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Listing Requirements Chapter 10 Series: Decoding Transaction & RPT Rules – Module 2
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Listing Requirements Chapter 10 Series: Decoding Transaction & RPT Rules – Module 2
  • Overview
  • Objectives & Outline
  • Methodology
  • Participant Profile
  • Trainer
  • Overview
    PROGRAMME DETAILS

    DATE

    20 March 2018

    TIME

    9:00 AM – 5:00 PM

    VENUE

    Asian Banking School

    SIDC CPE

    10

    CPE Points
    A continuation to “Decoding Transaction & RPT Rules - Module 1”, this programme will explore the subject matter on related party transactions (RPT) in greater detail with complex case studies, which will link one provision to another in Chapter 10 of the Listing Requirements. It will also link provision of financial assistance with RPT rules, as well as tackling the commonly misunderstood “One-Tier Rule” in RPT scenarios.
    LEARNING LEVEL
    Advanced
    PROGRAMME FEE*

    AICB / MIBA MEMBER

    MYR

    2,000

    / PAX

    NON-MEMBER

    MYR

    2,300

    / PAX

    *inclusive of GST
    Jointly with:
  • Objectives & Outline
    LEARNING OBJECTIVES
    By the end of this programme, participants will be able to:
    • Understand the treatment of receipt of financial assistance by the listed issuer in a RPT scenario 
    • Identify additional persons connected to directors and major shareholders 
    • Understand the additional percentage ratio thresholds and obligations for ACE Market companies 
    • Identify and avoid additional common mistakes of relying on the wrong percentage ratios to determine  listed company’s obligations 
    • Understand the linkage between rules on provision of financial assistance and RPT
    • Understand compliance with Chapter 10 for transactions between a listed holding company and its listed subsidiary company (One-Tier Rule in FAQs 10.7 & 10.8)
    • Apply the “One-Tier Rule” in various RPT Scenarios
    • Understand the advanced principles and application of the Rules of Aggregation
    • Understand and avoid additional pitfalls in RPT provisions with case studies
    PROGRAMME OUTLINE
    RPT Re-cap
    • 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 transactions or arrangements (including discussion on treatment of receipt of financial assistance) 

    Identifying related parties
    • Major shareholders (MS) & “deemed interest” under s.8, Companies Act, 2016 
    • Additional persons connected with directors and MS 
      • Partnerships & joint ventures 
      • Body corporate accustomed to act in accordance to wishes of director/MS 
      • Body corporate in accordance with whose wishes director/MS is accustomed to act for 
      • Related corporation 

    % Ratios & Obligations
    • Thresholds & obligations for Main Market (Re-cap) 
    • Thresholds & obligations for ACE Market (additional requirements for Sponsor/Adviser) 
    • Common Pitfalls (re-cap & additional pitfalls) 
      • Market capitalisation ratio 
      • Net profit ratio 
      • Total asset ratio 
      • Equity issued ratio 
      • JV ratio 
      • Original cost ratio 
      • Definition of net profit & net assets 

    Provision of financial assistance & RPT

    “One-Tier” Rule (FAQs 10.7 & 10.8) & RPT

    Aggregation Rule (re-cap with advanced applications)
    • Same party rule 
    • Same asset rule 
    • Contiguous land rule 
    • Linking “same asset” and “contiguous land” rules with “same party” rule 
    • Application of aggregation rule 

    RPT Case Study
    • Re-cap on paragraph 10.08(9) – Exempt RPT 
    • Paragraph 10.08(9) – Exempt RPT & % ratio ≥ 25% 
    • Re-cap on paragraph 10.08(11)(l) 
    • Linking paragraphs 10.08(9) and 10.08(11)(l) 
    • Linking “persons connected” to Common Major Shareholder Rule I in paragraph 10.08(11)(l) 
    • Common Major Shareholder Rule II 
      • Paragraph 10.08(11)(m)
  • Methodology
    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.
  • Participant Profile
    Corporate finance personnel of investment banks with good knowledge and at least 2 years hands-on experience in the subject matter.

    Participants must have also attended the “Decoding Transaction & RPT Rules – Module 1” for maximum learning experience.
  • Trainer

    Chee Kai Mun

    Chee Kai Mun is the Director cum Principal Trainer of CKM Advisory Sdn Bhd, a company that focuses on providing specialized training relating to Bursa Malaysia’s Main and ACE Markets Listing Requirements (Listing Requirements).

    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.

    He has accumulated more than 20 years of extensive experience in corporate advisory work relating to Listing Requirements. Chee has hands-on experience in this field from 3 perspectives - as a regulator with Bursa Malaysia, an advisor-in-practice with Tricor and as a team member of the corporate finance division in a listed company. He has also conducted training in Listing Requirements for Directors, CEOs, CFOs and Company Secretaries of listed companies. 

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