Business Overview

6. INFORMATION ON OUR GROUP 6. INFORMATION ON OUR GROUP 6.1 OUR COMPANY 6.1.1 Background and History Our Company was incorporated in Malaysia under the Act on 26 April 2006 as a private limited company under the name of Nucleus Avenue (M) Sdn Bhd and commenced our business on 9 June 2006, We were converted into a public company on 26 September 2006 and assumed our present name on 25 April 2007. In April 2007, MMC through Malakoff acquired all the assets (other than cash) of MB, including the assumption of all the liabilities of MB. The Acquisition resulted in the respective interests held by MB in the group being transferred to Malakoff. MB was SUbsequently de-listed from the Main Board of Bursa Securities (now known as Main Market of Bursa Securities) on 18 July 2007 after the completion of the Acquisition. Our principal activity is to carryon the business of investment holding activities whilst the principal activities of our subsidiaries, associates and joint venture are set out in Section 6.2 of this Prospectus.
6.1.2 Pre-IPO Exercise In conjunction with, and as an integral part of our Listing, we had implemented and completed the following Pre-IPO Exercise: 6.1.2.1 Conversion of RCPS Prior to the Pre-IPO Exercise, we had a total of 41,792,004 RCPS with a par value of RMO.10 each (“Existing RCPS”) in issue. In accordance with the terms governing the Existing RCPS, we issued one additional RCPS of RMO.90 each for everyone Existing RCPS held by the holders of the EXisting RCPS. Subsequently, we consolidated one Existing RCPS and one RCPS of RMO.90 each into one new RCPS of RM100 each (“Consolidated RCPS”). After the consolidation of the RCPS, the holders of the Consolidated RCPS converted the entire 41,792,004 Consolidated RCPS into 41,792,004 new ordinary shares of RMLOO each in our Company (“Pre-subdivided Shares”). The following table shows the shareholding of our Company before and after the Conversion of RCPS: Shareholder  Before the Conversion of RCPS Pre-subdivided Shares held ~ RCPS held  (%J  After the Conversion of RCPS Pre-subdivided Shares held (%j RCPS held ~  MMC  78,850,000  22.4  9,379,125  22.4  88,229,125  22.4  AOA  100,335,456  28.6  11,934,797  28.6  112,270,253  28.6  EPF  105,403,209  30,0  12,537,601  300  117,940,810  30.0  KWAP  35,134,403  10.0  4,179,200  10,0  39,313,603  10.0  SCI Asia  22,837,362  6.5  2,716,480  6,5  25,553,842  6.5  SEASAF  8,783,600  2,5  1,044,801  2.5  9,828,401  2,5  Total  351,344,030  100,0 ~  41,792,004  100.0  393,136,034  100.0
6. INFORMATION ON OUR GROUP (Cont’d) 6.1.2.2 6.1.2.3 Following the completion of the Conversion of RCPS, our issued and paid­up share capital increased from 351,344,030 Pre-subdivided Shares to 393,136,034 Pre-subdivided Shares. The Conversion of RCPS does not involve any cash outlay from holders of the Existing RCPS. Bonus Issue Upon completion of the Conversion of RCPS, we undertook a bonus issue of 6,863,966 Bonus Shares, which were credited as fully paid-up on a pro­rata basis to our existing shareholders, calculated based on their respective shareholdings in our Company after the Conversion of RCPS for the purpose of increasing our issued and paid-up share capital from 393,136,034 Pre-subdivided Shares to 400,000,000 Pre-subdivided Shares in order to facilitate our Listing. Any fractional entitlements under the Bonus Issue have been dealt with by our Directors to arrive at the shareholding structure set out below: Before the Bonus Issue  After the Bonus Issue  Pre- Pre- subdivided  subdivided  Shareholder  Shares held  (%j  Shares held  (%)  MMC  88,229,125  22.4  89,769,563  22.4  AOA  112,270,253  28.6  114,230,437  28.6  EPF  117,940,810  30.0  120,000,000  30.0  KWAP  39,313,603  10.0  40,000,000  10.0  SCI Asia  25,553,842  6.5  26,000,000  6.5  SEASAF  9,828.401  2.5  10,000,000  2.5  Total  393,136,034  100.0  400,000,000  100.0
After the Bonus Issue, our issued and paid-up share capital increased from 393,136,034 Pre-subdivided Shares to 400,000,000 Pre-subdivided Shares. Subdivision of Shares After the Bonus Issue, we undertook a subdivision of every one existing ordinary share of RM1.00 each in our Company into 10 ordinary shares of RMO.10 each in our Company, which were credited as fully paid-up. Following the completion of the Subdivision of Shares, the authorised share capital of our Company was altered and increased from RM500,000,000 comprising 500,000,000 ordinary shares of RM1.00 each to RM1,000,000,000 comprising 10,000,000,000 ordinary shares of RMO.10 each whilst the resultant issued and paid-up share capital of our Company is RM400,000,000 comprising 4,000,000,000 ordinary shares of RMO.10 each. 6. INFORMATION ON OUR GROUP (Cont’d) 6.1.3 Share Capital Our authorised share capital is RM1,000,000,000 comprising 10,000,000,000 Shares whilst our issued and paid-up share capital is RM400,000,000 comprising 4,000,000,000 Shares as at the date of this Prospectus. The changes in our issued and paid-up share capital for the past three years preceding the date of this Prospectus are as follows: (i) Ordinary shares Date of allotmentl Cumulative issued conversionl No. of Par and paid-up share subdivision shares value Consideration capital RM RM 1 April 2015 41,792,004 1.00 Pursuant to the 393,136,034 Conversion of RCPS 1 April 2015 6,863,966 1.00 Pursuant to the 400,000,000 Bonus Issue 1 April 2015 4,000,000,000 0.10 Pursuant to the 400,000,000 Subdivision of Shares (ii) RepS Date of allotmentl redemption! No. of Nominal Cumulative issued conversion RCPS value Consideration and paid-up RCPS —–RM RM 1 April 2015 41,792,004 0.90 Issuance of 41,792,004 41,792,004 new RCPS at a nominal value of RMO.90 1 April 2015 (41,792,004) 1.00 Converted pursuant to the Conversion of RCPS Our issued and paid-up share capital will increase to RM500,000,000 comprising 5,000,000,000 Shares following the completion of the Public Issue. 6. INFORMATION ON OUR GROUP (Cont’d) 6.1.4 Junior Sukuk Musharakah On 3 September 2012, our Company issued the Junior Sukuk Musharakah of RM1,800 million of which RM1,700 million was utilised to refinance the Junior Sukuk which was used to partly refinance the Acquisition, with the balance utilised for our working capital purposes and to defray expenses incurred in relation to the issuance of the Junior Sukuk Musharakah. The Junior Sukuk Musharakah was issued via direct placement on a best effort basis to investors, namely KWAP, Lembaga Tabung Haji, CIMB Group Holdings Berhad and Malayan Banking Berhad. The Junior Sukuk Musharakah has a tenure of 30 years from the issue date. The Junior Sukuk Musharakah is not rated given that the sukukholders do not require a rating and the Junior Sukuk Musharakah is non-tradable and non-transferable. The Junior Sukuk Musharakah shall be subordinated to all other senior and unsecured debt of our Company in terms of priority but shall rank in priority over our preference and ordinary shareholders. However, the Junior Sukuk Musharakah is intended to be fully redeemed via the proceeds to be raised from the Public Issue. For detailed information relating to the utilisation of proceeds, see Section 4.8 of this Prospectus. (The rest of this page has been intentionally left blank) [ Company No.: 731568-V 6. INFORMATION ON OUR GROUP (Cont’d)
6.2 SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE Our current group structure is set out below: Our Company
“Malays’ian, indepe~d;ri; powergeneralion
Others 100%
,, LBT 1 -­Services 100% PDP O&M 95% 1 PT Teknik Janakuasa ,…..———–.., l00″A, TJSB 49% I ,., Hyflux-TJSB I Global Algeria :, 100% TJSB International
100% TJSB Middle East
Legend:100% 31.5% I —–1 ..–­TJSB Il MCDOMC }I , ‘ Our associates and/or joint , ‘ ____ JInternational , ‘ venture (Shoiba) ,———–” 20% ~ SAMAOMCO : Three shares are held by three ,————, individual nominees ofour Company … ———–~ 20′,1, I AI-Imtiaz : II Two shares are held by two individual ————nominees of our Company 69
6. INFORMATION ON OUR GROUP (Cont’d) Our subsidiaries, associates and joint venture as at the Latest Practicable Date are as follows: Name Our subsidiaries PDP O&M SEV HSB PD Power TJSB NASB MESB M Utilities DKSB TBP Date and country of
incorporation 27 July 1990 Malaysia 2 September 1992 Malaysia 5 December 1992 Malaysia 12 May 1993 Malaysia 28 July 1993 Malaysia 9 July 1994 Malaysia 18 January 1996 Malaysia 20 January 1996 Malaysia 30 July 1996 Malaysia 11 March 1998 Malaysia Issued and paid. up share capital RM (unless otherwise stated) 2 4,001,000 30,010,000 300,000′ 1,000,000 100,000 1,000,000 10,000,000 1,000,000 5,000,002 Our effective equity interest % 100.00 93.75 100.00 100.00 100.00 100.00 100.00 100.00 54.00 90.00 Principal activities Operation and maintenance of power plant Design, construction, operation and maintenance of a combined cycle power plant, generation and sale of electrical energy and generating capacity of the power plant Investment holding Independent power producer licensed by the Government to supply electricity exclusively to TNB Investment holding company and provision of operation and maintenance and any related services Dormant Provision of engineering and project management services Build, own and operate an electricity distribution system and a centralised chilled water plant system Land reclamation. development and/or sale of reclaimed land Design, engineering, procurement, construction, installation and commissIoning, testing, operation and maintenance of a 2,100 MW coal-fired electricity generating facility and sale of electrical energy and generating capacity of the power plant Comprising 150,000 ordinary shares of RM1.00 each and 150,000 RPS of RM1.00 each. 6. INFORMATION ON OUR GROUP (Cont’d) Name TBE Tuah Utama PPSB MGL GB3 Malakoff IL TJSB International (Shoaiba) MHHCL MSHH M Technical (Dhofar) TJSB Middle East TJSB
International TJSB Global Date and country of incorporation 21 April 1999 Malaysia
4 May 1999 Malaysia
1 March 2000 Malaysia
9 June 2000 British Virgin Islands
9 August 2000 Malaysia
26 August 2005 Cayman Islands
11 November 2005 British Virgin Islands
13 December 2005 Guernsey
13 December 2005

