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(I) Proposed Acquisition by Amanahraya Trustees Be

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(I) Proposed Acquisition by Amanahraya Trustees Be THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. IfTHISIf youyou CIRCULARareare inin anyany doubtdoubt IS IMPORTANT asas toto thethe coursecourse AND ofof actionaction REQUIRES toto bebe taken,taken, YOUR youyou IMMEDIATE shouldshould consultconsult ATTENTION. youryour stockbroker,stockbroker, bankbank manager,manager, solicitor,solicitor, THISaccountantTHISIf you CIRCULAR CIRCULARare inor anyother doubt ISprofessional IS IMPORTANT IMPORTANT as to the adviser course AND ANDimmediately. of REQUIRESaction REQUIRES to be taken,YOUR YOUR you IMMEDIATE IMMEDIATE should consult ATTENTION. ATTENTION. your stockbroker, bank manager, solicitor, Ifaccountant you are inor anyother doubt professional as to the adviser course immediately. of action to be taken, you should consult your stockbroker, bank manager, solicitor, IfBursaaccountantIf you you are Malaysiaare in inor any anyother Securitiesdoubt doubt professional as as to Berhadto the the advisercourse coursetatakes ofimmediately. noof action actionresponsibility to to be be taken, taken, for youthe you contentsshould should consult ofconsult this your Circular,your stockbroker, stockbroker, makes no bank bank representation manager, manager, solicitor, solicitor,as to its accountantaccuracyaccountantBursa Malaysia or or or completenessother other Securities professional professional andBerhad expresslyadviser advisertak esimmediately. immediately. disclaimsno responsibility any liability for the whatsoever contents forof thisany Circular,loss howsoever makes arisingno representation from or in asreliance to its uponBursaaccuracy the Malaysia wholeor completeness or Securities any part andofBerhad the expressly contentstakes disclaimsno of thisresponsibility Circular. any liability for the whatsoever contents offor thisany Circular,loss howsoever makes arisingno representation from or in asreliance to its BursaaccuracyBursaupon Malaysiathe Malaysia wholeor completeness Securities orSecurities any part Berhadand ofBerhad the expressly contentstatakeskes no disclaimsno of responsibility responsibilitythis Circular. any liability for for the the whatsoever contents contents of offor this thisany Circular, Circular,loss howsoever makes makes no arisingno representation representation from or in as asreliance to to its its accuracyuponaccuracy the or wholeor completeness completeness or any part and and of expresslythe expressly contents disclaims disclaims of this Circular.any any liability liability whatsoever whatsoever for for any any loss loss howsoever howsoever arising arising from from or or in in reliance reliance uponupon the the whole whole or or any any part part of of the the contents contents of of this this Circular. Circular. (A(A realreal estateestate investmentinvestment trusttrust constitutedconstituted underunder thethe lawslaws ofof Malaysia)Malaysia) (A real estate investment trust constituted under the laws of Malaysia) (A real estate investment trust constituted under the laws of Malaysia) (A(A real real estate estate investment