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Decoding Transaction and RPT Rules
  • Overview
  • Objectives & Outline
  • Methodology
  • Participant Profile
  • Trainer
  • Overview
    PROGRAMME DETAILS

    DATE

    31 May – 1 Jun 2021 - Registration closed

    TIME

    9:00 AM – 1:00 PM

    TRAINING PLATFORM

    Google Meet / Zoom

    Companies listed on the Main Market of Bursa Malaysia enter into transactions, be it related party transactions (RPT) or otherwise (i.e. Non-RPT), on a regular basis. A good understanding of the rules governing Non-RPT and RPT, as well as an appreciation of the guiding principles behind such rules are paramount to compliance with Chapter 10 of the Listing Requirements (LR).

    LEARNING LEVEL

    Foundation

    PROGRAMME FEE

    AICB MEMBER

    MYR

    2,000*

    / PAX

    NON-MEMBER

    MYR

    2,300*

    / PAX

    *Subject to 6% Service Tax

  • Objectives & Outline
    LEARNING OBJECTIVES
    By the end of this programme, participants will be able to:

    • Determine and explain the extent to which Chapter 10 of LR will apply to a listed company and its group of companies
    • Explain accounting definitions of subsidiary companies, joint arrangements and associated companies; and the application of the same in Chapter 10 of LR.
    • Explain and distinguish the narrower definition of “transactions” for Non-RPT
    • Explain the extended definition of “transactions” pertaining to disposal of developmental rights of real estate for Non-RPT; and identify real life scenarios for application of the rule thereof
    • Explain rationale and apply the rule relating to acquisitions/disposal of landbanks
    • Explain and identify the wider definition of “transactions” for RPT
    • Identify related parties and persons connected to directors and major shareholders
    • Explain rationale behind percentage ratios, summarise various thresholds and determine obligations of listed companies for Non-RPT and RPT
    • Adopt an effective approach in reading of various RPT exemptions in paragraphs 10.08(9) and 10.08(11) of LR
    • Identify RPT scenarios and avoid common mistakes in RPT provisions with various case studies
    PROGRAMME OUTLINE

    Scope of Chapter 10

    • Transactions by listed issuer or subsidiaries
    • Transactions between listed issuer & wholly-owned subsidiaries
    • Definition of subsidiaries, joint arrangements and associated companies

    Non-Related Party Transactions (Non-RPT)
    • Narrower definition of “transactions” for Non-RPT
    • Disposal of developmental rights
    • Acquisitions/disposal of landbanks

    Related Party Transactions (RPT)
    • Wider definition of “transactions” for RPT
      • Acquisition, disposal or leasing of assets
      • Establishment of joint ventures
      • Provision of financial assistance
      • Provision or receipt of services
      • Other business transaction or arrangement

    • Definition of “interest” involving related parties
    • Identifying related parties
      • Directors and major shareholders (MS)
      • Directors/MS and 6-month rule
      • Persons connected with Directors and MS
        • Family members
        • Persons (or body corporate) accustomed to act in accordance to wishes of director/MS
        • Persons (or body corporate) in accordance with whose wishes director/MS is accustomed to act
        • Body corporate in which director/MS controls ≥ 20% voting shares in the body corporate

    Percentage Ratios & Obligations
    • Ground rules in computation of percentage ratios
    • Various thresholds & obligations for Non-RPT and RPT

    RPT Case Study
    • Related party at subsidiary company
      • Paragraph 10.08(11)(n) & (o)
      • Paragraph 10.08(9) – Exempt RPT
    • Common major shareholder
      • Paragraph 10.08(11)(l)
                 (horizontal & vertical corporate structures)
    • Common directorship
      • Paragraph 10.08(11)(c)
                 (horizontal & vertical corporate structures)
    • Linking “persons connected” to common major shareholder rule

  • Methodology

    Online lecture that includes presentations and discussions with easy-to-understand illustrations using PowerPoint slides, coupled with selected real-life case studies to reinforce the understanding of the guiding principles behind the Listing Requirements.

    The trainer will also share his experiences from relevant cases that he has encountered in his capacities as a Bursa Officer and an advisor-in-practice.

    Technical Requirements:

    • Desktop, notebook or tablet with camera, speaker and microphone
    • Internet access
    • Conference platform: Zoom

  • Participant Profile
    Corporate finance personnel of investment banks with some knowledge and at least 1 year hands-on experience in the subject matter.
  • Trainer

    Chee Kai Mun

    Prior to the formation of CKM Advisory Sdn Bhd, he was the Vice President of Listing Advisory & Development at Bursa Malaysia. He was instrumental in setting up and subsequently spearheading the Listing Advisory division, which is a specialized team in Bursa Malaysia that provides guidance and advice to listed companies and their advisors (namely, investment banks, legal firms, audit firms and secretarial firms) in interpretation and application of the Listing Requirements.

    Chee was also Director, Compliance & Advisory of Tricor Corporate Services Sdn Bhd, a corporate advisory firm in Kuala Lumpur. He was responsible for providing advisory services in compliance with Listing Requirements to their corporate secretarial and share registrar teams, as well as clients listed on the official list of Bursa Malaysia.

    Mr. Chee has accumulated more than 25 years of experience in advisory work relating to Listing Requirements. He has extensive experience in this field from different perspectives namely, as a regulator with Bursa Malaysia, as a consultant and hands-on corporate finance experience with a company listed on Bursa Malaysia. He has conducted training in Listing Requirements for Directors, CEOs, CFOs and Company Secretaries of listed companies, both in his capacities as a Bursa Officer and an advisor-in-practice.


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