Guernsey 20 April 2006 British Virgin Islands 22 August 2006 British Virgin Islands 21 August 2006 Cayman Islands 3 November 2006 Malaysia Issued and paid­up share capital RM (unless othelWise stated) 5,000,000 2 1,000,000 USD2 1,000,000 USD250,000 USD2 USD56,266,912 USD98,467,095 USD2 USD2 USD2,000 250,000 Our effective equity interest % 100.00 100.00 100.00 100.00 75.00 100.00 100.00 100.00 57.14 100.00 100.00 100.00 100.00 Principal activities Design, engineering, procurement, construction, installation and commissioning, testing, operation and maintenance of a 1,000 MW coal-fired electricity generating faciiity Investment holding Design, construction, operation and maintenance of a combined cycle power plant, generation and sale of electrical energy and generating capacity of the
power plant Offshore -Investment holding Design, construction, operation and maintenance of a combined cycle power plant, generation and sale of electrical energy and generating capacity of the power plant Offshore -Investment holding Offshore -Investment holding Asset, property, investment, intellectual property and other
holding companies Asset, property, investment, intellectual property and other holding companies Offshore -Investment holding Operation and maintenance of power plant Offshore -Investment holding Investment holding 6. INFORMATION ON OUR GROUP (Cont’d) Name M AIDjazair Desai TDIC M Power M R&D TJSB Services TBEI TBOMB SAL M Capital MODCl MESB Project Management PTTeknik Janakuasa PGSB SPSB Date and country of incorporation 4 January 2007 Malaysia 28 February 2007 France 22 July 2010 Malaysia
18 February 2011 Malaysia
25 April 2011 Malaysia
22 November 2011 Malaysia
16 July 2012 Malaysia
3 December 1996 British Virgin Islands
18 May 2005 Federal Territory of
Labuan, Malaysia 23 May 2007 British Virgin Islands 10 December 2008 Malaysia 19 April 2013 Indonesia 3 June 2013 Malaysia 3 June 2013 Malaysia Issued and paid. up share capital RM (unless otherwise stated) 100,000 EUR37,000 2 2 750,000 100,000 2 USD1,000 USD2,000 USD2 2 IDR5,117,214,900 2 2 Our effective equity interest % 100.00 70.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 95.00 100.00 100.00 Principal activities Investment holding Offshore -Investment holding Operation and maintenance of power plants Promoting, developing, acquiring and enhancing our Group’s capacity and innovation in the energy business Provision of maintenance, repair and overhaul and any related services to power plants and any other plants of similar main and auxiliary operating systems Administer and manage the development of a 1,000 MW coal-fired electricity generating facility Operation and maintenance of power plant Dormant Dormant Offshore -Investment holding Dormant Provision of operalion and maintenance services to power plant andlor olher utility plants Investment holding Investment holdin9 6. INFORMATION ON OUR GROUP (Cont’d) Name WMHPL M Australia M Holdings MWMHPL MWMPL WMPL WMFPL Our associates SPHL LBT KEV MSCSB SAMAWEC SAMAOMCO Hidd Power Date and country of incorporation 5 June 2013 Australia 7 June 2013 Australia 7 June 2013 Australia 16 March 2007 Australia 16 March 2007 Australia 5 June 2013 Australia 5 June 2013 Australia 2 March 1995 Bermuda 18 December 1996 Malaysia 29 June 2000 Malaysia 26 August 2005 Malaysia 27 October 2005 Kingdom of Saudi Arabia 5 January 2006 Kingdom of Saudi Arabia 21 January 2006 Bahrain Issued and paid­up share capital RM (unless otherwise stated) AUD1 AUD1 AUD1 AUD44,002,816 AUD34,719,309 AUD1 AUD1 USD12,000 68,200,000′ 2,000,000 3,741,3204 SR936,800,000 SR1,500,000 USD140,663,100 Our effective equity interest % 100.00 100.00 100.00 100.00 100.00 100.00 100.00 43.48 20.00 40.00 40.00 20.00 20.00 40.00 Principal activities Investment holding Investment holding Investment holding Investment holding Leasing of wind turbine assets2 Leasing of plant and equipment Financing operations for Macarthur Wind Farm project Offshore -Investment holding Development, ownership and management of a dry bulk terminal Generation and sale of electricity Investment holding Offshore -Investment holding Operation and maintenance of power and water desalination plant Building, operation and maintenance of power and water stations for special purposes (specific supply only) MWMPL holds 50.0% participating interest in the unincorporated joint venture of the Macarthur Wind Fann. Comprising 68,000,000 ordinary shares of RM1.00 each and 20,000,000 redeemable cumulative convertible preference shares of RMO. 01 each. Comprising 100,000 ordinary shares of RM1.00 each and 3,641,320 RPS of RM1.00 each.
6. INFORMATION ON OUR GROUP (Cont’d) Name OTPL SWEC SEHCO AI-Imtiaz Hyflux-TJSB Algeria SEPCO MCDC MCDOMC Date and country of incorporation 30 March 2006 British Virgin Islands 3 August 2006 Kingdom of Saudi Arabia 9 June 2007 Kingdom of Saudi Arabia 10 June 2007 Kingdom of Saudi Arabia 5 December 2007 Algeria 21 September 2008 Kingdom of Saudi Arabia 19 January 2013 Sultanate of Oman 21 August 2013 Sultanate of Oman Issued and paid­up share capital RM (unless otherwise stated) USD34,884,845 SR1,560,500,OOO SR175,818,OOO SR500,OOO AD7,OOO,OOO SR175,818,OOO OMR15,555,040 OMR150,OOO Our effective equity interest % 43.48 12.00 12.00 20.00 49.005 11.90 45.00 31.50 Principal activities Offshore -Investment holding Design, construction, commissioning, testing, possession, operation and maintenance of crude oil fired power generation and water desalination plant Development, construction, ownership, operation and maintenance of the Shuaibah Phase 3 Expansion IWP, transport and sale of water and undertake all works and activities related thereto, directly or through another company holding most of its shares or stock Implementation of operation and maintenance contracts for stations of electrical power generation and water desalination Operation and maintenance of water desalination plant Development, construction, possession, operation and maintenance of the Shuaibah Phase 3 Expansion IWP, transfer and sell water and all relevant works and activities Desalination of water Operation and maintenance of pump stations and pipelines, installation and repair of electric power and transformer plants and telecommunications and radar plants, export and import offices, and laying and maintenance of all kinds of pipes, business agencies (excluding portfolio and securities) and wholesale of industrial chemicals Two shares are held by two individual nominees of our Company. 6. INFORMATION ON OUR GROUP (Cont’d) Our  Date and  effective  country of  Issued and paid.  equity  Name  incorporation  up share capital  interest  Principal activities  RM (unless  %  otherwise stated)
Our joint venture AAS 9 June 2007 AD3,474,130,000 35.706 Construction, operation and Algeria maintenance of a sea water desalination plant and marketing of the desalinated water produced The details of our subsidiaries, associates and joint venture as at the Latest Practicable Date are set out below: 6,2.1 Our subsidiaries (i) PDP O&M (Company No. 201606-P) PDP O&M was incorporated in Malaysia under the Act on 27 July 1990 as a private limited company under the name of Paling Mumi Sdn Bhd. On 20 May 1991, the company changed its name from Paling Mumi Sdn Bhd to Servitel Development Sdn Bhd. On 13 April 2007, the company sUbsequently changed its name to Sime Darby Biofuels Sdn Bhd and on 6 May 2014, the company assumed its present name. PDP O&M commenced its business in June 1991, and it is presently involved in the operation and maintenance of power plant. As at the Latest Practicable Date, the authorised share capital of PDP O&M is RM25,000,000.00 comprising 25,000,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM2 comprising 2 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of PDP O&M for the past three years preceding the Latest Practicable Date. PDP O&M is a wholly-owned subsidiary of M Power which in turn is our wholly-owned subsidiary. As at the Latest Practicable Date, PDP O&M does not have any subsidiary or associate. (ii) SEV (Company No. 248091-X) SEV was incorporated in Malaysia under the Act on 2 September 1992 as a private limited company under the name of Fasteam Ventures Sdn Bhd. On 13 February 1993, the company changed its name from Fasteam Ventures Sdn Bhd to Sikap Energy Ventures Sdn Bhd and SUbsequently on 15 July 1994, the company assumed its present name. SEV is principally involved in the design, construction, operation and maintenance of a combined cycle power plant, generation and sale of electrical energy and generating capacity of the power plant and commenced its business on 3 June 1993. Three shares are held by three individual nominees of our Company. 6. INFORMATION ON OUR GROUP (Cont’d) As at the Latest Practicable Date, the authorised share capital of SEV is RM1,900,000,000 comprising 1,800,000,000 RPS of RM1.00 each and 100,000,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM4,001,000 comprising 4,001,000 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of SEV for the past three years preceding the Latest Practicable Date. The shareholders of SEV and their shareholdings in SEV as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % Malakoff 3,750,937 93.75 EPF 250,063 6.25 As at the Latest Practicable Date, SEV does not have any subsidiary or associate. (iii) HSB (Company No, 253262-K) HSB was incorporated in Malaysia under the Act on 5 December 1992 as a private limited company under its present name. HSB is principally involved in investment holding and commenced its business on 5 December 1992. As at the Latest Practicable Date, the authorised share capital of HSB is RM50,000,000 comprising 50,000,000 ordinary shares of RM100 each and its issued and paid-up share capital is RM30,010,000 comprising 30,010,000 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of HSB for the past three years preceding the Latest Practicable Date. HSB is our wholly-owned subsidiary. The sUbsidiary of HSB as at the Latest Practicable Date is PD Power, details of which are set out in Section 6.2.1 (iv) of this Prospectus. As at the Latest Practicable Date, HSB does not have any associate. (iv) PO Power (Company No. 263941-V) PD Power was incorporated in Malaysia under the Act on 12 May 1993 as a private limited company under the name of Efficient Ace Sdn Bhd. On 15 July 1993, the company assumed its present name and was converted into a public company on 22 November 1996. PD Power is an independent power producer licensed by the Government to supply electricity exclusively to TNB and commenced its business in July 1993. As at the Latest Practicable Date, the authorised share capital of PD Power is RM500,000 comprising 250,000 ordinary shares of RM1.00 each and 250,000 RPS of RM1.00 each and its issued and paid-up share capital is RM300,000 comprising 150,000 ordinary shares of RM1.00 each and 150,000 RPS of RM1.00 each. There has been no change in the issued and paid-up share capital of PD Power for the past three years preceding the Latest Practicable Date. 6. INFORMATION ON OUR GROUP (CDnt’d) PD PDwer is a whDlly-Dwned sUbsidiary Df HSB which in turn is Dur whDlly­Dwned sUbsidiary. As at the Latest Practicable Date, PD PDwer dDes nDt have any sUbsidiary Dr assDciate. (v) TJSB (Company No. 271559-H) TJSB was incDrpDrated in Malaysia under the Act Dn 28 July 1993 as a private limited cDmpany under the name Df Gainbid (M) Sdn Bhd. On 25 NDvember 1993, the cDmpany assumed its present name. TJSB cDmmenced its business Dn 11 April 1994 where TJSB was principally invDlved in the DperatiDn and maintenance Df pDwer plants until 18 January 2013, when its principal business was changed tD investment hDlding cDmpany and prDvisiDn Df DperatiDn and maintenance and any related services, fDIlDwing the dispDsal Df its IDcal DperatiDn and maintenance business including thDse held by its subsidiary, NASB, tD M PDwer. As at the Latest Practicable Date, the authDrised share capital Df TJSB is RM10,000,000 cDmprising 10,000,000 Drdinary shares Df RM1.00 each and its issued and paid-up share capital is RM1,000,000 cDmprising 1,000,000 Drdinary shares Df RM1.00 each. There has been no change in the issued and paid-up share capital Df TJSB for the past three years preceding the Latest Practicable Date. TJSB is our wholly-owned subsidiary. The direct subsidiaries of TJSB as at the Latest Practicable Date are NASB, TJSB International, TJSB Global, TJSB Services and PT Teknik Janakuasa, details of which are set out in Sections 6.2.1 (vi), (xxii), (xxiii), (xxviii) and (xxxv) of this Prospectus, respectively. The indirect subsidiaries of TJSB as at the Latest Practicable Date are TJSB International (Shoaiba) and TJSB Middle East, details of which are set DUt in Sections 6.2.1 (xvii) and (xxi) of this Prospectus, respectively. The indirect assDciates Df TJSB as at the Latest Practicable Date are SAMAOMCO, AI-Imtiaz, Hyflux-TJSB Algeria and MCDOMC, details of which are set Dut in SectiDns 6.2.2(vi), (xi), (xii) and (xv) of this Prospectus, respectively. (vi) NASB (Company No. 307034-0) NASB was incorporated in Malaysia under the Act on 9 July 1994 as a private limited company under its present name. NASB was principally involved in the operation and maintenance of power plants and commenced its business on 19 December 2000. NASB which was the operator of the Prai Power Plant subsequently ceased operation on 18 January 2013 after its operation and maintenance business was disposed to M Power. As at the Latest Practicable Date, the authorised share capital of NASB is RM100,000 comprising 100,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM100,000 comprising 100,000 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of NASB for the past three years preceding the Latest Practicable Date NASB is a wholly-owned subsidiary of TJSB which in turn is our wholly­owned subsidiary. As at the Latest Practicable Date, NASB does not have any subsidiary or associate. 6. INFORMATION ON OUR GROUP (Cont’d) (vii) (viii) (ix) MESB (Company No. 374402-H) MESS was incorporated in Malaysia under the Act on 18 January 1996 as a private limited company under the name of Jelmas Sdn Shd. On 3 April 1996, the company assumed its present name. MESS is principally involved in the provision of engineering and project management services and commenced its business on 20 October 1997. As at the Latest Practicable Date, the authorised share capital of MESS is RM1 ,000,000 comprising 1,000,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM1,000,000 comprising 1,000,000 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of MESS for the past three years preceding the Latest Practicable Date. MESS is our wholly-owned sUbsidiary. The subsidiary of MESS as at the Latest Practicable Date is MESS Project Management, details of which are set out in Section 6.2.1 (xxxiv) of this Prospectus. As at the Latest Practicable Date, MESS does not have any associate. M Utilities (Company No. 374739-T) M Utilities was incorporated in Malaysia under the Act on 20 January 1996 as a private limited company under the name of Wirazone Sdn Shd. On 5 September 2012, the company assumed its present name. M Utilities is principally involved in the building, owning and operating an electricity distribution system and a centralised chilled water plant system and commenced its business on 6 January 1997. As at the Latest Practicable Date, the authorised share capital of M Utilities is RM10,000,000 comprising 10,000,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM10,000,000 comprising 10,000,000 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of M Utilities for the past three years preceding the Latest Practicable Date. M Utilities is our wholly-owned subsidiary. As at the Latest Practicable Date, M Utilities does not have any subsidiary or associate. DKSB (Company No. 396174-T) DKSS was incorporated in Malaysia under the Act on 30 July 1996 as a private limited company under its present name. DKSS is principally involved in land reclamation, development and/or sale of reclaimed land and commenced its business on 14 August 1996 As at the Latest Practicable Date, the authorised share capital of DKSS is RM5,000,000 comprising 5,000,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM1,000,000 comprising 1,000,000 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of DKSS for the past three years preceding the Latest Practicable Date. 78 6. INFORMATION ON OUR GROUP (Cont’d) The shareholders of DKSB and their shareholdings in DKSB as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % Malakoff 540.000 54.00 Halim Rasip Holdings Sdn Bhd and 260,000 26.00 Perbadanan Kemajuan Negeri Perak Gantang Sakli Sdn Bhd 200.000 20.00 As at the Latest Practicable Date, DKSB does not have any subsidiary or associate. (x) TBP (Company No. 459016-X) TBP was incorporated in Malaysia under the Act on 11 March 1998 as a private limited company under the name of SKS Power Sdn Bhd. On 6 January 2004. the company assumed its present name. TBP is principally involved in the design. engineering. procurement. construction, installation and commissioning, testing, operation and maintenance of a 2,100 MW coal­fired electricity generating facility and sale of electrical energy and generating capacity of the power plant and commenced its business on 27 May 2002. As at the Latest Practicable Date, the authorised share capital of TBP is RM400,000,000 comprising 300,000,000 RPS of RM1.00 each and 100,000,000 ordinary shares of RM1.00 each and its issued and paid-Up share capital is RM5,000,002 comprising 5,000,002 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of TBP for the past three years preceding the Latest Practicable Date. The shareholders of TBP and their shareholdings in TBP as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % Malakoff 4.500,002 90.00 EPF 500,000 10.00 As at the Latest Practicable Date, TBP does not have any subsidiary or associate. (xi) TBE (Company No. 481582-X) TBE was incorporated in Malaysia under the Act on 21 April 1999 as a private limited company under the name of Transpool Sdn Bhd. On 29 November 2011, the company assumed its present name. TBE is principally involved in the design, engineering, procurement, construction, installation and commissioning, testing, operation and maintenance of a 1,000 MW coal­fired electricity generating facility and commenced its business on 12 April 2011. 6. INFORMATION ON OUR GROUP (Cont’d) (xii) (xiii) As at the Latest Practicable Date, the authorised share capital of TBE is RM5,000,000 comprising 5,000,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM5,000,000 comprising 5,000,000 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of TBE for the past three years preceding the Latest Practicable Date. TBE is our wholly-owned sUbsidiary. The subsidiary of TBE as at the Latest Practicable Date is TBEI, details of which are set out in Section 6.2.1 (xxix) of this Prospectus. As at the Latest Practicable Date, TBE does not have any associate. Tuah Utama (Company No. 482595-P) Tuah Utama was incorporated in Malaysia under the Act on 4 May 1999 as a private limited company under its present name. Tuah Ulama is principally involved in investment holding and commenced its business on 28 June 2000. As at the Latest Practicable Date, the authorised share capitai of Tuah Utama is RM100,000 comprising 100,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM2 comprising 2 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of Tuah Utama for the past three years preceding the Latest Practicable Date. Tuah Utama is our wholly-owned subsidiary. As at the Latest Practicable Date, Tuah Utama does not have any subsidiary. The direct associate of Tuah Utama as at the Latest Practicable Date is LBT, details of which are set out in Section 6.2.2(ii) of this Prospectus. PPSB (Company No. 506784-H) PPSB was incorporated in Malaysia under the Act on 1 March 2000 as a private limited company under its present name. PPSB is principally involved in the design, construction, operation and maintenance of a combined cycle power plant, generation and sale of electrical energy and generating capacity of the power plant and commenced its business on 21 November 2000. As at the Latest Practicable Date, the authorised share capital of PPSB is RM1 ,000,000 comprising 1,000,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM1,000,000 comprising 1,000,000 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of PPSB for the past three years preceding the Latest Practicable Date. PPSB is our wholly-owned subsidiary. As at the Latest Practicable Date, PPSB does not have any subsidiary or associate. 6. INFORMATION ON OUR GROUP (Cont’d) (xiv) (xv) MGL (Company No. 391499) MGL was incorporated in British Virgin Islands on 9 June 2000 as a company limited by shares under its present name. MGL is principally involved in offshore investment holding and commenced its business on 27 September 2005. As at the Latest Practicable Date, the authorised share capital of MGL is USD50,000 comprising 50,000 ordinary shares of USD1.00 each and its issued and paid-up share capital is USD2 comprising 2 ordinary shares of USD1.00 each. There has been no change in the issued and paid-up share capital of MGL for the past three years preceding the Latest Practicable Date. MGL is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly­owned subsidiary. As at the Latest Practicable Date, MGL does not have any subsidiary. The direct associate of MGL as at the Latest Practicable Date is MSCSB, details of which are set out in Section 6.2.2(iv) of this Prospectus. The indirect associates of MGL as at the Latest Practicable Date are SAMAWEC, SWEC, SEHCO and SEPCO, details of which are set out in Sections 6.2.2(v), (ix), (x) and (xiii) of this Prospectus, respectively. GB3 (Company No. 523034-M) GB3 was incorporated in Malaysia under the Act on 9 August 2000 as a private limited company under its present name. GB3 is principally involved in the design, construction, operation and maintenance of a combined cycle power plant, generation and sale of electrical energy and generating capacity of the power plant and commenced its business on 23 August 2000. As at the Latest Practicable Date, the authorised share capital of GB3 is RM5,000,000 comprising 5,000,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM1,000,000 comprising 1,000,000 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of GB3 for the past three years preceding the Latest Practicable Date. The shareholders of GB3 and their shareholdings in GB3 as at the Latest Practicable Date are set out below:  Shareholder  No. of ordinary shares  %  Malakoff TNB EPF  750,000 200,000 50,000  75.00 20.00 5.00
As at the Latest Practicable Date, GB3 does not have any subsidiary or associate. 6. INFORMATION ON OUR GROUP (Cont’d) (xvi) (xvii) Malakoff IL (Company No. CR-154048) Malakoff IL was incorporated in Cayman Islands on 26 August 2005 as an exempted company with limited liability under its present name. Malakoff IL is principally involved in offshore investment holding and commenced its business on 21 September 2005. As at the Latest Practicable Date, the authorised share capital of Malakoff IL is USD1,000,000 comprising 1,000,000 ordinary shares of USD1.00 each and its issued and paid-up share capital is USD250,000 comprising 250,000 ordinary shares of USD1.00 each. The change in the issued and paid-up share capital of Malakoff IL for the past three years preceding the Latest Practicable Date is as follows: Cumulative Date of  No. of shares  Par  issued and paid- allotment  allotted  value  Consideration  up share capital  USD  USD  10 December  248,000  1.00  Cash  250,000  2012
Malakoff IL is our wholly-owned sUbsidiary. The direct subsidiaries of Malakoff IL as at the Latest Practicable Date are MGL, MHHCL, M Technical (Dhofar), M AIDjazair Desai, MODCL and PGSB, details of which are set out in Sections 6.2.1 (xiv), (xviii), (xx), (xxiv), (xxxiii) and (xxxvi) of this Prospectus, respectively. The indirect subsidiaries of Malakoff IL as at the Latest Practicable Date are MSHH, TDIC, SPSB, WMHPL, M Australia, M Holdings, MWMHPL, MWMPL, WMPL and WMFPL details of which are set out in Sections 6.2.1 (xix), (xxv), (xxxvii), (xxxviii), (xxxix), (xl), (xli), (xlii), (xliii) and (xliv) of this Prospectus, respectively. The indirect associates of Malakoff IL as at the Latest Practicable Date are SPHL, MSCSB, SAMAWEC, Hidd Power, OTPL, SWEC, SEHCO, SEPCO and MCDC, details of which are set out in Sections 6.2.2(i), (iv), (v), (vii), (viii), (ix), (x) (xiii), and (xiv) of this Prospectus, respectively. The indirect joint venture of Malakoff IL as at the Latest Practicable Date is MS, details of which are set out in Section 6.2.3(i) of this Prospectus. TJSB International (Shoaiba) (Company No. 684571) TJSB International (Shoaiba) was incorporated in British Virgin Islands on 11 November 2005 as a private limited company under its present name. TJSB International (Shoaiba) is principally involved in offshore investment holding and commenced its business on 13 December 2005. As at the Latest Practicable Date, the authorised share capital of TJSB International (Shoaiba) is USD50,000 comprising 50,000 ordinary shares of USD1.00 each and its issued and paid-up share capital is USD200 comprising 2 ordinary shares of USD1.00 each There has been no change in the issued and paid-up share capital of TJSB International (Shoaiba) for the past three years preceding the Latest Practicable Date. 6. INFORMATION ON OUR GROUP (Cont’d) (xviii) (xix) TJSB International (Shoaiba) is a wholly-owned subsidiary of TJSB International. TJSB International is a wholly-owned subsidiary of TJSB which in turn is our wholly-owned sUbsidiary. As at the Latest Practicable Date, TJSB International (Shoaiba) does not have any subsidiary. The associates of TJSB International (Shoaiba) as at the Latest Practicable Date are SAMAOMCO and AI-Imtiaz, details of which are set out in Sections 6.2.2(vi) and (xi) of this Prospectus, respectively. MHHCL (Company No. 44055) MHHCL was incorporated in Guernsey on 13 December 2005 as a limited liability company under the name of IP Middle East Holding Company Limited. On 30 August 2012, the company assumed its present name. MHHCL is principally involved in asset, property, investment, intellectual property and other holding companies and commenced its business on 15 December 2005. As at the Latest Practicable Date, the authorised share capital of MHHCL is USD100,OOO,OOO comprising 100,000,000 ordinary shares of USD1.00 each and its issued and paid-up share capital is USD56,266,912 comprising 56,266,912 ordinary shares of USD1.00 each. There has been no change in the issued and paid-up share capital of MHHCL for the past three years preceding the Latest Practicable Date. MHHCL is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. The direct subsidiary of MHHCL as at the Latest Practicable Date is MSHH, details of which are set out in Section 6.2.1 (xix) of this Prospectus. The indirect associate of MHHCL as at the Latest Practicable Date is Hidd Power, details of which are set out in Section 6.2.2(vii) of this Prospectus. MSHH (Company No. 44056) MSHH was incorporated in Guernsey on 13 December 2005 as a limited liability company under the name of IPSUM Hidd Holding Company Limited. On 9 October 2012, the company assumed its present name. MSHH is principally involved in asset, property, investment, intellectual property and other holding companies and commenced its business on 15 December 2005. As at the Latest Practicable Date, the authorised share capital of MSHH is USD150,000,OOO comprising 150,000,000 ordinary shares of USD1.00 each and its issued and paid-up share capital is USD98,467,095 comprising 98,467,095 ordinary shares of USD100 each. There has been no change in the issued and paid-up share capital of MSHH for the past three years preceding the Latest Practicable Date. MSHH is a 57.14%-owned subsidiary of MHHCL. MHHCL is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. 6. INFORMATION ON OUR GROUP (Cont’d) The shareholders of MSHH and their shareholdings in MSHH as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % MHHCL 56,266,911 57.14 Summit Global Management 1/ BV 42,200,184 42.86 The direct subsidiary of MSHH as at the Latest Practicable Date is Hidd Power, details of which are set out in Section 6.2.2(vii) of this Prospectus. As at the Latest Practicable Date, MSHH does not have any associate. (xx) M Technical (Dhofar) (Company No. 1022733) M Technical (Dhofar) was incorporated in British Virgin Islands on 20 April 2006 as a private company limited by shares under its present name. M Technical (Dhofar) is principally involved in offshore investment holding and commenced its business on 15 May 2006. As at the Latest Practicable Date, the authorised share capital of M Technical (Dhofar) is USD50,000 comprising 50,000 ordinary shares of USD1.00 each and its issued and paid-up share capital is USD2 comprising 2 ordinary shares of USD1.00 each. There has been no change in the issued and paid-up share capital of M Technical (Dhofar) for the past three years preceding the Latest Practicable Date. M Technical (Dhotar) is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. As at the Latest Practicable Date, M Technical (Dhofar) does not have any SUbsidiary. The direct associate of M Technical (Dhofar) as at the Latest Practicable Date is OTPL, details of which are set out in Section 6.2.2(viii) of this Prospectus. The indirect associate of M Technical (Dhofar) as at the Latest Practicable Date is SPHL, details of which are set out in Section 6.2.2(i) of this Prospectus. (xxi) TJSB Middle East (Company No. 1046617) TJSB Middle East was incorporated in British Virgin Islands on 22 August 2006 as a private company limited by shares under its present name. TJSB Middle East is principally involved in the operation and maintenance of power plant and commenced its business on 31 October 2006. As at the Latest Practicable Date, the authorised share capital of TJSB Middle East is USD50,000 comprising 50,000 ordinary shares of USD1.00 each and its issued and paid-up share capital is USD2 comprising 2 ordinary shares of USD100 each. There has been no change in the issued and paid-up share capital of TJSB Middle East for the past three years preceding the Latest Practicable Date. TJSB Middle East is a wholly-owned subsidiary of TJSB International. TJSB International is a wholly-owned subsidiary of TJSB which in turn is our wholly-owned SUbsidiary. As at the Latest Practicable Date, TJSB Middle East does not have any subsidiary or associate. 6. INFORMATION ON OUR GROUP (Cont’d) (xxii) (xxiii) (xxiv) TJSB International (Company No. 172822) TJSB International was incorporated in Cayman Islands on 21 August 2006 as an exempted company with limited liability under its present name. TJSB International is principally involved in offshore investment holding and commenced its business on 21 August 2006. As at the Latest Practicable Date, the authorised share capital of TJSB International is USD50,000 comprising 50,000 ordinary shares of USD1.00 each and its issued and paid-up share capital is USD2,000 comprising 2,000 ordinary shares of USD1.00 each. There has been no change in the issued and paid-up share capital of TJSB International for the past three years preceding the Latest Practicable Date. TJSB International is a wholly-owned subsidiary ofTJSB which in turn is our wholly-owned sUbsidiary. The direct subsidiaries of TJSB International as at the Latest Practicable Date are TJSB International (Shoaiba) and TJSB Middle East, details of which are set out in Sections 6.2.1(xvii) and (xxi) of this Prospectus, respectively. The direct associate of TJSB International as at the Latest Practicable Date is MCDOMC, details of which are set out in Section 6.2.2 (xv) of this Prospectus. The indirect associates of TJSB International as at the Latest Practicable Date are SAMAOMCO and AI­Imtiaz, details of which are set out in Sections 6.2.2(vi) and (xi) of this Prospectus, respectively. TJSB Global (Company No. 752049-A) TJSB Global was incorporated in Malaysia under the Act on 3 November 2006 as a private limited company under the name of Access Performance Sdn Bhd. On 3 July 2007, the company assumed its present name. TJSB Global is principally involved in investment holding and commenced its business on 1 October 2007. As at the Latest Practicable Date, the authorised share capital of TJSB Global is RM500,000 comprising 500,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM250,000 comprising 250,000 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of TJSB Global for the past three years preceding the Latest Practicable Date. TJSB Global is a wholly-owned sUbsidiary of TJSB which in turn is our wholly-owned subsidiary. As at the Latest Practicable Date, TJSB Global does not have any subsidiary. The direct associate of TJSB Global as at the Latest Practicable Date is Hyflux-TJSB Algeria, details of which are set out in Section 6.2.2(xii) of this Prospectus. M AIDjazair Desai (Company No. 758150-T) M AIDjazair Desai was incorporated in Malaysia under the Act on 4 January 2007 as a private limited company under its present name. M AIDjazair Desai is principally involved in investment holding and commenced its business on 5 February 2007. As at the Latest Practicable Date, the authorised share capital of M AIDjazair Desai is RM100,000 comprising 100,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM100,000 comprising 100,000 ordinary shares of RM1.00 each. 85 6. INFORMATION ON OUR GROUP (Cont’d) (xxv) (xxvi) There has been no change in the issued and paid-up share capital of M AIDjazair Desai for the past three years preceding the Latest Practicable Date. M AIDjazair Desai is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. The direct sUbsidiary of M AIDjazair Desai as at the Latest Practicable Date is TDIC, details of which are set out in Section 6.2.1 (xxv) of this Prospectus. The indirect joint venture of M AIDjazair Desai as at the Latest Practicable Date is MS, details of which are set out in Section 6.2.3(i) of this Prospectus. TDIC (Company No. 494 473 234 RCS Paris) TDIC was incorporated in France on 28 February 2007 as a French societe par actions simplifiee (simplified joint-stock company) under its present name. TDIC is principally involved in offshore investment holding and commenced its business in 2007. As at the Latest Practicable Date, the authorised and issued share capital of TDIC is EUR37,000 comprising 3,700 ordinary shares of EUR10 each and its paid-up share capital is EUR37,000 comprising 3,700 ordinary shares of EUR10 each. Save for the payment of the balance 50% of the share capital of EUR18,500 by capitalisation of debts on 29 November 2012, there has been no change in the issued and paid-up share capital of TDIC for the past three years preceding the Latest Practicable Date. TDIC is a 70%-owned subsidiary of M AIDjazair DesaI. M AJDjazair Desai is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. The shareholders of TDIC and their shareholdings in TDIC as at the Latest Practicable Date are set out below: Shareholder  No. of ordinary shares  %  MAIDjazair Desai  2,590  70.00  MenaSpring Utility (Tlemcen) Pte Ltd  1,110  30.00
As at the Latest Practicable Date, TDIC does not have any subsidiary or associate. The joint venture of TDIC as at the Latest Practicable Date is MS, details of which are set out in Section 6.2.3(i) of this Prospectus. M Power (Company No. 909003-H) M Power was incorporated in Malaysia under the Act on 22 July 2010 as a private limited company under the name of Malakoff Power Sdn Bhd and was converted into a pUblic company on 6 September 2010. M Power is principally involved in operation and maintenance of power plants and commenced its business on 10 Aprii 2012. As at the Latest Practicable Date, the authorised share capital of M Power is RM100,000 comprising 100,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM2 comprising 2 ordinary shares of RM100 each. 86 6. INFORMATION ON OUR GROUP (Cont’d) There has been no change in the issued and paid-up share capital of M Power for the past three years preceding the Latest Practicable Date. M Power is our wholly-owned subsidiary. The direct subsidiaries of M Power as at the Latest Practicable Date are PDP O&M and TBOMB, details of which are set out in Sections 6.2.1 (i) and (xxx) of this Prospectus, respectively. As at the Latest Practicable Date, M Power does not have any associate. (xxvii) M R&D (Company No. 932908-P) M R&D was incorporated in Malaysia under the Act on 18 February 2011 as a private limited company under its present name. M R&D is principally involved in promoting, developing, acquiring and enhancing our Group’s capacity and innovation in the energy business and commenced its business on 7 July 2011. As at the Latest Practicable Date, the authorised share capital of M R&D is RM100,000 comprising 100,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM2 comprising 2 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of M R&D for the past three years preceding the Latest Practicable Date. M R&D is our wholly-owned subsidiary. As at the Latest Practicable Date, M R&D does not have any subsidiary or associate. (xxviii) TJSB Services (Company No. 941971-X) TJSB Services was incorporated in Malaysia under the Act on 25 April 2011 as a private limited company under its present name. TJSB Services is principally involved in the provision of maintenance, repair and overhaul and any related services to power plants and any other plants of similar main and auxiliary operating systems and commenced its business on 13 August 2012. As at the Latest Practicable Date, the authorised share capital of TJSB Services is RM750,000 comprising 750,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM750,000 comprising 750,000 ordinary shares of RM1.00 each. Details of the changes to the issued and paid-up share capital of TJSB Services for the past three years preceding the Latest Practicable Date are as follows: Date of allotment  No. of shares allotted  Par value  Consideration  Cumulative issued and paid­up share capital  RM  RM  19 September 2014  749,998  1.00  Cash  750,000
