FGV Annual Report 2013
Felda Global Ventures Holdings Berhad 249 22 INVESTMENT IN SUBSIDIARIES (Cont’d.) (a) Details of subsidiaries are as follows: (Cont’d.) All subsidiary undertakings are included in the consolidation. The proportion of voting rights in the subsidiary undertakings held directly by the parent company do not differ from the proportion of ordinary shares held. * Not audited by PricewaterhouseCoopers, Malaysia or its affiliates # Audited by an affiliate of PricewaterhouseCoopers, Malaysia @ 30% equity stake in Sabahanya Plantations Sdn. Bhd. is held in trust by Vincent Kerosah for the beneficial interest of the Group. (b) Incorporation and acquisition of subsidiaries ^ On 17 April 2013, Felda Global Ventures Downstream Sdn. Bhd. (“FGVD”), a subsidiary of the Company, incorporated a wholly-owned subsidiary known as FGV Biotechnologies Sdn. Bhd. (“FGV Bio”) in Malaysia with initial paid-up capital of RM2.00. α On 13 May 2013, the Company incorporated a wholly-owned subsidiary known as Felda Global Ventures Capital Sdn. Bhd. (“FGV Capital”) in Malaysia with initial paid-up capital of RM2.00. β On 23 May 2013, the Company incorporated a wholly-owned subsidiary known as FGV Investment (L) Pte Ltd (“FGV Investment”) in Labuan Federal Territory, Malaysia with issued paid-up capital of USD1.00. µ On 28 May 2013, FGV Investment incorporated a wholly owned subsidiary known as FGV Myanmar (L) Pte Ltd (“FGV Myanmar”) in Labuan Federal Territory, Malaysia with issued paid-up capital of USD1.00. On 20 September 2013, the Company obtained control of Pontian United Plantations Berhad (“PUP”), a company incorporated in Malaysia. The acquisition of 100% equity interest was completed on 1 October 2013 for a cash consideration of RM1,203,840,576. Refer to Note b(i) for the effects of the acquisition of PUP. ♠ On 18 November 2013, the Company entered into an agreement with Koperasi Permodalan Felda Malaysia Berhad (“KPF”) to acquire 112,199,999 shares in its associate, Felda Holdings Bhd. (“FHB”) representing the remaining 51% equity interest in FHB fromKPF for a purchase consideration of RM2,200,000,000. The acquisition was completed on 27 December 2013. Refer to Note b(ii) for the effects of the acquisition of FHB. √ On 16 December 2013, FGVD entered into a Sale Purchase Agreement (“SPA”) with the shareholders of Cambridge Nanosystems Limited (“CNL”) to acquire a 70% equity interest in CNL for a total consideration of GBP 10.0 million (RM54.13 million). As at 31 December 2013, the Group has paid GBP4 (RM22) and gained control of CNL. Refer to Note (d) for the details. (i) The effects of the acquisition of PUP is as follows: Carrying value Fair value RM’000 RM’000 Property, plant and equipment 147,721 766,625 Interests in associates 12,345 46,075 Biological assets 58,498 453,042 Inventories 5,874 5,874 Receivables 6,305 6,305 Tax recoverable 4,196 4,196 Amount due from associates 4,270 4,270 Financial asset at fair value through profit and loss 7,769 7,19 Cash and cash equivalents 205,895 205,895 Payables (23,578) (23,578) Deferred tax liabilities (20,661) (209,113) Total net assets acquired 408,634 1,266,790 Non-controling interests (21,137) (190,187) 387,497 1,076,603
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