Eng - IOI Group

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Directors’ Report cont’dSignificant Events During the Financial Year cont’dviii. Special issue of 1,800,000 new ordinary shares of the CompanyOn 15 August 2006, the Company announced that it proposed to undertake a special issue of 1,800,000 new ordinary sharesof RM0.50 each in the Company to Bumiputera investors at an issue price to be determined later (“Special Issue”). The SpecialIssue was undertaken to comply with one of the conditions imposed by the Equity Compliance Unit of the Securities Commission inapproving the proposed issuance of new ordinary shares by the Company following the exchange of the 1 st Exchangeable Bonds.The said condition requires the Company to increase its Bumiputera equity by 0.14% (equivalent to 1,800,000 ordinary sharesof RM0.50 each) of its enlarged issued and paid-up share capital after the full exchange of the 1 st Exchangeable Bonds within 2years of the implementation of the said 1 st Exchangeable Bonds.On 10 January 2007, the Securities Commission had granted the Company an extension of time until 17 July 2007 for theimplementation of the said Special Issue. Subsequently, 9,000,000 new ordinary shares of RM0.10 each in the Company wereallotted and issued for cash at an issue price of RM4.976 per share on 8 June 2007. The number of the shares issued and the issueprice were adjusted pursuant to the Share Split exercise of the Company.ix.Proposed capital repaymentOn 30 March 2007, the Company announced its proposed capital repayment to its shareholders to be implemented via acancellation of ordinary shares of RM0.10 each in the Company on the basis of one ordinary share cancelled (“Cancelled Share”)for every twenty existing ordinary shares held at an entitlement date to be determined later, with the remaining balance being thedifference between the cash distributed and par value for each Cancelled Share to be set-off against the share premium accountof the Company pursuant to Sections 64 and 60(2) of the Companies Act, 1965 (“Capital Repayment”).The Capital Repayment was completed on 22 August 2007 with a cash distribution of RM1,314,391,432 for 312,950,341ordinary shares of RM0.10 each cancelled, on the basis of RM4.20 for each Cancelled Share.117ANNUAL REPORT 2007IOI Corporation Berhad
Directors’ Report cont’dSignificant Events Subsequent to the Financial YearProposed joint-venture for oil palm cultivation in IndonesiaOn 15 August 2007, the Company announced that it has entered into Heads of Agreement which outline the general terms underwhich the Company will participate in a joint-venture for oil palm cultivation in Kalimantan, Indonesia with Harita Group (“Harita”) andaffiliates (“Proposed Joint Venture”).The Proposed Joint Venture will involve the Company acquiring:i. a 33% stake in PT Bumitama Gunajaya Agro (“1 st JV Co”) which has a total planted hectarage of 35,340 hectares (“ha”) andunplanted land of approximately 64,000 ha, together with three palm oil mills. The 1 st JV Co also oversees a ‘plasma’ schemewhich covers an area of approximately 22,000 ha; andii.a 67% stake in several companies (“2 nd JV Co”) which will have total land available for planting of approximately 128,000 ha.Total consideration payable for the above stakes is expected to be approximately USD130 million, based on an estimated total enterprisevalue of about USD385 million.Under the Proposed Joint Venture, the Company shall be responsible for providing plantation management and technical support undera technical support agreement whereas Harita, will be responsible for human resource and regulatory matters.The Proposed Joint Venture is in line with the Group’s strategy of growing its core palm oil business under appropriate conditions. Itwill provide immediate addition to planted hectarage as well as substantial suitable land bank for sustained business growth, henceproviding the Group with the opportunity to capitalise on the very favourable outlook for the oil palm industry.The definitive agreements are expected to be executed in September 2007.Audit CommitteeThe Directors who served as members of the Audit Committee since the date of the last report are as follows:Datuk Hj Mohd Khalil b Dato’ Hj Mohd Noor (Chairman)Chan Fong AnnDato’ Yeo How (MIA No. 4368)Datuk Khalid b Hj Husin (Resigned on 11 April 2007)IOI Corporation BerhadANNUAL REPORT 2007 118
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Our Vision... is to be a leading co
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Chairman’s StatementDear Valued S
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Responsibility“ Today, more than
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Group Performance Highlights2007 20
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Efficiency“The future belongs to
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PALM OIL BUSINESS STREAMManagement
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KepongKLCCKL SentralPetaling JayaKu
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Corporate InformationBOARD OF DIREC
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Excellence in ExecutionOur commitme
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Statement By DirectorsIn the opinio
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fold herestampThe Company Secretary
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Eng - IOI Group

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