TJSB Services is a wholly-owned subsidiary of TJSB which in turn is our wholly-owned subsidiary. As at the Latest Practicable Date, TJSB Services does not have any SUbsidiary or associate. 6. INFORMATION ON OUR GROUP (Cont’d) (xxix) (xxx) (xxxi) TBEI (Company No. 969142-W) TBEI was incorporated in Malaysia under the Act on 22 November 2011 as a private limited company under the name of Powerfield Sdn Bhd. On 9 December 2011, the company changed its name to Tanjung Bin Energy Issuer Sdn Bhd and was converted into a public company on 14 December 2011. TBEI is principally involved in the administration and managing of the development of a 1,000′ MW coal-fired electricity generating facility and commenced its business in February 2012. As at the Latest Practicable Date, the authorised share capital of TBEI is RM100,000 comprising 100,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM100,000 comprising 100,000 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of TBEI for the past three years preceding the Latest Practicable Date. TBEI is a wholly-owned subsidiary of TBE which in turn is our wholly-owned subsidiary. As at the Latest Practicable Date, TBEI does not have any subsidiary or associate. TBOMB (Company No. 1010097-P) TBOMB was incorporated in Malaysia under the Act on 16 July 2012 as a private limited company under the name of Sterling Asia Sdn Bhd and was converted into a public company on 7 November 2012. On 24 December 2012, the company assumed its present name. TBOMB is principally involved in the operation and maintenance of power plant and commenced its business on 18 October 2012. As at the Latest Practicable Date, the authorised share capital of TBOMB is RM100,000 comprising 100,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM2 comprising 2 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of TBOMB since its incorporation. TBOMB is a wholly-owned subsidiary of M Power which in turn is our wholly­owned subsidiary. As at the Latest Practicable Date, TBOMB does not have any subsidiary or associate. SAL (Company No. 208252) SAL was incorporated in British Virgin Islands on 3 December 1996 as a limited liability company under its present name. SAL is a dormant company. As at the Latest Practicable Date, the authorised share capital of SAL is USD50,000 comprising 50,000 ordinary shares of USD1.00 each and its issued and paid-up share capital is USD1,000 comprising 1,000 ordinary shares of USD1.00 each. There has been no change in the issued and paid-up share capital of SAL for the past three years preceding the Latest Practicable Date. SAL is our wholly-owned SUbsidiary. As at the Latest Practicable Date, SAL does not have any subsidiary or associate. 88 6. INFORMATION ON OUR GROUP (Cont’d) (xxxii) M Capital (Company No. ll04818) M Capital was incorporated in Federal Territory of labuan, Malaysia under the labuan Companies Act, 1990 on 18 May 2005 as a private limited company under its present name. M Capital is a dormant company. As at the latest Practicabie Date, the authorised share capital of M Capital is USD12,000 comprising 12,000 ordinary shares of USD1.00 each and its issued and paid-up share capital is USD2,000 comprising 2,000 ordinary shares of USD1.00 each. There has been no change in the issued and paid-up share capital of M Capital for the past three years preceding the latest Practicable Date. M Capital is our wholly-owned subsidiary. As at the latest Practicable Date, M Capital does not have any subsidiary or associate. (xxxiii) MODCl (Company No. 1406937) MODCl was incorporated in British Virgin Islands on 23 May 2007 as a private company limited by shares under the name of KuwMal Investments Limited. On 4 November 2008, the company changed its name to Malakoff Ras Azzour Limited and on 25 February 2013, the company assumed its present name. MODCl is principally involved in offshore investment holding and commenced its business on 20 February 2013. As at the latest Practicable Date, the authorised share capital of MODCl is USD50,000 comprising 50,000 ordinary shares of USD1.00 each and its issued and paid-up share capital is USD2 comprising 2 ordinary shares of USD1.00 each. There has been no change in the issued and paid-up share capital of MODCl for the past three years preceding the latest Practicable Date. MODCl is a wholly-owned subsidiary of Malakoff Il which in turn is our wholly-owned subsidiary. As at the latest Practicable Date, MODCl does not have any subsidiary. The direct associate of MODCl as at the latest Practicable Date is MCDC, details of which are set out in Section 6.2.2(xiv) of this Prospectus. (xxxiv) MESS Project Management (Company No. 841103-D) MESB Project Management was incorporated in Malaysia under the Act on 10 December 2008 as a private limited company under its present name. MESB Project Management is a dormant company. As at the latest Practicable Date, the authorised share capital of MESB Project Management is RM100,000 comprising 100,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM2 comprising 2 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of MESB Project Management for the past three years preceding the latest Practicable Date. MESB Project Management is a wholly-owned subsidiary of MESB which in turn is our Wholly-owned subsidiary. As at the latest Practicable Date, MESB Project Management does not have any subsidiary or associate. 89 6. INFORMATION ON OUR GROUP (Cont’d) (xxxv) PT Teknik Janakuasa (Company No. 35) PT Teknik Janakuasa was incorporated in Indonesia on 19 April 2013 as a private limited company under its present name. PT Teknik Janakuasa is principally involved in the provision of operation and maintenance services to power plant and/or other utility plants and commenced its business on 7 June 2013. As at the Latest Practicable Date, the authorised share capital of PT Teknik Janakuasa is IDR5,117,214,900 comprising 526,300 ordinary shares of IDR9,723 each and its issued and paid-up share capital is IDR5, 117,214,900 comprising 526,300 ordinary shares of IDR9,723 each. There has been no change in the issued and paid-up share capital of PT Teknik Janakuasa since its incorporation. The shareholders of PT Teknik Janakuasa and their shareholdings in PT Teknik Janakuasa as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % TJSB 499,985 95.00 Madam Meutia Hidayati Besila 26,315 5.00 PT Teknik Janakuasa is a 95%-owned subsidiary of TJSB which is our wholly-owned subsidiary. As at the Latest Practicable Date, PT Teknik Janakuasa does not have any subsidiary or associate. (xxxvi) PGSB (Company No. 1048469-U) PGSB was incorporated in Malaysia under the Act on 3 June 2013 as a private company limited by shares under its present name. PGSB is principally involved in investment holding and commenced its business on 7 June 2013. As at the Latest Practicable Date, the authorised share capital of PGSB is RM400,000 comprising 400,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM2 comprising 2 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of PGSB since its incorporation. PGSB is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly­owned subsidiary. The direct subsidiary of PGSB as at the Latest Practicable Date is SPSB, details of which are set out in Section 6.2.1 (xxxvii) of this Prospectus. The indirect subsidiaries of PGSB as at the Latest Practicable Date are WMHPL, M Australia, M Holdings, MWMHPL, MWMPL, WMPL and WMFPL details of which are set out in Sections 6.2.1 (xxxviii), (xxxix), (xl), (xli), (xlii), (xliii) and (xliv) of this Prospectus, respectively. As at the Latest Practicable Date, PGSB does not have any associate. 6. INFORMATION ON OUR GROUP (Cont’d) (xxxvii) SPSB (Company No. 1048471-K) SPSB was incorporated in Malaysia under the Act on 3 June 2013 as a private company limited by shares under its present name. SPSB is principally involved in investment holding and commenced its business on 7 June 2013. As at the Latest Practicable Date, the authorised share capital of SPSB is RM400,000 comprising 400,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM2 comprising 2 ordinary shares of RM1.00 each. There has been no change in the issued and paid-up share capital of SPSB since its incorporation. SPSB is a wholly-owned subsidiary of PGSB. PGSB is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. The direct subsidiaries of SPSB as at the Latest Practicable Date are WMHPL and M Australia, details of which are set out in Sections 6.2.1 (xxxviii) and (xxxix) of this Prospectus, respectively. The indirect subsidiaries of SPSB as at the Latest Practicable Date are M Holdings, MWMHPL, MWMPL, WMPL and WMFPL, details of which are set out in Sections 6.2.1 (xl), (xli), (xlii), (xliii) and (xliv) of this Prospectus, respectively. As at the Latest Practicable Date, SPSB does not have any associate. (xxxviii) WMHPL (Company No. ACN 164 122 678) WMHPL was incorporated in Australia on 5 June 2013 as a proprietary company limited by shares under its present name. WMHPL is principally involved in investment holding and commenced its business on 5 June 2013. As at the Latest Practicable Date, the issued and paid-up share capital of WMHPL is AUD1.00 comprising one ordinary share There has been no change in the issued and paid-up share capital of WMHPL since its incorporation. WMHPL is a wholly-owned subsidiary of SPSB. SPSB is a wholly-owned subsidiary of PGSB. PGSB is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. The direct subsidiary of WMHPL as at the Latest Practicable Date is WMPL, details of which are set out in Section 6.2.1(xliii) of this Prospectus. The indirect subsidiary of WMHPL as at the Latest Practicable Date is WMFPL, details of which are as set out in Section 6.2.1 (xliv) of this Prospectus. As at the Latest Practicable Date, WMHPL does not have any associate. (xxxix) M Australia (Company No. ACN 164167 239) M Australia was incorporated in Australia on 7 June 2013 as a proprietary company limited by shares under its present name. M Australia is principally involved in investment holding and commenced its business on 7 June 2013. As at the Latest Practicable Date, the issued and paid-up share capital of M Australia is AUD1.00 comprising one ordinary share. There has been no change in the issued and paid-up share capital of M Australia since its incorporation. 91 6. INFORMATION ON OUR GROUP (Cont’d) M Australia is a wholly-owned subsidiary of SPSB. SPSB is a wholly-owned subsidiary of PGSB. PGSB is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. The direct subsidiary of M Australia as at the Latest Practicable Date is M Holdings, details of which are set out in Section 6.2.1 (xl) of this Prospectus. The indirect subsidiaries of M Australia are MWMHPL and MWMPL, details of which are set out in Sections 6.2.1 (xli) and (xlii) of this Prospectus. As at the Latest Practicable Date, M Australia does not have any associate. (xl) M Holdings (Company No. ACN 164167257) M Holdings was incorporated in Australia on 7 June 2013 as a proprietary company limited by shares under its present name. M Holdings is principally involved in investment holding and commenced its business on 7 June 2013. As at the Latest Practicable Date, the issued and paid-up share capital of M Holdings is AUD1.00 comprising 1 ordinary share. There has been no change in the issued and paid-up share capital of M Holdings since its incorporation. M Holdings is a wholly-owned subsidiary of M Australia. M Australia is a wholly-owned subsidiary of SPSB. SPSB is a wholly-owned sUbsidiary of PGSB. PGSB is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. The direct sUbsidiary of M Holdings is MWMHPL, details of which are set out in Section 6.2.1 (xli) of this Prospectus. The indirect subsidiary of M Holdings is MWMPL, details of which are set out in Section 6.2.1 (xlii) of this Prospectus. As at the Latest Practicable Date, M Holdings does not have any associate (xli) MWMHPL (Company No. ACN 124445094) MWMHPL was incorporated in Australia on 16 March 2007 as a proprietary company limited by shares under the name of Three River Holdings Pty Limited. On 18 August 2008, the company changed its name to Meridian Energy Australia Pty Limited. On 27 October 2010, the company changed its name to Meridian Wind Macarthur Holdings Pty Limited and on 28 June 2013, the company assumed its present name. MWMHPL is principally involved in investment holding and commenced its business on 16 March 2007. As at the Latest Practicable Date, the issued and paid-up share capital of MWMHPL is AUD44,002,816 comprising 174,330,816 ordinary shares. The change in the issued and paid-up share capital of MWMHPL for the past three years preceding the Latest Practicable Date is as follows: Cumulative issued Date of Paid-up capital and paid-up share reduction reduced Consideration capital AUD AUD 29 June 2013 130,328,000.00 NfA 44,002,816.00 6. INFORMATION ON OUR GROUP (Cont’d) (xlii) (xliii) MWMHPL is a wholly-owned subsidiary of M Hoidings. M Holdings is a wholly-owned subsidiary of M Australia. M Australia is a wholly-owned sUbsidiary of SPSB. SPSB is a wholly-owned subsidiary of PGSB. PGSB is a wholly-owned sUbsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. The sUbsidiary of MWMHPL is MWMPL, details of which are set out in Section 6.2.1 (xlii) of this Prospectus. As at the Latest Practicable Date, MWMHPL does not have any associate. MWMPL (Company No. ACN 124383688) MWMPL was incorporated in Australia on 16 March 2007 as a proprietary company limited by shares under the name of Three River Australia Pty Limited. On 21 February 2008, the company changed its name to Meridian Wind Macarthur Pty Limited and on 28 June 2013, the company assumed its present name. MWMPL is principally involved in the leasing of wind turbine assets and commenced its business on 16 March 2007. As at the Latest Practicable Date, the issued and paid-up share capital of MWMPL is AUD34,719,309 comprising 165,047,309 ordinary shares. The change in the issued and paid-up share capital of MWMPL for the past three years preceding the Latest Practicable Date is as follows: Cumulative issued Date of reduction  Paid-up capital reduced AUD  Consideration  and paid-up share capital AUD  29 June 2013  130,328,000.00  N/A  34,719,309.00
MWMPL is a wholly-owned subsidiary of MWMHPL. MWMHPL is a wholly­owned subsidiary of M Holdings. M Holdings is a wholly-owned subsidiary of M Australia. M Australia is a wholly-owned subsidiary of SPSB. SPSB is a wholly-owned subsidiary of PGSB. PGSB is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. As at the Latest Practicable Date, MWMPL does not have any subsidiary or associate. WMPL (Company No. ACN 164 123 497) WMPL was incorporated in Australia on 5 June 2013 as a proprietary company limited by shares under its present name. WMPL is principally involved in leasing of plant and equipment and commenced its business on 5 June 2013. As at the Latest Practicable Date, the issued and paid-up share capitai of WMPL is AUD1.00 comprising 1 ordinary share. There has been no change in the issued and paid-up share capital of WMPL since its incorporation. WMPL is a wholly-owned subsidiary of WMHPL. WMHPL is a wholly-owned subsidiary of SPSB. SPSB is a wholly-owned subsidiary of PGSB. PGSB is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. The subsidiary of WMPL as at the Latest Practicable Date is WMFPL, details of which are set out in Section 6.2.1 (xliv) of this Prospectus. As at the Latest Practicable Date, WMPL does not have any associate. 93 6. INFORMATION ON OUR GROUP (Cont’d) (xliv) WMFPL (Company No. ACN 164130250) WMFPL was incorporated in Australia on 5 June 2013 as a proprietary company limited by shares under its present name. WMFPL is principally involved in financing operations for Macarthur Wind Farm project and commenced its business on 5 June 2013. As at the Latest Practicable Date, the issued and paid-up share capital of WMFPL is AUD1.00 comprising one ordinary share. There has been no change in the issued and paid-up share capital of WMFPL since its incorporation. WMFPL is a wholly-owned subsidiary of WMPL. WMPL is a wholly-owned sUbsidiary of WMHPL. WMHPL is a wholly-owned subsidiary of SPSB. SPSB is a wholly-owned subsidiary of PGSB. PGSB is a wholly-owned sUbsidiary of Malakoff IL which in turn is our wholly-owned sUbsidiary. As at the Latest Practicable Date, WMFPL does not have any subsidiary or associate. 6.2.2 Our associates (i) SPHL (Company No. 20545) SPHL was incorporated in Bermuda on 2 March 1995 as an exempt company under its present name. SPHL is principally involved in offshore investment holding and commenced its business on 8 November 2006. As at the Latest Practicable Date, the authorised share capital of SPHL is USD12,000 comprising 12,000 ordinary shares of USD1.00 each and its issued and paid-up share capital is USD12,000 comprising 12,000 ordinary shares of USD1.00 each. SPHL is a wholly-owned subsidiary of OTPL. OTPL is an associate of M Technical (Dhofar). M Technical (Dhofar) is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. As at the Latest Practicable Date, SPHL does not have any subsidiary or associate. (ii) LBT (Company No. 414060-T) LBT was incorporated in Malaysia under the Act on 18 December 1996 as a private limited company under its present name. LBT is principally involved in development, ownership and management of a dry bulk terminal and commenced its business on 10 January 1997. As at the Latest Practicable Date, the authorised share capital of LBT is RM100,000,000 comprising 98,000,000 ordinary shares of RM1.00 each, 100,000,000 redeemable cumulative convertible preference shares of RM001 each and 100,000,000 RepS of RMO.01 each and its issued and paid-up share capital is RM68,200,000 comprising 68,000,000 ordinary shares of RM1.00 each and 20,000,000 redeemable cumulative convertible preference shares of RMO.01 each. LBT is an associate of Tuah Utama which in turn is our wholly-owned subsidiary 6. INFORMATION ON OUR GROUP (Cont’d) The shareholders of LBT and their shareholdings in LBT as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % Tuah Utama 13,600,000 20.00 Peiabuhan Lumut Sdn Bhd 54,400,000 80.00 As at the Latest Practicable Date, both Integrax Berhad, being the holding company of Pelabuhan Lumut Sdn Bhd, and Tuah Utama hold 16,000,000 and 4,000,000 redeemable cumulative convertible preference shares of RMO.01 each in LBT, respectively. As at the Latest Practicable Date, LBT does not have any subsidiary or associate. (iii) KEV (Company No. 518564-T) KEV was incorporated in Malaysia under the Act on 29 June 2000 as a private limited company under its present name. KEV is principally involved in generation and sale of electricity and commenced its business on 31 July 2000. As at the Latest Practicable Date, the authorised share capital of KEV is RM5,000,000 comprising 5,000,000 ordinary shares of RM1.00 each and its issued and paid-up share capital is RM2,000,000 comprising 2,000,000 ordinary shares of RM1.00 each. The shareholders of KEV and their shareholdings in KEV as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % Malakoff 800,000 40.00 TNB 1,200,000 60.00 As at the Latest Practicable Date, KEV does not have any subsidiary or associate. (Iv) MSCSB (Company No. 707779-X) MSCSB was incorporated in Malaysia under the Act on 26 August 2005 as a private limited company under its present name. MSCSB is principally involved in investment holding and commenced its business on 28 September 2005. As at the Latest Practicable Date, the authorised share capital of MSCSB is RM10,000,000 comprising 100,000 ordinary shares of RM1.00 each and 9,900,000 RPS of RM1.00 each and its issued and paid-up share capital is RM3,741,320 comprising 100,000 ordinary shares of RM1.00 each and 3,641,320 RPS of RM1.00 each. MSCSB is an associate of MGL. MGL is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned SUbsidiary. 6. INFORMATION ON OUR GROUP (Cont’d) The shareholders of MSCSB and their shareholdings in MSCSB as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % MGL 40,000 40.00 Desaru Investments (Cayman lsi) 40,000 40.00 Limited Independent Power International 20,000 20.00 Limited As at the Latest Practicable Date, MGL, Desaru Investments (Cayman lsi) Limited and Independent Power International Limited hold 1,456,528, 1,456,528 and 728,264 RPS of RM1.00 each in MSCSB, respectively. As at the Latest Practicable Date, MSCSB does not have any sUbsidiary. The direct associate of MSCSB as at the Latest Practicable Date is SAMAWEC, details of which are set out in Section 6.2.2(v) of this Prospectus. The indirect associates of MSCSB as at the Latest Practicable Date are SWEC, SEHCO and SEPCO, details of which are set out in Sections 6.2.2(ix), (x) and (xiii) of this Prospectus, respectively. (v) SAMAWEC (Commercial Registration No. 4030158342) SAMAWEC was incorporated in Kingdom of Saudi Arabia on 27 October 2005 as a limited liability company under its present name. SAMAWEC is principally involved in offshore investment holding and commenced its business on 27 October 2005. As at the Latest Practicable Date, the authorised share capital of SAMAWEC is SR936,800,000 comprising 936,800 ordinary shares of SR1,000 each and its issued and paid-up share capital is SR936,800,000 comprising 936,800 ordinary shares of SR 1,000 each. SAMAWEC is an associate of MSCSB which is an associate of MGL. MGL is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. The shareholders of SAMAWEC and their shareholdings in SAMAWEC as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % MSCSB 468,400 50.00 Shuaibah National Company for 468,400 50.00 Water & Power The direct subsidiaries of SAMAWEC as at the Latest Practicable Date are SWEC and SEHCO, details of which are set out in Sections 6.2.2(ix) and (x) of this Prospectus, respectively. The indirect subsidiary of SAMAWEC as at the Latest Practicable Date is SEPCO, details of which are set out in Section 6.2.2(xiii) of this Prospectus. As at the Latest Practicable Date, SAMAWEC does not have any associate. 96 6. INFORMATION ON OUR GROUP (Cont’d) (vi) SAMAOMCO (Commercial Registration No. 4030159385) SAMAOMCO was incorporated in Kingdom of Saudi Arabia on 5 January 2006 as a limited liability company under its present name. SAMAOMCO is principally involved in the operation and maintenance of power and water desalination plant and commenced its business on 14 January 2010. As at the Latest Practicable Date, the authorised share capital of SAMAOMCO is SR1,500,OOO comprising 1,500 ordinary shares of SR1,OOO each and its issued and paid-up share capital is SR1,500,OOO comprising 1,500 ordinary shares of SR1,000 each. SAMAOMCO is an associate of TJSB International (Shoaiba) which is a wholly-owned subsidiary of TJSB International. TJSB International is a Wholly-owned subsidiary of TJSB which in turn is our wholly-owned sUbsidiary. The shareholders of SAMAOMCO and their shareholdings in SAMAOMCO as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % TJSB International (Shoaiba) 300 2000 Acwa Power 750 50.00 OASIS Parade Sdn Bhd 450 3000 As at the Latest Practicable Date, SAMAOMCO does not have any subsidiary or associate. (vii) Hidd Power (Company No. 59322) Hidd Power was incorporated in Bahrain on 21 January 2006 as a closed joint stock company under its present name. Hidd Power is principally involved in the building, operation and maintenance of power and water stations for special purposes (specific supply only) and commenced its business on 22 January 2006. As at the Latest Practicable Date, the authorised share capital of Hidd Power is USD150,OOO,OOO comprising 30,000,000 ordinary shares of USD500 each and its issued and paid-up share capital is USD140,663,100 comprising 28,132,620 ordinary shares of USD5.00 each. Hidd Power is a 70%-owned subsidiary of MSHH. MSHH is a 57. 14%-owned subsidiary of MHHCL. MHHCL is a wholly-owned SUbsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. The shareholders of Hidd Power and their shareholdings in Hidd Power as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % MSHH 19,692,834 7000 Kahrabel F.z. E 8,439,786 30.00 As at the Latest Practicable Date, Hidd Power does not have any subsidiary or associate. 6. INFORMATION ON OUR GROUP (Cont’d) (viii) OTP L (Company No.1 018827) OTPL was incorporated in British Virgin Islands on 30 March 2006 as a BVI Business Company under its present name. OTPL is principally involved in offshore investment holding and commenced its business on 30 March 2006. OTPL is authorised to issue 35,000,000 ordinary shares of USD1.00 each and as at the Latest Practicable Date, it has issued 34,884,845 ordinary shares of USD1.00 each. OTPL is an associate of M Technical (Dhofar). M Technical (Dhofar) is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned sUbsidiary. The shareholders of OTPL and their shareholdings in OTPL as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % M Technical (Dhofar) 15,167,233 43.48 Oman Power Limited 9,858,806 28.26 Darbat Power LLC 9,858,806 28.26 The wholly-owned subsidiary of OTPL as at the Latest Practicable Date is SPHL, details of which are set out in Section 6.2.2(i) of this Prospectus. As at the Latest Practicable Date, OTPL does not have any associate. (ix) SWEC (Commercial Registration No. 4030163258) SWEC was incorporated in Kingdom of Saudi Arabia on 3 August 2006 as a joint stock company under its present name. SWEC is principally involved in the design, construction, commissioning, testing, possession, operation and maintenance of crude oil fired power generation and water desalination plant and commenced its business on 14 January 2010. As at the Latest Practicable Date, the authorised share capital of SWEC is SR1,560,500,000 comprising 156,050,000 ordinary shares of SR10 each and its issued and paid-up share capital is SR1,560,500,000 comprising 156,050,000 ordinary shares of SR1 0 each. SWEC is a 60%-owned subsidiary of SAMAWEC. SAMAWEC is an associate of MSCSB which is an associate of MGL. MGL is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. The shareholders of SWEC and their shareholdings in SWEC as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % SAMAWEC 93,630,000 60.00 Water Electricity Holding Company 49,936,000 32.00 SEC 12,484,000 8.00 As at the Latest Practicable Date, SWEC does not have any SUbsidiary or associate. 98 6. INFORMATION ON OUR GROUP (Cont’d) (x) SEHCO (Commercial Registration No. 4430229364) SEHCO was incorporated in Kingdom of Saudi Arabia on 9 June 2007 as a limited company under its present name. SEHCO is principally involved in the development, construction, ownership, operation and maintenance of the Shuaibah Phase 3 Expansion IWP, transport and sale of water and undertake all works and activities related thereto, directly or through another company holding most of its shares or stock and commenced its business on 17 November 2009. As at the Latest Practicable Date, the authorised share capital of SEHCO is SR175,818,000 comprising 17,581,800 ordinary shares of SR10 each and its issued and paid-up share capital is SR175,818,000 comprising 17,581,800 ordinary shares of SR 10 each. SEHCO is a 60%-owned subsidiary of SAMAWEC. SAMAWEC is an associate of MSCSB which in turn is an associate of MGL. MGL is a wholly­owned subsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. The shareholders of SEHCO and their shareholdings in SEHCO as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % SAMAWEC 10,549,080 60.00 Public Investment Fund 5,626,176 32.00 SEC 1,406,544 8.00 The subsidiary of SEHCO as at the Latest Practicable Date is SEPCO, details of which are set out in Section 6.2.2(xiii) of this Prospectus. As at the Latest Practicable Date, SEHCO does not have any associate. (xi) AI-Imtiaz (Commercial Registration No. 4030170110) AI-Imtiaz was incorporated in Kingdom of Saudi Arabia on 10 June 2007 as a limited liability company under its present name. AI-Imtiaz is principally involved in the implementation of operation and maintenance contracts for stations of electrical power generation and water desalination and commenced its business on 17 November 2009. As at the Latest Practicable Date, the authorised share capital of AI-Imtiaz is SR500,000 comprising 500 ordinary shares of SR1,000 each and its issued and paid-up share capital is SR500,000 comprising 500 ordinary shares of SR1 ,000 each. AI-Imtiaz is an associate of TJSB International (Shoaiba) which is a wholly­owned subsidiary of TJSB International. TJSB International is a wholly-owned subsidiary of TJSB which in turn is our wholly-owned SUbsidiary. 6. INFORMATION ON OUR GROUP (Cont’d) The shareholders of AI-Imtiaz and their shareholdings in AI-Imtiaz as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % TJSB Intemational (Shoaiba) 100 20.00 Acwa Power 250 50.00 OASIS Parade Sdn Bhd 50 1000 Desaru Investments (Cayman 100 2000 Islands) Limited As at the Latest Practicable Date, AI-Imtiaz does not have any subsidiary or associate. (xii) Hyflux-TJSB Algeria (Company No. 0978626B08) Hyflux-TJSB Algeria was incorporated in Algeria on 5 December 2007 as a joint stock company under its present name. Hyflux-TJSB Algeria is principally involved in the operation and maintenance of water desalination plant and commenced its business on 5 December 2007. As at the Latest Practicable Date, the authorised share capital of Hyflux­
TJSB Algeria is AD7,000,000 comprising 1,000 ordinary shares of AD7,000 each and its issued and paid-up share capital is AD7,000,000 comprising 1,000 ordinary shares of AD7,000 each. Hyflux-TJSB Algeria is an associate of TJSB Global. TJSB Global is a wholly­owned subsidiary of TJSB which in turn is our wholly-owned subsidiary. The shareholders of Hyflux-TJSB Algeria and their shareholdings in Hyflux­TJSB Algeria as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % TJSB Global 488 48.80 Hyflux Engineering Pte Ltd 507 50.70 Lim Suat Wah’ 0.10 Habib HusinA 010 Rosli Abd Hamid” 010 Siew Kum Meng’ 0.10 Kum Mun Lock'” 0.10 Notes: Lim Sua! Wah, Siew Kum Meng and Kum Mun Lock are the individual nominees of Hyflux Engineering Pte Ltd. Both Habib Husin and RosH Abd Hamid are the individual nominees of our Company. As at the Latest Practicable Date, Hyflux-TJSB Algeria does not have any subsidiary or associate. 6. INFORMATION ON OUR GROUP (Cont’d) (xiii) (xiv) SEPCO (Commercial Registration No. 4030182913) SEPCO was incorporated in Kingdom of Saudi Arabia on 21 September 2008 as a joint stock company under its present name. SEPCO is principally involved in the development, construction, possession, operation and maintenance of the Shuaibah Phase 3 Expansion IWP, transfer and sell water and all relevant works and activities and commenced its business on 17 November 2009. As at the latest Practicable Date, the authorised share capital of SEPCO is SR175,818,000 comprising 17,581,800 ordinary shares of SR1 0 each and its issued and paid-up share capital is SR175,818,000 comprising 17,581,800 ordinary shares of SR1 0 each. SEPCO is a 97.5%-owned subsidiary of SEHCO which is a 60%-owned sUbsidiary of SAMAWEC. SAMAWEC is an associate of MSCSB which is an associate of MGL. MGl is a wholly-owned subsidiary of Malakoff Il which in turn is our wholly-owned subsidiary. The shareholders of SEPCO and their shareholdings in SEPCO as at the latest Practicable Date are set out below: Shareholder  No. of ordinary shares  %  SEHCO  17,142,255  97.50  SAMAWEC  175,818  1.00  SEC  87,909  0.50  Mohammad Abdullah Rashid  87,909  0.50  Abunayyan  Rasheed Abdulrahman Naseer AI­ 87,909  0.50  Rasheed
As at the latest Practicable Date, SEPCO does not have any sUbsidiary or associate. MCDC (Company No. 1163374) MCDC was incorporated in the Sultanate of Oman on 19 January 2013 as a closed joint stock company under its present name. MCDC is principally involved in the desalination of water and commenced its business on 19 January 2013. As at the latest Practicable Date, the authorised share capital of MCDC is OMR25,000,000 comprising 25,000,000 ordinary shares of OMR1.00 each and its issued and paid-up share capital is OMR15,555,040 comprising 15,555,040 ordinary shares of OMR1.00 each. MCDC is a 45%-owned associate of MODCL. MODCl is a wholly-owned subsidiary of Malakoff Il which in turn is our wholly-owned subsidiary. 6. INFORMATION ON OUR GROUP (Cont’d) The shareholders of MCDC and their shareholdings in MCDC as at the latest Practicable Date are set out below: Shareholder No. of ordinary shares % MODCl 6,999,768 4500 Summit Water Middle East Company 6,999,768 45.00 Cadagua AI Ghubrah UK Limited 1,555,504 10.00 As at the latest Practicable Date, MCDC does not have any subsidiary or associate. (xv) MCDOMC (Commercial Registration No. 1180016) MCDOMC was incorporated in the Sultanate of Oman on 21 August 2013 as a limited liability company under its present name. MCDOMC is principally involved in the operation and maintenance of pump stations and pipelines, installation and repair of electric power and transformer plants and telecommunications and radar plants, export and import offices, and laying and maintenance of all kinds of pipes, business agencies (excluding portfolio and securities) and wholesale of industrial chemicals, and commenced its business on 21 August 2013. As at the latest Practicable Date, the authorised share capital of MCDOMC is OMR150,000 comprising 150,000 ordinary shares of OMR1.00 each and its issued and paid-up share capital is OMR150,000 comprising 150,000 ordinary shares of OMR100 each. MCDOMC is a 31.50%-owned associate of TJSB International. TJSB International is a wholly-owned subsidiary of TJSB which in turn is our wholly-owned subsidiary. The shareholders of MCDOMC and their shareholdings in MCDOMC as at the latest Practicable Date are set out below: Shareholder No. of ordinary shares % TJSB International 47,250 31.50 Sumisho Capital Management Co. 47,250 31.50 Cadagua SA 10,500 7.00 AI-Barii International Limited 45,000 30.00 As at the latest Practicable Date, MCDOMC does not have any subsidiary or associate. 6. INFORMATION ON OUR GROUP (Cont’d) 6.2.3 Our joint venture (i) AAS (Company No. 0780974571) AAS was incorporated in Algeria on g June 2007 as a joint stock company under its present name. AAS is principally involved in the construction, operation and maintenance of a sea water desalination plant and marketing of the desalinated water produced and commenced its business in 2007. As at the Latest Practicable Date, the authorised share capital of AAS is AD3,474,130,000 comprising 3,474,130 ordinary shares of AD1,000 each and its issued and paid-up share capital is AD3,474,130,000 comprising 3,474,130 ordinary shares of AD1 ,000 each. AAS is a joint venture of TOle which is a 70%-owned subsidiary of M AIDjazair DesaI. M AIDjazair Desai is a wholly-owned subsidiary of Malakoff IL which in turn is our wholly-owned subsidiary. The shareholders of AAS and their shareholdings in AAS as at the Latest Practicable Date are set out below: Shareholder No. of ordinary shares % TOIC 1,771,803 Algeria Energy Company SpA 1,702,322 49,00 Habib Husin· A ANordin Kasim* AMohd Radzuan Yahya· Ahcene Ouzane Lau Yeun Huei Edwin A Notes: Habib Husin, Nardin Kasim and Mohd Radzuan Yahya are the individual nominees of our Company. Less than 0.01%. As at the Latest Practicable Date, AAS does not have any subsidiary or associate. 6. INFORMATION ON OUR GROUP (Cont’d) 6.2.4 Trust established in our Group We hold our investment in our Australian entities through SPSB. SPSB directly holds all of the issued shares in M Australia and WMHPL. SPSB indirectly holds all of the issued shares in M Holdings, MWMHPL and MWMPL through M Australia, and all of the issued shares in WMPL and WMFPL through WMHPL. Further details of SPSB are set out in Section 6.2.1 (xxxvii) of this Prospectus. In addition, SPSB holds all of the 130,328,010 units in issue in the Wind Macarthur Holding Trust (ABN 13229 199 120) (“WMH Trust”) and WMHPL holds all of the 130,328,010 units in issue in the Wind Macarthur Trust (ABN 80 258 208 280) (“WM Trust”). The WMH Trust and WM Trust were constituted in Australia on 5 June 2013 in accordance with Victorian law and in accordance with the terms of the respective trust deeds dated 5 June 2013 entered into by WMHPL, as trustee for the WMH Trust and WMPL as trustee for the WM Trust. Both WMH Trust and WM Trust are investment holding trusts for our interest in the land assets of the Macarthur Wind Farm. The land on which the substation for the Macarthur Wind Farm is located is owned in equal 50% shares by WMPL (as trustee for the WM Trust) and Macarthur WFPL, being our Joint venture partner for the Macarthur Wind Farm. The land on which the wind turbines are located is owned by third parties and is leased in equal 50% shares by WMPL (as trustee for the WM Trust) and Macarthur WFPL. For clarity, only those parts of the land on which the wind turbines are located are leased and each of these leases currently expires on 1 February 2038. MWMPL and Macarthur WFPL are also the grantee of registered easements over parts of parcels of land owned by third parties. The purpose of the easements is to allow for electricity transmission lines connecting the wind turbines to the electrical substation to traverse these parcels of land. In addition to the lands which are either owned or leased, WMPL (as trustee for the WM Trust) and Macarthur WFPL each own a 50% share in all of the fixed assets relating to the Macarthur Wind Farm, namely all wind driven electricity generation equipment and facilities used in the exploitation of wind to produce electricity. For further information on our properties and equipments relating to the Macarthur Wind Farm, see Annexure B of this Prospectus. Save for the issuance of RCULS of up to RM30,000,000 and RM112,500,000 in nominal value by TBP and SEV, respectively, and the issuance of redeemable convertible unsecured Islamic debt securities of up to RM270,000,000 and RM1,687,500,000 in nominal value by TBP and SEV, respectively, our Group does not have any outstanding warrants, options, convertible securities or uncalled capital as at the date of this Prospectus. None of our Shares and shares in our subsidiaries were issued and allotted at a discount or have any special terms. Our issued Shares and issued shares in our subsidiaries are fully paid-up. As at the Latest Practicable Date, neither our Company nor our subsidiaries are involved in any bankruptcy, receivership or similar proceedings. 7. BUSINESS OF OUR GROUP 7.1 OVERVIEW According to Frost & Sullivan, we are the largest IPP in Malaysia and SEA in terms of total generation capacity as at the Latest Practicable Date. As a multinational water and power company, we are also engaged in the independent water production and power generation business in the MENA region and the renewable energy business in Australia, with a combined effective water production capacity of approximately 358,850 m’ per day and power generation capacity of approximately 690 MW as at the Latest Practicable Date. In addition, we are engaged in the operation and maintenance business, serving our own power plants in Malaysia as well as power plants and water plants of certain of our associates, our joint venture and third­party clients abroad. To complement our Malaysian independent power generation business, we also operate an electricity and chilled water distribution business, provide project management services and are working to develop additional renewable energy projects. In Malaysia, through our subsidiaries, we own three CCGT power plants, one OCGT power plant and one coal-fired thermal power plant, and, through an associate, we have an interest in a power plant that has multi-fuel power generation facilities. All of these power plants are located in Peninsular Malaysia. Of our three CCGT power plants, the SEV Power Plant is the largest CCGT power plant owned by an IPP in Malaysia, based On generation capacity as at the Latest Practicable Date, and, according to Frost & Sullivan, all three of our CCGT power plants have consistently achieved thermal efficiency above IPP industry averages from 2008 to 2012. Based On reliability factor, we believe our Port Dickson Power Plant is one of the most reliable OCGT power plants in Malaysia, as it has consistently performed above IPP industry averages of 98.1 %, 98.4%, 97.9%,94.5% and 95.1% in the years 2008 to 2012, respectively. Our coal-fired thermal power plant, the Tanjung Bin Power Plant, is the first privately owned coal-fired power plant in Malaysia and is one of the largest privately owned coal-fired power plants in SEA, based On generation capacity, as at the Latest Practicable Date. According to Frost & Sullivan, its generation capacity of 2,100 MW accounted for approximately 29.3% of Peninsular Malaysia’s total installed coal-fired generation capacity as at the Latest Practicable Date. We are currently constructing another coal-fired thermal power plant, the Tanjung Bin Energy Power Plant which is expected to have 1,000 MW of generation capacity and is scheduled to commence commercial operation in 2016. Through our equity interest in our associate, KEV, we own a 40.0% interest in the Kapar Power Plant, which has multi-fuel power generation facilities. All of our power plants and our associate’s power plant in Malaysia sell the power that they generate to TNB pursuant to long-term PPAs. TNB ownS the National Grid, which is the electricity power transmission network in Peninsular Malaysia. We have also invested in several large-scale water production and power generation projects overseas through joint ventures. We provided development services for most of these projects, and we currently provide operation and maintenance services to these projects. Our international independent water production and power generation businesses currently consist of our interests in plants in the MENA region and assets in Australia. In the Kingdom of Saudi Arabia, we have interests in the Shuaibah Phase 3 Expansion IWP and the Shuaibah Phase 3 IWPP, which COllectively form the largest independent water project in the MENA region as at 31 December 2013, based On collective plant design water production capacity of 1,030,000 m3 per day, and they supply electricity and water to Saudi Arabia’s Water and Electricity Company. According to Frost & Sullivan, the collective plant design capacity of the Shuaibah Phase 3 Expansion IWP and the Shuaibah Phase 3 IWPP accounted for 10.1% of the gross water plant design capacity in the Kingdom of Saudi Arabia as at 31 December 2013. 7. BUSINESS OF OUR GROUP (Cont’d) In Algeria, we have a 35.7% interest in the Souk Tleta IWP, which supplies water to Algeria’s national water company, L’Algerienne Des Eaux, and Algeria’s national oil and gas company, Sonatrach. In May 2012, we acquired a 40.0% equity interest in Hidd Power, the owner of the Hidd IWPP in Bahrain, which supplies electricity and water to Bahrain’s Ministry of Electricity and Water and accounted for approximately 34.0% of Bahrain’s gross installed power generation capacity and approximately 58.6% of Bahrain’s gross water production capacity in 2013, according to Frost & Sullivan. In January 2013, we, together with our partners, formed MCDC to undertake the design, construction, ownership, financing, and operation and maintenance of the AI Ghubrah IWP in the Sultanate of Oman. Through our wholly-owned indirect subsidiary, Malakoff IL, we have a 45.0% equity interest in MCDC. We expect the construction of AI Ghubrah IWP to be completed and for it to commence commercial operation in the third quarter of 2015, with an expected water production capacity of 191,000 m3 per day. In June 2013, we acquired a 50.0% participating interest in the unincorporated joint venture that owns the 420 MW Macarthur Wind Farm which is the largest wind farm in the southern hemisphere as at the Latest Practicable Date, according to Frost & Sullivan. Our investment in the Macarthur Wind Farm is our first renewable energy project. In addition, in line with the Government’s drive to develop the green and renewable power generation sector, we are reviewing potential projects in Malaysia involving small run-of-river hydro projects and waste-to-energy projects. On the international front, we are expioring the development of various renewable energy technologies, including wind and solar energy. We conduct our operation and maintenance business in Malaysia through our wholly-owned subsidiaries M Power, TBOMS and PDP O&M, and outside Malaysia through TJSS and its subsidiaries. The following table provides selected data in respect of the Malaysian and overseas operating assets of our subsidiaries, associates and joint venture, in each case as at the Latest Practicable Date. PPAlWPAJ  Effective  Plant name  Location  Plant type  PWPA expiration  Generating capacity(1)  equity participation  Effective capacity  In Malaysia:  Tanjung Bin  Johor  Coal  2031  2,100 MW  90.00%  1,890 MW  Power Plant  SEV Power Plant  Perak  CCGT  2027  1,303 MW  93.75%  1,221.6 MW  Kapar Power  Selangor  Multi-fuel  2019/29(2)  2,420 MW  40.00%  968MW  Plant
GB3 Power Plant Perak CCGT 2022 640MW 75.00% 480MW Port Dickson Negeri OCGT 2016 436.4 MW 100.00% 436.4 MW Power Plant Sembilan Prai Power Plant Pulau CCGT 2024 350MW 100.00% 350MW Pinang Total effective power generation capacity, in Malaysia 5,346.0 MW Under construction in Malaysia: Tanjung Bin Johor Coal 2041 1,000 MW 100.00% 1,000 MW Energy Power Plant 106 7. BUSINESS OF OUR GROUP (Cont’d) PPAIWPAl  Effective  Plant name  Location  Plant type  PWPA expiration  Generating capacity(1)  equity participation  Effective capacity  Outside Malaysia:  Hidd IWPP  Bahrain  Waterl  2027  410,000  40.00%  164,000 m31day  Natural  m31day  372MW  gasl  929MW  Distillate  oil  Shuaibah Phase 3  Kingdom  Water/Oil  2030  880,000  12.00%  105,600 m31day  IWPP  of Saudi  m31day  108MW  Arabia  900MW  Souk Tleta IWPP)  Algeria  Water  2036  200,000  35.70%  71,400 m31day  m31day  Shuaibah Phase 3  Kingdom  Water  2029  150,000  11.90%  17,850 m31day  Expansion IWP  of Saudi  m31day  Arabia  Macarthur Wind  Australia  Wind  2038  420MW  50.00%  210MW
Farm Total effective water production capacity, outside Malaysia 358,850m31day Total effective power generation capacity, outside Malaysia 690MW Under construction outside Malaysia: AI Ghubrah IWP Sultanate Water 2034 191,000 45.00% 85,950 m3/day of Oman m31day Total effective power generation capacity, in and outside Malaysia 6,036.0 MW Notes: (1) MW indicates capacity for electric power generation and m’lday indicates capacity for water production.
(2) The Kapar Power Plant has four phases. The term of the PPA for the fout1h phase expires in 2019 and the term of the PPA for the first three phases expires in 2029.
(3) Owned by ourjoint venture AAS.

