TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) : RECURRENT RELATED PARTY TRANSACTIONS MALAKOFF CORPORATION BERHAD (MALAKOFF OR COMPANY)
TRANSMISSION AND INTERCONNECTION WORKS AGREEMENT ("TIWA") BETWEEN SUNGAI UDANG WTE SDN. BHD. ("SUWTE"), A SUBSIDIARY OF THE COMPANY AND MMC ENGINEERING SDN. BHD. ("MMCE"), A RELATED PARTY OF THE COMPANY
MALAKOFF CORPORATION BERHAD
Type
Announcement
Subject
TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RECURRENT RELATED PARTY TRANSACTIONS
Description
MALAKOFF CORPORATION BERHAD (MALAKOFF OR COMPANY)
TRANSMISSION AND INTERCONNECTION WORKS AGREEMENT ("TIWA") BETWEEN SUNGAI UDANG WTE SDN. BHD. ("SUWTE"), A SUBSIDIARY OF THE COMPANY AND MMC ENGINEERING SDN. BHD. ("MMCE"), A RELATED PARTY OF THE COMPANY
1. INTRODUCTION
Pursuant to Paragraph 10.09(1)(a) of the Main Market Listing Requirements ("MMLR") of Bursa Malaysia Securities Berhad, the Board of Directors of Malakoff wishes to announce that Sungai Udang WTE Sdn. Bhd. ("SUWTE"), a subsidiary of the Company, has on 23 October 2026, entered into a Transmission and Interconnection Works Agreement ("TIWA") with MMC Engineering Sdn. Bhd. ("MMCE"), a related party of the Company, for the design, engineering, procurement, manufacturing, supply, construction, installation, testing and commissioning of the 33kV transmission and interconnection works connecting a Waste to Energy Facility at Sungai Udang, Melaka to Tenaga Nasional Berhad's Pencawang Masuk Utama (PMU) Cheng in Melaka including the underground transmission cable system and associated interconnection facilities (collectively "Works").
Upon the execution of the TIWA, the aggregate value of the RRPTs entered into by Malakoff Group with MMCE during the applicable period has exceeded the percentage ratio of 1% based on the latest audited financial statements of the Company for the financial year ended 31 December 2025.
2. DETAILS OF RRPT
Related Party
Transacting Party
Nature of RRPT
Interested Major Shareholder/Director
Value Transacted (RM)
MMCE(1)
SUWTE(2)
To undertake the Works pursuant to the TIWA.
Interested Major Shareholders:
MMC Corporation Berhad ("MMC")
Interested Director:
Dato' Mohd Nazrul Izam bin Mansor(3)
34,391,333.30
Notes:
(1) MMCE is a subsidiary of MMC, a major shareholder of Malakoff.
(2) SUWTE is the project company undertaking the Project and is a subsidiary within the Malakoff Group.
(3) Dato' Mohd Nazrul Izam bin Mansor is a Non-Independent Non-Executive Director of Malakoff and is also a Director and Group Chief Executive Officer of MMC. He is therefore deemed interested in the TIWA by virtue of his relationships with MMC.
3. DESCRIPTION OF THE TIWA
Under the TIWA, MMCE will undertake the Works at the total contract sum of RM34,391,333.30 (inclusive of Sales and Service Tax). The commencement of the Works is subject to MMCE's fulfilment of the Conditions Precedent and SUWTE's issuance of a Notice to Proceed pursuant to the provisions of the TIWA. The Works shall be carried out by MMCE in accordance with the agreed project schedule and be completed by 19 May 2029.
4. RATIONALE FOR THE RRPT
The appointment of MMCE under the RRPT supports the timely implementation of the Project's transmission and interconnection scope and Malakoff Group's revenue-generating activities. The RRPT is undertaken in the ordinary course of business, at arm's length and on normal commercial terms, and is not detrimental to the interests of the minority shareholders of the Company.
5. FINANCIAL EFFECTS
The RRPT is not expected to have any material adverse impact on the net assets, earnings per share or gearing of the Malakoff Group. The RRPT will not have any effect on the issued share capital and substantial shareholders' shareholdings of the Company.
6. INTEREST OF DIRECTORS AND/OR MAJOR SHAREHOLDERS AND/OR PERSONS CONNECTED WITH DIRECTORS OR MAJOR SHAREHOLDERS
Save as disclosed in Section 2 above, none of the other Directors and/or major shareholders of the Company and/or persons connected with them have any interest, whether direct or indirect, in the RRPT.
Accordingly, Dato' Mohd Nazrul Izam bin Mansor, being the interested Director, has abstained and will continue to abstain from all deliberations and voting on matters relating to the RRPT.
7. APPROVALS REQUIRED
The RRPT is not subject to the approval of the shareholders of the Company or any relevant authorities.
8. STATEMENT BY THE BOARD AUDIT AND RISK MANAGEMENT COMMITTEE ("BARMC")
The BARMC is of the opinion that the TIWA is fair and reasonable, is undertaken on normal commercial terms and is in the best interests of Malakoff Group and is not detrimental to the interests of the minority shareholders of the Company.