Reports to the Stock Exchange
Related Party Transaction by a Subsidiary Company
Ref.No.IVL 004/08/2010
11 August 2010
President
The Stock Exchange of Thailand
Subject:Disclosure of Related Party Transaction by a Subsidiary Company
Indorama Ventures Public Company Limited ("IVL") would like to disclose the
related party transaction of a dormitory purchase between Indorama Polyester
Industries PCL (a subsidiary company which IVL holds directly and indirectly
99.55%) with Pacific Resources Limited (a related company). The details of
transaction are as follows:
1. Transaction date: 31 August 2010
2. The parties involved:
Buyer: Indorama Polyester Industries PCL., a subsidiary company of IVL
Seller: Pacific Resources Ltd., Mr. Anuj Lohia holds 99.99% in Pacific
Resources Ltd. He is a son of Mr. Aloke Lohia and Mrs. Suchitra
Lohia; both of whom are directors of Indorama Polyester
Industries PCL
3. Description of transaction:
Indorama Polyester Industries PCL will purchase the dormitory at Rayong from
PacificResources Limited. The details are as follows:
There are 2 buildings with 4 stories and the total area is 7,577 square
meters located at No. 54 Moo 1, Soi Thetsaban 19, Sukhumvit Road, Phla
Sub-district, Ban Chang District, Rayong.
4. The total value:
The purchase price is Baht 32 million (Fair market value is Baht 39 million
as appraised by an independent appraiser)
The calculation has revealed that the size of such transaction is more than
0.03% but less than 3% of the Company's net tangible asset value, or
approximately 0.14% of the net tangible asset value of the Company as per the
consolidated financial statements ended on 30 June 2010. Consequently, the
Company is required to report and disclose the information memorandum to the
Stock Exchange of Thailand without being required to obtain an approval from
its shareholders.
5. Source of Capital: Working Capital and Borrowings
6. Interested directors not attending the meeting and voting:
1) Mr. Aloke Lohia: Vice Chairman and Group CEO of IVL;
Director of Indorama Polyester Industries PCL
2) Mrs. Suchitra Lohia: Director of IVL;
Director of Indorama Polyester Industries PCL
7. Opinion of the Company's Board of Directors and Audit Committee:
In the opinion of the Audit Committee and the Board of Directors, the above
related party transaction will be beneficial to the Company as to ensure the
permanent accommodation to our workers.
Moreover, the transaction value is fair and reasonable considering the
purchase price being below the fair market value as determined by an
independent appraiser. This price would normally have been paid for similar
transactions on arms length basis
Please be informed accordingly
Yours faithfully,
(Mr.Souvik Roy Chowdhury)
Company Secretary
11 August 2010
President
The Stock Exchange of Thailand
Subject:Disclosure of Related Party Transaction by a Subsidiary Company
Indorama Ventures Public Company Limited ("IVL") would like to disclose the
related party transaction of a dormitory purchase between Indorama Polyester
Industries PCL (a subsidiary company which IVL holds directly and indirectly
99.55%) with Pacific Resources Limited (a related company). The details of
transaction are as follows:
1. Transaction date: 31 August 2010
2. The parties involved:
Buyer: Indorama Polyester Industries PCL., a subsidiary company of IVL
Seller: Pacific Resources Ltd., Mr. Anuj Lohia holds 99.99% in Pacific
Resources Ltd. He is a son of Mr. Aloke Lohia and Mrs. Suchitra
Lohia; both of whom are directors of Indorama Polyester
Industries PCL
3. Description of transaction:
Indorama Polyester Industries PCL will purchase the dormitory at Rayong from
PacificResources Limited. The details are as follows:
There are 2 buildings with 4 stories and the total area is 7,577 square
meters located at No. 54 Moo 1, Soi Thetsaban 19, Sukhumvit Road, Phla
Sub-district, Ban Chang District, Rayong.
4. The total value:
The purchase price is Baht 32 million (Fair market value is Baht 39 million
as appraised by an independent appraiser)
The calculation has revealed that the size of such transaction is more than
0.03% but less than 3% of the Company's net tangible asset value, or
approximately 0.14% of the net tangible asset value of the Company as per the
consolidated financial statements ended on 30 June 2010. Consequently, the
Company is required to report and disclose the information memorandum to the
Stock Exchange of Thailand without being required to obtain an approval from
its shareholders.
5. Source of Capital: Working Capital and Borrowings
6. Interested directors not attending the meeting and voting:
1) Mr. Aloke Lohia: Vice Chairman and Group CEO of IVL;
Director of Indorama Polyester Industries PCL
2) Mrs. Suchitra Lohia: Director of IVL;
Director of Indorama Polyester Industries PCL
7. Opinion of the Company's Board of Directors and Audit Committee:
In the opinion of the Audit Committee and the Board of Directors, the above
related party transaction will be beneficial to the Company as to ensure the
permanent accommodation to our workers.
Moreover, the transaction value is fair and reasonable considering the
purchase price being below the fair market value as determined by an
independent appraiser. This price would normally have been paid for similar
transactions on arms length basis
Please be informed accordingly
Yours faithfully,
(Mr.Souvik Roy Chowdhury)
Company Secretary