Historically, our subsidiaries have completed the following greenfield projects on or ahead of schedule: (i) the construction of the Tanjung Bin Power Plant was completed on schedule;
(ii) the construction of the SEV Power Plant’s Block 1 and Block 2 were completed ahead of schedule by three weeks and six months, respectively; and

(iii) the construction of the GB3 Power Plant was completed ahead of schedule by one month, including the conversion of the GB3 Power Plant from an OCGT power plant to a CCGT power plant, which was ahead of schedule by 2.5 months. 7. BUSINESS OF OUR GROUP (Cont’d) The following summarises the Malaysian and overseas operating assets of our subsidiaries, associates and joint venture in various countries as at the Latest Practicable Date.
For further information on the licences held by our subsidiaries that own and/or operate power plants, see Annexure A of this Prospectus. In our electricity and chilled water distribution business, which began in 2000, our wholly-owned subsidiary, M Utilities, supplies electricity to all the buildings in the Kuala Lumpur Sentral Development on an exclusive basis pursuant to an 11-year licence issued by the Energy Commission expiring on 14 October 2017, and is renewable for an additional ten years. The Kuala Lumpur Sentral Development is a combined office, hotel, residential, retail and transit hub located approximately 1.5 km from Kuala Lumpur’s central business district and covers an area of approximately 72 acres. M Utilities also supplies chilled water to the buildings in the Kuala Lumpur Sentral Development pursuant to chilled water supply agreements that will expire between 2027 and 2032, but are renewable upon mutual agreement of the parties. In our project management business, our wholly-owned subsidiary, MESB provides project management services related primarily to plant design review and construction monitoring for our own power plant projects. It offers large-scale project management expertise related to the execution of engineering, procurement and construction contracts for plants, as well as managing relationships with engineers and the relevant authorities. Our largest shareholder is MMC which, directly and indirectly through its wholly-owned subsidiary, AOA, holds a combined 51.0% equity interest in us prior to the IPO. MMC is one of the leading utilities and infrastructure groups in Malaysia, with interests in ports and logistics, energy and utilities, and engineering and construction. Our other shareholders and their pre-IPO equity interests in us are EPF, which owns a 30.0% equity interest, KWAP, which owns a 10.0% equity interest, SCI Asia, which owns a 6.5% equity interest, and SEASAF, which owns a 2.5% equity interest. For the FYE 31 December 2014, our revenue was RM5,594.5 million and our PAT was RM412.8 million. As at 31 December 2014, our total assets were RM29,336.1 million and our equity attributable to owners of our Company was RM3,963.6 million. 108 7. BUSINESS OF OUR GROUP (Cont’d) 7.2 COMPETITIVE STRENGTHS 7.2.1 Largest IPP in Malaysia and SEA with an attractive portfolio of international power and water production assets We are the largest IPP in Malaysia and SEA in terms of total generation capacity as at the Latest Practicable Date, according to Frost & Sullivan. We have a sizeable portfolio of power generation assets in Malaysia, the MENA region and Australia, with total gross power generation capacity of 9,498.4 MW. According to Frost & Sullivan, our domestic effective power generation capacity from six power plants, of which five are majority-owned by our subsidiaries and one is owned by our associate, is approximately 5,346 MW, and represents 24.9% of Peninsular Malaysia’s total installed capacity as at the Latest Practicable Date. The MB group had a major presence in the Malaysian power generation sector since 1993 and since the completion of the Acquisition in 2007, we have continued to be engaged in the development, ownership and operation of Malaysian IPPs. We have led the development of two major power plants in Malaysia, namely, the Tanjung Bin Power Plant, which became fully operational in August 2007 and the Tanjung Bin Energy Power Plant, which is expected to commence commercial operations in 2016. In April 2014, we undertook the PO Power Acquisition, and we now own all of the 436.4 MW of generating capacity of the Port Dickson Power Plant. Our power generation portfolio in Malaysia is complemented by an attractive portfolio of power and water production assets in the MENA region and in Australia. According to Frost & Sullivan, a notable trend in the MENA region’s power generation sector is the integration of water production and power generation as a measure to meet the electricity demand and also address the water scarcity issue, one of the major concerns of the governments in the region. Since 2007, we have consistently expanded into international water production in the Kingdom of Saudi Arabia, Algeria, and Bahrain with the commencement of commercial operations of the Shuaibah Phase 3 Expansion IWP and the Shuaibah Phase 3 IWPP in the Kingdom of Saudi Arabia in 2009 and 2010, respectively, and the Souk Tleta IWP in Algeria, which commenced operations in 2011. In May 2012, we acquired a 40.0% equity interest in Hidd Power, the owner of the Hidd IWPP in Bahrain. According to Frost & Sullivan, the Shuaibah Phase 3 Expansion IWP and the Shuaibah Phase 3 IWPP collectively form the largest independent water project in the MENA region, based on collective plant design water production capacity of 1,030,000 m’ per day, and accounted for 10.1 % of the gross water plant design capacity in the Kingdom of Saudi Arabia as at 31 December 2013. The Souk Tleta IWP supplies water to Algeria’s national water company, L’Algerienne Des Eaux, and Algeria’s national oil and gas company, Sonatrach. According to Frost & Sullivan, the Hidd IWPP in Bahrain supplies electricity and water to Bahrain’s Ministry of Electricity and Water and accounted for approximately 34.0% of Bahrain’s gross installed power generation capacity and approximately 58.6% of Bahrain’s gross water production capacity in 2013. in June 2013, we completed the acquisition of a 50.0% participating interest in the unincorporated joint venture that owns the Macarthur Wind Farm. The Macarthur Wind Farm is the largest wind farm in the southern hemisphere as at the Latest Practicable Date, according to Frost & Sullivan, and this acquisition forms part of our strategic road-map to building up our renewable asset portfolio. 7. BUSINESS OF OUR GROUP (Cont’d) Our international expansion efforts have transformed us into a leading multinational power and water producer, with a gross international power generation capacity of 2,249 MW and gross water production capacity of 1,640,000 m3 per day as atthe Latest Practicable Date. In addition, the AI Ghubrah IWP in the Sultanate of Ornan, which is currently under construction, is expected to provide us with an additional gross water production capacity of 191,000 m3 per day upon commencement of commercial operations in the third quarter of 2015. As a result of our expansion efforts, we have grown our total effective power generation capacity from 3,128.7 MW since the completion of the Acquisition in April 2007 to 6,036 MW as at the Latest Practicable Date, representing a CAGR of 8.6% for the period. At the Same time, our venture into the MENA region through investments in our associates and joint venture has expanded our portfolio of assets to include water production businesses with a total effective water production capacity of 358,850 m3 per day. The chart below summarises the results of our expansion efforts since the completion of the Acquisition.
April 2007 • Effective power generation capacity (MW) For the FYE 31 December 2014, the share of profit, net of tax, from our equity­accounted foreign associates that have interests in Shuaibah Phase 3 Expansion IWP, Shuaibah Phase 3 IWPP and Hidd IWPP, and our equity-accounted foreign joint venture that has interest in the Souk Tleta IWP, collectively contributed 23.9% of our profit attributable to the owners of our Company. 7.2.2 Well positioned to benefit from growth in electricity and water demand in target markets Frost & Sullivan forecasts growth in electricity demand in Malaysia at a CAGR of approximately 9.7% per year between 2014 and 2018. Given the expected growth in electricity demand, together with the near-term retirement of older power plants, the Government plans to expand power generation capacity in Malaysia to maintain a power reserve margin of at least 25%. To cater for the anticipated increase in electricity demand, the Government has announced its intentions to expand the generation capacity of existing power plants and construct new power plants. The Energy Commission targets approximately 10,923 MW to 11,323 MW of additional planned power generation capacity in Peninsular Malaysia between 2014 and 2020 (including the continuation of existing PPAs), with approximately 4,777 MW of new power supply agreements by 2016, under which the plants are targeted to be operational between 2015 and 2016. Of the 4,777 MW that has already been awarded, 1,000 MW was awarded to our wholly-owned subsidiary, TBE, which owns the Tanjung Bin Energy Power Plant. The remaining 3,777 MW of new power suppiy agreements were awarded to TNB (3,103 MW) and Edra Global Energy Berhad (formerly known as 1MOB Energy Group Berhad) (675 MW). Latest Practicable Dale • Effective water production capacity (m~/day) 7. BUSINESS OF OUR GROUP (Cont’d) With the expected expansion of our effective power generation capacity as a result of the addition of the Tanjung Bin Energy Power Plant, our effective power generation capacity will exceed 7,000 MW by 2016. We expect that Tanjung Bin Energy Power Plant will cater to the increasing demand for power in the Iskandar development region in Johor, Maiaysia, which is projected by the South Johor Economic Region Comprehensive Development Plan 2025 to grow from 1,479 MW in 2010 to 2,254 MW in 2020. We expect that the limited addition of planned near-term power generation capacity in Malaysia will provide significant development opportunities for us as an IPP and create favourable conditions for the extension of some of our PPAs expiring in the future, as evidenced by the Energy Commission’s ten-year extension of the term for the SEV Power Plant to sell power to TNB. Further, with Malaysia’s GDP expected to grow at a rate of 5.5% to 6.0% in 2014 and a rate of 4.5% to 5.5% in 2015, according to the Ministry of Finance, Malaysia, we are well positioned to continue to increase our effective power generation capacity and benefit from the expected growth in power demand in Malaysia. According to Frost & Sullivan, in the MENA region, GDP is expected to grow at a rate of 6.3% per year between 2014 and 2018, according to forecasts by the International Monetary Fund. Power demand in the countries where we have an existing presence, namely, the Kingdom of Saudi Arabia, Algeria and Bahrain, is also expected to grow at a CAGR of6.3%, 7.5% and 4.1%, respectively, between 2014 and 2018, whilst water consumption for the MENA region is estimated to grow at a CAGR of 2.1 % for the same period, based on forecasts by Frost & Sullivan. We intend to consolidate and increase our market share in this region by capitalising on this growth through our interests in existing projects, such as through brownfield expansions, as well as through new opportunities, including privatisations or acquisitions of existing power generation or water production assets and new greenfield project development. In Australia, according to Frost & SUllivan, wind power generation is the largest renewable energy generation sector and is expected to grow at a CAGR of 25.5% between 2012-13 and 2019-20. Wind power generation is also expected to record the highest growth within the Australian renewable energy sector between 2013 and 2018. We believe we are well positioned to capitalise on this growth as the Macarthur Wind Farm is presently contributing towards the Australian Federal Government’s expanded Renewable Energy Target, which aims to have 20% of the country’s electricity generated from renewable sources by 2020. The southern and south western coasts of Australia are also amongst the most suitable areas in the world for wind energy generation and may offer opportunities for further capacity expansion due to the Macarthur Wind Farm’s presence in this strategic location. 7.2.3 Proven development, acquisition and operation and maintenance track record We have a long and successful track record of greenfield development that includes EPC negotiations, executing acquisition transactions, and operation and maintenance for both power generation and water production assets in Malaysia, the MENA region and Australia. In Malaysia, we have successfully completed the financing, design, engineering, procurement, construction, installation, testing, commissioning and operation and maintenance of the SEV Power Plant and the GB3 Power Plant, which are CCGT power plants with a combined generating capacity of 1,943 MW, as well as the Tanjung Bin Power Plant, one of the largest privately owned coal-fired power plants in SEA with a generating capacity of 2,100 MW as at the Latest Practicable Date. Our subsidiaries completed the construction of the Tanjung Bin Power Plant on schedule and the construction of the SEV Power Plant’s Block 1 and Block 2 ahead of schedule by three weeks and six months, respectively. The construction of the GB3 Power Plant was also ahead of schedule by one month, including the conversion of the GB3 Power Plant from an OCGT power plant to a CCGT power plant, which was ahead of schedule by 2.5 months. 7. BUSINESS OF OUR GROUP (Cont’d) Outside of Malaysia, through joint ventures, we completed the construction of the Shuaibah Phase 3 IWPP in the Kingdom of Saudi Arabia, which has 900 MW of power generation capacity and 880,000 m3 per day of water production capacity, the Shuaibah Phase 3 Expansion IWP in the Kingdom of Saudi Arabia, which has 150,000 m3 per day of water production capacity, and the Souk Tleta IWP in Algeria, which has 200,000 m3 per day of water production capacity. We are also currently involved through joint ventures in the design, construction, ownership, financing, and operation and maintenance of the AI Ghubrah IWP in the Sultanate of Oman, which we expect to have 191,000 m3 per day of water production capacity. We are very selective in our participation in new projects as well as in our bidding approach and will only proceed with potential new projects if we are confident of value being created. In line with this strategy, we have demonstrated a successful acquisition track record, having completed the acquisitions of a 40.0% interest in Hidd Power in Bahrain from International Power Holdings Limited in 2012 and a 50.0% participating interest in the Macarthur Wind Farm in 2013. In addition, in April 2014, we further consolidated our interest in the Port Dickson Power Plant by undertaking the PD Power Acquisition. Previously, in 2006, the MB group acquired a 20.0% interest in Dhofar Power Company, and in 2007, we acquired a 12.5% interest in CEGCO, an electricity generator in Jordan. We subsequently disposed of our entire interest in Dhofar Power Company in 2009 in line with the decision of the government of Oman to restructure Oman’s electricity industry, and also divested our entire stake in CEGCO in 2012, where the project’s controlling shareholder had also disposed of its interest, to realise the gain on those investments. Our portfolio of power generation and water production assets is complemented by our strong operation and maintenance capabilities, with a total operation and maintenance portfolio capacity of 8,049.4 MWof power, 1,421,000 m3 of water per day and 55 tonnes of steam per hour as at the Latest Practicable Date. We have over 20 years of experience in operation and maintenance and a proven track record in operating different power plants, including CCGT, OCGT and coal-fired power plants, as well as multi-stage flash distillation desalination plants, reverse osmosis desalination plants and multi-effect distillation and co-generation plants. Our established track record in operation and maintenance, include providing such services to third-parties locally and subsequently internationally. In 1999, MB via TJSB was awarded a five-year contract by PETRONAS Gas to train their personnel, as well as to operate and maintain the PETRONAS Centralised Utilities Facilities in Kerteh and Gebeng, Malaysia. Following the conclusion of the five-year period, the facilities were successfully returned to PETRONAS Gas to operate its facilities. After the Acquisition, we expanded our operation and maintenance business internationally. In 2013, we also successfully completed the five-years Operation and Maintenance Management Services agreement with Alghanim International General Trading and Contracting Co. W.L.L. in Kuwait (“Alghanim”) for the operation, maintenance and management services of the Az Zour 800 MW OCGT Emergency Power Plant owned by the Ministry of Energy and Water, Kuwait (“MEW”). Alghanim was awarded an agreement by MEW to convert the Az Zour 800 MW OCGT Emergency Power Plant to the 1,200 MW CCGT power plant, and subsequently we were appointed by Alghanim to undertake the operation, maintenance and management services for its 1,200 MW CCGT power plant for four years. In the first quarter of 2013, we were awarded an operation maintenance management services contract by PT. Merak Energi, Indonesia for the operations maintenance and management services of a 120 MW coal-fired power plant with a steam production capacity of 55 tonnes of steam per hour located in the District of Banten, Indonesia. The contract is for a period of five years from the first unit commercial operation date in December 2013. 7. BUSINESS OF OUR GROUP (Cont’d) Our strong culture of operational excellence and a disciplined management system have ensured that our assets are not only managed and maintained efficiently, but are also cost effective through the deployment of the latest specialised operation and maintenance tools and methodologies. These tools and methodologies include Computerised Maintenance Management System, Reliability Centred Maintenance, Reliability Based Inspection, Reliability Centred Spares, Condition Based Maintenance, Root Cause Analysis, Performance Analysis (Gate Cycle), Safety & Security, Operations & Maintenance and Engineering Audits. Our systematic approach to operation and maintenance performance improvement is centred on enhancing capability development, as well as instilling a continuous improvement culture, with the aim of propelling our asset performance towards sustainable, world-class standards. We have developed a reliable operational methodology, as demonstrated by some of our power plants achieving higher than IPP industry averages, as set out in Section 1.5.3 of the executive summary of the IMR Report included in Section 8 of this Prospectus, in terms of thermal efficiency and equivalent availability factors. Our operational excellence is further evidenced by our ability to form partnerships with leading players in the power generation and water production businesses. We have complemented this with a culture that promotes commitment to strong health, safety and environmental practices, where, for example, our wholly-owned gas-fired Prai Power Plant achieved a significant milestone in 2013 when it clocked in three million man hours with zero accidents recorded since it commenced operations in June 2003. 7.2.4 Well positioned to capitalise on the increasing role of coal-fired power generation in Malaysia Coal is expected to have an increasing share of the overall power generation fuel mix in Malaysia, driven by its lower cost relative to gas as fuel for power generation. Peninsular Malaysia has historically relied on domestic natural gas to fuel economic growth. With maturing gas fields and escalating demand growth, the country is importing LNG to fill the gap. According to Frost & Sullivan, the domestic price of natural gas is RM15.20 per mmbtu as at the Latest Practicable Date. Domestic natural gas prices are expected to gradually rise in the future until they reflect market prices. As a result, Malaysia’s installed capacity for coal-fired power generation is expected to increase from 31.8% of the total installed power generation capacity in 2010 to 49.0% by 2020, according to Frost & Sullivan. We believe that we are well positioned to benefit from this increased reliance on coal, given our experience and track record in successfully developing and operating one of the largest privately owned coal-fired power plants in SEA. As at the Latest Practicable Date, our well diversified fuel mix, based on effective power generation capacity in Malaysia, is approximately 46.5% gas-fired, 35.4% coal-fired and 18.1% multi-fuel­fired. We operate one of the largest privately owned coal-fired power plants in SEA, the Tanjung Bin Power Plant, with a generation capacity of 2,100 MW that accounted for approximately 29.3% of Peninsular Malaysia’s total installed coal-fired generation capacity as at the Latest Practicable Date, according to Frost & Sullivan. The TBP PPA provides for demand-linked payments that provide us with the benefit of despatch bonuses when power demand increases and the plant despatches beyond the pre­defined thresholds set forth in the TBP PPA. We are also currently constructing the Tanjung Bin Energy Power Plant, which features a production process that operates at super-critical steam parameters, allowing for higher efficiency in electricity generation, and the latest fabric filter plant and flue gas desulphurization clean-coal technologies. This piant will further increase our coal-fired power generation capacity to approximately 45.5% of our total effective power generation capacity in Malaysia. Further, we have ready access to requisite land, existing coal handling and transmission infrastructure at our existing Tanjung Bin site that can be utilised for further capacity expansion. Our approXimately 353 ha of land at the Tanjung Bin site has a remaining lease of up to 33 years which can be used to support further contract extensions beyond Tanjung Bin Power Plant’s existing PPA or to support further capacity expansion. 7. BUSINESS OF OUR GROUP (Cont’d) We believe that our extensive experience and track record in coal-fired power generation has given us a competitive advantage in the industry, providing a platform on which we can continuously build and improve. 7.2.5 Reliable cash flow supported by long-term PPAs, high credit quality counterparties and strategic partnerships Our power generation capacity is fully contracted for, based on long-term PPAs that feature fuel cost pass-through and scheduled escalations in relation to operating rates. More than two-thirds of our weighted average PPAs in Malaysia have remaining terms in excess of ten years based on effective generation capacity. We believe that we have the longest remaining PPA term among the operating IPPs in Malaysia, with a weighted average remaining PPA term of approximately 13 years (based on the effective generation capacity of each of our and our associate’s power plants in Malaysia which are currently in operation), compared with approximately 11 years for our second­ranked competitor in Malaysia as at the Latest Practicable Date, according to the Energy Commission as at 14 September 2014. With the inclusion of the TBE PPA, our weighted average remaining PPA term will increase to approximately 15 years. Further, based on the effective generation capacity of each of our and our associates’ power plants in and outside Malaysia which are currently in operation, our weighted average remaining PPA and PWPA term (including the remaining term of our Macarthur Wind Farm Contracts) is approximately 13 years. Our contractual operating framework has resuited in high credit ratings of at least AA3/AA-as at the Latest Practicable Date by Rating Agency Malaysia/Malaysian Rating Corporation Berhad at various ievels in our group of companies. This is also reflected in our strong and stable financial performance. For example, we achieved EBITDA of RM1, 721.0 million and RM2,460.9 million with EBITDA margins of 36.5% and 44.0% for the FYE 31 December 2013 and 2014, respectively. Our offtakers primarily consist of high credit quality government or government-linked entities, such as TNB, our sole offtaker in Malaysia, which is a 31 %-government owned entity, with credit ratings Df AM (Rating Agency Malaysia), BBB+ (S&P) and A3 (Moody’s) as at the Latest Practicable Date. In Australia, the primary offtaker for the Macarthur Wind Farm is AGL Energy Limited, with a credit rating of BBB (S&P) as at the Latest Practicable Date. Our associates’ offtakers in the MENA region are state­owned enterprises. In Algeria, the offtakers are Algeria’s national water company, L’Algerienne Des Eaux, and Algeria’s national oil and gas company, Sonatrach. In Bahrain, which has a sovereign credit rating of BBB-(S&P) and Baa2 (Moody’s) as at the Latest Practicable Date, the offtaker is Bahrain’s Ministry of Electricity and Water. In the Kingdom of Saudi Arabia, electricity and water are sold to Saudi Arabia’s Water and Electricity Company. Our principal suppliers of fuel are PETRONAS and TFS, a wholly-Dwned subsidiary of TNB. We are also able to leverage Dn our relationships with established and reputable international network of vendors and strategic partners, including Alstom Power, GE, Toshiba, TNB, Khazanah, PETRONAS, AGL Energy Limited, Acwa Power, Sumitomo and GDF Suez SA. Our experience and track record in the industry help provide the credentials and confidence to such vendors to continue working with our Company. In addition, we believe our strong network and relationships with our strategic partners will enhance our competitive positioning when jointly exploring new opportunities with them. 7. BUSINESS OF OUR GROUP (Cont’d) 7.2.6 Experienced, skilled and qualified management team with strong execution capabilities, complemented by established local shareholders Our management team has extensive experience in the power industry and a proven track record of successfully developing and operating power plants as well as executing acquisitions. Our management team’s breadth of experience includes planning, design review, project management, developing and commissioning of gas-fired, coal-fired and oil-fired power plants and water production technologies. The majority of our senior management team has an average of 20 years of related experience in the power industry and has spent an average of 16 years with us. We are continuously developing our senior management team to strengthen the team’s leadership capability that is critical to business growth and sustainability. To ensure a pipeline of talent to assume senior management positions in the future and business critical positions, we have established a robust succession planning framework and implemented leadership programmes that entail on-the-job learning, coaching and mentoring programmes. As such, we seek to ensure that our managers and staff are equipped with the best-in-c1ass technical and execution capabilities. Our shareholders include Malaysian institutions and experienced local and international financial investors. Our largest shareholder, MMC, is one of the largest listed utilities and infrastructure groups in Malaysia by market capitalisation, with interests in ports and logistics, energy and utilities, as well as engineering and construction businesses. Two of our other shareholders include pension funds, namely EPF and tWVAP, which have been our shareholders since 2007. 7.3 BUSINESS STRATEGIES AND FUTURE PLANS Our vision is to be a leading Malaysian multinational power and water company. To achieve this vision, we are anchored by the following strategic pillars: • Sustainable and continuous growth;
• Maximising value from existing assets; and
• Continued focus on operational excellence and organisational capability.
Our ultimate goals include:
• Expanding our effective power generation capacity to 10,000 MW and expanding our effective water production capacity by approximately 150% by 2020 by:
o Commencing operations of the 1,000 MW Tanjung Bin Energy Power Plant by 2016;
o Selectively pursuing additional investments and acqUisitions on our own as well as in collaboration with our strategic partners; and
o Maintaining our investment objectives focus on assets that are fully contracted through long-term off-take contracts, have long-term non-recourse project debt facilities in place and are expected to have a significant operating useful life following completion of the initial off-take agreement;

 

• Delivering profitable growth to our shareholders that commensurate with our generation capacity growth by:
o Focusing on profitable and sustainable growth projects; and
o Acquiring assets that would provide immediate value accretion;

 

7. BUSINESS OF OUR GROUP (Cont’d) • Further diversifying our assets portfolio by expanding our renewable power generation portfolio both domestically and internationaliy by:
o Exploring opportunities in developed markets where power generation from renewable sources is prioritised; and
o Focusing on smaller to medium scale, low capital, high profitability renewable energy projects;

 

• Doubling the contribution from operation and maintenance by 2020 in line with the increase in the capacity serviced by our operation and maintenance business, as well as our electricity and chilled water distribution business by:
o Exploring opportunities for the provision of operation and maintenance services to third-party power and water plants and new projects; and
o Capitalising on the track record and strength of our existing operation and maintenance team; and

 

• Optimising our capital structure to support sustainable growth by optimising asset portfolio, capital structure and funding costs.

