Investor Relations

Announcements

Transactions (Chapter 10 of Listing Requirements); Related Party Transactions Acquisition Of Estate Management System From Intuitive Systems Sdn. Bhd.

< BackDec 29, 2011

Date Announced

:

29/12/2011

Type

:

Reply to query

Reply to Bursa Malaysia's Query Letter - Reference ID

:

KH-111228-42723

Subject

:

Transactions (Chapter 10 of Listing Requirements); Related Party Transactions
Acquisition of Estate Management System from Intuitive Systems Sdn. Bhd.

Description

:

Reference is made to our announcement dated 23.12.2011. The Board of Directors of Sarawak Plantation Berhad (SPB) wishes to announce as follows:

Query Letter
content

:

We refer to your Company's announcement dated 23 December 2011, in respect of
the aforesaid matter.

In this connection, kindly furnish Bursa Securities with the following
additional information for public release:-

(i) To elaborate on the basis and justification in arriving at the purchase
consideration;
(ii) To state the mode of consideration including the terms of arrangement for
payment on a
deferred basis;
(iii) The salient features of the agreement (if any) and the time and place
where such document
may be inspected; and
(iv) The risks in relation to the Acquisition.

Please furnish Bursa Securities with your reply within one (1) market day from
the date hereof.

Yours faithfully

MARZUKI MAIDIN
Senior Manager, Issuers
Listing Division
Regulation

MZM/KHB/ne

copy to:- General Manager & Head, Market Surveillance, Securities Commission
(via fax)

Announcement Details/Table Section :

(i)	BASIS AND JUSTIFICATION IN ARRIVING AT PURCHASE CONSIDERATION
	(a)	The breakdown of the purchase consideration is as follows:
			RM
		EMS User License Fee : Package E200	Free of Charge
		EMS Software Cost	875,000-00
		Business Intelligent Package	50,000-00
		EMS Project Implementation Cost	489,650-00
		EMS Server Configuration, Installation and Commissioning	38,250-00
		Total Purchase Consideration	1,452,900-00

	(b)	The purchase consideration is arrived at based on a willing buyer willing seller basis as the EMS adequately meets SPB’s plantation and management requirements.

(ii)	MODE OF CONSIDERATION (TERMS OF ARRANGEMENT FOR PAYMENT) The total purchase consideration will be paid in cash in the following manner:
	(a)	60% of the total EMS User License Fee and EMS Software Cost shall be paid upon acceptance of the EMS Proposal;
	(b)	40% of the total EMS User License Fee, EMS Software Cost and the full amount of the Business Intelligent Package shall be paid upon live run of the first project implementation together; and
	(c)	EMS Project Implementation Cost and the EMS Server Configuration, Installation and Commissioning cost will be billed upon completion / live run of the different project tasks by estates.
(iii)	SALIENT FEATURES OF AGREEMENT (IF ANY), TIME AND PLACE FOR INSPECTION OF DOCUMENT
	(a)	The salient features of the EMS proposal are as follows:
		- EMS will be implemented in phases beginning in January 2012 and barring any unforeseen circumstances, be completed by 31 December 2012;
		- The implementation of EMS will be a joint working effort between Sarawak Plantation Agriculture Development Sdn. Bhd. (SPAD) and IS; and
		- User training will be provided by IS to the users of the system from SPAD.
	(b)	The accepted EMS Proposal between SPAD and IS is available for inspection at the Registered Office of SPB during normal office hours on any business day.
(iv)	RISKS IN RELATION TO THIS ACQUISITION Barring any unforeseen circumstances, the Board of Directors does not foresee any major risks in relation to this acquisition.