Fraser & Neave Holdings Bhd Annual Report 2019

WWW . F N . C O M . M Y 118 F R A S E R & N E A V E H O L D I N G S B H D ADDITIONAL COMPLIANCE INFORMATION The following information is provided in compliance with the Main Market Listing Requirements (“MMLR”) of Bursa Malaysia Securities Berhad (“Bursa Securities”): 1. UTILISATION OF PROCEEDS COMMERCIAL PAPER (“CP”) AND MEDIUM TERM NOTE (“MTN”) PROGRAMMES RESPECTIVELY WITH A NOMINAL VALUE OF RM750,000,000 FOR EACH PROGRAMME A wholly owned subsidiary of the Company, F&N Capital Sdn Bhd (“the Issuer”), is able to issue up to RM750,000,000 in nominal value under each of the CP and the MTN programmes respectively, which are unconditionally and irrevocably guaranteed by the Company. The CP has a tenure of seven (7) years from the first issue date of the CP under the CP Programme whilst the MTN has a tenure of fifteen (15) years from the first issue date of the MTN under the MTN Programme. The Issuer had on 7 October 2013 issued MTN of RM150,000,000 with a tenure of five (5) years from the issue date. This MTN with interest rate of 4.24% per annum was fully repaid during the financial year ended 30 September 2019 (“Financial Year 2019”). There were no issuance of CP/MTN during the Financial Year 2019. As at 30 September 2019, the unutilised CP/MTN facility available for use amounted to RM1,500,000,000 (2018: RM1,350,000,000). 2. AUDIT AND NON-AUDIT FEES The respective fees are disclosed in the Audit Committee Report and Audited Financial Statements set out in this Annual Report. Non-audit fees are also disclosed in the Audit Committee Report. 3. MATERIAL CONTRACTS Save as disclosed below, there were no material contracts (not being contracts entered into in the ordinary course of business) entered into by the Company and/or its subsidiaries involving the interest of Directors or major shareholders during the Financial Year 2019: A conditional Sale and Purchase Agreement dated 8 October 2019 between the Company’s wholly-owned subsidiary, F&N AgriValley Sdn Bhd (formerly known as Rimba Perkasa Sdn Bhd) (“F&N AgriValley”) and MSM Perlis Sdn Bhd (“MSM Perlis”) for the proposed acquisition by F&N AgriValley from MSM Perlis of nine pieces of leasehold land measuring in total approximately 4,453.92 hectares, all in Mukim Chuping, Daerah Perlis, Negeri Perlis for a total cash consideration of RM156 million. Y.Bhg. Datuk Mohd Anwar bin Yahya is a Director of the Company and FGV Holdings Berhad, a major shareholder of MSM Perlis. 4. RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE At the 57 th Annual General Meeting of Fraser & Neave Holdings Bhd (“F&NHB” or “Company”) held on 23 January 2019, the Company had obtained shareholders’ mandate to enter into recurrent related party transactions of a revenue or trading nature with the mandated related parties which are necessary for the day-to-day operation of the F&NHB Group. Pursuant to the MMLR of Bursa Securities, the details of the recurrent related party transactions entered into during the Financial Year 2019 are as follows: Mandated Related Parties Relationship Type of Transaction Actual Value Transacted RM’000 Fraser and Neave, Limited (“F&N Ltd”) Group F&N Ltd is the holding company of F&NHB Purchase of concentrates and/or raw materials from the F&N Ltd Group 171,138 Purchase of finished products from the F&N Ltd Group 13,072 Sale of finished products and/or raw materials to the F&N Ltd Group 266,864 Payment of royalties to the F&N Ltd Group for the use of trademarks, trade names and brand names owned by F&N Ltd 54,119 Payment of fees to the F&N Ltd Group for corporate services, corporate research and development services and technical services 1,275 Receipt of rental from the F&N Ltd Group 120 Receipt of corporate services fees and staff costs from the F&N Ltd Group 1,580 Receipt of printing services from the F&N Ltd Group 140