To achieve our goals, we intend to leverage on our position as Malaysia and SEA’s largest IPP, based on effective generation capacity, with a proven track record of completing projects within a specified timeframe and budget, as well as executing attractive acquisitions. We will capitalise on our existing sites, landbank and infrastructure to the extent possible to grow our operations. In addition, we aim to work with our shareholders and strategic partners to lead us to new opportunities, including collaboration at the project level. Our key strategies and plans that support our goals are highlighted below. 7.3.1 Further expand our power generation platform in Malaysia to meet increasing power demand We aim to increase our effective power generation capacity to reach 10,000 MW by 2020. We plan to achieve this through successfully completing the development, construction and commissioning of the 1,000 MW Tanjung Bin Energy Power Plant, which is expected to commence commercial operations in 2016 and will increase our domestic effective power generation capacity by approximately 18.7% from our current 5,346 MW We also plan to pursue additional investments in, or acquisitions of, new or existing power generation assets on a selective basis to expand our market presence and advance our market position at attractive returns. We are in the midst of discussions with PETRONAS to participate in a 1,300 MW co­generation power plant that forms part of PETRONAS’ Refinery and Petrochemicals Integrated Development (“RAPID”) project. The RAPI D project is part of the Pengerang Integrated Complex (“PIC”) in Southern Johor, Malaysia, which comprises the world­scale RAPID and other associated facilities. RAPID is estimated to cost about USD16 billion while the associated facilities will involve an investment of about USD11 billion. Developed within a 6,242-acre site, the PIC will consist of a 300,000 barrels per day refinery and a petrochemical complex with a combined capacity of producing 7.7 million tonnes per annum of various grades of products including differentiated and specialty chemicals products such as synthetic rubbers and high grade polymers. The project will also see the development of a host of associated facilities including a raw water supply facility, a power co-generation plant, an LNG regasification terminal and other ancillary facilities. In April 2014, PETRONAS announced that a final investment decision had been reached on the RAPID proJect. Based on the current progress, the project is poised for its refinery start-up by early 2019. Notwithstanding the declining trend in oil prices since the last quarter of 2014, we take a long-term view with respect to our projects and will continue to evaluate our proposed participation in the RAPID project. 7. BUSINESS OF OUR GROUP (Cont’d) We are also currently studying the feasibility of other potential projects in Malaysia, which may include acquisitions. Across Peninsular Malaysia, we have existing land of approximately 400 ha which provide ready access to transmission infrastructure. We can leverage on the long remaining leases of our land, 47 years on average, for further capacity expansion or contract extensions beyond the life of our existing PPAs. We believe that our existing sites and infrastructure including transmission lines and substations would be sufficient to accommodate our expansion and building of additional plants in the future. 7.3.2 Grow our international presence in power generation and water production Being a multinational company, we also aim to increase our international effective power generation capacity. Our domestic expansion strategy, together with our international expansion strategy, will significantly expand our total effective power generation capacity from 6,036 MW to 10,000 MW by 2020. We believe our experience as a developer, operator and owner of generation assets will provide us with a strong foundation to explore investments in expected high electricity and water-demand regions outside of Malaysia. We are currently studying the feasibility of a new 1,000 MW coal-fired power plant at the existing Tanjung Bin site for the export market to Singapore and another 1,000 MW coal-fired power plant to be located in north Peninsular Malaysia for the export market to Thailand. We believe that we are well positioned to capture these potential opportunities given our geographical proximity to Singapore and Thailand. We remain keen to continue our relationships with our strategic partners who may identify other markets and regions of new and upcoming opportunities. In January 2013, we, together with our partners, formed MCDC to undertake the design, construction, ownership, financing, and operation and maintenance of the AI Ghubrah IWP in the Sultanate of Oman, which will have an expected water production capacity of 191,000 m3 per day, thereby increasing our effective water production capacity as at the Latest Practicable Date by 24%. Pursuant to a WPA entered into with OPWP on 11 February 2013, the AI Ghubrah IWP is expected to supply water to OPWP fora temr of 20 years commencing from the scheduled COD, which is expected in the third quarter of 2015. We will continue to cooperate with our strategic partners to jointly participate in our international expansion projects. These partnerships provide us access to lower-cost financing and added specific expertise related to developing and operating assets in certain jurisdictions. In addition, these partnerships provide an added potential competitive advantage in securing projects in countries where government-to­government relationships are critical and provide us with enhanced risk mitigation. We have demonstrated this through our partnership with GDF Suez SA and Sumitomo in Hidd Power, Sumitomo and Cadagua in MCDC and AGL Energy Limited in the Macarthur Wind Farm. Our international expansion strategy will focus on expanding into certain stable, developed and mature energy markets such as Australia and the United Kingdom, which are characterised by established merchant power markets. The stable regulatory, legal and power market structure in these countries make entry for new participants like us relatively seamless. We intend to develop our capabilities to become a merchant power operator in these markets. 7. BUSINESS OF OUR GROUP (Cont’d) We will also pursue new opportunities in emerging countries with high GDP-growth and expanding energy markets such as Thailand, Indonesia, Turkey and South Africa. We believe that the substantial energy demand-supply gap in these countries coupled with the shortfall in domestic investments in the energy sector provide for an opportune environment for a company with our competency and financial strength to thrive in. These countries have also been identified as areas where Malaysia-based companies have been successful in international expansion. We intend to leverage on our experience and track record in our existing countries of operations, with a view to consolidating our market share in existing countries of operation and increasing our market share in our target countries. To achieve this objective, we plan to pursue various greenfield and brownfield projects, and acquisition opportunities in these countries. We will pursue additional investments on a selective basis, focusing on profitable projects that will provide further geographic diversification. Our strategy includes making additional investments to further expand our portfolio without significant capital commitments. Any funding requirements for our business expansion will be financed through a combination of internally generated funds and/or borrowings. 7.3.3 Further expand renewable power portfolio According to Frost & Sullivan, the Government plans to increase renewable power generation capacity (excluding large-scale hydroeiectric power plants) to 2,080 MW by 2020 from 219 MW in 2011. This initiative will create new growth prospects for the Malaysian power generation industry and more opportunities for us to expand our renewable power generation portfolio. Several measures have been identified by the Government to increase the contribution of renewable energy in the electricity generation mix such as a Feed-in-Tariff surcharge and the establishment of a Renewable Energy Fund. According to Frost & Sullivan, biomass and small run-of-river hydro power projects will be the main contributors to Malaysia’s renewable energy capacity target of 2,080 MW by 2020. Outside of Malaysia, we will continue to explore opportunities in developed markets where renewable energy and power generation are given high importance and treated with priority such as Australia and the United Kingdom. According to Frost & Sullivan, electricity production from renewable energy in Australia is expected to expand to 63,000 GWh with an expected CAGR of 9.9% from 2012-2013 to 2019-2020, while electricity production from renewable energy in the United Kingdom is expected to expand to 110,000 GWh in 2020 with an expected CAGR of 12.7% from 2013 to 2020.
We plan to continue to pursue opportunities in the renewable power sector, focused on small run-of-river hydro, waste-to-energy and potentially biomass and biogas power projects, and we are considering the development, or potential acquisition, of additional wind and solar (involving the production of electrical energy from sunlight) projects. Our renewable power generation activities include: • Exploring a waste-to-energy project (involving the production of electrical energy from incineration of waste) in Malaysia, where we have successfully been prequalified for and are in the process of submitting a bid for the waste­to-energy project for Kuala Lumpur at a 1,000 tonnes per day and 25 MW capacity project. If we are successful in our bid, we expect to start constructing this project in the first quarter of 2016. We are also actively pursuing other similar waste-to-energy projects in selected states in Malaysia; and 7. BUSINESS OF OUR GROUP (Cont’d) • Studying the feasibility of small run-of-river hydro projects in East and West Malaysia, primarily in Perak, Pahang and Sabah, each of which involves the development of a hydroelectric power project (involving the production of electrical energy harnessed from flowing water). We are already in discussions with various parties, mostly being state and government-backed agencies, for the potential development of 15 MW to 35 MW low-head dams or high-head run-of-river hydro projects. Our strategic focus on renewable sources is evident from our successful addition of 210 MW of effective renewable power capacity through our acquisition of a 50.0% participating interest in the unincorporated joint venture that owns the Macarthur Wind Farm in June 2013. 7.3.4 Expand our operation and maintenance and our electricity and chilled water distribution businesses Currently, M Power group of companies’ core business is the provision of operation and maintenance services to our majority-owned power plants in Malaysia. The recent reorganisation in our operation and maintenance businesses had Identified TJSB, through TJSB International group of companies, to focus on third-party and international operation and maintenance businesses. Besides operating and maintaining our owned or associates’ assets, we continue to explore opportunities in the provision of operation and maintenance services to third-party power and water plants by capitalising on our existing strengths and experience in operation and maintenance. Our subsidiaries have already successfuily secured and executed operation and maintenance contracts with numerous third-parties such as PETRONAS Gas and Alghanim, among others. On the back of our past experience in these locations, we are exploring other operation and maintenance opportunities in the MENA region, Indonesia and other SEA countries. We are also currently supplying electricity and chilled water for air conditioning to the Kuala Lumpur Sentral Development area. We intend to further expand this business in similar development projects in major cities in Malaysia including the Tradewinds Square Project in Kuala Lumpur. Based on our audited consolidated financial resuits for the FYE 31 December 2014, the contribution from our operation and maintenance business of approximately RM1 0.5 million represents 0.8% of our results from operating activities of approximately RM1 ,271.4 million. 7.3.5 Focus on financial prudence, technical competency, organisational and operational capabilities to support sustainable growth We intend to continue to maintain our strong financial position while achieving profitable and sustainable growth. We will also continue to optimise our asset portfolio, capital structure and funding costs. For example, in 2013, we successfully refinanced the RM5,380 million M Power’s Senior Sukuk to a new facility with a longer tenor and an amortising profile that better matches our cash flows. We operate in a business that requires strong technical competency, operational capabilities and the ability to continue to attract and retain top talent. With the expansion of our operations, we will continue to emphasise the strengthening of our existing human capital management and processes to support our growth. Attracting the right talent with the right competencies is critical to support our growth plans for the future. We intend to do this by recruiting fresh graduates that we will train and integrate into our organisation. This will allow us to expand our business and sustain our corporate succession plans without having to recruit experienced staff at high cost. We are committed to training and providing avenues for continuous development to ensure the retention of our best talent, and this is demonstrated by the increase in our training programmes since the commencement of our business. 7. BUSINESS OF OUR GROUP (Cont’d) Central to our human capital development is a team of dedicated trainers that possess expertise in power plant operation and control. Our technical training team delivers foundation courses for power plant operation and maintenance personnel. The courses are designed to provide staff with knowledge and skills required to operate and maintain highly specialised power plant equipment. Our development programmes include on-the-job training, plant simulators and classroom training, supplemented with comprehensive assessments. We use a power plant simulator to train our employees. The simulator is an effective tool for power plant operational training that simulates the operating conditions of a power plant, allowing us to train employees without incurring power generation loss or damaging plant equipment. Our power plant simulator elevates the ievel of competency of operating personnel and builds the confidence required to handle day-to-day operation and emergencies. We have four units of power plant simulators for both CCGT power plants and coal-fired power plants. We have also been providing simulator training to both local and international clients. We are also committed to maintaining and developing our existing world-class operating procedures and systems, as well as implementing innovative solutions to accommodate new technological advancements and geographical expansion. We are currently conducting operational performance benchmarking to be followed by a productivity improvement programme. (The rest of this page has been intentionally left blank) 7. BUSINESS OF OUR GROUP (Cont’d) 7.4 HISTORY AND KEY MILESTONES 7.4.1 History and background of the Acquisition A substantial portion of our Malaysian power generation businesses were previously the businesses of MB. MB was previously listed on the Main Board of the Kuala Lumpur Stock Exchange (now known as Main Market of Bursa Securities). MB was incorporated on 9 October 1975 as a plantation-based company. However, a shift in MB’s corporate direction resulted in the disposal of its plantation-based assets in October 1993 and its sUbsequent venture into the Malaysian power generation sector. MB grew its power generation business in Malaysia by developing, commencing operation of, or by acquiring interests in, the following power plants in Peninsular Malaysia: the SEV Power Plant in 1996, the GB3 Power Plant in 2001 and the Prai Power Plant in 2003. MB also acquired interests in the Port Dickson Power Plant and the Kapar Power Plant in 1993 and 2004, respectively. By 2005, MB had a total effective power generation capacity of 3,128.7 MW, representing approximately 17.8% of the total generation capacity of 17,623 MW in Peninsular Malaysia, according to the Energy Commission. 1 At the time of the Acquisition in 2007, the MB group had commenced the construction of the Tanjung Bin Power Plant as part of its plans to expand its domestic generation capacity. Between 2005 and 2007, the MB group participated in various joint ventures that were awarded the Shuaibah Phase 3 Expansion IWP and the Shuaibah Phase 3 IWPP projects in the Kingdom of Saudi Arabia as well as the Souk Tleta IWP project in Algeria. These projects involved development, operation and maintenance services. The MB group was also involved in the operation and maintenance of its own power plants through TJSB, which it had acquired in 1998, and was involved in the management of large scale engineering, procurement and construction projects through MESB. The MB group ventured into the electricity and chilled water distribution business through its then subsidiary, Wirazone Sdn Bhd (later renamed and rebranded as M Utilities) in 2000. On 17 May 2006, MMC, through its then wholly-owned subsidiary, NAB, made an offer to acquire all the assets (other than cash) of MB, including the assumption of all the liabilities of MB for a total cash consideration of RM9,307.6 million (less any available cash balance in MB at the completion of the Acquisition). At the time, MMC held 22.0% equity interest in MB, comprising 197,858,334 ordinary shares of RM1.00 each that was subsequently transferred to NAB. The Acquisition was completed on 30 April 2007, with the transfer of all the assets (other than cash) of MB, including the assumption of all the liabilities of MB, to NAB. The assets transferred to NAB included all of MB’s equity interests in its then subsidiaries and associates. NAB had financed the Acquisition through a combination of equity and debt issuances. MB was delisted from the Official List of the Main Board of Bursa Securities (now known as Main Market of Bursa Securities) on 18 July 2007. NAB assumed our present name on 25 April 2007, following the Acquisition. Following the Acquisition, EPF, KWAP, Standard Chartered Private Equity Limited (which has since transferred its shares to SCI Asia) and SEASAF purchased ordinary shares in our Company and emerged as our shareholders, with MMC holding 51.0% equity interest in our Company. Electricity supply industry in Malaysia, Performance and Statistical Information Report 2006, the Energy Commission. 7. BUSINESS OF OUR GROUP (Cont’d) The Acquisition was part of MMC’s transformation strategy to become a premier utilities and infrastructure player with three core businesses: ports and logistics, energy and utilities, and engineering and construction, with our Company as its flagship for the energy and utilities business. Since the completion of the Acquisition, MMC has been able to consolidate our financial results. At the time of the Acquisition, MB did not have any imminent need to tap the equity market. Being in the private domain has also enabled us to be more agile and aggressive in our international expansion strategy, and we also have greater flexibility to pursue opportunities relating to water production and power generation projects abroad. 7.4.2 Key developments since the Acquisition Since the completion of the Acquisition, we have been developing and acquiring new generation capacity to expand our portfolio to include power, water and renewable energy businesses that offer the potential for attractive project returns. In fact, on the domestic front, our agenda has continued to be focused on efforts to meet the forecasted power shortages in Peninsular Malaysia by actively pursuing either greenfield developments, acquisitions or investment opportunities. Below is a summary of the key developments of our business since the completion of the Acquisition up to the Latest Practicabie Date. Secured an Acquired extension to MMe, via NAB Shuaibah Phase Souk Tleta 40.0% interest operate the SEV completed fhe 3 Expansion IWP IWP in Hidd Power, Power Plant for Acquisition of commenced commenced owner of the another 10 years Undertook the PO MB operations operations Hidd IWPP until 2027 Power Acquisition Tanjung Bin Shuaibah Awarded Acquired the entire Acquired 50.0% Power Plant Phase 31WPP concession for business, participating interest commenced futl commenced the construction including all rights in the operations operations of Tanjung Bin and assets of unincorporated joint Energy Power HICOM Power venture that owns Plant (save for certain the Macarthur Wind exclusions thereof) Farm Since the completion of the Acquisition, our Group has also expanded into international water production and renewable energy businesses. We expanded overseas to the Kingdom of Saudi Arabia, Algeria and Bahrain, with the commencement of the commercial operations of the Shuaibah Phase 3 Expansion iWP and the Shuaibah Phase 3 IWPP in the Kingdom of Saudi Arabia in November 2009 and in January 2010, respectively, the Souk Tleta IWP in Algeria in April 2011 and the acquisition of a 40.0% equity interest in Hidd Power, which in turn owns Hidd IWPP in Bahrain, in May 2012. In June 2013, we ventured into the Australian market and the renewabie energy sector with our acquisition of a 50.0% participating interest in the unincorporated joint venture that owns the Macarthur Wind Farm. The acquisition of the MacarthurWind Farm forms part of our strategic road-map to building up our renewable energy asset portfolio and we believe that it will strengthen our Group’s footing as a leading multinational power and water producer. 7. BUSINESS OF OUR GROUP (CDnt’d) AccDrding tD FrDst & Sullivan, the Shuaibah Phase 3 ExpansiDn IWP and the Shuaibah Phase 3 IWPP cDllectively fDrm the largest independent water prDject in the MENA regiDn, based Dn cDllective plant design water productiDn capacity Df 1,030,000 m3 per day, and accDunted fDr 10.1% Df the grDss water plant design capacity in the KingdDm Df Saudi Arabia as at 31 December 2013. The SDuk Tleta IWP supplies water tD Algeria’s natiDnal water cDmpany, L’Algerienne Des Eaux, and Algeria’s national Dil and gas cDmpany, SDnatrach. The Hidd IWPP in Bahrain supplies electricity and water tD Bahrain’s Ministry Df Electricity and Water and accDunted fDr approximately 34.0% Df Bahrain’s grDss installed pDwer generatiDn capacity and approximately 58.6% Df Bahrain’s gross water productiDn capacity in 2013, accDrding tD Frost & Sullivan. The Macarthur Wind Farm is the largest wind farm in the sDuthern hemisphere as at the Latest Practicable Date and can generate enDugh clean energy tD pDwer apprDximately 220,000 average-sized hDmes in the State Df VictDria, Australia. All these internatiDnal ventures have resulted in Dur internatiDnal DperatiDns having an effective pDwer generatiDn capacity Df 690 MW and an effective water productiDn capacity Df 358,850 m3 per day as at the Latest Practicable Date. In additiDn, MCDC, the prDject cDmpany in which Dur whDlly-Dwned subsidiary, MalakDff IL hDlds a 45.0% indirect equity interest, signed a 2o-year WPA with OPWP in February 2013 fDr the AI Ghubrah IWP in the Sultanate Df Oman which will have an expected water prDductiDn capacity Df 191,000 m3 per day. The cDnstructiDn Df the AI Ghubrah IWP is expected tD be cDmpleted with the plant scheduled tD CDmmence commercial DperatiDns in the third quarter Df 2015. As at 27 March 2015, the physical cDmpletiDn Df the AI Ghubrah IWP stDDd at approximately 92.3%. We have alsD cDntinued tD engage in the develDpment, Dwnership and DperatiDn Df Malaysian IPPs since the cDmpletiDn Df the AcquisitiDn. Since 2007, we have led the develDpment Df twD majDr pDwer plants in Malaysia, namely the Tanjung Bin PDwer Plant which became fUlly DperatiDnal in August 2007 and the Tanjung Bin Energy PDwer Plant which is expected tD CDmmence cDmmercial DperatiDns in 2016. The Tanjung Bin PDwer Plant is the first privately DWned cDal-fired pDwer plant in Malaysia and is Dne Df the largest privately Dwned coal-fired pDwer plants in SEA, based Dn generatiDn capacity, as at the Latest Practicable Date. According tD Frost & Sullivan, its 2,100 MW installed capacity accDunted fDr approximately 29.3% Df Peninsular Malaysia’s tDtal installed cDal-fired generatiDn capacity as at the Latest Practicable Date, and this increased the effective pDwer generatiDn capacity Df Dur pDwer plants in Malaysia from 3,128.7 MW at the time Df the cDmpletiDn Df the AcquisitiDn tD 5,018.7 MW by August 2007. In 2011, we were awarded the cDncessiDn fDr the cDnstructiDn, develDpment, DperatiDn and maintenance fDr the Tanjung Bin Energy PDwer Plant fDr 25 years by the Energy CDmmissiDn. The cDnstructiDn Df the Tanjung Bin Energy PDwer Plant cDmmenced in March 2012 invDlving a RM6.7 billiDn capital expenditure programme, Df which RM5.2 billiDn has been spent as at 31 December 2014. The Tanjung Bin Energy PDwer Plant is expected tD provide us with an additiDnal 1,000 MW Df effective pDwer generatiDn capacity UpDn CDmmencement Df its DperatiDns in 2016. In February 2013, we alsD secured an extensiDn Df the term fDr the SEV PDwer Plant tD sell pDwer tD TNB until 2027. 7. BUSINESS OF OUR GROUP (Cont’d) —————-_._­In addition to retaining all of MB’s Malaysian power generation businesses, in April 2014, we had also acquired the remaining 75.0% equity interest in PO Power, which owns the Port Dickson Power Plant, from Sime Darby Energy for a cash consideration of RM289.0 million. The purchase consideration took into consideration, among others, the expiration of the PO Power PPA in January 2016 and in the event that the PO Power PPA is not renewed. However, given the strategic location of the Port Dickson Power Plant, which is located in the central region of Peninsular Malaysia where there continues to be a strong demand for electricity consumption, coupled with the Government’s intention to maintain a healthy reserve margin in the country, we believe that peaking plants such as the Port Dickson Power Plant would still be required and as such, we are optimistic that the PO Power PPA will be extended, especially since the Port Dickson Power Plant is still in excellent condition and has a readily available site which is close to the load centre and transmission line that allows for repowering of at least another 1,000 MW of power capacity. PO Power is still in discussions with the Energy Commission for the extension of the PO Power PPA. The ultimate decision on whether to extend the PO Power PPA is, however, beyond our control. In the event the PO Power PPA is extended, we do not expect to incur substantial capital expenditure as the Port Dickson Power Plant is still in excellent condition, unless we intend to repower the plant to increase the plant’s capacity and generation. The chart below depicts the growth of our total effective power generation capacity and water production capacity from the completion of the Acquisition in April 2007 up to the Latest Practicable Date. 6,036327.3
210 ~ 372 ~ I ~lii 17,850 April 2007  August 2001  2009  2010  2011  2012  2013  2014  As at the Latest Practicable Date  ~r~ Total effeclive generation capacity (MW)  Total effective water production capacity (m3/day)  As at the Latest Practicable Date, our Group has 6,036 MW of total effective power generation capacity in operation in Malaysia, the MENA region and Australia, representing a CAGR of 8.6% in our total effective power generation capacity from the completion of the Acquisition in April 2007 up to the Latest Practicable Date. In addition, our independent water production and power generation businesses in the MENA region have a total effective water production capacity of 358,850 m3 per day.

7. BUSINESS OF OUR GROUP (Cont’d) The charts below show the changes in the portfolio as well as the breakdown of our total effective power generation capacity and water production capacity by geography and fuel mix, where applicable, since the completion of the Acquisition in April 2007 up to the Latest Practicable Date. Effective power generation capacity (MW) Effective water production capacity (m’/day) Bahrain 6% Australia 3% Saudi Arabia 2%
6,036  As at completion of Acquis ition RWind BMulti-fuel  _Coal Latest P RGas As at the racticable Date  As at com pletion of Acquisition  As at the Latest Practicable Date
The growth in our operations through our expanded portfolio of local and international assets since the completion of the Acquisition has also contributed to the growth in our revenue and earnings. Based on the latest available audited financial statements of the MB group at the time of the Acquisition, the revenue and PAT of the MB group were RM1,923.2 million and RM442A million, respectively, forthe FYE 31 August 2006. Our revenue and PAT for the FYE 31 December 2012,2013 and 2014 are as follows: FYE 31 December 2012 2013 2014 (RM’OOO) (RM’OOO) (RM’OOO) Revenue 5,587,608 4,717,419 5,594,484 PAT 547,815 234,658 412,844
Our revenue for the FYE 31 December 2012,2013 and 2014 are significantly higher than the revenue of the MB group for the FYE 31 August 2006, increasing by more than two-fold. Our PAT for the FYE 31 December 2012 was also higher than the PAT of the MB group for the FYE 31 August 2006. The revenue and PAT of the MB group for the FYE 31 August 2006 have not been adjusted to take into account the effects of IC Interpretation 4, Determining whether an Arrangement contains a Lease, which was adopted by our Group for the FYE 31 December 2011, or other changes in accounting policies adopted since then. For further information on adoption of the IC Interpretation 4, see to Section 12.2.3(i) of this Prospectus. However, our PAT for the FYE 31 December 2013 was affected by the unscheduled outages at the Tanjung Bin Power Plant which materially and adversely affected our financial performance beginning in the first quarter of 2013, resulting in lower revenue contribution from TBP during the year in the form of available capacity payments and energy payments. The recovery programme of remedial and improvement works and other steps implemented at the beginning of July 2013 led to improvements of the operations in the Tanjung Bin Power Plant since March 2014. 125 7. BUSINESS OF OUR GROUP (Cont’d) ~~~~~~~~~~~~~~~–~~~­For further information on the unscheduled outages at the Tanjung Bin Power Plant and the remedial and improvement works and other steps undertaken to address these issues, see Section 7.15 of this Prospectus. Our investment objectives remain focused on assets that are fully contracted through long-term off-take contracts, have long-term non-recourse project debt faciiities in place and are expected to have a significant operating useful life following completion of the initial off-take agreement. Internationally, we are also focusing on expanding into certain stable, developed and mature energy markets such as Australia and the United Kingdom, which are characterised by established merchant power markets. We believe our experience as a developer, operator and owner of generation assets has also provided us with a strong foundation to explore investments in regions outside Maiaysia that are expected to have high electricity and water demand. Our investments in a foreign subsidiary, associates and a joint venture have secured us access to the IWP and IWPP sectors in the fast growing MENA region as well as the wind power sector in Australia. In fact, profit contributions from our foreign associates which have interests in the Shuaibah Phase 3 Expansion IWP, Shuaibah Phase 3 IWPP and Hidd IWPP, and our foreign joint venture which has interests in the Souk Tleta IWP, for the FYE 31 December 2012, 2013 and 2014 have also provided us with additional sources of income coupled with a more diversified earnings base, in line with our objective to optimise overall return on assets. FYE 31 December 2012 2013 2014 (RM in millions)
Share of profit of selected equity-accounted foreign associates, net of tax: -SEPCO 0.1 2.9 1.0 -SWEC 29.9 28.5 32.3 -Hidd Power 20.4 27.9 41.6 Share of profit of equity-accounted foreign joint venture, net of tax: -MS 1.9 3.8 6.6 Total 52.3 63.1 81.5 Following the Acquisition, the operation and maintenance services of our own power plants continue to be undertaken by TJSB and its subsidiaries, whilst the project management services continue to be undertaken by MESB. However in December 2012, we undertook a reorganisation exercise that resulted in our operation and maintenance business being streamlined into M Power, which services our own power plants in Malaysia, and TJSB and its group of companies offer operation and maintenance services to certain of our associates, joint venture and third-party clients. On 17 December 2012, we acquired the contractual rights to provide operation and maintenance services to the Tanjung Bin Power Plant from HICOM Power and presently, these operation and maintenance services are carried out by TBOMB and M Power. In April 2014, we also acquired 100% equity interest in PDP O&M, which provides operation and maintenance services to the Port Dickson Power Plant. 7. BUSINESS OF OUR GROUP (Cont’d) 7.4.3 The listing of our Company Since the completion of the Acquisition in April 2007, we have successfully maintained our position as Malaysia’s largest IPP based on total generation capacity and we have also increased our total effective power generation capacity by approximately 92.9%. During the same period, we have also diversified our geographical presence, from having only operations in Malaysia to expanding our presence into markets in the MENA region and Australia, where rising demand for electricity and water is driven by what we consider to be growth levers for us, namely increasing population, increasing consumption per capita and economic growth, coupled with various supporting government initiatives to facilitate growth in those markets. In light of the changing industry landscape in Malaysia as set out in Sections 7.14 and 8 of this Prospectus, our Board made a strategic decision to further expand and diversify our sources of revenue and earnings through investments in various greenfield and brownfield projects and acquisition opportunities internationally, in targeted countries in the MENA, Australia and SEA regions. This strategy will also allow us to further strengthen our footing as a leading Malaysian multinational water and power company. We aim to increase our total effective power generation capacity to 10,000 MW by 2020 and build our renewable power generation portfolio, both domestically and internationally. We also aim to further diversify our geographical presence by expanding our international effective power generation capacity and our international effective water production capacity. Driven by this vision and our key strategies as set out in Section 7.3 of this Prospectus, our Board believes that this is an opportune time to introduce Malakoff to the Malaysian equity market via our IPO. Our IPO will also enable us to have greater financial flexibility to optimise our capital structure and cost of capital in pursuit of growth opportunities. Our Listing will further support our expansion as it will provide us with enhanced visibility, increased brand awareness and a platform for us to further develop our brand equity. Our Listing is also in line with MMC’s long-term objective to position us as a leading Malaysian multinational water and power company given our wider geographical footprint and portfolio of assets and our long-term off-take agreements with creditworthy counterparties. Through an investment in our Company, investors will have direct exposure to the growth of the Malaysian electricity industry as well as a portfolio of investments spanning across power generation, water production and renewable energy projects, providin!;j us the capacity to take advantage of future power and water demand in strategic markets. 7.4.4 Our key milestones The following table highlights our key milestones. 1995 .. The Port Dickson Power Plant commenced operations in January 1995. 1996/1997… The SEV Power Plant commenced operations in July 1996 for one block and in January 1997 for a second block. 1998 . MB acquired a 100.0% interest in TJSB, owner of an operation and maintenance business. 2000 Wirazone Sdn Bhd (later renamed and rebranded as M Utilities), then a wholly-owned subsidiary of MB, commenced an electricity and chilled water distribution business. 7. BUSINESS OF OUR GROUP (Cont’d) 2001/2002 …  The GB3 Power Plant commenced operations in December 2001 as an OCGT power plant, and was converted to a CCGT power plant in November 2002.  2003…………  The Pral Power Plant commenced operations in June 2003.  2004  MB acquired a 40.0% interest in the Kapar Power Plant  2006  Malakoff IL acquired a 20.0% interest in Dhofar Power Company, owner of an OCGT power plant in the Sultanate of Oman.  2006/2007…  The Tanjung Bin Power Plant commenced operations in September 2006 for one unit and In February and August 2007 for two units.  2007  .  Following NAB’s acquisition of all of MB’s assets (other than cash) and liabilities, NAB was renamed as Malakoff Corporation Berhad.  We acquired a 12.75% interest in CEGCO, owner of multi-fuel power plants in Jordan.  2009  We disposed of our 20.0% interest in Dhofar Power Company, owner of an OCGT power piant in the Sultanate of Oman, following the decision of the government of Oman to restructure Oman’s electricity industry.  2009/2010…  The Shualbah Phase 3 Expansion IWP commenced operations in November 2009, and the Shuaibah Phase 3 IWPP commenced operations in January 2010.  2011  The Souk Tieta IWP commenced operations in April 2011.  The Energy Commission awarded us a concession for the construction, development, financing, ownership, operation and maintenance for the Tanjung Bin Energy Power Plant for 25 years. Subsequently, we signed the TBE PPA  2012  We disposed our 12.75% interest in CEGCO in connection with a transaction where the proJect’s controlling shareholder had also disposed of its interest  We acquired a 40.0% equity interest in our associate, Hidd Power, owner of the Hidd IWPP.  We acquired the contractual rights to provide operation and maintenance services to the Tanjung Bin Power Plant from HICOM Power.  2013…………  We, together with our partners, formed MCDC, in which our wholly­owned SUbsidiary, Malakoff IL has an indirect 45.0% equity interest, to undertake the design, construction, ownership, financing, and operation and maintenance of the Ai Ghubrah IWP.  We executed agreements for the extension of the term for the SEV Power Plant to sell power to TNB until 2027.  We acquired a 50.0% participating interest in the unincorporated joint venture that owns the Macarthur Wind Farm.  2014  We acquired the remaining 75.0% equity interest in PD Power, making the Port Dickson Power Plant our wholly-owned plant We also acquired 100.0% equity interest in PDP O&M, which provides operation and maintenance services to the Port Dickson Power Plant
7. BUSINESS OF OUR GROUP (Cont’d) 7.5 CORPORATE STRUCTURE We are a holding company and conduct our business mainly through our operating subsidiaries, associates and joint venture. We, our subsidiaries, our associates and our joint venture are engaged in the following six primary areas of business: . independent power generation business in Malaysia; . independent water production and power generation business outside Malaysia; . development of renewable energy projects; . operation and maintenance business for power plants and water plants; . electricity and chilled water distribution business; and . project management business, primarily plant design review and construction monitoring for our own power plant projects. For further information on our corporate structure, see Section 6.2 of this Prospectus. 7.6 MALAYSIAN INDEPENDENT POWER GENERATION BUSINESS Our Malaysian independent power generation business consists of five power plants owned by our subsidiaries and one power plant owned by our associate. Through our subsidiaries and our associate, we are the largest IPP in Malaysia and SEA in terms of total generation capacity as at the Latest Practicable Date, according to Frost & Sullivan. Our conventional power plants and that of our associate are all located in Peninsular Malaysia. Through our subsidiaries, we own three CCGT power plants, one OCGT power plant and one coal-fired thermal power plant, and we are currently constructing a new coal-fired thermal power plant, the Tanjung Bin Energy Power Plant, which is expected to have 1,000 MW of generation capacity and is scheduled to commence commercial operation in 2016. All our power plants in Malaysia have been developed under a build-own-operate basis, and the Tanjung Bin Energy Power Plant is being developed under the same model. In addition, through our associate, we own an interest in a power plant that has multi-fuel power generation facilities. The following map shows the locations of the power plants owned by our subsidiaries and associate in Malaysia.
7. BUSINESS OF OUR GROUP (Cont’d) 7.6.1 CCGT Power Plants -the SEV Power Plant, the GB3 Power Plant and the Prai Power Plant 7.6.1.1 Background, generation capacity and power transmission The SEV Power Piant is a 1,303 MW power plant located in Lumut, Perak, Malaysia, and as at the Latest Practicable Date, it is the largest CCGT power plant owned by an IPP in Malaysia, based on generation capacity. Our subsidiary, SEV, which is 93.75% owned by us and 6.25% owned by EPF, owns the power plant. The SEV Power Plant comprises two blocks, each using three Alstom Power gas turbines and one steam turbine, with a total generation capacity of 651.5 MW. The SEV Power Plant’s two blocks commenced operations in July 1996 and January 1997. The GB3 Power Plant is a 640 MW power plant located in Lumut, Perak, Malaysia. Our sUbsidiary, GB3, which is 75.0% owned by us, 20.0% owned by TNB and 5.0% owned by EPF, owns the GB3 Power Plant. The GB3 Power Plant, which has one block and uses three Alstom Power gas turbines and one steam turbine, commenced operations in December 2001 as an OCGT power plant, and was converted to a CCGT power plant in November 2002. The SEV Power Plant and the GB3 Power Plant are co-located in a single complex known as the Lumut Power Plant. These power plants share power transmission infrastructure that delivers power to TNB’s 275 kV sUbstation located at the Lumut Power Plant. Power generated from the Lumut Power Plant is transmitted through three 66 km 275 kV transmission lines connecting the Lumut Power Plant to the Ayer Tawar and the Batu Gajah substations located in Perak, Malaysia. These transmission lines and related facilities are owned, operated and maintained by TNB. Our Wholly-owned SUbsidiary, PPSB owns the Prai Power Plant, which is a 350 MW power plant located in Prai, Pulau Pinang, Malaysia, and is one of the most efficient natural gas-fuelled power plants in Malaysia, based on thermal efficiency, as at the Latest Practicable Date The Prai Power Plant, which uses one GE gas turbine and one steam turbine, commenced operations in June 2003. Power generated from the Prai Power Plant is transmitted through a 0.65 km 132 kV transmission line from the TNB main intake 132kV gas-insulated switchgear substation. This transmission line and related facilities are owned, operated and maintained by TNB. 7.6.1.2 Power offtake All our CCGT power plants sell the power that they generate to TNB pursuant to separate PPAs, with a term of 21 years for the GB3 Power Plant and the Prai Power Plant, and a term of 21 years, plus a ten-year extension, for the SEV Power Plant. The despatch of power generated from all these power plants is determined by TNB from time to time. The GB3 PPA and the PPSB PPA expire in December 2022 and June 2024, respectively, and each are renewable for an additional three terms offive years each, upon mutual consent of the parties. 7. BUSINESS OF OUR GROUP (Cont’d) The term for the SEV Power Plant to sell power to TNB was until 2017, but we have secured an extension of the term for the SEV Power Plant to sell power to TNB at the existing capacity of 1,303 MW until 2027. In February 2013, SEV signed a supplemental agreement to the Existing SEV PPA term, which applies from March 2013 through June 2017, and the New SEV PPA term, which applies from July 2017 to June 2027. Pursuant to the PPAs for our CCGT power plants, we charge a tariff rate to TNB that includes: • an available capacity payment, which covers the power plant’s fixed costs and capital costs. TNB is required to pay the available capacity payment to us regardless of whether it despatches the power generated from the power plant, provided that the power plant makes available a daily available capacity to TNB and meets certain performance targets specified in the relevant PPA; and
• an energy payment, which covers the power piant’s fuel costs and variable operation and maintenance costs that are incurred when TNB despatches the power generated from the power plant.

