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Notes to the Financial Statements (cont’d)<br />
For the financial year ended 31 December 2011<br />
42. Subsequent events (cont’d)<br />
Further, Pala has also entered into share purchase agreement with Mellford Pte. Ltd. and Sword Investments Private<br />
Limited, who are affiliates of the Tecity group and thereby affiliates of MSC, to purchase from them 49,481,600 issued<br />
common shares.<br />
Upon completion of these transactions Pala will own 121,148,267 common shares representing 44.1% of the AMR’s<br />
outstanding share capital and 50.3% on a fully diluted basis after Pala has exercised the Warrants in full. MSC’s shareholding<br />
in AMR would be diluted to 11.4% first and then upon exercise of Warrants by Pala to 10.1%.<br />
(b) On 9 March 2012, the Company announced that it has entered into a strategic alliance agreement (“SAA”) with Optima<br />
Synergy Resources Limited (“OSRL”) that would allow the latter to immediately subscribe up to 479,833,766 shares<br />
of USD0.01 each equivalent to 23% equity interest in Bemban Corporation Limited (“BCL”), the penultimate holding<br />
company of PT Koba Tin (“PT Koba”).<br />
Among others, the objectives and purposes of the SAA are as follows:<br />
(i) Facilitating greater local Indonesian participation in PT Koba by way of increased equity ownership and management<br />
through an Indonesian affiliate company of OSRL;<br />
(ii) Securing the PT Koba Contract of Work (“CoW”) extension or new mining permits over the existing CoW area for 10<br />
years up to 31 March 2023 through joint effort of OSRL and MSC;<br />
(iii) Enabling BCL and operating companies to expand their businesses through performance improvement and value<br />
enhancement as well as through acquisition of additional mining permits for long term sustainable operations in<br />
Indonesia.<br />
Upon renewal of PT Koba CoW, OSRL will be able to increase up to 50% equity interest in BCL through subscription of<br />
additional 1,126,566,234 shares of USD0.01 each subject to fulfillment of certain conditions precedent stipulated in the<br />
SAA including MSC obtaining shareholders’ approval at an extraordinary general meeting (EGM) to be convened upon<br />
at a later date.<br />
(c) On 26 March 2012, the Board of Directors of Malaysia Smelting Corporation Berhad announced that in line with the<br />
prevailing provisions of the State’s Minerals Enactment (Perak) 2003 {Enakmen Mineral. (Perak) 2003} (referred to as 2003<br />
Enactment), the Company’s wholly-owned subsidiary, Rahman Hydraulic Tin Sdn. Bhd. (“RHT”) has agreed to pay royalty<br />
to the State Government of Perak (“State Government”) at a higher rate of 5% on sales of tin-in-concentrates from the<br />
current rate of 2.5% payable under the existing terms of the current mining leases over Lot No.6173 (ML004), Lot No.7430<br />
(ML005), Lot No.6175 (ML006), Lot No.6147 (ML007) and Lot No.2206 (ML008) for a total area of approximately 600.996<br />
hectares (collectively referred to as Current Mining Leases) in Wilayah Klian Intan, Mukim Pengkalan Hulu, Daerah Hulu<br />
Perak, State of Perak Darul Ridzuan which were originally issued under the old Enactment which had subsequently been<br />
replaced by the 2003 Enactment. With this agreement to pay a higher royalty effective from March 2012, the Board is<br />
pleased that the State Government has approved the renewal of the Current Mining Leases for a longer period up to 28<br />
September 2030 pursuant to the 2003 Enactment.<br />
The extension of the Current Mining Leases to 2030 will enable RHT to undertake the necessary additional investments<br />
to optimize its long term production level. This is expected to result in an increase in future earnings and thus, the overall<br />
valuation of RHT. Apart from contributing an additional revenue to the State Government from higher royalty, the longer<br />
mine life is also expected to benefit the community and all other stakeholders under the principles and objectives of<br />
sustainable development.<br />
43. Authorisation of financial statements for issue<br />
The financial statements for the year ended 31 December 2011 were authorised for issue in accordance with a resolution of<br />
the directors on 26 March 2012.<br />
MALAYSIA SMELTING CORPORATION (43072-A) • ANNUAL REPORT 2011 173