1. INTRODUCTION

We wish to announce that Sunway Holdings Sdn Bhd (“SunH”), a wholly-owned subsidiary of Sunway has on 28 June 2016, acquired the entire equity interest comprising 10 ordinary shares of RM1.00 each in Sunway IBS Sdn Bhd (“SIBS”) from Sunway Construction Sdn Bhd (“SCSB”), a subsidiary of Sunway Construction Group Berhad (“SunCon”), which in turn is a subsidiary of Sunway and Rahimkon Sdn Bhd (“Rahimkon”) for a total consideration of RM10/- (“Acquisition”):-

2. INFORMATION ON SIBS, SCSB AND RAHIMKON

2.1   SISB

SIBS was incorporated on 25 July 2003 and its authorised and paid-up share capital are RM1,000,000/- and RM10/- respectively. SIBS is presently dormant.

Upon completion of the Acquisition, SIBS has become a direct subsidiary of SunH.

2.2   SCSB

SCSB was incorporated on 26 April 1976 and its authorised and paid-up share capital are RM1,000,000,000.00 and RM193,954,000 respectively. The principal activities of SCSB are turnkey, construction related design and build, civil engineering and building works.

2.3   Rahimkon

Rahimkon was incorporated on 18 June 1981 and its authorised and paid-up share capital are RM10,000,000.00 and RM5,184,500 respectively. The principal activity of Rahimkon is general construction works.

3. BASIS OF CONSIDERATION

The consideration of RM10/- was arrived at on a willing seller willing buyer basis after taking into consideration the net book value of SIBS based on its audited financial statements for the financial year ended 31 December 2015.

 4. SOURCE OF FUNDS

The Acquisition is funded through internally generated funds.

5. LIABILITIES TO BE ASSUMED

There are no liabilities (including contingent liabilities and guarantees) to be assumed by Sunway arising from the Acquisition.

6. APPROVAL REQUIRED

The Acquisition does not require the approval of shareholders of Sunway.

7. EFFECT OF THE ACQUISITION

The Acquisition is not expected to have any material effect on the earnings per share, net assets per share and gearing of Sunway, and it has no effect on Sunway’s share capital and substantial shareholders’ shareholding.

8. DIRECTORS AND/OR MAJOR SHAREHOLDERS’ INTERESTS

Tan Sri Dato’ Seri Dr Jeffrey Cheah Fook Ling and Sarena Cheah Yean Tih are directors and major shareholders of Sunway. They have deemed interest in SCSB by virtue of being major shareholders of SunCon.

Evan Cheah Yean Shin is a director and major shareholder of SunCon as well as director of several subsidiaries and major shareholder of Sunway. Puan Sri Datin Seri (Dr) Susan Cheah Seok Cheng, Sungei Way Corporation Sdn Bhd and Active Equity Sdn Bhd are major shareholders of both Sunway and SunCon.

Dato’ Chew Chee Kin is a Director of both Sunway and SunCon.

Save as disclosed above, none of the directors and/or major shareholders of Sunway or persons connected with them has any interest, whether direct or indirect, in the Acquisition.

9. STATEMENT BY BOARD OF DIRECTORS

Save and except for Tan Sri Jeffrey Cheah Fook Ling, Sarena Cheah Yean Tih and Dato’ Chew Chee Kin who are the interested parties, the Board of Directors is of the opinion that the Acquisition is in the best interest of Sunway.

This announcement is dated 28 June 2016.