ANNOUNCEMENT

BANDAR RAYA DEVELOPMENTS BERHAD (“BRDB”OR “THE COMPANY”)

Joint Ventures Between: i) Pinggir Mentari Sdn Bhd, A Wholly-Owned Subsidiary Of BRDB And Tibanis Sdn Bhd, A Wholly- Owned Subsidiary Of Multi-Purpose Holdings Berhad (“MPHB”), For The Proposed Development of Rawang Land; ii) Orion Vibrant Sdn Bhd, A Wholly-Owned Subsidiary Of BRDB And Magnum.Com Sdn Bhd, A Wholly-Owned Subsidiary Of MPHB, For The Proposed Development Of Penang Land; iii) Magna Senandung Sdn Bhd, A Wholly-Owned Subsidiary Of BRDB And Mimaland Berhad, A 98.2%-Owned Subsidiary Of MPHB, For The Proposed Development Of Mimaland

1. INTRODUCTION

Further to BRDB’s announcement on 8 March 2011, the Board of Directors of BRDB wishes to announce that Pinggir Mentari Sdn Bhd (“PMSB”), Orion Vibrant Sdn Bhd (“OVSB”) and Magna Senandung Sdn Bhd (“MSSB”); all wholly-owned subsidiaries of BRDB, have on 29 April 2011 entered into separate joint venture agreements (“JVAs”) with Tibanis Sdn Bhd (“TSB”), Magnum.Com Sdn Bhd (“MCSB”) and Mimaland Berhad (“MB”); subsidiaries of MPHB as follows:

a) JVA between PMSB and TSB for the proposed development of 2 parcels of land owned by TSB located in Daerah Gombak, Negeri Selangor and measuring approximately 265.13 acres (“Rawang Land”) [“Rawang Land JV”];

b) JVA between OVSB and MCSB for the proposed development of 20 parcels of land owned by MCSB located in Daerah Barat Daya, Negeri Pulau Pinang and measuring approximately 80.897 acres (“Penang Land”) [“Penang Land JV”]; and

c) JVA between MSSB and MB for the proposed development of 7 parcels of land owned by MB located in Daerah Gombak, Negeri Selangor and measuring approximately 324.05 acres (“Mimaland”) [“Mimaland JV”].

The Rawang Land JV, Penang Land JV and Mimaland JV are hereinafter collectively referred to as “Joint Ventures”.

PMSB, OVSB and MSSB are hereinafter singularly referred to as “Developer”.

TSB, MCSB and MB are hereinafter singularly referred to as “Land Owner”.

Rawang Land, Penang Land and Mimaland are hereinafter singularly referred to as “Land”.

2. DETAILS OF THE JOINT VENTURES

2.1 Rawang Land JV

2.1.1 Information On Rawang Land And Proposed Development

The Rawang Land JV involves the proposed development of 2 parcels of land owned by TSB located in Daerah Gombak, Negeri Selangor held under documents of title as follows and measuring approximately 265.13 acres (“Rawang Land”):

1 Title No. Lot No. Bandar/Pekan/ Area Tenure Mukim (acres) PM 854 1048 Bandar Kundang 2.22 Leasehold expiring 13 Dec 2091 GRN 54445 18056 Mukim Rawang 262.91 Freehold Total area 265.13 acres

Rawang Land is located within the locality of Sungai Bakau, Rawang. Rawang Land is accessible via the Rawang Interchange of the North-South Highway, thence via the old Rawang-Batu Arang/Kuala Selangor trunk road.

The proposed development to be undertaken on Rawang Land comprises link houses, bungalow lots and a commercial village with a projected gross development value estimated at RM1.4 billion.

2.1.2 Information On Land Owner Of Rawang Land, TSB

TSB was incorporated in Malaysia on 2 January 2004 under the Companies Act, 1965 as a private limited company. It has an authorised share capital of RM100,000 comprising 99,990 shares of RM1.00 each and 100 preference shares of RM0.10 each, of which RM7.10 comprising 2 ordinary shares of RM1.00 each and 51 preference shares of RM0.10 each have been fully paid-up. TSB is a wholly-owned subsidiary of MPHB. The principal activity of TSB is that of property investment.

