PRG Holdings Berhad Annual Report 2020

Annual Report 2020 Additional Compliance Information 47 1. Audit and Non-Audit Fees The amount of audit fees and non-audit fees paid and payable to the external auditors for the financial year ended 31 December 2020 are tabled as follows: Group Company (RM’000) (RM’000) Audit Fees 584 46 Non-Audit Fees 24 21 2. Material Contracts During the financial year, the Group did not enter into any material contracts involving Directors’ and major shareholders’ interest other than as disclosed in Note 36 of the financial statements. 3. Employees’ Share Option Scheme and/or Share Grant Plan pursuant to the LTIP During the financial year, no options or shares were granted/issued by the Company. 4. Utilisation of Proceeds from Corporate Proposal The Company undertook a private placement of up to 40,288,200 new ordinary shares (“Placement Shares”) in the Company as announced by the Board on 3 December 2019 (“Private Placement”). Pursuant to the Private Placement, a total of 26,556,700 Placement Shares have been issued and the total proceeds raised amounting to RM9,555,006.26 have been utilised in the following manner:- Total Proposed Proceeds Actual Utilisation Received Utilisation Deviation Purposes (RM’000) (RM’000) (RM’000) (RM’000) Repayment of borrowings 2,211 - - - Working capital 8,433 3,144 3,144 - Part payment for the Kelantan Acquisition@ 10,600 6,360 6,360 - Future potential investment/acquisition 1,500 - - - Expenses in relation to the Private Placement 220 51 51 - Total proceeds 22,964 9,555 9,555 - @ On 28 December 2018, PRGAgro Sdn Bhd, a wholly-owned subsidiary of the Company had entered into a conditional sale and purchase agreement with Alifya Forestry Sdn Bhd for the acquisition of 2 parcels of agriculture land planted with teak trees in Kelantan for a purchase consideration of RM89.20 million, to be satisfied via a combination of cash consideration of RM59.20 million and issuance of 40,295,500 shares of the Company at RM0.7445 each (“Kelantan Acquisition”). The Kelantan Acquisition was approved by the Company’s shareholders at the extraordinary general meeting held on 8 October 2019. The Private Placement has been completed on 28 August 2020.

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