investment trust trust constituted constituted under under the the laws laws of of Malaysia) Malaysia) CIRCULAR TO UNIT HOLDERS CIRCULAR TO UNIT HOLDERS CIRCULARIN RELATION TO UNIT HOLDERSTO CIRCULARCIRCULARIN RELATION TO TO UNIT UNIT HOLDERS HOLDERSTO (I)(I) PROPOSEDPROPOSED ACQUISITIONACQUISITION BYBYIN AMANAHRAYAAMANAHRAYA RELATION TO TRUSTEESTRUSTEES BERHADBERHAD FORFOR ANDAND ONON (I) PROPOSED ACQUISITION BYIN AMANAHRAYARELATION TO TRUSTEES BERHAD FOR AND ON BEHALF OF AMANAH HARTAIN TANAHRELATION PNB TO (“AHP” OR THE “TRUST”),, OFOF THETHE BEHALF OF AMANAH HARTA TANAH PNB (“AHP” OR THE “TRUST”), OF THE (I) PROPERTYPROPOSED (ASACQUISITION DEFINED HEREIN) BY AMANAHRAYA FOR A CASH TRUSTEESCONSIDERATION BERHAD OF FORRM240,000,000; AND ON (I) PROPOSEDPROPERTY ACQUISITION(AS DEFINED HEREIN)BY AMANAHRAYA FOR A CASH TRUSTEES CONSIDERATION BERHAD OF FOR RM240,000,000; AND ON (I) ANDBEHALFPROPOSED OF ACQUISITION AMANAH HARTA BY AMANAHRAYATANAH PNB (“AHP” TRUSTEES OR THEBERHAD “TRUST”) FOR, ANDOF THEON BEHALFPROPERTYBEHALFAND OFOF (AS AMANAHAMANAH DEFINED HARTAHARTA HEREIN) TANAHTANAH FOR A PNBPNB CASH (“AHP”(“AHP” CONSIDERATION OROR THETHE “TRUST”)“TRUST”) OF RM240,000,000;, , OFOF THETHE PROPERTY (AS DEFINED HEREIN) FOR A CASH CONSIDERATION OF RM240,000,000; (II)(II) PROPOSEDPROPOSEDANDPROPERTY (ASRENOUNCEABLERENOUNCEABLE DEFINED HEREIN) RIGHTSRIGHTS FOR ISSUEISSUEA CASH OFOF CONSIDERATION 120,000,00120,000,000 NEW OF UNITS RM240,000,000; IN AHP (II) ANDPROPOSED RENOUNCEABLE RIGHTS ISSUE OF 120,000,000 NEW UNITS IN AHP (“RIGHTSAND(“RIGHTS UNIT(S)”)UNIT(S)”) ON THE BASIS OF SIX (6) RIGHTS UNITS FOR EVERY FIVE (5) (“RIGHTS UNIT(S)”) ON THE BASIS OF SIX (6) RIGHTS UNITS FOR EVERY FIVE (5) (II) EXISTINGPROPOSED UNITS RENOUNCEABLE IN AHP AT AN RIGHTSENTITLEMENT ISSUE DATEOF 120,000,00 TO BE DETERMINED0 NEW UNITS LATER IN AHP (II)(II) PROPOSEDPROPOSED(“RIGHTSEXISTING UNIT(S)”)UNITS RENOUNCEABLERENOUNCEABLE IN AHPON THEAT AN BASISRIGHTSRIGHTS ENTITLEMENT OF ISSUE SIXISSUE (6) OF DATEOFRIGHTS 120,000,00120,000,00 TO UNITSBE 0DETERMINED0 NEW NEWFOR UNITSEVERYUNITS LATER INFIVEIN AHPAHP (5) (“RIGHTS UNIT(S)”) ON THE BASIS OF SIX (6) RIGHTS UNITS FOR EVERY FIVE (5) EXISTING(“RIGHTS UNIT(S)”)UNITS IN AHPON THEAT AN BASIS ENTITLEMENT ANDOF SIX (6) DATERIGHTS TO UNITSBE DETERMINED FOR EVERY LATER FIVE (5) EXISTINGEXISTING UNITS UNITS IN IN AHP AHP AT AT AN AN ENTITLEMENT ENTITLEMENTAND DATE DATE TO TO BE BE DETERMINED DETERMINED LATER LATER NOTICE OF UNIT ANDHOLDERS’ MEETINGMEETING NOTICE OF UNITAND ANDHOLDERS’ MEETING NOTICE OF UNIT HOLDERS’ MEETING NOTICENOTICE OF OF UNIT UNIT HOLDERS’ HOLDERS’ MEETING MEETING Principal Adviser Principal Adviser Principal Adviser PrincipalPrincipal Adviser Adviser MIDF AMANAH INVESTMENT BANK BERHAD (23878-X) MIDF AMANAH INVESTMENT BANK BERHAD (23878-X) MIDF AMANAH INVESTMENT BANK BERHAD (23878-X) The notice of the Extraordinary GeneralMIDF MIDFMeeting AMANAH AMANAH (“EGM”) INVESTMENT INVESTMENT of thethe BANK BANK unitunit BERHAD BERHAD holdersholders (23878- (23878- ofof X) AHPAHPX) toto bebe heldheld atat The Theatrette, Level 2 ofThe Menara notice ofPNB, the Extraordinary201--A, Jalan GeneralTun Razak, Meeting 50400 (“EGM”) Kuala ofLumpur the uniton holders Friday of,, AHP14 August