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Project C8 Announcement

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Project C8 Announcement MALAYSIAN RESOURCES CORPORATION BERHAD (“MRCB” OR THE “COMPANY”) PROJECT DELIVERY PARTNER (“PDP”) AGREEMENT BETWEEN MRCB BUILDERS SDN BHD, A WHOLLY-OWNED SUBSIDIARY OF MRCB (“MRCB BUILDERS”) AND KWASA LAND SDN BHD (“KLSB” OR “EMPLOYER”) FOR THE APPOINTMENT OF MRCB BUILDERS AS A PDP IN CONNECTION WITH THE CONSTRUCTION AND COMPLETION OF COMMON INFRASTRUCTURE FOR THE MAJLIS BANDARAYA PETALING JAYA AREA AT THE PROPOSED KWASA DAMANSARA TOWNSHIP FOR A PROVISIONAL FEE OF RM112.28 MILLION 1. INTRODUCTION On behalf of the Board of Directors of MRCB (“Board”), RHB Investment Bank Berhad (“RHB Investment Bank”) wishes to announce that MRCB Builders, a wholly-owned subsidiary of MRCB, had on 26 May 2016, entered into a project delivery partner agreement with KLSB whereby KLSB has appointed MRCB Builders as a PDP in connection with the construction and completion of common infrastructure for the Majlis Bandaraya Petaling Jaya area at the proposed Kwasa Damansara Township located on a piece of land (formerly known as Rubber Research Institute Malaysia land) in Sungai Buloh measuring approximately 2,330.42 acres (“PDP Agreement”), for a provisional fee of RM112.28 million (“PDP Fees”) (excluding 6% goods and services tax (“GST”) and reimbursable costs as set out in Note 2 of Section 2.2 of this Announcement (“Reimbursables”)) (“Proposed PDP Contract”). (KLSB and MRCB Builders shall hereinafter be singularly referred to as a “Party” and collectively referred to as “Parties”). Further details of the Proposed PDP Contract are set out in the ensuing sections of this Announcement. 2. DETAILS OF THE PROPOSED PDP CONTRACT The Employer is undertaking the construction and completion of common infrastructure including common roads, drainage system, waterworks, telecommunication, sewerage and mechanical and electrical infrastructure for the Majlis Bandaraya Petaling Jaya area at the proposed Kwasa Damansara Township (“Project”) and has appointed MRCB Builders as the PDP for the Project. The services to be rendered by the PDP include managing the approval processes from the relevant authorities, managing the Design Consultants (as defined herein) as well as project management services in relation to the design process, procurement and construction for the Project, contract administration as well as testing and commissioning by the respective Works Package Contractors (as defined herein) (“Services”). In consideration for the provision of the Services, the Employer shall pay to MRCB Builders the provisional PDP Fees, which represents 5% of the development cost of the Project (as detailed in Section 2.2 of this Announcement), GST and the Reimbursables. The total provisional gross development cost (“GDC”) to be incurred by KLSB for the Project amounts to approximately RM2.3 billion (“Provisional GDC”), further details of which are set out in Section 2.2 of this Announcement. 1 2.1 PDP’s obligations The Services to be performed by the PDP include, amongst others, the following:- (a) ensure that each Works Package Contractor (as defined herein) submits and maintains a master implementation programme, which is to commence from the date when the condition precedent as set out in Section 2.5.1 of this Announcement has been fulfilled (including from time to time all subsequent approved versions of such programme) (“Master Implementation Programme”). The PDP shall ensure that the rate of progress in the progress schedules and/ or plans submitted by the Works Package Contractor (as defined herein) is consistent with the Master Implementation Programme; (b) developing and monitoring the compliance of the overall Master Implementation Programme; (c) facilitate the preparation of the detailed design and specification for all the contracts between the Employer, the PDP and any person who is contracted (“Works Package Contractors” or “WPC”) for the execution of all engineering, procurement, manufacturing, construction, erection, installation, commissioning, calibration, testing, start-up and all other work, material, services and equipment necessary to construct a fully functional and operating infrastructure (“Works”) (“Works Package Contract”); (d) manage and facilitate the development of the preliminary design and the management and development of the detailed design specification for the Project infrastructure and performance specifications system works which are to be prepared by consultants appointed by the Employer for the production of the detailed design specification for the Project infrastructure (“Design Consultants”); (e) preparation of pre-qualification documents, tender documents, engineering drawings and calling of tenders from a list of tenderers to be approved by the Employer, and recommendation