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RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE
SUCCESS TRANSFORMER CORPORATION BERHAD |
Contents :
SUCCESS TRANSFORMER CORPORATION BERHAD ("STC" OR "COMPANY")
SUBJECT: RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE ("RRPTs")
1. INTRODUCTION
Pursuant to paragraph 2.0 of Practice Note 12/2001 issued in relation to paragraphs 10.08 and 10.09 of the Listing Requirements of Bursa Malaysia Securities Berhad ("Bursa Securities"), the Board of Directors of STC wishes to announce that STC and its subsidiary companies ("STC Group") had from 15 February 2005 to 8 March 2005 entered into RRPTs.
The value of the consideration of the RRPTs, which by way of aggregation, exceeds 1% of the STC Group’s proforma net tangible assets as at 30 August 2004, being the lower prescribed limit pursuant to paragraph 2.1 of Practice Note 12/2001.
2. DETAILS OF THE RRPTs
The details of the RRPTs and the nature of the interest of the related parties with the Directors, Major Shareholders of STC and/or the persons connected to them are set out in the Table hereunder.
3. RATIONALE FOR RRPTs
The RRPTs (as set out in the Table above) are necessary for the day-to-day operations of the STC Group and to meet the business needs of the STC Group at the best possible terms.
4. FINANCIAL EFFECTS OF THE RRPTs
The RRPTs (as set out in the Table above) are not expected to have an effect on the issued and paid-up share capital and the shareholding of the substantial shareholders of STC.
The RRPTs (as set out in the Table above) are also not expected to have a material effect on the consolidated net tangible assets and earnings of STC.
5. APPROVALS REQUIRED
STC had vide its announcement dated 4 March 2005 announced that an Extraordinary General Meeting ("EGM") of the Company will be held at Langkawi Ballroom, Bukit Jalil Golf and Country Resort, Jalan 3/155B, Bukit Jalil, 57000 Kuala Lumpur on Monday, 21 March 2005 at 10.00 a.m. to seek its shareholders’ ratification on RRPTs entered into by the STC Group from the date of listing of STC on the Second Board of Bursa Securities, i.e. 19 January 2005, to the EGM ("Proposed Ratification") and procure its shareholders’ mandate for RRPTs to be entered into by the STC Group from the EGM to the Annual General Meeting, which would be convened by STC not later than 30 June 2005 ("Proposed Mandate").
Pursuant thereto, the RRPTs (as set out in the Table above) will form part of the RRPTs to be ratified by the shareholders of STC at the EGM.
6. DIRECTORS AND MAJOR SHAREHOLDERS’ INTERESTS
Save as set out in the Table above, none of the Directors and/or Major Shareholders of STC and/or persons connected to them have any interest, direct or indirect, in the RRPTs (as set out in the Table above).
The directors who are deemed interested in the RRPTs (as set out in the Table above) ("Interested Directors") have each abstained and will continue to abstain from all deliberations and voting on the RRPTs (as set out in the Table above), the Proposed Ratification and the Proposed Mandate at all Board Meetings. Further, the Interested Directors would also undertake to ensure that persons connected to them will abstain from voting, in respect of their direct and/or indirect shareholdings in STC, in relation to the Proposed Ratification and the Proposed Mandate which they are interested in, at the EGM.
The Major Shareholders and persons connected to them, who are deemed interested in the RRPTs (as disclosed in the Table above), the Proposed Ratification and the Proposed Mandate, will abstain from voting, in respect of their direct and/or indirect shareholdings in STC, in relation to the Proposed Ratification and the Proposed Mandate which they are interested in, at the EGM.
7. STATEMENT BY THE BOARD OF DIRECTORS OF STC
The Board of Directors of STC (with the exception of the Interested Directors) is of the opinion that the RRPTs (as set out in the Table above) are in the best interests of STC.

Query Letter Contents :
Announcement Info
Company Name | SUCCESS TRANSFORMER CORPORATION BERHAD |
Stock Name | SUCCESS
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Date Announced | 10 Mar 2005 |
Category | General Announcement |
Reference No | CM-050310-64702 |
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