2.2 Penang Land JV

2.2.1 Information On Penang Land And Proposed Development

The Penang Land JV involves the proposed development of 20 parcels of land owned by MCSB located in Daerah Barat Daya, Negeri Pulau Pinang held under documents of title as follows and measuring approximately 80.897 acres (“Penang Land”):

Title No. Lot No. Area (acres) Tenure 528 296 1.100 Freehold 529 302 3.375 Freehold 531 306 1.260 Freehold 654 1675 8.581 Freehold 656 1677 6.287 Freehold 659 1688 5.587 Freehold 672 1713 6.806 Freehold 673 1714 5.319 Freehold 886 1462 2.187 Freehold 887 1463 2.381 Freehold 888 1464 4.762 Freehold 889 1465 1.608 Freehold 909 1460 1.794 Freehold 910 1461 2.087 Freehold 1008 1278 1.032 Freehold 1011 1283 0.094 Freehold 1015 1288 0.250 Freehold 1047 2343 1.518 Freehold 1443 14895 7.994 Freehold 47939 2346 16.875 Freehold Total area 80.897 acres

2 Penang Land is located within the locality of Teluk Tempoyak Village. It is accessible from Bayan Baru town via Bayan Lepas Expressway, Jalan Permatang Damar Laut and finally via Jalan Teluk Tempoyak. Penang Land commands a very good panoramic view of the south channel and the Straits of Malacca.

The proposed development to be undertaken on Penang Land comprises bungalows, semi detached houses and a condominium with a projected gross development value estimated at RM605 million.

2.2.2 Information On Land Owner Of Penang Land, MCSB

MCSB was incorporated in Malaysia on 19 March 1997 under the Companies Act, 1965 as a private limited company. It has an authorised share capital of RM100,000 comprising 100,000 ordinary shares of RM1.00 each, of which RM2 comprising 2 ordinary shares of RM1.00 each have been fully paid-up. MCSB is a wholly-owned subsidiary of MPHB. The principal activity of MCSB is that of property investment.

2.3 Mimaland JV

2.3.1 Information On Mimaland And Proposed Development

The Mimaland JV involves the proposed development of 7 parcels of land owned by MB located in Daerah Gombak, Negeri Selangor held under documents of title as follows and measuring approximately 324.05 acres (“Mimaland”):

Title No. Lot No. Area (Acres) Tenure Expiry Date of Lease HSM 1726 PT 5300 1.2 Leasehold 25 May 2091 – 99 yrs HSM 1727 PT 5301 1.4 Leasehold 25 May 2091 – 99 yrs HSD 1767 PT A 163 Leasehold 7 June 2069 – 99 yrs HSD 40430 PT B 10 Leasehold 7 June 2069 (Formerly HSD14977) – 99 yrs HSD 40431 PT 7546 24.05 Leasehold 7 June 2069 (Formerly HSD 14978) – 99 yrs GRN 49265 Lot 3003 20.281 Freehold (Formerly CT 15467) GRN 18307 Lot 2947 104.12 Freehold Total area 324.05 acres

Mimaland is situated within Mukim of Setapak, District of Gombak, Selangor Darul Ehsan and is sited off the left side of Jalan Gombak, at about the 11 th mile post, travelling from Kuala Lumpur city centre towards Bentong town. It is situated about 20 kilometres to the north of the Kuala Lumpur city centre.

The proposed development to be undertaken on Mimaland comprises bungalows (hillside, courtyard and waterfront) and condominium with a projected gross development value estimated at RM2.2 billion.

3 2.3.2 Information On Land Owner Of Mimaland, MB

MB was incorporated in Malaysia on 3 December 1971 under the Companies Act, 1965 as a private limited company and was converted to a public company on 28 November 1972. It has an authorised share capital of RM50,000,000 comprising 50,000,000 ordinary shares of RM1.00 each, of which RM48,750,000 comprising 48,750,000 ordinary shares of RM1.00 each have been fully paid-up. MB is a 98.2%-owned subsidiary of MPHB and it is currently a dormant company.

3. SALIENT TERMS OF THE JVAs

The salient terms and conditions for each of the JVAs are the same save for the provisions relating to Upfront Payment to Land Owner (item 3(b) below) and time lines for the proposed development (item 3(c)(v) below).

a) Entitlement and Terms of Payment

i) The Land Owner is to be paid 22% of the cash collected ("Cash Collections") pursuant to billings issued in respect of the proposed development for the Land ("the Land Owner's Entitlement") with an option, subject to availability and the mutual agreement of both parties, to request for the Land Owner's Entitlement to be paid in kind by way of completed development units or components, or by a combination of cash payment and completed units or components.

ii) The Land Owner's Entitlement shall be paid to the Land Owner progressively on annual cumulative basis in arrears calculated against cumulative Cash Collections reflected in the annual audited Land Owner's Entitlement Account of the proposed development for the Land as at 31 December each year ("the Annual Audited Land Owner's Entitlement Account").

iii) Payment of the Land Owner's Entitlement in relation to any year shall be made in 3 instalments; within 45 days of June and December and a final payment, if any, within 30 days of the issuance of the Annual Audited Land Owner's Entitlement Account.

b) Upfront Payment To Land Owner

The Developer shall pay the Land Owner within 30 days from the date of the JVA, an upfront and advance amount as follows towards account of the Land Owner's Entitlement. Such upfront and advance sum shall be set-off against the initial payment(s) of the Land Owner's Entitlement due and payable annually in arrears under the JVA.