The daily available capacity is the committed availability declared by us to TNB on a daily basis. Under the PPAs for our CCGT power plants, TNB is also required to pay: • a test energy payment, which covers the power plant’s fuel costs in relation to energy generated during start-ups and commissions, revalidation testings, re-commissionings after outages and any tests requested by us; and
• a start-up payment, which compensates the power piant for any start­up requested by TNB in excess of a pre-determined number of start­ups set forth in the PPA.

We derive the majority of our gross profits for our CCGT power plants from their available capacity payments. Under the PPAs for our CCGT power plants, we must maintain reserves to be used exclusively to pay for maintenance expenses. For a summary of the terms of the Existing SEV PPA, the New SEV PPA, the GB3 PPA and the PPSB PPA, see Section 7.24 of this Prospectus. 7.6.1.3 Fuel supply All our CCGT power plants purchase natural gas from PETRONAS pursuant to their respective GSAs, each of which runs concurrently with its respective PPA. The Existing SEV GSA, the New SEV GSA, the GB3 GSA and the PPSB GSA expire in June 2017, June 2027, December 2022 and June 2024, respectively. 7. BUSINESS OF OUR GROUP (Cont’d) Subject to the Government’s discretion to prescribe natural gas prices for industrial users, the price that we pay for our natural gas is determined by our CCGT power plants’ respective GSAs. Under the Existing SEV GSA, the GB3 GSA and the PPSB GSA, we purchase our natural gas at a price that is based on the prices of high sulphur fuel oil and medium fuel oil. Since 1997, PETRONAS’ gas sales to the Malaysian power sector have been made using a pricing regime established by the Government. The market price of natural gas is generally volatile as it is based on local and international market prices. However, under the PPAs for our CCGT power plants, our cost of natural gas is passed onto TNB pursuant to formulas set forth in their respective PPAs, which has historically fully covered our cost of natural gas. For further information on the energy payments under the PPAs for our CCGT power plants, see Section 7.6.1.2 of this Prospectus. Under the PPAs for our CCGT power plants, we are required to maintain at all times in on-site storage a back-up fuel supply of distillate oil sufficient for a minimum of two days of full-load operation for the SEV Power Plant and the GB3 Power Plant and a back-up fuel supply of distillate oil sufficient for a minimum of three and a half days offull-load operation for the Prai Power Plant. Our CCGT power plants purchase their distillate oil through short-term supply contracts with various oil producers and traders, such as Chevron and PETRONAS. These short-term contracts are generally renewable on a minimum one-year basis. The price of distillate oil is generally volatile, as it is based on local and international market prices. Under the PPAs for our CCGT power plants, our cost of distillate oil is passed onto TNB when we run on distillate oil upon direction from TNB. For a summary of the terms of the Existing SEV GSA, the New SEV GSA, the GB3 GSA and the PPSB GSA, see Section 7.24 of this Prospectus. 7.6.1.4 Production process As CCGT power plants, the generation of electricity by the SEV Power Plant, the GB3 Power Plant and the Prai Power Plant involves the following process: • The total electrical output of a CCGT power plant is controlled by the gas turbine through varying the quantity of fuel (natural gas or distillate oil) supplied to the gas turbine. Ambient air is passed through the gas turbine compressor into the combustion chamber, where it is mixed with fuel and burned, resulting in the fuel’s combustion. This combustion produces hot exhaust gas, which is expanded in the gas turbine section, providing mechanical power that drives both the compressor section and the gas turbine electrical generator, which produces electricity.
• The hot exhaust gas is led from the combustion chamber through the gas exhaust duct to the HRSG, where the hot exhaust gas heats feedwater in the HRSG’s tubes, producing hot steam at two pressure levels, with the hot exhaust gas later vented into the atmosphere.
• The hot steam is fed into a dual pressure steam turbine for the SEV Power Plant and the GB3 Power Plant and into a triple pressure steam turbine for the Prai Power Plant, in each case providing the mechanical power to drive the steam turbine electrical generator, which produces electricity.

7. BUSINESS OF OUR GROUP (Cont’d) • The resulting electricity from both the gas turbine electrical generator and the steam turbine electrical generator is stepped up to the required grid voltage before being delivered to the transmission system.
• For the SEV Power Plant and the Prai Power Plant, cooling water is pumped from the sea to the steam turbine’s condenser as a coolant, condensing the turbine’s steam into water that will be used in the boiler system. Cooling water is returned to the sea through a seawater outfall basin, which serves as the heat sink of the facility. For the GB3 Power Plant, cooling water is supplied from a closed circuit cooling tower, which pumps cooling water into the steam turbine’s condenser as a coolant, condensing the turbine’s steam into water that will be used in the boiler system. Cooling water from the steam turbine’s condenser is then pumped back into the cooling tower, which serves as the heat sink of the facility. Water loss in this closed system is compensated by seawater from existing intake channels.

The following diagram illustrates the process of generating electricity at the SEV Power Plant: SwitcllY:lrd & Tr:lllr.mission

 

Bo,ler feed water pump 7. BUSINESS OF OUR GROUP (Cont’d) The following diagram illustrates the process of generating electricity at the GB3 Power Plant:

 

CondMsale e>:1raclian pumps 7. BUSINESS OF OUR GROUP (Cont’d) 76.1.5 Operation and management The SEV Power Plant, the GB3 Power Plant and the Prai Power Plant are operated and managed pursuant to OMAs between our subsidiary that owns the relevant plant and our wholly-owned subsidiary, M Power. The SEV OMA was originally for a 15-year term commencing from the COD of each of the plant’s blocks, which was July 1996 for one block and January 1997 for the second block, and this term has been extended for six years through a supplemental OMA entered into in October 2010, and further extended for another ten years until June 2027 through another suppiemental OMA entered into in February 2013. The GB3 OMA has a term of21 years commencing from the plant’s COD, which was December 2001. The PPSB OMA has a term of 21 years commencing from the plant’s COD, which was June 2003. Under the SEV OMA, the GB3 OMA and the PPSB OMA, M Power is entitled to a monthly payment comprising the aggregate of fixed operating cost and variabie operating cost In addition, under the PPSB OMA, these rates are subject to escalation every four years. 7.6.1.6 Operations review The following table summarises the SEV Power Plant’s, the GB3 Power Plant’s and the Prai Power Plant’s operating statistics for the years indicated, FYE 31 December 2012  2013  2014  SEV Power Plant  Total sold (GWh)(I) Equivalent availability factor (%)12)  3,077 92.0  (4)8,040 91,6  7,965 89.1  Efficiency (%)13)  47.7  48.7  47,9  GB3 Power Plant  Total sold (GWh)11)  3,300  (5)1,964  1,890  Equivalent availability factor (%)12)  91.9  91.0  91.2  Efficiency (%)(3)  48.4  47.5  47,1  Prai Power Plant  Total sold (GWh)(I)  2,333  1,990  2,104  Equivalent availability factor (%)12) Efficiency (%)13)  92.7 52,8  822 52.5  92.1 522  Notes:
(1) Calculated based on the energy billing metre.
(2) Calculated based on the actualplant availability, taking into consideration unscheduled outages and scheduled outages.
(3) Calculated by dividing the total generated electricity output by the heat energy consumed in generating that output.
(4) The increase in the total sale of energy from the SEV Power Plant was due to higher despatch as a result of lower variable operating rate.
(5) The decrease in the total sale of energy from the GB3 Power Plant was due to lower despatch as a resultofhigherdespatch in the SEVPowerPlant.

7. BUSINESS OF OUR GROUP (Cont’d) 7.6.1.7 GB3 shareholders’ agreement On 2 July 2007, our Company entered into a deed of adherence with MB, TNB, EPF and GB3, whereby our Company agreed to be bound by a shareholders’ agreement dated 26 August 2003 entered into among TNB, EPF and GB3, to regulate the parties’ relationship as shareholders of GB3 in undertaking the design, finance, construction, operation and maintenance of the GB3 Power Plant. The shareholders of GB3 agreed to equity participation in GB3 according to the agreed proportions of 75% held by our Company, 20% held by TNB and 5% held by EPF. The GB3 shareholders’ agreement also provided for an equity restriction of Bumiputera interest of 30% in GB3. Below are the salient terms of the shareholders’ agreement: • The composition of the board of directors of GB3 shall consist of seven directors, five of which are appointed by our Company and two of which are appointed by TNB. The chairman of the board of directors of GB3 shall be a nominee of our Company.
• Affirmative votes from directors nominated by our Company and TNB are required for certain reserved matters, which include, among others, matters relating to shares and securities of GB3 and capital requirements of GB3.
• If a shareholder of GB3 wishes to sell either the ordinary shares or RULS in GB3, the shareholder of GB3 is required to first make an offer to the existing shareholder(s) of GB3 at the lower of either the price stated in the written notice to the board of GB3 or the fair market value in proportion to the shareholder’s respective holding of the ordinary shares in GB3 (the “Offer Price”). Such offer shall be open for acceptance within 14 days from written notice to the board, and if there is no acceptance from any shareholder after the lapse of this period, then the ordinary shares or RULS can be offered to a third-party, provided that such sale will not be at a price less than the Offer Price. In addition, the third-party must have agreed to the terms of the GB3 shareholders’ agreement.
• Distributions of dividends or profits to the shareholders of GB3 are made in accordance with the shareholders’ agreed equity proportions in GB3.
• The shareholders’ agreement shall remain effective until the dissolution of GB3, the listing or quotation of the shares of GB3 on any stock exchange or the termination of the shareholders’ agreement.
• Prior written approval of the other shareholders of GB3 is required for any pledge, lien, charge or grant of rights (or disposal of interest) in all or any of GB3’s shares in favour of any third-party and is subject to such third-party’s agreeing to be bound by the provisions of the shareholders’ agreement.

7. BUSINESS OF OUR GROUP (Cont’d) • Other than the existing financing facility of GB3, the capital expenditures and working capital requirements of GB3 may be financed by unsecured borrowings. If such financing is not in the form of unsecured borrowings, GB3 will obtain such borrowings on terms that the board of directors of GB3 considers to be reasonable, or, upon mutuai agreement of the shareholders, such borrowings will be funded through unsecured loans and advances or through equity contributions that are made in proportion to the respective shareholdings of the shareholders at such time. 7.6.2 OCGT Power Plant -the Port Dickson Power Plant 7.6.2.1 Background, generation capacity and power transmission Our wholly-owned subsidiary, PD Power, owns the Port Dickson Power Plant, which is a 436.4 MW OCGT power plant located in Port Dickson, Negeri Sembilan, Malaysia. The plant commenced operations in January 1995. It has four 109.1 MW units and uses four GE gas turbines. Power generated from the Port Dickson Power Plant is transmitted through a 43 km 275 kV transmission line from the power plant to the TNB substation in Salak Tinggi, Selangor and a 23 km 275 kV transmission line from the power plant to the TNB substation in Rantau, Negeri Sembilan. The transmission lines and related facilities are owned, operated and maintained by TNB. 7.6.2.2 Power offtake The Port Dickson Power Plant sells the power that it generates to TNB pursuant to the PD Power PPA, which has a term of 21 years expiring in January 2016 and is renewable for an additional three terms of five years each, upon mutual consent of the parties. The despatch of the power generated from the Port Dickson Power Plant is determined by TNB from time to time. Under the PD Power PPA, we charge a tariff rate to TNB that includes: • an available capacity payment, which covers the power plant’s fixed costs and capital costs. TNB is required to pay the available capacity payment to us regardless of whether it despatches the power generated from the power plant, provided that the power plant makes available a daily capacity to TNB and meets performance targets specified in the PD Power PPA; and
• an energy payment, which covers the power plant’s fuel costs and variable operation and maintenance costs that are incurred when TNB despatches the power generated from the power plant.

We derive the majority of our gross profits for the Port Dickson Power Plant from the available capacity payment. Under the PD Power PPA, we must maintain a reserve to be used exclusively to pay for maintenance expenses. For a summary of the terms of the PD Power PPA, see Section 7.24 of this Prospectus. 7. BUSINESS OF OUR GROUP (Cont’d) 7.6.2.3 Fuel supply The Port Dickson Power Plant runs primarily on natural gas, which is purchased pursuant to the PD Power GSA that runs concurrently with the plant’s PPA. The PD Power GSA expires in May 2016 and is thereafter renewable. Subject to the Government’s discretion to prescribe natural gas prices for industrial users, the price we pay for our natural gas is determined by the PD Power GSA. Under the PD Power GSA, we purchase our natural gas at a price that is based on the prices of high sulphur fuel oil and medium fuel oil. The market price of naturai gas is generally volatile as it is based on local and international market prices. However, under the PD Power PPA, our cost of natural gas is passed onto TNB pursuant to the formuias set forth in the PD Power PPA, which has historically fuliy covered the plant’s cost of natural gas. For further information on the energy payment under the PD Power PPA, see Section 7.6.2.2 of this Prospectus. Under the PD Power PPA, we are required to maintain at all times an alternative fuel stock sufficient for 96 hours of full-load operation of the Port Dickson Power Plant. The Port Dickson Power Plant purchases its distillate oil through short-term supply contracts, on a year to year basis, with Shell Malaysia Trading Sdn. Bhd. The price of distillate oil is generally volatile as it is based on locai and international market prices. Under the PD Power PPA, our cost of distillate oil is passed onto TNB when we run on distillate oil upon direction from TNB. For a summary of the terms of the PD Power GSA, see Section 7.24 of this Prospectus. 7.6.2.4 Production process As an OCGT power plant, the generation of electricity by the Port Dickson Power Plant involves the following process: • The total electrical output of the gas turbine is controlled by varying the quantity of fuel (natural gas or distillate oil) supplied to the gas turbine. Ambient air is passed through the gas turbine compressor into the combustion chamber, where it is mixed with fuel and burned, reSUlting in the fuel’s combustion. This combustion produces hot exhaust gas, which is expanded in the gas turbine section, providing mechanical power that drives both the compressor section and the gas turbine electrical generator, which produces electricity.
• The hot exhaust gas is released into the atmosphere through the gas turbine stack.
• The electricity from the gas turbine electrical generator is stepped up to the required grid voltage before being delivered to the transmission system.

 

7. BUSINESS OF OUR GROUP (Cont’d) The following diagram illustrates the process of generating electricity at the Port Dickson Power Plant: SWllchyard & Tl’llnl;ll\lssi on 7.6.2.5 Operation and management The Port Dickson Power Plant is operated and managed by PDP O&M, a wholly-owned subsidiary of M Power, pursuant to the PD Power OMA entered inlo between PD Power and PDP O&M. The PD Power OMA has a term of 21 years commencing from the plant’s COD, which was January 1995. Under the PD Power OMA, PDP O&M is entitled to a monthly reimbursement of fuel costs and payment of annual management and performance fees. 7.6.2.6 Operations review The following table summarises the Port Dickson Power Plant’s operating statistics for the years indicated. The Port Dickson Power Plant is a peaking power plant, meaning that it is intended to run during times of peak demand to supply the  National Grid with  power and, accordingly, does not maintain  records of its efficiency.  FYE 31 December
2012  2013  2014  Total sold (GWh)(1 1 Equivalent availability factor (%)(2)  85.7 99.3  6263 98.9  649.0 98.3  Notes:
(1) Calculated based on the energy billing metre.
(2) Calculated based on the actual plant availability, taking into consideration unscheduled outages and scheduled outages.

7. BUSINESS OF OUR GROUP (Cont’d) 7.6.3 Coal-Fired Thermal Power Plant -the Tanjung Bin Power Plant 7.6.3.1 Background, generation capacity and power transmission The Tanjung Bin Power Plant is a 2,100 MW coal-fired thermal power plant located in Pontian, Johor, Malaysia. According to Frost & Sullivan, it is the first privately owned coal-fired power plant in Malaysia, and it is one of the largest privately owned coal-fired power plants in SEA, based on generation capacity, as at the Latest Practicable Date. Our subsidiary, TBP, which is 90.0% owned by us and 10.0% owned by EPF, owns the power plant. The Tanjung Bin Power Plant comprises three 700 MW units using Toshiba turbines, the first of which commenced operations in September 2006, and the second and third of which commenced operations in February and August 2007, respectively. Power generated from the Tanjung Bin Power Plant is transmitted through a 53 km 500 kV double circuit transmission line from the Tanjung Bin substation to the Bukit Batu substation and a 54 km 275 kV double circuit transmission line from the Tanjung Bin substation to the Gelang Patah substation, both of which are located in Johor, Malaysia. These transmission lines and related facilities are owned, operated and maintained by TNB. The Tanjung Bin Power Plant experienced a number of unscheduled outages that affected the financial performance of our Company beginning in the first quarter of 2013. In response to these issues, beginning in July 2013, we implemented a recovery programme of remedial and improvement works and other steps to address these issues, including rectifications and improvements to components of the boiler, equipment replacement and combustion improvements. As part of this programme, we also benchmarked the Tanjung Bin Power Plant against comparable plants world-wide, with the objective of identifying opportunities for further plant improvements. Since the completion of this programme in March 2014, all three units of the plant have been able to operate at full capacity again. For a discussion of the financial effects of these issues and the implementation of the recovery programme, see Section 12.2.2(ii)(a) of this Prospectus 7.6.3.2 Power offtake The Tanjung Bin Power Plant sells the power that it generates to TNB pursuant to the TBP PPA, which has a term of 25 years expiring in September 2031, and is renewable for an additional three terms of five years each, upon mutual consent of the parties. The despatch of power generated from the Tanjung Bin Power Plant is determined by TNB from time to time. Under the TBP PPA, we charge a tariff rate to TNB that includes: • an available capacity payment, which covers the power plant’s fixed costs and capital costs. TNB is reqUired to pay the available capacity payment to us regard less of whether it despatches the power generated from the power plant, provided that the power plant makes available a daily available eapacity to TNB and meets certain performance targets specified in the TBP PPA. The daily available capacity is the committed availability declared by us to TNB on a daily basis; 7. BUSINESS OF OUR GROUP (Cont’d) • a daily utilisation payment, which is based on a daily maximum despatch capacity of each unit per day. Based on the formula specified in the TBP PPA, the power plant can recover a daily utilisation payment equivalent to 15% of the capacity rate financial if it meets a daily maximum despatch in the range of 45% to 90% of planned daily available capacity. If the daily maximum despatch is below 45% of planned daily available capacity, we will be paid a daily utilisation payment calculated pursuant to a formula set forth in the TBP PPA and such daily utilisation payment will be less than 15% of the capacity rate financial. If the despatch is in excess of a range of 65% to 90% of planned daily available capacity, we will be paid a bonus above the 15% of the capacity rate financial. The daily utilisation payment and bonus vary according to whether the despatch is on a weekday, weekend or pUblic holiday; and
• an energy payment, which covers the power plant’s fuel costs and variable operation and maintenance costs that are incurred when TNB despatches the power generated from the power plant.

Under the TBP PPA, TNB is also required to pay: • a test energy payment, which covers the power plant’s fuel costs in relation to energy generated during start-ups and commissions, revalidation testings, re-commissionings after outages and any tests requested by us; and
• a start-up payment, which compensates the power plant for any start­up requested by TNB in excess of a pre-determined number of start­ups set forth in the TBP PPA.

We derive the majority of our gross profits for the Tanjung Bin Power Plant from the available capacity payment. Under the TBP PPA, we must maintain a reserve to be used exclusively to pay for maintenance expenses. For a summary of the terms of the TBP PPA, see Section 7.24 of this Prospectus. 7.6.3.3 Fuel supply The Tanjung Bin Power Plant purchases coal from TFS pursuant to a long­term CSTA that runs concurrently with its PPA. The TBP CSTA expires in September 2031, and it may be extended upon mutual consent of the parties. Under the TBP CSTA, TFS is required to meet its coal supply obligations by entering into coal purchase contracts that are sufficient to cover at least 80% of our average annual coal requirement, with the remainder coming from spot purchases. We expect the coal to be sourced from Indonesia, Australia and South Africa. We purchase the coal at a base price based on an applicable coal price set by TNB in consultation with TFS on a quarterly basis. The applicable coal price is capped at a maximum price that is indexed to a specified global coal index and the Japanese Price Settlement for steaming coal. The base price payable to TFS includes any taxes levied on TFS and transportation charges incurred by TFS in connection with its sale and delivery of coal. 7. BUSINESS OF OUR GROUP (Cont’d) ~~~~~~~~~~­The price of coal is generally volatile as it is based on local and international market prices. However, under the TBP PPA, our cost of coal is passed onto TNB pursuant to a formula set forth in the TBP PPA, which has historically fully covered the plant’s cost of coal. For further information on the energy payment under the TBP PPA, see Section 7.6.3.2 of this Prospectus. Under the TBP PPA, we are reqUired to maintain at all times in on-site storage a coal supply sufficient for a minimum of 30 days of full-load operation for the Tanjung Bin Power Plant. TFS is reqUired to compensate us for any reasonable additional costs that we incur in procuring coal if these costs are caused by TFS’ default under the CSTA. Under the TBP CSTA, we purchase coal exclusively from TFS unless TFS is prevented from supplying coai due to certain events, including force majeure events. For a summary of the terms of the TBP CSTA, see Section 7.24 of this Prospectus. 7.6.3.4 Production process As a coal-fired thermal power plant, the generation of electricity by the Tanjung Bin Power Plant involves the following process: • Coal is received from ships at the coal unloading jetty and placed in storage at the stockyard before it is reclaimed and fed into coal bunkers.
• Coal is transported by coal feeders to the mills, where it is pulverised by rollers.
• Light fuel oil delivered to the plant is placed into the fuel storage tank, where the fuel transfer pump can send the light fuel oil to the plant’s furnace when it burns such fuel during start-ups and support firings.
• The pUlverised coal is transported into the boiler furnace, where combustion of the pulverised coal heats feed water in the boiler’s tubes to produce hot steam for the steam turbine, providing the mechanical power to drive the steam turbine electrical generator, which produces electricity.
• The resulting electricity from the steam turbine electrical generator is stepped up to the required grid voltage before being delivered to the transmission line.
• The flue gas, which results from the coal combustion, flows through a superheater, a reheater and an economiser before going through an electrostatic precipitator. The flue gas then undergoes a sulphur reduction process before it is released into the atmosphere.
• In a dust collection system, the electrostatic precipitator removes fly ash, which is transferred to the fly ash silo, while a submerged chain conveyor transports bottom ash and coarse ash to the ash pond.

7. BUSINESS OF OUR GROUP (Cont’d) •  Wastewater  produced  from  the  power  plant  is  collected  in  the  wastewater sump, where it is transferred by the wastewater transfer  pump to the wastewater treatment facility. The wastewater treatment  facility  treats  the various forms  of wastewater,  including effluents  produced by the treatment facility, plant start-ups and turbine house  equipment, for compliance with DOE effluent standards.  •  Cooling water is pumped from the sea to the main cooling water intake,  where it is thereafter pumped into the steam turbine’s condenser as a  coolant, condensing the turbine’s steam into water that will be used in  the boiler system. Cooling water from the steam turbine’s condenser  is then pumped back into the sea through the cooling water outfall
basin. The following diagram illustrates the process of generating electricity at the
Tanjung Bin Power Plant: 275/500 KV Potabl!w~ler £upply MCWPump
Main cooling W31er (MCWjlnlake
CWdischarge LP turbme bypa~ HPhealer1l LP heale;s Fuel 011 storage lank 200 meter Bonom ash ~ansfer line
Furl oll~ansler pump Waslewaler Iran.fer pump 7. BUSINESS OF OUR GROUP (Cont’d) ————–._—–­7.635 Operation and management The Tanjung Bin Power Plant is operated and managed pursuant to the OMA entered into between TBP and HICOM Power dated 25 JUly 2003, which was subsequently novated to TBOMB on 14 December 2012. TBOMB in turn entered into a sub-OMA with TJSB on 12 October 2004 for the operation and maintenance of the Tanjung Bin Power Plant, which the sub-OMA was subsequently novated to M Power on 18 January 2013. The TBP OMA has a term of 25 years commencing from the COD of each of the plant’s units, which was September 2006 for its first unit and February and August 2007 for its second and third units, respectively. Under the TBP OMA and sub-OMA, M Power is entitled to a monthly payment comprising the aggregate of fixed operating cost and variable operating cost. 7.6.3.6 Operations review The following table summarises the Tanjung Bin Power Plant’s operating statistics for the years indicated. FYE 31 December 2012 2013 2014 Total sold (GWh)(1) 14,572 11,772 15,308 Equivalent availability factor (%)(2) 83.0 68.3 84.0 Efficiency (%)(3) 36.2 36.0 36.3 Notes: (1) Calculated based on the energy billing metre.
(2) Calculated based on the actual plant availability, taking into consideration unscheduled outages and scheduled outages.
(3) Calculated bydividing the total generated electricity output by the heat energy consumed in generating that output.

The unscheduled outages at the Tanjung Bin Power Plant affected its operations in 2013. For further information on the unscheduled outages at the Tanjung Bin Power Plant and their impact on our financial performance, see Sections 7.15 and 12.2.2(ii)(a) of this Prospectus, respectively. (The rest of this page has been intentionally left blank) 7. BUSINESS OF OUR GROUP (Cont’d) 7.6.4 New Coal-Fired Thermal Plant Under Construction -the Tanjung Bin Energy Power Plant Our wholly-owned subsidiary, TBE will own the Tanjung Bin Energy Power Plant, which is currently under construction at the same complex as the Tanjung Bin Power Plant. 7.6.4.1 Background, generation capacity and power transmission We are currently constructing a new coal-fired thermal power plant, the Tanjung Bin Energy Power Piant, which is expected to have 1,000 MWof generation capacity and is scheduled to commence commercial operation in 2016. The piant will use Alstom turbines. Power generated from the Tanjung Bin Energy Power Plant will share power transmission Infrastructure with the Tanjung Bin Power Plant, with some expansions of that infrastructure, including the addition of one 500 kV transmission line from the Tanjung Bin substation to the Bukit Batu substation, one transmission line between the 500 kV and 275 kV sections of the Tanjung Bin substation, two 500 kV substation bays and the implementation of an additional support system, to accommodate the combined complex’s increased power generation capacity. These transmission lines and related facilities are owned, operated and maintained by TNB. 7.6.4.2 Power offtake The Tanjung Bin Energy Power Plant is expected to sell the power that it generates to TNB pursuant to its PPA, which has a term of 25 years. The despatch of power generated from the Tanjung Bin Energy Power Plant will be determined by TNB from time to time. The TBE PPA will expire in February 2041, and will be renewable upon mutual consent of the parties. Under the TBE PPA, we will charge a tariff rate to TNB that will include: • an available capacity payment, which is intended to cover the power plant’s fixed costs and capital costs and is based on the plant’s tested annual available capacity. TNB is required to pay the available capacity payment to us regardless of whether it despatches the power generated from the power plant, proVided that the power plant makes available a daily available capacity to TNB and meets performance targets specified in the TBE PPA;
• an energy payment, which is intended to cover the power plant’s fuel costs and variable operation and maintenance costs that are incurred when TNB despatches the power generated from the power plant; and
• a daily available capacity, which is the committed availability declared by us to TNB on a daily basis.

Under the TBE PPA, TNB is also required to pay: • a test energy payment, which is intended to cover the power plant’s fuel costs in relation to energy generated during start-ups and commissions, revalidation testings, re-commissionings after outages and any tests requested by us; and
• a start-up payment, which is intended to cover the power plant’s fuel and utilities costs in connection with any start-ups requested by TNB.

