Overview Our Business
Strategic Review Corporate Governance
Financial Statements
Other Information
page
191
Disclosure of
Recurrent Related Party Transactions
Each of Tun Haji Mohammed Hanif bin Omar (“THO”), Dato’ Haji Badri bin Haji Masri (“Dato’ Badri”) and Mohamad Shahrin bin Merican (“MSM”) is a Major Shareholder with a deemed
interest over 4,875,000,000 Shares representing 64.91% equity interest in Maxis in which Harapan Nusantara Sdn. Bhd. (“HNSB”) has an interest, by virtue of his 25% direct equity
interest in HNSB. HNSB’s deemed interest in such Shares arises through its wholly-owned subsidiaries, namely, Mujur Anggun Sdn. Bhd. (“MASB”), Cabaran Mujur Sdn. Bhd. (“CMSB”),
Anak Samudra Sdn. Bhd. (“ASSB”), Dumai Maju Sdn. Bhd. (“DMSB”), Nusantara Makmur Sdn. Bhd. (“NMSB”), Usaha Kenanga Sdn. Bhd. (“UKSB”) and Tegas Sari Sdn. Bhd. (“TSSB”)
(collectively, “HNSB Subsidiaries”), which hold in aggregate 30% equity interest in BGSM. The HNSB Subsidiaries hold their deemed interest in such Shares under discretionary trusts for
Bumiputera objects. As such, THO, Dato’ Badri and MSM do not have any economic interest over such Shares as such interest is held subject to the terms of such discretionary trusts.
Each of THO, Dato’ Badri and MSM has a deemed interest over 462,124,447 AMH Shares representing 8.88% equity interest in AMH in which Harapan Terus Sdn. Bhd. (“HTSB”) has an
interest, by virtue of his 25% direct equity interest in HTSB. HTSB’s deemed interest in such AMH Shares arises through its wholly-owned subsidiaries, namely, Berkat Nusantara Sdn.
Bhd. (“BNSB”), Nusantara Cempaka Sdn. Bhd. (“NCSB”), Nusantara Delima Sdn. Bhd. (“NDSB”), Mujur Nusantara Sdn. Bhd. (“MNSB”), Gerak Nusantara Sdn. Bhd. (“GNSB”) and Sanjung
Nusantara Sdn. Bhd. (“SNSB”) (collectively, “HTSB Subsidiaries”).The HTSB Subsidiaries hold such AMH Shares under discretionary trust for Bumiputera objects. As such, THO, Dato’ Badri
and MSM do not have any economic interests over such AMH Shares as such interest is held subject to the terms of such discretionary trust.
Dato’ Badri who is a director of MBNS is also has a deemed interest over 500,000 AMH Shares representing 0.01% equity interest in AMH held by Casa Saga Sdn. Bhd. (“CSSB”) by virtue
of his 99% direct equity interest in CSSB.
MSM has a direct equity interest over 11,000 Shares representing 0.00015% equity interest in Maxis and also has a direct equity interest over 200,000 AMH Shares representing 0.004%
equity interest in AMH.
Dato’ Khadar is a director of AMH and also has a direct equity interest over 855,600 AMH Shares representing 0.02% equity interest in AMH. Dato’ Khadar is a person connected to MSM
.
2.
MGB Group
MSS and MBI are wholly-owned subsidiaries of MGB.
TAK is also a major shareholder of MGB with a deemed interest over 272,953,208 ordinary shares of RM0.78 each (“MGB Shares”) representing 70% equity interest in MGB held via MEASAT
Global Network Systems Sdn. Bhd. (“MGNS”), a wholly-owned subsidiary of MAI Holdings Sdn. Bhd. (“MAIH”) in which he has a 99.999% direct equity interest. Hence, TAK also has deemed
interest over MSS and MBI.Please refer to Note 1 above for TAK’s deemed interest in Maxis.
THO is also a director of MGB and MSS. THO does not have any equity interest in the shares of MGB, MSS or MBI. Please refer to Note 1 above for THO’s deemed interest in Maxis.
MSM is also a major shareholder of MGB with a deemed interest over 116,979,947 MGB Shares representing 30% equity interest in MGB in which Harapan Kota Sdn. Bhd. (“HKSB”) has an
interest, by virtue of his 50% direct equity interest in HKSB. HKSB’s deemed interest in such MGB Shares arises through its wholly-owned subsidiary, namely,Tujuan Wira Suria Sdn. Bhd.
(“TWSSB”). TWSSB holds such MGB Shares under discretionary trust for Bumiputera objects. As such, MSM does not have any economic interest over such MGB Shares as such interest
is held subject to the terms of such discretionary trust. Please refer to Note 1 above for MSM’s interests in Maxis.
LGK who is a Director, is also a director of MGNS. LGK does not have any equity interest in the shares of MGB, MSS or MBI. Please refer to Note 1 above for LGK’s interest in Maxis.
3.
UMTS
UMTS is a wholly-owned subsidiary of Advanced Wireless Technologies Sdn. Bhd. (“AWT”) which in turn is a 75%-owned subsidiary of Maxis. The remaining 25% equity interest in AWT is
held by MBNS Multimedia Technologies Sdn. Bhd. (“MMT”), which in turn is wholly-owned by AMH.
UTSB, PSIL, Excorp, PanOcean and TAK who are Major Shareholders, are also major shareholders of UMTS with each having a deemed interest of 100% in UMTS, whilst THO, Dato’ Badri
and MSM each having a deemed interest of 75% in UMTS. Please refer to Note 1 above for their respective interests in Maxis and AMH.
Fraser Mark Curley (“FMC”), LGK and Morten Lundal (“ML”) are Directors of Maxis, MBSB, MMSB and other several subsidiaries of Maxis. FMC and ML are also Directors of AWT and
UMTS. FMC does not have any equity interest in Maxis. ML has an indirect equity interest over 1,002,390 Shares representing 0.01% equity interest in Maxis which is currently held by CIMB
Commerce Trustee Berhad or its nominee pursuant to the terms and conditions of the incentive arrangement which forms part of the employment contract which ML has entered into with
the Company. The cash incentives payable to the Director were used to acquire shares of the Company from the open market. Subject to fulfilment of the vesting conditions and the terms of
the incentive arrangement, these shares will vest to ML on a deferred basis, in accordance with the terms and conditions of the said incentive arrangement. In addition to his interest in these
shares, the Director is also deemed interested in such additional number of shares in the Company which shall only be determinable in the future, to be acquired using future cash incentives
payable to the director, pursuant to the terms and conditions of such incentive arrangement. Please refer to Note 1 for LGK’s interest in Maxis.
NM who is a director of AWT and UMTS, is also a director of MBSB, MMSB and several subsidiaries of Maxis. NM was granted 500,000 options over Maxis Shares at an issue price of
RM6.53. Additionally, he was also granted 697,400 Maxis Shares under the Long-Term Incentive Plan (“LTIP”) which Shares shall be vested pursuant to the By-Laws governing the Maxis’
LTIP. NM does not have equity interest in Maxis, MBSB, MMSB, AWT or in UMTS.