Upfront Payment to Land Owner (RM) Rawang Land JV 22.0 million Penang Land JV 9.0 million Mimaland JV 34.0 million Total 65.0 million

c) Parties’ Obligations

i) The Land Owner shall not later than 6 months from the receipt of a written request for delivery of vacant possession of the Land from the Developer, deliver physical possession of the Land to the Developer free from all encumbrances and claims. If the Land or any part thereof is occupied by squatters, the Developer shall undertake the task of evicting and/or resettling such squatters, at the sole cost and expense of the Land Owner.

4 ii) The Developer shall be responsible for all costs arising from and incidental to the proposed development for the Land.

iii) The Developer is to make available to the Land Owner quarterly reports on works in progress and sales achieved in respect of the proposed development of the Land.

iv) The Land Owner shall grant a Power of Attorney to the Developer to enable the Developer to carry out the proposed development of the Land.

v) The Developer is to commence physical works on the Land no later than 24 months from the date of the JVA and complete the proposed development of the Land within 10 years (for Rawang Land), 8 years (for Penang Land) and 12 years (for Mimaland) from the date of the JVA.

4. RATIONALE FOR THE JOINT VENTURES

The Joint Ventures represent strategic moves by BRDB to participate in viable development projects without having to bear the substantial upfront costs of acquiring lands. As the BRDB Group is principally involved in the business of property development, the Joint Ventures represent opportunities for the BRDB Group to replenish its development land banks. This is consistent with BRDB’s goal of growing its core business to improve its profitability and increasing shareholder value. In addition, the proposed developments will enable the Group to diversify its development portfolio to new areas of growth in the Klang Valley and Penang.

5. SOURCE OF FUNDING

The Joint Ventures will be funded by internally generated funds of the BRDB Group and/or bank borrowings. The exact mix of borrowings and internally generated funds will be decided at a later date, after taking into consideration the Group’s funding and debt obligations as well as cash requirements of the BRDB Group.

6. FINANCIAL EFFECTS OF THE JOINT VENTURES

The Joint Ventures will not have any effect on the issued and paid-up share capital of BRDB or the shareholdings of the substantial shareholders of BRDB. The Joint Ventures are not expected to have any material effect on the net assets, gearing and earnings of the BRDB Group for the financial year ending 31 December 2011. The Joint Ventures are expected to contribute positively to the future earnings of the BRDB Group when the proposed developments are fully onstream.

7. APPROVALS REQUIRED

The proposed development for Rawang Land, Penang Land and Mimaland are subject to the approvals of the relevant authorities. The Joint Ventures are not subject to the approval of the shareholders of BRDB.

8. DIRECTORS’ AND SUBSTANTIAL SHAREHOLDERS’ INTEREST

Mr Vijeyaratnam a/l Thamotharam Pillay is a common director of BRDB and MPHB. Save as disclosed, none of the Directors and major shareholders of BRDB and persons connected to them have any interest, direct or indirect, in the Joint Ventures.

9. DIRECTORS’ STATEMENT

Having considered all aspects of the Joint Ventures, the Board of Directors of BRDB is of the opinion that the Joint Ventures are fair, reasonable and in the best interest of the BRDB Group. 5

10. DEPARTURE FROM THE GUIDELINES ON THE OFFERING OF EQUITY AND EQUITY-LINKED SECURITIES BY SECURITIES COMMISSION (“SC GUIDELINES”)

The Joint Ventures are not subject to the approval of the Securities Commission and does not fall under the SC Guidelines. To the best of the knowledge of the Board, the Joint Ventures have not departed from the SC Guidelines.

11. DOCUMENTS FOR INSPECTION

Copies of the JVAs are available for inspection at the registered office of the Company at Level 10 Menara BRDB, 285 Jalan Maarof, Bukit Bandaraya, 59000 Kuala Lumpur during normal office hours from Mondays to Fridays (except for public holidays) for a period of 3 months from the date of this announcement.

This announcement is dated 29 April 2011.

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