Investors

Announcement Details :

2. INFORMATION ON TUNE TALK

Tune Talk plans to embark on the business of provision of mobile communications services in Malaysia as a mobile virtual network operator ("MVNO"). The authorised share capital of Tune Talk is RM5,000,000 comprising 5,000,000 ordinary shares of RM1.00 each of which 2,650,800 ordinary shares of RM1.00 have been issued and paid-up.

3. SALIENT TERMS OF THE SUBSCRIPTION AGREEMENT AND SHAREHOLDERS' AGREEMENT

Pursuant to the Subscription Agreement, Celcom will subscribe for 2,625,000 ordinary shares of RM1.00 each of the enlarged issued and paid-up share capital of Tune Talk for a cash consideration of RM2,625,000.00.

Under the Shareholders' Agreement, Celcom has a call option of 16% of the issued and paid up share capital of Tune Talk ("Call Option") that is exercisable after 3 years from the commercial launch of the business contemplated or upon Tune Talk achieving 1.5 million active subscribers continuously for 3 months, whichever is earlier. The price of the Call Option, depending on the profitability position of Tune Talk, will be based on the multiples of the audited earning per share or audited net tangible asset of Tune Talk.

Under the terms of the Shareholders' Agreement, each of the Parties shall have the right to nominate the following number of nominees on the Board of Directors of Tune Talk:- The operations and day-to-day running of Tune Talk will be overseen by an Executive Committee comprising of 4 persons appointed by the Board of Directors of Tune Talk of which 1 shall be a nominee of Celcom.

The Shareholders' Agreement is conditional upon the completion of the Subscription Agreement. The Subscription Agreement shall be completed within 30 days of the execution of the same or such other date as the Parties may mutually agree, failing which the Subscription Agreement will automatically cease to have effect and the Parties shall have no claim against each other.

4. SOURCES OF FUNDS

The subscription by Celcom of 2,625,000 ordinary shares of RM1.00 each in Tune Talk for the sum of RM2,625,000 will be funded through internally generated funds.

5. RATIONALE FOR THE INVESTMENT IN TUNE TALK

The investment in Tune Talk is to allow Celcom to have an equity and management participation in the MVNO business contemplated by the Parties. 6. FINANCIAL EFFECTS

The investment by Celcom in Tune Talk does not have any effect on the issued and paid-up share capital of TMI and is not expected to have any material effect on the earnings, gearings and net assets of the TMI Group for the year ending 31 December 2008. 7. APPROVALS OF SHAREHOLDERS AND AUTHORITIES

The investment by Celcom in Tune Talk is not subject to the approval of the shareholders of TMI and any relevant governmental authorities.

8. DIRECTORS' AND MAJOR/SUBSTANTIAL SHAREHOLDERS' INTEREST

None of the directors and major shareholders of TMI and/or persons connected to them have any interest direct and/or indirect in the investment by Celcom in Tune Talk.

9. DOCUMENTS FOR INSPECTION

The Subscription Agreement and the Shareholders' Agreement both dated 23 December 2008 are available for inspection during normal office hours from Monday to Friday (excluding public holidays) at the registered office of TMI for a period of 3 months from the date of this announcement.

This announcement is dated 23 December 2008.