to be held2015 at atThe 3.00 Theatrette, p.m. or Levelat any 2 adjournmentTheof Menara notice ofPNB, thereof, the Extraordinary201 together-A, Jalan with GeneralTun the Razak,Form Meeting of 50400 Proxy, (“EGM”) Kuala isis enclosed ofLumpur the herein.uniton holders Friday of, AHP14 August to be held2015 at atThe 3.00 Theatrette, p.m. or Levelat any 2 TheofTheadjournment noticeMenara notice of ofPNB, thethereof, the Extraordinary Extraordinary201 together-A, Jalan with General GeneralTun the Razak, FormMeeting Meeting of 50400 Proxy, (“EGM”) (“EGM”) Kuala is enclosed of of Lumpurthe the unit herein.unit holderson holders Friday of of ,AHP AHP14 Augustto to be be held held2015 at at The atThe 3.00Theatrette, Theatrette, p.m. or Level Levelat any 2 2 ofTheadjournmentof Menara Menara Form PNB, ofPNB, thereof, Proxy 201 201 -togethershouldA,should-A, Jalan Jalan bewith Tun Tunlodged the Razak, Razak,Form at the of50400 50400 Proxy,Registered Kuala Kuala is enclosed Lumpur OfficeLumpur herein. ofon onthethe Friday Friday appointedappointed, ,1414 August AugustRegistrarRegistrar 2015 2015 ofof atAHP,AHP,at 3.00 3.00 SymphonySymphonyp.m. p.m.oror at at ShareShareany any adjournmentRegistrarsadjournmentThe Form Sdn ofthereof, thereof, ProxyBhd attogether together shouldLevel 6,with bewith Symphony lodgedthe the Form Form at House, of theof Proxy, Proxy,Registered Pusat is isenclosed Dagangaenclosed Office herein.n herein. Danaof the 1, appointedJalan PJU 1A/46,Registrar 47301 of AHP, Petaling Symphony Jaya, Selangor Share notTheRegistrars less lessFormthanthan Sdnof fortyforty ProxyBhd--eight at shouldLevel (48) 6,hoursbe Symphony lodged before at the House, the time Registered Pusatset forfor Daganga thethe Office holdingn Danaof of the EGM 1, appointedJalan.. The PJU lodgement Registrar1A/46, 47301 of of the AHP, PetalingForm Symphonyof Jaya,Proxy Selangor will Share not TheprecludeRegistrarsThenot Form lessFormthan you of Sdnof fortyfromProxy ProxyBhd- attendingeight atshould shouldLevel (48) beand 6,hoursbe Symphonylodged votinglodged before inat at thepersonHouse,the the time Registered Registered at Pusatset thefor EGM Daganga theOffice Office shouldholding nof Danaof you theof the EGM subsequently1,subsequentlyappointed appointedJalan. The PJU lodgementRegistrar Registrar 1A/46,wishwish toto 47301 dodoofof of theso.so.AHP, AHP, PetalingForm Symphony Symphony of Jaya,Proxy Selangor willShare Share not RegistrarsnotRegistrarspreclude less than youSdn Sdn forty fromBhd Bhd- eightatattending at Level Level (48) 6, and6,hours Symphony Symphony voting before in House, thepersonHouse, time Pusatat Pusatset thefor DagangaEGM Daganga the holdingshouldn nDana Dana you of 1,EGM 1,subsequently Jalan Jalan. The PJU PJU lodgement 1A/46, 1A/46,wish to47301 47301 doof theso. Petaling PetalingForm of Jaya, Jaya,Proxy Selangor Selangor will not notLastprecludenot less less datethanthan youand forty forty fromtime-eight- foreightattending lodging (48) (48) hours andhours the voting beforeForm before inof the thepersonProxy time time setat set thefor::for WednesdayEGM the the holding holdingshould,, 12 ofyou of EGMAugust EGM subsequently. The. 2015The lodgement lodgementat
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