Announcement Details :
1. BACKGROUND
On 11 January 2005, TM and Rajawali group through TMIL and PT Telekomindo Primabhakti respectively, entered into a Shareholders' Agreement to govern their relationship as shareholders in XL ("Previous SHA"). Following the sale by the Rajawali group of its shareholding in XL to Etisalat, the Previous SHA will terminate.
2. SALIENT TERMS OF THE SHA
The SHA was entered into between TMIL and Etisalat (which is owned by Emirates Telecommunications Corporation). The SHA sets out the terms governing the relationship between Etisalat and TMIL as shareholders in XL including transfer restrictions on the shareholdings of the parties and composition of the Board of Commissioners and Board of Directors of XL.
3. INFORMATION ON ETISALAT
Etisalat is the wholly owned subsidiary of Emirates Telecommunications Corporation. It was incorporated in Dubai, United Arab Emirates ("UAE") on 27 November 2007. Emirates Telecommunications Corporation was incorporated in UAE and is listed on the Abu Dhabi Securities Market. The government of UAE holds approximately 60% stake in Emirates Telecommunications Corporation. The balance of the shares are held by the public.
Emirates Telecommunications Corporation is the incumbent telecommunications provider in UAE and has operations and investments across 14 countries in the Middle East, Africa and Asia, including Afghanistan, Benin, Burkina Faso, the Central African Republic, Cote D'Ivoire, Egypt, Gabon, Niger, Nigeria, Pakistan, Saudi Arabia, Sudan, Tanzania, and Togo.
4. RATIONALE FOR THE SHA
The entry into the SHA will allow the parties to regulate their respective relationships as shareholders of XL.
5. APPROVALS REQUIRED
No approvals are required for the entry into the SHA.
6. EFFECTS OF THE SHA
The signing of the SHA will not have any material impact on the consolidated earnings of TM for the current financial year ending 31 December 2007.
7. DIRECTORS' AND MAJOR SHAREHOLDERS' INTEREST
In so far as the Directors of TM are aware, none of the Directors, major shareholders of TM or persons connected with them have any interest, whether direct or indirect, in the SHA.
8. DOCUMENT AVAILABLE FOR INSPECTION
The SHA is available for inspection at the registered office of TM at Level 51, North Wing, Menara TM, Jalan Pantai Baharu, 50672 Kuala Lumpur during normal business hours from Mondays to Fridays (except public holidays) for a period of three (3) months from the date of this announcement.
This announcement is dated 11thDecember 2007.
