Press Metal Aluminium Holdings Berhad SECTION 6 • FINANCIAL STATEMENTS 332 Notes to the Financial Statements 32. BUSINESS COMBINATIONS (CONT’D) 2023 32.3 Partial disposal of interest in a subsidiary In December 2023, the Group, via its wholly-owned subsidiary, Press Metal (HK) Limited disposed of 4.1% equity interest in a subsidiary, Press Metal International Limited (“PMI”) to third parties for a total cash consideration of RMB41,345,000 (equivalent to approximately RM27,019,000), decreasing its ownership in PMI and its direct subsidiaries (“collectively known as PMI subgroup”) from 92.4% to 88.3%. The carrying amount of PMI subgroup’s net assets in the Group’s financial statements on the date of disposal was RM796,634,000. The Group recognised an increase in non-controlling interests of RM32,662,000 and a decrease in retained earnings of RM5,643,000. 33. INTEREST IN JOINT OPERATION The Group has a 50% (2023: 50%) ownership interest in a joint operation, Japan Alumina Associates (Australia) Pty. Ltd. (“JAA”) with Sojitz Corporation. JAA’s principal place of business is in Australia. JAA markets the share of alumina produced through its participation in a bauxite mine and an alumina refinery and is strategic for the Group in ensuring its long-term access to raw material which reduces its exposure and reliance on third party suppliers. The Group and Sojitz Corporation have equal board representatives in JAA and all relevant decisions require unanimous votes from the shareholders. Based on the shareholders’ agreement, the Group and Sojitz Corporation are entitled to the outputs produced by JAA in proportion to their respective shareholdings in JAA. In view that the Group has rights to the assets, and obligations for the liabilities relating to JAA, therefore the investment in JAA is accounted for as a joint operation. 34. SIGNIFICANT EVENTS 34.1 Share swap exercise between associates In August 2024, the Company entered into a sales and purchase agreement (“SPA”) with Hong Kong Prime Aluminium Investment Ltd (“HKPAI”), for the disposal of 25% equity interest in PT Bintan Alumina Indonesia (“PT BAI”) for a total consideration of USD329,798,000 (equivalent to approximately RM1,595,249,000), to be settled through the issuance of a Promissory Note by HKPAI to the Company. At the same time, the Group, via its wholly owned subsidiary, Press Metal International Resources (HK) Limited (“PMIRHK”), entered into a share subscription agreement (“SSA”) with Nanshan Aluminium International Holdings Limited (“NAIHL”) for the subscription of 25.59% equity interest in NAIHL for a total consideration of USD329,798,000 (equivalent to approximately RM1,595,249,000), to be settled through a deed of assignment (“DOA”) which was erected between the Company, PMIRHK and NAIHL to effectively assign and transfer all the Company’s rights, title, interest and benefit in and to the Promissory Note from HKPAI to NAIHL.
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