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HARN LEN CORPORATION BHD - Announcements - Bursa Malaysia

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The transaction values for the period from 11 June 2004 (the date of the last AGM) to<br />

31 March 2005 (being the last practicable date prior to the printing of this Circular) is as<br />

follows:-<br />

Company Related party Transaction Actual<br />

value<br />

RM’000<br />

Harn Len SCSB Purchases by Harn Len 11,465<br />

of FFB<br />

Harn Len PLNHSB Payment by Harn Len 831<br />

for transport charges<br />

SCSB and PLNHSB are the related parties for all the mandated transactions as set out<br />

above and the interested Directors who are also major shareholders of Harn Len in the<br />

related party transactions are Tan Sri Dato’ Low Nam Hui, Low Quek Kiong, Low<br />

Kueck Shin, Low Kwek Lee and Low Kuek Kong. The nature of their interest in<br />

SCSB and PLNHSB are as set out in Section 2.1 above.<br />

The estimated values may differ from the actual value of the transactions and the<br />

breakdown of the actual aggregate value of the transactions will be disclosed in the<br />

annual report.<br />

There are no new/additional transactions besides the abovementioned transactions<br />

which are subject to the Proposed Shareholders’ Mandate.<br />

2.3 Rationale<br />

The recurrent related party transactions entered or to be entered into by Harn Len as<br />

set out above are in the ordinary course of business. They are recurring transactions of a<br />

revenue or trading nature which are likely to occur with some degree of frequency<br />

and arise at any time and from time to time.<br />

The transactions envisaged under the Proposed Shareholders’ Mandate may be<br />

constrained by its time-sensitive nature and it may be impractical to seek shareholders’<br />

approval on a case by case basis before entering into such related party transactions.<br />

As such, the Board is seeking a shareholders’ mandate pursuant to Paragraph 10.09 of<br />

the Listing Requirements for the related party transactions described in Section 2.1<br />

above to allow Harn Len to enter into such recurrent related party transaction made on<br />

an arm’s length basis and on normal commercial terms and which are not prejudicial<br />

to the interests of the shareholders.<br />

By obtaining the Proposed Shareholders’ Mandate and the renewal of the same on an<br />

annual basis, the necessity to convene separate general meetings from time to time to<br />

seek shareholders’ approval as and when such recurrent related party transactions<br />

occur, will not arise. This would reduce substantial administrative time, inconvenience<br />

and expenses associated with the convening of such meetings, without compromising<br />

the corporate objectives of the Group or adversely affecting the business opportunities<br />

available to the Group.<br />

6

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