SALE OF PROPERTY TO RELATED PARTY
1. Introduction
The Board of TRC Synergy Berhad (“TRC” or “the Company”) wishes to inform that its wholly owned subsidiary, TRC Land Sdn Bhd (“TRCL” or “the Vendor”) had on 24 March 2014 sold one (1) unit of three storey terrace houses to the following related party (the "Purchaser"). The details of the transaction (“the Transaction”) are as follows:-
Name of the Related Party | Project & Type of Property | | | |
1) Dato’ Sri Sufri Bin Hj Mohd Zin (Executive Chairman of the Company) | Taman Ukay Tropika (Three Storey Terrace Houses)
| Plot No. 73 No.1, Jalan UT 1, Taman Ukay Tropika, 68000 Ampang, Selangor | approximately 4,503 square feet
| |
The above property is referred to as “the said Property”.
2. Information on the Vendor
TRCL is a wholly-owned subsidiary of the Company which was incorporated in Malaysia on 21 August 1997 as a private limited company and is having its authorized share capital of RM25,000,000.00 divided into 25,000,000 ordinary shares of RM1.00 each of which 12,672,547 ordinary shares have been issued and fully paid-up. The principal activity of TRCL is property development.
3. Salient Terms of Sale and Purchase Agreement (“SPA”)
The purchase price shall be paid by the Purchaser to the Vendor by installments at the time and in the following manner:-
i) 10% will be paid immediately upon signing of the SPA;
ii) 90% will be paid within twenty-one (21) working days after the receipt by the Purchaser of the Vendor’s written notice of delivery of vacant possession.
4. Purchase Consideration
The consideration for the Property was based on selling price fixed by TRCL.
There is no liabilities to be assumed by the Purchaser arising from the sale.
5. Rationale for the Sale
Amongst theprincipal activities of TRC Group of companies are construction and property development. Therefore sale of property is in their ordinary course of business.
6. Effects of the Sale
The sale of the said Property will not have material effect on the share capital, net assets, earnings and gearing of the Group for the financial year ending 31 December 2014.
7. Cost of Investment
The Net Book Value of the Property is not applicable as the Property is still in construction stage. There was no valuation carried out on the Property.
8. Statement by Audit Committee
Having considered that the sale of Property is in the ordinary course of business of TRC Group, the Audit Committee is of the view that the sale is:-
(i) in the best interest of the Company;
(ii) fair, reasonable and on normal commercial terms; and
(iii) not detrimental to the interest of the minority shareholders.
9. Statement by Directors
After taking into consideration all aspects of the sale, the Board (except for Dato' Sri Sufri Bin Hj Mohd Zin) is of the opinion that the sale is in the best interest of TRC Group.
10. Interest of Directors, Major Shareholders and Persons Connected with the Purchaser
Save as disclosed above, none of the Directors or major shareholders of the Company or persons connected with them has any interest, direct or indirect, in the above sale.
11. Approval required and Percentage Ratio applicable
The Transaction is not subject to the approval of the shareholders of the Company. The highest percentage ratio pursuant to paragraph 10.02(g) of the Listing Requirements is 0.50.
12. Total amount transacted with the same related party for the preceding 12 months
There was no transaction with the same related party for the preceding 12 months.
13. Estimated Time For Delivery of Vacant Possession
Barring any unforeseen circumstances, the vacant possession is expected to be delivered within fourteen (14) days from the date of the Purchaser paying the purchase price and all other sums payable to the Vendor in full in accordance with the terms and conditions provided in the SPA.
14. Documents Available for Inspection
Copy of the SPA for the Property is available for inspection at the Registered Office of the Company at TRC Business Centre, Jalan Andaman Utama, 68000 Ampang, Selangor during normal office hour from Monday to Friday (except for public holidays) for a period of three (3) months from the date of this announcement.