FGV Annual Report 2012

68 Felda Global Ventures Holdings Berhad 21 INVESTMENT IN SUBSIDIARIES (continued) (a) Details of subsidiaries are as follows (continued): * Not audited by PricewaterhouseCoopers, Malaysia or its affiliates. # Audited by an affiliate of PricewaterhouseCoopers, Malaysia. @ Entity is consolidated as a special purpose entity pursuant to IC 112: Consolidation – Special Purpose Entities. ** Felda Global Ventures North America Sdn Bhd and Felda Global Ventures Kalimantan Sdn Bhd were direct subsidiaries in financial year ended 31 December 2011. (b) Incorporation, acquisition and dissolution of subsidiaries ∞ On 6 January 2012, the Company incorporated Felda Global Ventures Plantations Sdn Bhd (“FGV Plantations”), a private limited liability company, incorporated and operating in Malaysia. × On 6 January 2012, the Company incorporated Felda GlobalVentures Downstream Sdn Bhd (“FGV Downstream”), a private limited liability company, incorporated and operating in Malaysia. + On 6 January 2012, FGV Plantations incorporated Felda Global Ventures Plantations (Malaysia) Sdn Bhd (“FGVPM”), a private limited liability company, incorporated and operating in Malaysia. ≠ On 17 February 2012, the Company incorporated Pakatan Mastiara Sdn Bhd, a private limited liability company, incorporated and operating in Malaysia. On 28 March 2012, the company changed its name to Felda Global Ventures Shared Services Centre Sdn Bhd (“FGV SSC”). © On 12 April 2012, the Company entered into a Sale and Purchase Agreement with FGV Downstream, a wholly-owned subsidiary, to dispose its 100% equity interest in the ordinary shares in Felda Global Ventures North America Sdn Bhd (“FGVNA”) for a cash consideration of RM632,100,038, which resulted in a gain on disposal of RM2,227,760 to the Company. The transaction was completed on 9 May 2012. • On 12 April 2012, the Company entered into a Sale and Purchase Agreement with FGV Plantations, a wholly-owned subsidiary, to dispose its 100% equity interest in the ordinary shares in Felda Global Ventures Kalimantan (“FGVK”) for a cash consideration of RM188,583,121, which resulted in a loss on disposal of RM6,756,146 to the Company. The transaction was completed on 9 May 2012. ® On 20 June 2012, Twin Rivers Technologies Holdings Inc (“TRT Holdings”) had transferred 100% equity interest representing 6,882 common shares in Twin Rivers Technologies Holdings Enterprises de Transformation de Graines Oleagineuses Inc (“TRT Holdings ETGO Inc”) to FGVNA for a cash consideration of CAD1.00. ¥ On 20 June 2012,Twin RiversTechnologies US Inc (“TRT US”) had merged with and intoTRT Holdings. Upon completion of the merger, the shareholdings of FGVNA in TRT Holdings, representing 117,646 Class A Common Stock shares and 80,000 Class B common stock was converted to a single class common stock. √ On 22 June 2012, the dissolution of FGV US LLC had taken place as the company was initially set up as special purpose entity to fund the loan to TRT US to mitigate the risk of recharacterising the debt as equity in the event of bankruptcy filing. Since the cancellation of debt had taken place, there is no need for the entity to remain in existence. Ω On 25 September 2012, the Company acquired 100% equity interest in Rias Simfoni Sdn Bhd, a company incorporated in Malaysia, for a cash consideration of RM2. On 10 October 2012, the company changed its name to Felda Global Ventures Research & Development Sdn Bhd (“FGV R&D”). There is no financial impact arising as the company was dormant. € In the previous financial year, Felda Global Ventures Kalimantan Sdn Bhd (“FGVK”), a subsidiary of the Company, entered into an agreement to acquire a 95% interest in PT. Citra Niaga Perkasa from Joko Sintrajaya for a total consideration of RM16,500,000, to be completed upon the receipt of relevant regulatory approvals in Indonesia. The acquisition was completed on 27 February 2012. Notes to the Financial Statements for the financial year ended 31 December 2012