ENRA Group Berhad Annual Report 2018

131 A N N U A L R E P O R T 2 0 1 8 NOTES TO THE FINANCIAL STATEMENTS 31 March 2018 cont’d 44. SUBSEQUENT EVENTS AFTER THE END OF THE REPORTING PERIOD (Cont’d) (a) The irrevocable call option for Parcel 2 given to ELSB is exercisable at any time over a period of 36 months (with an automatic extension of 24 months subject to 6 months prior written notice being given) commencing from the completion of ELSB’s acquisition of Parcel 1 pursuant to the SPA. The purchase price for Parcel 2 shall be the market value of Parcel 2 at the time the call option is exercised by ELSB (as determined by Jabatan Penilaian dan Perkhidmatan Harta, Wilayah Persekutuan Labuan) plus a premium of 20% of such market value. On 13 April 2018, the Vendor informed ELSB that the following have been obtained: (i) separate issue documents of title to Parcel 1 and Parcel 2 subsequent to the approval of the Land Registry for the subdivision of the Land; and (ii) consent from the Jawatankuasa Kerja Tanah Wilayah Persekutuan Labuan for the transfer of Parcel 1 to ELSB. In view of the above, all conditions precedent as set out in the SPA have been fulfilled and the SPA has become unconditional. Barring any unforeseen circumstances, the Parcel 1 Acquisition is expected to be completed by the end of the third quarter of the calendar year 2018. (b) On 14 May 2018, the Company had entered into a Share Sale Agreement to dispose its entire shareholding of 5,600,000 ordinary shares representing 70% equity interest in Landmark Zone Sdn. Bhd. (“LZSB”) to Mr. Law Wai Cheong, a Director of LZSB, for a cash consideration of RM5,600,000 (“Disposal”). LZSB ceased to be a subsidiary of the Company following the completion of the Disposal on 15 May 2018. (c) On 31 May 2018, ENRA Oil & Gas Services Sdn. Bhd., a wholly-owned indirect subsidiary of the Company, has disposed all its shares held in ENRA Engineering And Fabrication Sdn. Bhd. (“EEFAB”) comprising 10,000,000 ordinary shares to ENRA Engineering & Construction Sdn. Bhd. (“EEC”), a wholly-owned direct subsidiary of the Company, for a cash consideration of RM16,000,000 (“Reorganisation”). As a result of the Reorganisation, EEFAB has become a wholly-owned direct subsidiary of EEC and remains a wholly-owned indirect subsidiary of the Company. The Reorganisation was carried out to realign the Group structure to place all subsidiaries involved in engineering activities under EEC for organisational clarity. (d) On 4 June 2018, ENRA Kimia (Australia) Pty. Ltd. was incorporated with an issued and paid-up share capital of AUD100 made up of 100 ordinary shares of AUD1 each which are all held by ENRA Kimia Sdn. Bhd., a wholly-owned indirect subsidiary of the Company. The intended principal activity of ENRA Kimia (Australia) Pty Ltd is investment holding. (e) On 12 June 2018, the Company has identified certain assets and liabilities associated with the Proposed Disposal as disclosed in Note 43(a) to be transferred to the purchasers of approximately RM3,000,000 and RM3,000,000 respectively. (f) On 13 June 2018, ENRA Kimia (Australia) Pty. Ltd. entered into a Share Sale Agreement to acquire 10,000 ordinary shares representing 100% equity interests in International Chemicals Engineering Pty. Ltd., in the proportion of 70% from Mr. Christopher Johs Ulrik and 30% from Mr. Kenneth Inglis Lardner, for a cash consideration of up to AUD2,900,000 or approximately RM8,700,000 and the assumption of AUD1,600,000 or approximately RM4,700,000 of existing shareholders’ loans in ICE. The aggregate of these amount to AUD4,500,000 or approximately RM13,500,000.