7. BUSINESS OF OUR GROUP (Conf’d) 7.6.4.3 7.6.4.4 We expect to derive the majority of our gross profits for the Tanjung Bin Energy Power Plant from the available capacity payment. Under the TBE PPA, we must maintain a reserve to be used exclusively to pay for maintenance expenses. For a summary of the terms of the TBE PPA, see Section 7.24 of this Prospectus. Fuel supply The Tanjung Bin Energy Power Plant is expected to purchase its coal from TFS pursuant to a long-term CSTA that runs concurrently with its PPA. The TBE CSTA expires in February 2041, and it may be extended upon mutual consent of the parties. Under the TBE CSTA, TFS will be required to meet its coal supply obligations by entering into coal purchase contracts in accordance with an agreed coal supply plan. We expect the coal to be sourced from Indonesia, Australia and South Africa. We will purchase the coal at a base price based on an applicable coal price set quarterly by TNB and TFS, plus any taxes levied by governmental authorities on TFS and transportation costs incurred by TFS in connection with its sale and delivery of coal. The price of coal is generally volatile as it is based on local and international market prices. However, under the TBE PPA, our cost of coal will be passed onto TNB pursuant to a formula set forth in the TBE PPA. For further information on the energy payment under the TBE PPA, see Section 7.6.4.2 of this Prospectus. Under the TBE PPA, we will be required to maintain at all times in on-site storage a coal supply sufficient for a minimum of 30 days of full-load operation for the Tanjung Bin Energy Power Plant. TFS is required to compensate us for any reasonable additional costs that we incur in procuring coal if these costs are caused by TFS’ default under the CSTA. Under the TBE CSTA, we purchase coal exclusively from TFS unless TFS is prevented from supplying coal due to certain events, including force majeure events. For a summary of the terms of the TBE CSTA, see Section 7.24 of this Prospectus. Production process As a coal-fired thermal power plant, the Tanjung Bin Energy Power Plant will share the same basic production process as the Tanjung Bin Power Plant, as described in Section 7.6.3.4 of this Prospectus. The production process of the Tanjung Bin Energy Power Plant operates at supercritical steam parameters, allowing for higher efficiency in electricity generation. and its dust collection system utilises a fabric filter plant, differing from the Tanjung Bin Power Plant’s use of an electrostatic precipitator. 7. BUSINESS OF OUR GROUP (Cont’d) 7.6.4.5 Operation and management The Tanjung Bin Energy Power Plant will be operated and managed pursuant to the TBE OMA between TBE and M Power. The TBE OMA will run for 25 years following the plant’s COD, which we expect to be in 2016. Under the TBE OMA, M Power will be entitled to monthly payments comprising the aggregate of fixed operating cost, which are determined pursuant to an annual operating budget, and variable operating cost. M Power will also be entitled to receive incentive fees if its performance in respect of certain operational standards set out in the TBE OMA are met. 7.6.4.6 Construction The Tanjung Bin Energy Power Plant is being constructed by the EPC contractors comprising Alstom Power, Alstom Services, Shin Eversendai and Mudajaya pursuant to the TBEI EPC Contract. Under this contract, the EPC contractors have been appointed for the design, engineering, procurement, construction, installation, testing, commissioning and completion of the Tanjung Bin Energy Power Plant. The payments to the EPC contractors under the TBEI EPC Contract are based on certain milestones specified under the contract being achieved. Under the TBEI EPC Contract, the EPC contractors are required to achieve the plant’s COD by 1 March 2016. We have secured project financing for the Tanjung Bin Energy Power Plant of approximateiy RM5.2 billion, and we estimate that the total cost of this project will be approximately RM6.7 billion, of which approximately RM4.8 billion will be engineering, procurement and construction costs. We made capital expenditures of approximately RM 1.8 billion for this project in 2012, RM2.0 billion in 2013, and RM1.4 billion in 2014. We expect to make capital expenditures for this project of approximately RMO.8 billion in 2015. In February 2013, the EPC contractors for the construction of the Tanjung Bin Energy Power Plant discovered significant movement in the foundation structures at the site of the Tanjung Bin Energy Power Plant which they reported was due to subsoil conditions. In view of this, the EPC contractors reconstructed the foundation structure of the Tanjung Bin Energy Power Plant with additional reinforcements. This in turn affected the progress of the civil engineering works in the adjoining turbine hall. The EPC contractors have reported to us that as at 25 February 2015, due to such civil engineering works at the plant site, the actual physical completion of the construction of the Tanjung Bin Energy Power Plant stood at approximately 88.7% against the scheduled completion of approximately 95.4%, representing a variance of approximately 6.7% in the construction progress. Plans are currently being developed by the EPC contractors to reduce the variance. The civil engineering works have now been substantially completed and we beiieve that the variance will be further reduced. 7. BUSINESS OF OUR GROUP (Cont’d) Pursuant to the TBE PPA, if the COD of the Tanjung Bin Energy Power Plant does not occur on or before the scheduled COD of 1 March 2016, TBE will be required to pay TNB liquidated damages of RM600,000 for each day of delay from the scheduled COD until the earlier of either the COD of the Tanjung Bin Energy Power Plant or 180 days after the scheduled COD. The maximum aggregate of liquidated damages payable by TBE for the delay in achieving the COD is RM108.0 million. At the time of the execution of the TBE PPA, TBE provided a RM108.0 million performance bond in favour of TNB for any delay in achieving the scheduled COD of 1 March 2016 for the Tanjung Bin Energy Power Plant. This exposure is mitigated by the agreed liquidated damages from the EPC contractors. At the time of the execution of the TBEI EPC Contract, the EPC contractors also provided a performance guarantee of approximately RM500.0 million, representing 10% of the EPC Contract Price (as defined in Section 7.24.7 of this Prospectus), in favour of TBEI which is payable on demand. We will also incur a loss of revenue from available capacity payments of approximately RM1.9 million per day if the COD does not occur on or before the scheduled COD on 1 March 2016. However, we believe any loss of revenue would be mitigated by insurance proceeds payable for any delay in start-up amounting to approximately RM1.9 million per day to cover the loss of revenue for up to 20 months from the scheduled COD. Payments arising from our insurance would, however, be subject to a deduction for the two months of delay from the scheduled COD, which would be equivalent to the first two months of loss of revenue from available capacity payments Pursuant to the TBE PPA, an event of default would only occur if the delay in achieving the COD exceeds six months from the scheduled COD. Although we believe that any liquidated damages payable to TNB and any revenue forgone as a result of the delay in the COD of the Tanjung Bin Energy Power Plant would be mitigated by the agreed liquidated damages from the EPC contractors as well as insurance proceeds, there can be no assurance that we would be successful in receiving compensation in the amounts that we expect, or at all. (The rest of this page has been Intentionally left blank) ~ompany No.: 731568-V 7. BUSINESS OF OUR GROUP (Cont’d) 7.6.5 Summary ofthe rates under our subsidiaries’ PPAs The following table summarises the capacity rate financial (“CRF”), FOR, VOR, capacity rate and heat rate as stated in our subsidiaries’ PPAs.
SEV  GB3  PPSB  PO Power  TBP  TBE  Existing SEV PPA  New SEV PPA  CRF  • Tier 1 (RMfkWfmonth) • Tier 2 (RMfkWfmonth)  25.4607 ­47.4016  5.85  30.19 16.98  35.00 25.00  27.66  50.00 22.10  52.02 27.00  FOR (RMfkWfmonth)  4.9837 ­10.499811 )  5.0000 ­5.4080(2 )  4.50000 ­5.26436(3)  4.50000 ­5.26436(4)  4.69 -7.0515)  7.50000 ­9.4898916}  8.61000 ­10.89439(7 )  VOR (RMfkWh)  0.0071 -0.026216}  00200 ­0.0216(9)  0.01500 ­0.0175411O }  0.01830 ­0.02140(11 )  0.0125 ­0.0157112)  0.01300 ­0.01644113}  0.00060 ­0.00076114}  Capacity rate(15) (RMfkWfmonth)  359605 ­52.3853  nfa  nfa  nfa  nfa  nfa  nfa  Heat rate  (based on fuel type)  • Coal116} (kJfkWh)  nfa  nfa  nfa  nfa  nfa  9,991.0 ­12,000.0  9,149.0­11,732.4(17)  • Natural gas(1S) (kJfkWh)  8,014.13 ­9,350.99  8,014.13 ­9,350.99  Combined cycle: 8,083.84 ­12,681.77  7,722.38 ­8,610.45  12,774.62 ­21,993.69  nfa  nfa  Open cycle: 11,990.71 -17,535.14  • Distillatel19} (kJfkWh)  8,350.70 ­9,804.09  8,350.70 ­9,804.09  Combined cycle: 8,245.52 ­12,935.41  8,520.36 ­9,037.91  12,159.52­21,058.91  nfa  nfa  Open cycle: 12,230.53 ­17,885.84
149 I Company No.: 731568-V  I  !  I  7.  BUSINESS OF OUR GROUP (Cont’d)
Notes:  nla  Not applicable.  (1)  The FOR for each of the contract years are set out in the Existing SEV PPA.  (2)  The FOR has the value of RM5.00 per kW per month from the COD of the first generating block untii the iast day of the 48’h month after the month in which the  COD of the first generating block occurs. Effective on the first day of each of the 49’h and 97’hmonth after the month in which the COD of the first generating btock  occurs, the FOR shall be adjusted by multiplying the prevailing FOR by 1.04.  (3)  The FOR has the value of RM4.50 per kW per month for the first contract year through the fourth contract year. Effective on the first day of each of the 49’h, 97’h,  145’h and 193′” month following the month in which the COD of the first unit occurs, the FOR shall be adjusted by muWplying the prevailing FOR by 1.04.  (4)  The FOR has the vaiue of RM4.50 per kW per month for the first contract year through the fourth contract year. Effective on the first day of each ofthe 49’h, 97’h,  145’h and193′” month following the month in which the COD occurs, the FOR shall be adjusted upwards by a percentage of 4% on the prevailing FOR.  (5)  The FOR has the value of RM4.69 per kW per month for the first contract year through the fourth contract year. Effective on the first day of each of the 49’h, 97’h,  145’h, 193′” and 241″ month following the month in which the COD for first generating biock occurs, the FOR shall be adjusted by multipiying such variabie by such  adjustment factor (based on the Consumer Price index for Peninsular Malaysia, Index Numbers for Main Groups under the “Total” column, over the years preceding  the year on which the adjustment is to be made, as published by Department ofStatistics, Kuala Lumpur, Malaysia) as may be advised by the Economic Planning  Unit (“EPU’).  (6)  The FOR has the value of RM7.50 per kW per month for the first contract year through the fifth contract year. Effective on the first day of each of the 49’h, 97’h,  145’h , 193″‘, 241″ and 289’h month following the month in which the COD of the first unit occurs, the FOR shall be adjusted by multiplying the prevailing FOR by  1.04.  (7)  The FOR has the value of RM8. 61 per kW per month from the COD until the last day of the 48’h month following the month in which the COD occurs. Effective on  the first day of each of the 49’h, 97’h, 145’h, 193′”, 241″ and 289’h month following the month in which the COD occurs, the FOR shall be adjusted by multiplying the  prevailing FOR by 1.04 in accordance with the TBE PPA.  (8)  The VOR for each of the contract years are set out in the Existing SEV PPA.  (9)  The VOR has the value of RMO. 02 per kWh from the COD of the first generating block unffl the last day of the 48’h month after the month in which the COD of the first generating block occurs. Effeclive on the first day of each of the 49th and 97’h month after the month in which the COD of the first generating block occurs, the  VOR shall be adjusted by muWplying the prevailing VOR by 1.04.  (10)  The VOR has the value of RMO.015 per kWh for the first contract year through the fourth contract year. Effective on the first day of each of the 49’h, 97’h, 145’h and  193′” month following the month in which the COD of the first unit occurs, the VOR shall be adjusted by muWplying the prevailing VOR by 1.04.  (11)  The VOR has the value of RMO.0183 per kWh for the first contract year through the fourth contract year. Effective on the first day of each of the 49th , 97’h, 145’h  and 193′” month following the month in which the COD occurs, the VOR shall be adjusted upwards by a percentage of 4% on the prevailing VOR.  (12)  The VOR has the value of RMO.0125 per kWh for the first contract year through the fourth contract year. Effective on the first day of each of the 49’h , 97’h, 145’h,  193′” and 241″ month following the month in which the COD for first generating block occurs, the VOR shall be adjusted by such adjustment factor (based on  Producer Price Index for Peninsular Malaysia, Index Numbers for Main Groups as approved by EPU, over the years preceding the year on which the adjustment  is to be made, as published by Department of Statistics, Kuala Lumpur) as may be advised by the EPU.  (13)  The VOR has the value of RMO.013 per kWh for the first contract year through to the fifth contract year. Effective on the first day of each ofthe 49’h, 97’h, 145’h,  193′”, 241″ and 289’h month following the month in which the COD occurs, the VOR shall be adjusted by muWplying the prevailing VOR by 1.04.  150
I CDmpany ND.: 731568-V 7. BUSINESS OF OUR GROUP (Cont’d) (14) The VOR has the value of RMO.0006 per kWh from the COD until the last day of the 48th month fDIIDwing the mDnth in which the COD DCCUrs. Effective Dn the firstday Dfeachofthe491’, 97th, 145″, 193′”, 241″ and 289th month following the mDnth in which the COD occurs, the VOR shall be adjusted by multiplying the prevailing VOR by 1.04 in accDrdance with the TBE PPA.
(15) The capacity rate is only used in the Existing SEV PPA and the supplement to the Existing SEV PPA and refers tD the summatiDn Df the CRF and FOR. There is no reference being made to capacity rate in the New SEV PPA, the GB3 PPA, the PPSB PPA, the PO Power PPA, the TBP PPA Dr the TBE PPA.
(16) Not applicable to the SEV Power Plant, the GB3 Power Plant, the Prai Power Plant or the Port Dickson Power Plant as these are gas-fired power plants and do

not run on coal. (17) The highest rate for the heat rate based on cDal for the TBE PPA has been detennined after taking into accountthe cDallDss factDr and degradation factor for the respective contract year pursuant to the TBE PPA.
(18) NDt applicable tD the Tanjung Bin Power Plant or the Tanjung Bin Energy Power Plant as these are coal-fired thennal pDwer plants and do not run on natural gas.
(19) NDt applicable to the Tanjung Bin PDwer Plant Dr the Tanjung Bin Energy Power Plant as these are cDal-fired thennal pDwer plants and dD nDt run Dn distillate oil as back-up fuel.

(The rest of this page has been intentionally left blank) 151 7. BUSINESS OF OUR GROUP (Conl’d) 7.6.6 Associate Power Plant -Kapar Power Plant 7.6.6.1 Background, generation capacity and fuel supply The Kapar Power Plant is a 2,420 MW power plant that has multi-fuel power generation facilities. It is located in Kapar, Selangor, Malaysia, and it is the largest power plant in Malaysia, based on generation capacity, as at the Latest Practicable Date. Our associate, KEV, which is 40.0% owned by us and 60.0% owned by TNB, owns, operates and manages the power plant. The Kapar Power Plant comprises four phases which use GE, GE Nuovo Pignone and Mitsubishi Heavy Industries turbines. The 600 MW first phase commenced operations in October 1985 and August 1986, the 600 MW second phase commenced operations in December 1988 and July 1989, the 1,000 MW third phase commenced operations in April 2001 and June 2001 and the 220 MW fourth phase commenced operations in December 1995 and January 1996. The Kapar Power Plant’s first phase runs primarily on natural gas, with medium fuel oil as a back-up fuel. The second phase runs primarily on coal, with natural gas and medium fuel oil as back-up fueis. Similarly, the third phase runs primarily on coal, but uses only natural gas as its back-up fuel. The fourth phase runs primarily on natural gas, with distillate oil as a back-up fuel. Details of the Kapar Power Plant’s sources of fuel are set out below. • Natural gas for all four phases is purchased pursuant to a supply arrangement with TNB set forth in the KEV PPA. TNB is required to use its reasonable endeavours to allocate or apportion natural gas to the Kapar Power Plant to the extent that natural gas is available under an umbrella supply agreement between TNB and PETRONAS. This supply arrangement will remain in place until the earlier of the expiration of the umbrella supply agreement (unless the agreement is renewed) and the entry into a gas supply agreement between KEV and PETRONAS. The umbrella supply agreement expired in 2014 and, as the Latest Practicable Date, its renewal is still being negotiated between TNB and PETRONAS.
• Coal for the second and third phases is purchased pursuant to a 25­year supply agreement with TFS that runs concurrently with the PPA and expires in July 2029.
• Medium fuel oil for the first and second phases is purchased pursuant to a 25-year supply agreement with TFS that runs concurrently with the PPA and expires in July 2029.
• Distillate oil used as back-up fuel for the fourth phase is purchased pursuant to spot market purchases.

The prices of coal and distillate oil are generally volatile, as they are based on local and international market prices. However, under the KEV PPA, the Kapar Power Plant is generaily able to pass its costs of coal, natural gas and distillate oil onto TNB. For further information on the energy payment under the KEV PPA, see Section 7.6.6.2 of this Prospectus. 7. BUSINESS OF OUR GROUP (Cont’d) 7.6.6.2 Power offtake Pursuant to the KEV PPA, the Kapar Power Plant’s first three phases sell the power that they generate to TNB for a term of 25 years expiring in July 2029, and its fourth phase sells the power that it generates to TNB for a term of 15 years expiring in July 2019. The terms for all four phases are renewable for an additional three terms of five years each, upon the mutual consent of the parties. The despatch of power generated from the Kapar Power Plant is determined by TNB from time to time. Under the KEV PPA, the Kapar Power Plant charges a tariff rate to TNB that includes: • an available capacity payment, which covers the power plant’s fixed costs and capital costs. TNB is required to pay the available capacity payment to KEV regardless of whether it despatches the power generated from the power plant, provided that the power plant makes available a minimum capacity to TNB and meets performance targets specified in the KEV PPA; and
• an energy payment, which covers the power plant’s fuel costs and variable operation and maintenance costs that are incurred when TNB despatches the power generated from the power plant.

Under the KEV PPA, TNB is also required to pay: • a test energy payment, which covers the power plant’s fuel costs in relation to energy generated during revalidation testings, re­commissionings after outages, testings required by Malaysian law or government authorities or KEV; and
• a start-up payment, which compensates the power plant for any start­up requested by TNB in excess of a pre-determined number of start­ups set forth in the KEV PPA.

KEV derives the majority of its gross profits from the available capacity payment. Under the KEV PPA, KEV must maintain a reserve to be used exclusively to pay for maintenance expenses. 7.6.6.3 Operations review The following table summarises the Kapar Power Plant’s operating statistics for each of its four phases for the years indicated. FYE 31 December 2012 2013 2014 Phase 1 Total sold (GWh)(1) 2,071 2,488 1,933 Equivalent availability factor (%)(2) 85.5 82.3 75.3 Efficiency (%)(3) 33.1 32.9 32.8 Phase 2 Total sold (GWh)(1) 3,215 4,157 4,267 Equivalent availability factor (%)(2) 79.3 88.5 88.5 Efficiency (%)(3) 33.3 33.4 33.4 7. BUSINESS OF OUR GROUP (Cont’d) FYE 31 December 2012 2013 2014 Phase 3 Total sold (GWh)11) 6,450 5,942 4,394 Equivalent availability factor (%)12) 86.7 74.2 52.2 Efficiency (%)13) 34.1 34.4 34.5 Phase 4 Total sold (GWh)11) 33.4 216.8(4) 121.8 Equivalent availability factor (%)12) 86.5 70.7 55.7 Efficiency (%)13) 26.7 27.1 26.8 Notes: (1) Calculated based on the energy billing metre.
(2) Calculated based on the actual plant availability, taking into consideration unscheduled outages and scheduled outages.
(3) Calculated by dividing the total generated electn”city output by the heat energy consumed in generating that output.
(4) The increase in the total sale of energy at Phase 4 of the Kapar Power Plant was due to higher despatch ofpeaking plant to meet the increasing demand.

In recent years, operational issues at the Kapar Power Plant have affected its operations. In particular, Phase 3 of the Kapar Power Plant experienced unscheduled outages caused by operational issues, including cooling water pump problems, turbine vibration and hydrogen embrittlement from 2008 to 2011. The Kapar Power Plant again experienced unscheduled outages in the fourth quarter of 2013 and in 2014, primarily as a result of problems with turbine vibration. For further information on the financial impact of these operational issues, see Section 12.2.2(ii)(b) of this Prospectus. (The rest of this page has been intentionally left blank) 7. BUSINESS OF OUR GROUP (Cont’d) 7.7 INTERNATIONAL INDEPENDENT WATER PRODUCTION AND POWER GENERATION BUSINESS Through our equity interests in our SUbsidiary, associates and our joint venture, we own an effective water production capacity of approximately 358,850 m3 per day and power generation capacity of approximately 690 MW outside Malaysia as at the Latest Practicable Date. Our two IWPPs are located in the Kingdom of Saudi Arabia and Bahrain and our three IWPs are located in the Kingdom of Saudi Arabia, Algeria and the Sultanate of Oman. At these IWPPs and IWPs, water is, or will be, produced through the desalination of seawater. We have also acquired a 50.0% participating interest in the unincorporated joint venture that owns the Macarthur Wind Farm. 7.7.1 Shuaibah Phase 3 Expansion IWP and the Shuaibah Phase 31WPP Our associate, SEPCO owns the Shuaibah Phase 3 Expansion IWP. SEPCO is 11.9% owned by us, 5.95% owned by TNB, 11.9% owned by Khazanah, 29.75% owned by Acwa Power, 31.2% owned by PIF, 8.3% owned by SEC and 1.0% owned by various individuals. In addition, our associate, SWEC owns the Shuaibah Phase 3 IWPP. SWEC is 12.0% owned by us, 6.0% owned by TNB, 12.0% owned by Khazanah, 30.0% owned by Acwa Power, 32.0% owned by PIF and 8.0% owned by SEC. The Shuaibah Phase 3 Expansion IWP and the Shuaibah Phase 3 IWPP are co­located in Jeddah, the Kingdom of Saudi Arabia. The Shuaibah Phase 3 Expansion IWP commenced operations in November 2009 and the Shuaibah Phase 3 IWPP commenced operations in January 2010. The Shuaibah Phase 3 Expansion IWP and the Shuaibah Phase 3 IWPP are managed by our associates, AI-Imtiaz and SAMAOMCO, respectively. The Shuaibah Phase 3 Expansion IWP has a water production capacity of 150,000 m3 per day. In addition, the Shuaibah Phase 3 IWPP has: • a power generation capacity of 900 MW using three units of light crude oil-fired boilers and three back-pressure turbines; and
• a water production capacity of 880,000 m3 per day using 12 multistage flash distillers.

The Shuaibah Phase 3 Expansion IWP and the Shuaibah Phase 3 IWPP, which, according to Frost & SUllivan, collectively form the largest independent water project in the MENA region as at 31 December 2013, based on collective plant design capacity of 1,030,000 m3 per day, supply electricity and water to Saudi Arabia’s Water and Electricity Company pursuant to separate 20-year PWPAs that expire in November 2029 and January 2030, respectively. According to Frost & Sullivan, the Shuaibah Phase 3 Expansion IWP and the Shuaibah Phase 3 IWPP accounted for 10.1 % market share of the gross water production capacity in the Kingdom of Saudi Arabia as at 31 December 2013. 7. BUSINESS OF OUR GROUP (Cont’d) 7.7.2 Souk T1eta IWP Our joint venture, AAS, owns the Souk Tleta IWP, which is located in Wilaya of Tlemcen, Algeria. AAS is 35.7% owned by us, 15.3% owned by MenaSpring Utility (Tlemcen) Pte Ltd and 49.0% owned by Algerian Energy Company. The Souk Tleta IWP commenced operations in April 2011 and is operated and managed by our associate, Hyflux-TJSB Algeria. The Souk Tleta IWP has a water production capacity of 200,000 m3 per day. The Souk Tleta IWP supplies water to Algeria’s national water company L’Algerienne Des Eaux and Algeria’s national oil and gas company, Sonatrach, for a term of 25 years expiring in 2036 pursuant to a WPA, which is renewable upon mutual agreement of the parties. 7.7.3 Hidd IWPP In May 2012, we acquired an interest in our associate Hidd Power, which is 40.0% owned by us, 30.0% owned by GDF Suez SA and 30.0% owned by Sumitomo. Hidd Power owns the Hidd IWPP, which comprises three phases and is located in Hidd, Bahrain. The Hidd IWPP’s three phases commenced operations in 2000, 2004 and 2008, respectively. The Hidd IWPP is operated, managed and maintained by Hidd Power. The Hidd IWPP has: • a power generation capacity of 929 MW using natural gas and distillate oil purchased from the Bahrain Petroleum Company; and
• a water production capacity of 41 0,000 m3 per day.

The Hidd IWPP supplies electricity and water to Bahrain’s Ministry of Electricity and Water for a term of 20 years expiring in November 2027 pursuant to a PWPA. According to Frost & Sullivan, the Hidd IWPP accounted for approximately 34.0% of Bahrain’s gross installed power generation capacity and approximately 58.6% of Bahrain’s gross water production capacity in 2013. 7.7.4 AI Ghubrah IWP In January 2013, we, together ‘with our partners, formed MCDC to undertake the design, construction, ownership, financing, and operation and maintenance of the AI Ghubrah IWP, which is located in AI Ghubrah in the city of Muscat, the Sultanate of Oman. MCDC is 45.0% owned by us, 45.0% owned by Sumitomo and 10.0% owned by Cadagua. The AI Ghubrah IWP is expected to commence commercial operation in the third quarter of 2015. The AI Ghubrah IWP will have an expected water production capacity of 191,000 m3 per day. The AI Ghubrah IWP is expected to supply water to OPWP for a term of 20 years pursuant to a WPA, commencing from 2015. 7. BUSINESS OF OUR GROUP (Cont’d) 7.7.5 Macarthur Wind Farm 7.7.5.1 Background, generation capacity and fuel supply In June 2013, we acquired a 50.0% participating interest in the unincorporated joint venture that owns the Macarthur Wind Farm. The remaining participating interest in the unincorporated joint venture is owned by Macarthur WFPL. The Macarthur Wind Farm is the largest wind farm in the southern hemisphere as at the Latest Practicable Date. The Macarthur Wind Farm is located in the State of Victoria, Australia and has a power generation capacity of 420 MW, which is sufficient to generate enough clean energy to power approximately 220,000 average-sized homes in the State of Victoria, Australia, reducing by 1.5 million tonnes the greenhouse gases being emitted into the atmosphere each year. As a wind farm, the Macarthur Wind Farm has no fuel costs as it produces electrical energy from wind turbines using wind power. 7.7.5.2 Power offtake The total offtake price received by MWMPL for the electricity generated by the Macarthur Wind Farm is determined pursuant to the MWMPL Electricity Contract. The MWMPL Electricity Contract is documented as a confirmation under a 2002 International Swaps and Derivatives Association (“ISOA”) Master Agreement. The MWMPL Electricity Contract has a term of 25 years and terminates on 31 January 2038. Under the MWMPL Electricity Contract, AGL Hydro agrees to pay MWMPL a fixed price for a fixed volume of electricity (irrespective of the amount of electricity actually generated by the Macarthur Wind Farm) and MWMPL agrees to pay to AGL Hydro the market proceeds from the sale of electricity. Payments under the MWMPL Electricity Contract can be adjusted in limited circumstances that are set out in the MWMPL Agency Deed. Pursuant to the terms of the Macarthur Wind Farm Contracts, payments that we receive from AGL Hydro are net of costs and expenses. 7.7.5.3 Production process The electric power generation by the Macarthur Wind Farm involves the following process: • Wind power is extracted from air flow using wind turbines to produce electrical power.
• The individual wind turbines are interconnected by a medium voltage power collection system and communications network. At a substation, this medium-voltage electric current is increased in voltage using a transformer for connection to the high voltage electric power transmission system.

7. BUSINESS OF OUR GROUP (Cont’d) 7.7.5.4 Operation and management The Macarthur Wind Farm is operated and managed by AGL Hydro pursuant to the MWMPL Asset Management Deed, entered into between AGL Hydro, Macarthur WFPL and MWMPL. The MWMPL Asset Management Deed has a term of 25 years commencing from 1 February 2013, unless earlier terminated pursuant to its terms. Under the MWMPL Asset Management Deed, AGL Hydro is entitled to payment of quarterly maintenance fees. For a summary of the terms of the Macarthur Wind Farm Contracts, see Section 7.24 of this Prospectus. 7.8 OPERATION AND MAINTENANCE BUSINESS We provide operation and maintenance services to our own power plants as well as to power plants and water plants owned by certain of our associates, our joint venture and third-party clients. In 2012, we undertook a reorganisation that resulted in our operation and maintenance business being streamlined into M Power, which services our own power plants in Malaysia, and TJSB through, TJSB International group of companies, which offer these services to certain of our associates, our joint venture and third-party clients. MB via TJSB provided operation and maintenance services to PETRONAS’ cogeneration power plants, the Kerteh Centralised Utilities Facilities and the Gebeng Centralised Utilities Facilities, under five-year operation and maintenance contracts that expired in 2004. After the Acquisition, we expanded our operation and maintenance business internationally. Through our now wholly-owned subsidiary, TJSB, we continue to maintain the ability to offer these services to third-party clients in Malaysia as well as overseas. On 17 December 2012, we acquired the contractual rights to provide operation and maintenance services to the Tanjung Bin Power Plant from HICOM Power. These operation and maintenance services are now being carried out by TSOMS and M Power. In addition, in April 2014, we acquired 100% equity interest in PDP O&M, which provides operation and maintenance services to the Port Dickson Power Plant. We participate in power projects and water projects as sole or co-developers. Where possible, we conduct our operation and maintenance business through partnership or subcontracting agreements which permit us to safeguard our investments in these projects by ensuring that high quality standards are employed across a number of key activities. Our expertise in the operation and maintenance business also permits us to offer our services to third-party clients seeking similar objectives. Our power plants and water plants each have long-term operation and maintenance plans that require scheduled inspections and overhauls, including scheduled periods of outage, that are established with consideration to the relevant project’s despatch requirements, recommendations of the original equipment manufacturers, good utility practices and statutory guidelines. For instance, each Alstom gas turbine in our gas-fired power plants has scheduled outages upon the completion of a set interval of equivalent operating hours to conduct inspections, which are generally five days for short outages to 30 days for long outages, and these plants require a lesser period of time compared to outages for coal-fired power plants. The Tanjung Bin Power Plant has a scheduled major outage once every seven years to conduct maintenance on turbine, generator and boiler components as well as all auxiliaries; a scheduled minor outage once every two years for boiler cleaning, turbine inspection and auxiliary maintenance and a scheduled maintenance outage every year for boiler cleaning and fitness certificate renewal. We also offer services including fuel management, inventory management, emissions monitoring and personnel training. 7. BUSINESS OF OUR GROUP (Cont’d) We provide our seNices pursuant to contractual arrangements. These contractual arrangements provide for the owner(s) of the project to make (i) payment of a lump sum, regardless of the actual operation and maintenance costs that we incur; (ii) payment of the actual operation and maintenance costs that we incur plus an additional management fee; or (iii) payment of customised fees related to our seNices, which is a hybrid of the preceding two types of contractual arrangements. The table below summarises our operation and maintenance seNices to our and our associates’ and joint venture’s plants on a project-basis as at the Latest Practicable Date. Effective date  Operation and  of operation  maintenance  Plant  Generating  and  term  Project(‘!  Description  configuration  capacityl’)  maintenance  (years)  Malaysia: SEV Power  CCGT power  2 x 651.5 MW  1,303 MW  1993  31 (3)(4)  Plant  plant located in  Peninsular  Malaysia  GB3 Power  CCGT power  1x640MW  640MW  2000  Plant  plant located in  Peninsular  Malaysia  Prai Power  CCGT power  1x350MW  350MW  2000  21(5)  Plant  plant located in  Peninsular  Malaysia  Tanjung Bin  Coal-fired  3x700MW  2,100 MW  2003  25(5)  Power Plant  thermal power  plant located in  Peninsular  Malaysia  Tanjung Bin  Coal-fired  1 x 1,000 MW  1,000 MW  2012  25(5)  Energy Power  thermal power  Plant  plant located in  Peninsular  Malaysia  Port Dickson  OCGT power  4×109.1MW  436.4 MW  2003(6)  Power Plant  plant located in  Peninsular  Malaysia  International:  Shuaibah  Power and water  12 Multistage  880,000  2006  20(7)  Phase 3  production plant  Flash  m3/day  IWPP  located in the  Distillation x  900MW  Kingdom of  74,000  Saudi Arabia  m3 /day, 3 x  300 MW  (thermal)  Shuaibah  Water production  10 Reverse  150,000  2007  20(7)  Phase 3  plant located in  Osmosis Train  m3/day  Expansion  the Kingdom of  IWP  Saudi Arabia
7. BUSINESS OF OUR GROUP (Conl’d) Effective date Operation and of operation maintenance Plant Generating and term Projectl’} Description configuration capacityl’) maintenance (years) Souk Tleta Water production 13 x Reverse 200,000 2007 2515} IWP plant located in Osmosis Train m3/day Algeria x 16,667 m3 /day AI Ghubrah Water production 11 Reverse 191,000 2013 2017) IWP plant located in Osmosis Train m3/day the Sultanate of Oman
Notes: (1) TheSEVPowerPlant, theGB3PowerPlant,thePra;PQwerPlantand theTanjungBinEnergyPowerPJant are operated and managed by M Power. The Tanjung Bin Power Plant is operated and managed by TBOMB and M Power. The Port Dickson Power Plan! is operated and managed by PDP O&M.
The Shuaibah Phase 31WPP and the Shuaibah Phase 3 Expansion IWP are managad by SAMAOMCO and AI-Imtiaz, respectively. The Souk Tleta IWP is operated and managed by Hyf{ux~TJSB Algeria and the AI Ghubrah IWP will be operated and managed by MCDC.
(2) MW indicates capacity for electric power generation, m3/day indic8tes capacity for water production and tonnes/hour indicates capacity for ste8m production.
(3) Includes the ten-year extension under the New SEV PPA.
(4) The terms of the OMA for each of the SEV Power PI8nt and the GB3 Power Plant may be extended for a period of one year upon mutual agreement between the applic8ble parties.
(5) The terms of the OMA for each of the Prai Power Plant, the Tanjung Bin Power Plant, the Tanjung Bin Energy Power Plant and the Souk Tleta IWP may be extended, not later than 12 months prior to the expiry of their respective terms, upon agreement of the applicable parties.
(6) The previous operators of Port Dickson Power Plant were Janaurus PDP Sdn Bhd and Sime D8rby Energy. The PD Power OMA was novated to PDP O&M in April 2014.
(7) The terms of the OMA for each ofthe Shuaibah Phase 3 IWPP, the Shuaibah Phase 3 Expansion IWP and the AI Ghubrah IWP may be extended if the applicable PWPA 8nd WPA are extended pursuant to their respective terms.

