partially fund the Proposed Privatisation (“Advance”).

Accordingly, TMSPV was acquired to facilitate the provision and subsequent waiver of the Advance.


Financial Impact

The Acquisition is not expected to have any material impact on the consolidated earnings of TM for the financial year ending 31 December 2008.


Interest of Directors, Substantial Shareholders

None of the Directors, substantial shareholders of the Company and/or persons connected to them has any interest, whether direct or indirect in the Acquisition.

This announcement is dated 15 December 2008.