of tenders, and subsequently advising the Employer in the award of the relevant Works Package Contracts to the successful tenderer subject to the Employer’s approval; (f) carrying out cost planning, budgeting, estimating, forecasting, reporting, managing and controlling of all the costs, expenses and liabilities associated with and arising from the management of the planning, design, procurement, construction and commissioning process of the Project; (g) managing, interfacing and coordinating between various WPCs and transport operators including interfacing, integration work, the implementation of risk management plans to ensure delivery of the Project with minimum interface conflict that could impact safety, quality and time, in compliance with the PDP Agreement and any law, legislation, statute, rule, order, treaty, regulation, directive, guideline, request or requirement, announcement or published practice or any interpretation thereof which is enacted, issued promulgated or made by any relevant authority or by any court or tribunal (“Laws”); (h) developing, implementing, monitoring, maintaining and managing the traffic management plan for the Project; (i) providing contract administration works for the Project including carrying out cost estimates, implementation and construction programmes, risk management plans, administrating the WPCs and managing all other matters as may be necessary and expeditious for the delivery of the Project; (j) managing the testing and commissioning activities and ensuring the proper integration of the Works being performed by the respective Works Package Contractors so as to ensure system wide integration of a fully commissioned and operational infrastructure, to be in accordance with the PDP Agreement; 2 (k) coordinating the scheduling and supervising the performance of the Works Package Contractors to achieve timely and cost effective completion of the Works and, if so required to achieve such objectives, then, in the event any of the Works Package Contractors fail in its performance, the PDP shall step-in and self-deliver, or employ any other person to carry out and complete the performance of such Works, in which event the Employer shall be entitled to award to the PDP or the new WPC:- (i) a new Works Package Contract based on the contract price for the Works Package Contract for the relevant Works (or any portion thereof); (ii) an extension of time to enable the completion of the relevant Works Package Contract; and (iii) all additional costs (beyond the costs already approved for the relevant Works Package Contract) in relation to the completion of the relevant Works package where such costs shall be approved by the Employer’s representative and upon approval, such costs will constitute as a supplementary letter of award to the WPC for the relevant Works Package Contract; (l) preparing the environmental management plan and traffic management plan for the Project, monitoring the implementation process of the Environmental Impact Assessment approved recommendations and facilitating the requirements of the relevant third parties with the conditions and mitigation measures thereunder until the last certificate of completion of making good defects has been issued to the WPC for each Works Package Contract; (m) managing and facilitating the Employer’s application for all permits, licenses, approvals, consents and other forms of authorisation required in accordance with the relevant Laws to be obtained in connection with the Project, the Works and the Services (including those approvals required in the name of the Employer save for the environmental approvals to be sought for the Project) (“Approvals”) which the Employer is required to obtain to enable the performance of the Services and/ or the Works which shall include:- (i) rezoning approval; (ii) “kebenaran merancang” approval based on the approval “Pelan Induk Pengezonan Tanah” by Majlis Perancang Fizikal Negara and State Planning Committee dated 16 October 2013 and 10 February 2014 respectively; (iii) infrastructure plan approvals; and (iv) all other related approvals; (n) managing the preparation process for the applications (including all necessary documents to be included with such applications) for Approvals required, in the name of the Employer to enable the Employer (or if directed by the Employer, the PDP) to submit such application and using its best endeavour to follow up on such applications to obtain the timely issuance of the relevant Approvals; and (o) informing and updating the Employer on all studies, reviews, investigations and other process and of all reasonable and available advantages or benefits of the Project, in particular:- (i) availability and use of the sites; (ii) selection of materials; (iii) building techniques and equipment; (iv) alternative
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