38 CONTINGENT LIABILITIES
The Group is subject to litigation in the ordinary course of business, mainly arising from its subsidiaries hospital operations.
The Directors are of the opinion, based on legal advice and malpractice insurance, that no significant exposure will arise
that requires recognition.
39 SIGNIFICANT EVENTS
(a) Puteri Nursing College Sdn. Bhd. (“PNCSB”") on 3 October 2014 has entered into a sale and purchase agreement
(“SPA”) with Amanah Raya Trustees Berhad (“Trustee” or “Purchaser”), on behalf of Al-‘Aqar, to dispose the Properties
for a total disposal consideration of RM77,800,000 (“Disposal Consideration”) upon the terms and conditions of the
SPA (“Proposed Disposal”).
Upon completion of the Proposed Disposal, PNCSB will enter into a lease agreement (“Lease Agreement”) with Al-‘Aqar,
represented by its Trustee, and Damansara REIT Managers Sdn Berhad, being the manager of Al-‘Aqar (“Manager”), for
the lease of the Properties to PNCSB upon terms and conditions of the Lease Agreement to be agreed between the
aforesaid parties (“Proposed Leaseback”).
On 12 February 2015, PNCSB exchanged letter with the Purchaser, to vary the terms of the Deferred Consideration
Unit (“Exchange Letter”) for the inclusion of certain additional terms.
The Proposed Disposal had completed on 1 December 2015 in accordance with the terms and conditions of the SPA
and following the receipt of RM38.90 million by PNCSB.
(b) On 18 March 2015, Seremban Specialist Hospital Sdn Bhd, a wholly-owned subsidiary of Kumpulan Perubatan Johor
Sdn Bhd (“SSHSB”), had entered into a sale and purchase agreement with the Amanah Raya Trustees Berhad, being
the trustee of Al-‘Aqar Healthcare REIT (“Trustee” or “Purchaser”), to dispose a parcel of freehold land in Seremban,
Negeri Sembilan (“SSH Land”) to Al-‘Aqar for a total cash consideration of RM4.25 million.
As a condition to the Proposed Disposal, SSHSB will enter into a supplemental lease agreement with the Trustee and
Damansara REIT Managers Sdn Berhad, being the manager of Al-‘Aqar (“DRMSB” or “Manager”), for the lease of the
SSH Land to SSHSB (“SSH Supplemental Lease Agreement”) upon the terms and conditions to be agreed between the
aforesaid parties (“Proposed Leaseback”). The SSH Supplemental Lease Agreement shall supplement a lease agreement
dated 12 December 2012 entered into between SSHSB, the Trustee and DRMSB for the lease of the Existing Properties
for the second (2nd) lease term period (as defined herein) to SSHSB (“SSH Existing Lease Agreement”).
On 29 September 2015, the parties had exchanged letters to extend the completion period by an additional three (3)
months to 27 December 2015.
On 11 November 2015, the Proposed Disposal has been completed following the receipt of the purchase consideration
and transfer of beneficial ownership of the SSH Land from SSHSB to the Trustee.
321
KPJ Healthcare Berhad
Annual Report
2015
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2015 (CONTINUED)