The table below summarises our operation and maintenance selVices to third-parties on a project-basis as at the Latest Practicable Date. Effective date Operation and of operation maintenance Plant Generating and term Projectl’) __ Description confiQ..uration capacity!’} _ maintenance ~ears) Merak Coal-Coal-fired steam 2 x 60 MW 120MW 2013 5 Fired Power power plant Steam 55 Plant located in Turbines tonnes/hour Indonesia 55 tonnes/hour Boiler
Az Zour South CCGT power 5 x GT 13E2 1,200 MW 2013 4 Combined plant located in (Alstom) + 2 Cycle Power the State of Steam Plant Kuwait Turbines Notes: (1) The Merak Coal-Fired Power Plant and the Az Zour South Combined Cycle Power Plant are operated and managed by PT Teknik Jan8kuasa and TJSB Middle East, respectively.
(2) MW indicates capacity for electric power generation and tonneslhour indicates capacity for steam production.

7. BUSINESS OF OUR GROUP (Cont’d) The table below summarises projects completed by our operation and maintenance business that were provided to third-party clients. Type of projects ClientCountry Completion year Operation and maintenance services PETRONAS Gas Malaysia 2004′ for centralised utility facililies Operation and maintenance Alghanim International Kuwait 2013 management s€lVices General Trading and Contracting Co. W.L.L
Note: , Provided by TJSB. The table below summarises the significant consultancy, training and maintenance and repair services completed by our operation and maintenance business that were provided to third­parties. Type of services  Client  Country  Completion year  CCGT technical training  GE  Libya  2005′  Technical due diligence for Salalah Power Plant  Dhofar Power Company  Sultanate of Oman  2006′  Technical due diligence for acquisition of CEGCO in Jordan  MB I JDC I CC  Jordan  2006′  CCGT advanced simulator training  troubleshooting  Unimar Marmara Electric Santrali  Turkey  2006′  Technical audit services for Salalah Power Plant  Dhofar Power Company  Sultanate of Oman  2007′  Overhaul services for Alstom 13E2 & 13DM gas turbines  Aluminium Bahrain  Bahrain  2008  Technical training for advance operation principles and electrical maintenance for power plants  Aluminium Bahrain  Bahrain  2008  Technical and simulator training for a coal-fired power plant Operation and maintenance services for a OCGT plant  Jimah Energy Ventures Sdn Bhd Az Zour Emergency Power Plant  Malaysia Kuwait  2009 2013  Note:  ,  Provided by TJSB.
7. BUSINESS OF OUR GROUP (Cont’d) 7.9 ELECTRICITY AND CHILLED WATER DISTRIBUTION BUSINESS Through our wholly-owned subsidiary, M Utilities, we operate an electricity and chilled water distribution business in the Kuala Lumpur Sentral Development, which is a combined office, hotel, residential, retail and transit hub located approximately 1.5 km from Kuala Lumpur’s central business district and covers an area of approximately 72 acres. Since 2000, M Utilities has been supplying electricity to all the buildings in the Kuala Lumpur Sentral Development on an exclusive basis. Our licence, which was issued by the Energy Commission, will expire on 14 October 2017, and Is renewable for an additional ten years. We adhere to electricity tariff rates approved by the Energy Commission. We purchase electricity in bulk from TNB and distribute it at 11 kV and 415/240V to buildings and individual offtakers located within the development. Pursuant to chilled water supply agreements that will expire between 2027 and 2032, and are renewable upon mutual agreement of the parties, we supply chilled water for air conditioning to the Plaza Sentral office suites and other buildings located within the development from our district cooling plant, which is also located in the development. The capacity of the district cooling plant was increased from 7,000 RT in 2011 to 17,000 RT as at the Latest Practicable Date to meet the growing needs of the Kuala Lumpur Sentral Development. 7.10 PROJECT MANAGEMENT BUSINESS Through our wholly-owned subsidiary, MESB, we provide project management services related primarily to plant design review and construction monitoring for our own power plant projects. We offer large-scale project management expertise related to the execution of EPC contracts for plants, as well as managing relationships with engineers and the relevant authorities to ensure that a project is completed on time and within budgeted costs. We have acted in project management roles for the SEV Power Plant, the GB3 Power Plant and the Tanjung Bin Power Plant, and we are currently acting in this role for the Tanjung Bin Energy Power Plant. 7.11 RENEWABLE ENERGY BUSINESS We are working to develop renewable energy projects, in line with the Government’s drive to develop the renewable power generation sector. In 2013, we made our first investment in this sector, acquiring a 50.0% participating interest in the unincorporated joint venture that owns the Macarthur Wind Farm. Macarthur Wind Farm has a power generation capacity of 420 MW which is sufficient to generate enough clean energy to power approximately 220,000 average-sized homes in the State of Victoria, Australia, reducing by 1.5 million tonnes the greenhouse gases being emitted into the atmosphere each year. The Macarthur Wind Farm is presently contributing towards the Australian Federal Government’s expanded Renewable Energy Target, which aims to have 20% of the country’s electricity generated from renewabie sources by 2020. According to Frost & Sullivan, wind power generation in Australia is also expected to experience the highest growth between 2013 and 2018. The Macarthur Wind Farm was purchased with a long-term off-take agreement in place with AGL Hydro for a term of 25 years from 1 February 2013. Macarthur WFPL owns the remaining participating interest in the unincorporated joint venture that owns the Macarthur Wind Farm. The Government introduced a new feed-in tariff in 2011 to promote the development of renewable power generation in Malaysia, and we have embarked on identifying renewable power generation projects in Malaysia and overseas. In Malaysia, our renewable power generation efforts include exploring the potential and conducting a feasibility study of small run­of-river hydro projects and waste-to-energy projects in Malaysia. Overseas, our renewable power generation efforts include exploring the development of various renewable energy technologies, including wind and solar energy. 7. BUSINESS OF OUR GROUP (Cont’d) 7.12 SALES 7.12.1 Malaysian independent power generation business We sell the power that we generate to TNB pursuant to long-term PPAs. All our sales from our Malaysian independent power generation business are derived from Malaysia. 7.12.2 Operation and maintenance business We provide our operation and maintenance services to our own power plants in Malaysia, as well as to power plants and water plants owned by certain of our associates, our joint venture and third-party clients in Malaysia and overseas. 7.12.3 Electricity and chilled water distribution business We sell all our electricity and chilled water distribution services to third-party clients in the Kuala Lumpur Sentral Development. All our sales from our electricity and chilled water distribution business are derived from Malaysia. 7.12.4 Project management business Under our project management business, we primarily offer our services to our own power plant projects. We currently do not have any external sales from our project management business. 7.13 SUPPLIERS AND CUSTOMERS For the FYE 31 December 2012,2013 and 2014, fuel purchases accounted for 66.9%, 61.6% and 63.1 %, respectively, of our cost of sales. The following table sets out the third-party suppliers who accounted for 10% or more of our total purchases of fuel for the years indicated. FYE 31 December
Supplier  2012 RM (in millions)  % of total purchases of fuel  (in millions)  2013 RM % of total purchases of fuel  (in millions)  2014 RM  % of total purchases of fuel  PETRONAS TFS  398.3 2,009.7  14.7 74.4  567.0 1,352.7  26.3 62.7  597.0 1,639.0  23.9 65.6
We are dependent on PETRONAS and TFS to supply natural gas and coal, respectively, used by our power plants in Malaysia. We purchase distillate oil used by our CCGT power plants and OCGT power plant as back-up fuel from various oil producers and traders. The following table sets out the customer who accounted for 10% or more of our total revenues for the years indicated. FYE 31 December Customer  2012 RM (in millions) % of total revenues  (in millions)  2013 RM  % of total revenues  (in millions)  2014 RM % of total revenues  TNB  5,375.5  96.2  4,525.2  95.9  5,278.1  94.3
We are dependent on TNB to purchase the power generated by our Malaysian independent power generation business. 7. BUSINESS OF OUR GROUP (Conl’d) 7.14 COMPETITION AND IMPACT OF POSSIBLE MARKET L1BERALISATION According to Frost & Sullivan, through our subsidiaries and associate (based on our equity ownership), we are the iargest IPP in Malaysia, based on an effective power generation capacity of 5,346 MW, representing 24.9% of Peninsular Malaysia’s total installed capacity as at the Latest Practicable Date, and among the IPPs, we also have the largest effective generation capacity installed in SEA, as at the Latest Practicable Date. Our main competitors in Malaysia are other IPPs and companies engaged in the power business, such as Edra Global Energy Berhad (formerly known as 1MDB Energy Group Berhad) and YTL Power International Berhad. Edra Global Energy Berhad acquired Powertek Energy Sdn Bhd and Genting Sanyen (Malaysia) Sdn Bhd in 2012 and Jimah Energy Ventures Sdn Bhd in 2014. As at the Latest Practicable Date, Edra Global Energy Berhad had 14.4% and YTL Power International Berhad had 5.4%, respectively, of Peninsular Malaysia’s total installed capacity. In addition to the IPPs, TNB also produces and sells electricity, and as at the Latest Practicable Date, inclusive of its effective interest in IPPs, had 50.2% of Peninsular Malaysia’s installed capacity. We expect that Malaysia’s electric power industry will continue to rely on a mix of TNB and the IPPs for the generation of electric power. The Government’s New Energy Policy, which was announced in 2011, includes efforts to increase and diversify power generation capacity, strengthen transmission and distribution networks and restructure the power supply industry in order to preserve Malaysia’s currently strong and stabie power supply system amid volatile global energy prices and declining natural gas production, particularly in Peninsular Malaysia. Accordingly, Malaysian IPPs are seeking to increase their participation in the power industry and could potentially compete against us. We will face competition in both the development of new power generation facilities and the acquisition of existing power capacity, including with respect to the renewal of our PPAs, as well as competition in financing these activities. In addition, while Malaysian IPPs currently are limited by their PPAs in the tariff rates they charge, there may be possibilities of power generation industry liberalisation, including the introduction of a market system where power producers make competitive offers to supply electricity in a wholesale market and derive revenue primarily based on the quantities and prices at which their electricity is sold, as determined by supply and demand in the market. If reforms of these types are implemented, we and other IPPs may be reqUired to adopt competitive tariff rates that may result in margin compressions for ourselves and other producers. The performance of the Malaysian economy and the potential for growth in Malaysia’s power sector have attracted many potential competitors, including multinational groups involved in the power and operation and maintenance businesses, to explore opportunities in the development of power generation projects and the operation and maintenance of these projects. Accordingly, competition· for and from new power projects, including the operation and maintenance of these projects, may increase in line with the long-term economic growth in Malaysia. (The rest of this page has been intentionally left blank) 7. BUSINESS OF OUR GROUP (Gonl’d) 7.15 BUSINESS INTERRUPTIONS Due to a shortage in the supply of natural gas in Malaysia, a natural gas curtailment was imposed on the Malaysian power sector in 2011, which resulted in all coal-fired plants in Peninsular Malaysia, including the Tanjung Bin Power Plant, being operated for prolonged periods at full capacity. This continuous operation, which affected our ability to conduct the necessary scheduled maintenance works during the natural gas curtailment period, coupled with the quality of coal supplied, affected the Tanjung Bin Power Plant. In 2013, the Tanjung Bin Power Plant experienced a number of unscheduled outages which materially and adversely affected our financial performance beginning in the first quarter of 2013. We are currently investigating further on what led to these outages and in particular, the plant’s boilers’ design, manufacture and installation. The table below sets out the number of days of unscheduled outages at the Tanjung Bin Power Plant for the years indicated. FYE 31 December 2013 FYE 31 December 2014 Unit 1 42.9 days 18.3 days Unit 2 20.6 days 19.9 days Unit 3 61.6 days 5.7 days
We were part of the special task force established by the Energy Commission to identify the causes of the unscheduled outages experienced by coal-fired power plants in Peninsular Malaysia. The task force conducted reviews of the quality of supplied coal, boiler design, manufacture and installation, as well as plant operation, and it came up with recommendations to minimise future incidents of unscheduled power plant outages. The task force’s recommendation that higher quality coal should be supplied to the power plants has been instrumental in enabling us to source higher quality coal. In July 2013, we commenced implementation of a recovery programme of remedial and improvement works and other steps to address the issues at the Tanjung Bin Power Plant, including rectifications and improvements to components of the boiler, equipment replacement and combustion improvements. As part of this programme, we also benchmarked the Tanjung Bin Power Plant against comparable plants world-wide, with the objective of identifying opportunities for further plant improvements. Since the completion of this programme in March 2014, all three units of the plant were able to operate at full capacity again. For further information on the financial impact of these issues and the implementation of the recovery programme, see Section 12.2.2(ii)(a) of this Prospectus. Due to the unscheduled outages at the Tanjung Bin Power Plant, capacity payments from the Tanjung Bin Power Plant decreased from RM943.8 million in the FYE 31 December 2012 to RM775.6 million in theFYE 31 December 2013. However, with the implementation and compietion of the recovery programme, capacity payments from the plant have since increased from RM775.6 million in the FYE 31 December 2013 to RM944.0 million in the FYE 31 December 2014. The recovery programme implemented at the Tanjung Bin Power Plant also resulted in write-offs in the FYE 31 December 2013 relating to replaced power plant equipment, including write-offs of RM109.4 million that were charged to cost of sales. The write-offs of RM109.4 million represent the carrying cost of the replaced equipment less accumulated depreciation. Save for the above, there has not been any material interruption to our business activities during the past 12 months preceding the Latest Practicable Date. 7.16 RESEARCH AND DEVELOPMENT We conduct centralised research and development opportunities for our businesses. In addition to exploring methods to improve process efficiencies at our existing power plants and water plants, we are focusing on developing renewable energy projects in line with the Government’s drive to develop the green and renewable power generation sector. For further information on our renewable energy business, see Section 7.11 of this Prospectus. Our research and development activities do not account for substantial portions of our expenditures. 7. BUSINESS OF OUR GROUP (Cont’d) 7.17 QUALITY CONTROL AND CERTIFICATIONS AND RECOGNITIONS We are committed to ensuring quality control in maintaining our high level of performance with respect to our power plants and the provision of our services related to operation and maintenance and project management. We have invested considerably to implement relevant tools and methodologies to further optimise our asset values, minimise asset downtime and meet customers’ schedules and other demands. Our quality control policies have received a variety of certifications in relation to our operations. Our operation and maintenance business has received various certifications with respect to our power plants, including the following: • The SEV Power Plant, the GB3 Power Plant and the Prai Power Plant were certified with Health & Safety OSHAS 18001 :2007 in 2009, Health and Safety MS 1722: Part 1 2005 in 2009, Quality MS ISO 9001 :2008 in 2009 and Environmental Management MS ISO 14001 :2004 in 2011.
• The Port Dickson Power Plant was certified with Quality MS ISO 9001 :2008 in 2002, Health & Safety OSHAS 18001:2007 in 2003, Environmental Management MS ISO 14001 :2008 in 2003 and Information Security Management System ISO 27001 :2005 in 2013.
• The Tanjung Bin Power Plant was certified with Port Security ISPS in 2007, Health and Safety OSHAS 18001 :2007 in 2009, Health and Safety MS 1722: Part 1 2005 in 2009, Quality MS ISO 9001 :2008 in 2009 and Environmental Management MS ISO 14001 :2004 in 2011.

Our electricity and chilled water distribution business has received various certifications, including M Utilities’ certification with MS ISO 9001:2000 in 2004, MS ISO 9001:2008 in 2010 and recertification of MS ISO 9001 :2008 in 2013. 7.18 HEALTH, SAFETY AND ENVIRONMENTAL MATTERS Power operations are subject to extensive, evolving and increasingly stringent health, safety and environmental laws and regulations. These laws and regulations address, among others, occupational safety and health of employees; air and water discharges; the storage, treatment, discharge and disposal of waste; the location of facilities; site clean-ups; and plant and wildlife protection. These laws and regulations also control workplace conditions within power plants as well as employees’ exposure to hazardous substances and other aspects of a worker’s social and economic well-being and their physical health and safety. We conduct quarterly environmental audits at our power plants, tracking ambient air quality, gaseous stack emissions levels, wastewater quality, marine water quality and noise levels. We submit environmental monitoring reports to the DOE pursuant to the requirements of the environmental impact assessment, and our monitoring is conducted by an independent contractor registered with the DOE. We also continue to monitor our plants’ surrounding marine ecosystems through an annual marine ecology study. We have installed continuous emissions monitoring systems in all our HRSG exhaust stacks, which provides us with ongoing emission values for monitoring and operational purposes. 7. BUSINESS OF OUR GROUP (Cont’d) As an ongoing exercise to ensure compliance with health, safety and environmental laws and regulations, our employees undergo annual evaluations of their knowledge of health, safety and environmental matters, and our employees and contractors participate in health, safety and environmental trainings, including permit-to-work modules and the Government’s trainings relating to the Occupational Health and Safety Act and the Environmental Quality Act. We pursue progressive reduction of emissions, effluents and discharges of waste materials known to have adverse impacts on the environment in order to minimise the risk of health, safety and environmental-related incidents and liabilities. For instance, clean coal technology equipment, such as electrostatic precipitators, have been installed at the Tanjung Bin Power Plant and at our associate’s Kapar Power Plant, enabling us and our associate to maintain emission levels within limits set by the DOE. The Tanjung Bin Energy Power Plant is also expected to use similar equipment. In addition, we regUlarly monitor the ecosystem within the vicinity of our facilities, conduct extensive research on the environmental impact of our processes and investigate the soil and groundwater conditions at our facilities’ sites. Some of our key environmental initiatives include: • Mangrove Initiative: A mangrove replanting and rehabilitation programme in areas surrounding the Tanjung Bin Power Plant and at Sungai Acheh, near the Prai Power Plant;
• Ikan Siakap Initiative: A rehabilitation programme of the Sungai Pulai river near the Tanjung Bin Power Plant to support the livelihood of the local fishermen around the

area; • Ma/akoff-Universiti Sains Malaysia Collaboration: “The NEMGRADS USM-Malakoff Environmental Awareness Project 2010”, an environmental awareness project for the youth focusing on the importance of conserving the environment;
• Energy Expert Series: Initiation of an industry-level lecture series focusing on renewable power generation to support the Government’s vision of promoting renewable power generation as an alternative source of energy;
• Project Sunshine: A programme to install photovoltaic systems in local schools to convert solar power to electricity;
• Turtle Awareness and Education Programme: A programme to raise awareness of the importance of turtles to the ecosystem;
• Malakoff Coral Rehabilitation Programme. A programme to promote the conservation of the marine ecosystem;
• Malakoff Giant Clam Restoration Project: A project to highlight the importance of the giant clam in the marine ecosystem; and
• Publication of Endau Rompin Revisited: A Malaysian coffee table book on Endau Rompin National Park, produced in collaboration with the Malaysian Nature Society.

We are in compliance in all material respects with all applicable health, safety and environmental laws and regUlations regarding our power operations. However, the adoption of new health, safety and environmental laws and regulations, new interpretations of existing laws and regUlations, increased governmental enforcement of laws and regulations or other developments in the future may require that we make additional capital expenditures or incur additional operating expenses or that we curtail our power operations. 7. BUSINESS OF OUR GROUP (Cont’d) 7.19 CORPORATE SOCIAL RESPONSIBILITY We are committed to fulfilling our corporate sociai responsibility. We have received recognition for our corporate social responsibility efforts, including the following: • 2014 Top 30 Green Catalysts Award organised by Malaysian Green Technology Corporation;
• 2014 award from Anugerah Langkawi (Organisation) organised by the DOE and presented by the King of Malaysia;
• 2013 CSR of the Year Award presented by the Malaysian Institute of Management (MIM);
• 2013 Asia Responsible Entrepreneurship Awards on Green Leadership presented by Enterprise Asia;
• 2011 Asia Responsible Entrepreneurship Awards on Social Empowerment presented by Enterprise Asia; and
• 2010 Prime Minister’s CSR Award (Environment Category) organised by the Ministry of Women, Family and Community Development and presented by the Prime Minister of Malaysia.

We have a long history of raising awareness and participation in our local communities in conserving the environment by collaborating with stakeholders dedicated to specific causes. These initiatives include ecosystem rehabilitation programmes on mangroves, coral reefs and giant clams. In addition, we are also supporting educational events to increase awareness on biodiversity, protection of endangered species and energy conservation. We also invest in our local communities through philanthropy and education. Our current programmes include funding our sponsored schools near our power plants and making direct contributions to our local communities, certain non-profit organisations and charitable foundations. 7.20 INSURANCE We maintain insurance at levels that we believe are customary in the industries in which we operate to protect against various losses and liabilities that may arise from the risks and hazards of our businesses, including breakdown or failure of equipment, improper operation of equipment, natural disasters, environmental hazards and industrial accidents. We maintain insurance for all the facilities, equipment and infrastructure of our power plants. We generally maintain worker’s compensation insurance in respect of death or injury to our employees in accordance with the Malaysian worker’s compensation ordinance. In addition, we generally obtain insurance for our projects that covers such areas as construction/erection all risks, industrial all risks, business interruption, machinery breakdown, public liability, marine open cargo and delayed start-up. To determine appropriate insurance policies and levels of insurance coverage, we regularly employ risk management for purposes of analysing the risks faced by our businesses. For the FYE 31 December 2012, 2013 and 2014, we incurred an aggregate of RM60.7 million, RM61.4 million and RM63.2 million in insurance policy premiums for our Malaysian independent power generation business, respectively. 7. BUSINESS OF OUR GROUP (Cont’d) 7.21 EMPLOYEES Our employees are not members of any unions. We believe that our wages and benefits are generally in accordance with market practices and our relationships with our employees are generally good. The following table sets forth our number of employees for the dates indicated. As at 31 December Division/Department 2012 2013 2014 Chief Executive Officer’s office 39 33 27 Asset management 69 7975 Legal services 6 7 5 Group finance and accounts 25 3329 Corporate services 98 109 61 Ventures 23 28 40 Operation and maintenance 519 575 676 Project management 25 35 47 Total 804 899 960 As at 31 December 2014, we did not employ a significant number of contract staff. Our employees were employed in the following locations as at 31 December 2014. As at 31 December 2014 Kuala  Pulau  Lumpur  Perak  Pinang  Johor  Others  Total  Number of employees  307  137  62  383  71  960
Malaysian employment regulations require employers and employees to contribute to the Employees Provident Fund to provide for the retirement and other needs of employees. Under employment contracts and collective agreements entered into by us, we contribute 15% to 17% of the employees’ salaries to the Employees Provident Fund. We also maintain a retirement benefit scheme for our employees who joined us as of 3D June 2012. Employees who joined us on or after 1 July 2012 are not entitled to participate in this retirement benefit scheme. Apart from our contributions to the Employees Provident Fund and maintenance of a retirement benefit scheme, we do not maintain any other retirement, pension or severance plans or have any unfunded pension liabilities, nor do we owe any amounts to any present or former employees not in the ordinary course of business operations. We recognise the need to retain our senior and middle management in order to ensure continuity in the achievement of our corporate objectives and the seamless implementation of our programmes and initiatives. We believe our employees are the cornerstone of our success. We provide extensive training and development opportunities through a variety of training programmes. For our employees, we provide relevant functional skills training, covering such topics as financial reporting, SAP reporting and PPAs, and relevant technical skills training, covering such topics as introductions to our power plants, simulator training and generator training. To enhance our human capital, we also offer programmes focused on developing leadership and senior leadership skills. In addition, we provide our employees opportunities to participate in externally conducted training programmes, such as those relating to various aspects of our business operations, work safety and industry best practices. I Company No.: 731568-V 7. BUSINESS OF OUR GROUP (Cont’d) 7.22 TECHNOLOGY AND INTELLECTUAL PROPERTY Save as disclosed below, as at the Latest Practicable Date, we do not have any brand names, patents, trademarks, technical assistance agreements, franchises and other inteliectual property rights. 7.22.1 Trademarks We use a number of trademarks, in connection with our business. We and several of our subsidiaries have also registered the following trade names which are used in our operation and businesses: Registered trademarks

Description of Class of . No. I Trademark Place of trademark’Owner Reqistration no. reqistration trademark MALAKOFF, “In I Class 16 12 December Malakoff 06022749 Malaysia Expiring on1. series of 2 marks 2016 -In colour, black & white.” MALAKOFF, “In I Class 37 12 December 2. Malakoff 06022750 Malaysia Expiring on series of 2 marks 2016 -in colour, black & white.” MALAKOFF, “In I Class 39 12 December Expiring on3. Malakoff 06022751 Malaysia sen’es of 2 marks 2016 -in colour, black & white.” I’ Malakoff I 06022752J-MExpiring on MALAKOFF, “In I Class 40 M,a’l,aysla 12 December series of 2 marks 2016 -in colour, black & white.” -~ I I ,
170

I Company No.: 731568-V 7. BUSINESS OF OUR GROUP (Cont’d)
“‘n  T’ademark  Reaistration no. ‘-=–~I gOwner  Place ofIregistration:  Description of trademark  Class of trademark  5.  Malakoff  06022753  Malaysia  MALAKOFF, “In series of 2 marks -in colour, black & white.”  Class 42  6.  JiftlJL  trIOifl(. 1…..,’  I TJSB  I 06022761 I I06022759  I Malaysia I I Malaysia  I Expiring on 12 December 2016 I IExpiring on 12 December 2016  TEKNIK JANAKUASA, “In series of2 marks -in colour, black & white.” TEKNIK JANAKUASA, “In series of 2 marks -in colour, black & white.”  I Class 40 ~ass35  06022762  Malaysia  Expiring on 12 December 2016  TEKNIK JANAKUASA, “In series of 2 marks -in colour, black & white.”  I Class 42  9.  WIRAzt,”lNE wlRAztlNe  M Utilities  06022756  Malaysia  Expiring on 12 December 2016  WIRAZONE, “In series of 2 marks -in colour, black & white.”  I Class 39  10.  MA.LAIC! MALA  M Utilities  2013050121  Malaysia  Expiring on 8 January 2023  MALAKOFF UTILITIES, “In series of2 marks -in colour, black & white.”  I Class 35
171 Eany No.: 731568-V I 7. BUSINESS OF OUR GROUP (Cont’d) Application for registration of trademarks On 8 January 2013, we have filed the following applications for trademark registration with the Intellectual Property Corporation of Malaysia under the Trade Marks Regulations 1997 and Trade Marks Act 1976: No.  Trademark  Owner  Application no.  Place of registration  Description of trademark  Class of trademark  1.  M.ALAKOfF ~n;s MALAKOF’tirftU”ftftIJ  M Utilities  201305120(1)  Malaysia  MALAKOFF UTILITIES, “In series of 2 marks-in colour, black & white.”  Class 16  2.  MALAKO’F ..,rJA,~!l1 MALAKOFf UTUltiU  M Utilities  201305122(1)  Malaysia  MALAKOFF UTILITIES, “In series of 2 marks-in colour, black & white.”  Class 39  3.  ~’AI “‘KO”~’::.ti:.”~ ~> ,” ‘t~ -,i,i/'” :1i~(‘_’-_”,’, “, §; U-m;rf/l.!li MALAKO’F t),l~tJ’tf’tf;;;  M Utilities  201305123(2)  Malaysia  MALAKOFF UTILITIES, “In series of 2 marks ­in colour, black & white.”  Class 42
Notes:  (1)  The application was gazetted on 8 January 2015.  (2)  The application was gazetted on 22 January 2015.
172 7. BUSINESS OF OUR GROUP (Cont’d) 7.22.2 Patents and other intellectual property We are not dependent on any patents or other intellectual property for the operation of our business. 7.22.3 Major licences, trademarks, patents and other intellectual property Save as disclosed in Annexure A of this Prospectus, our Group is not dependent on any other major licences, permits, registrations, trademarks, patents and other intellectual property rights for our business operations. 7.23 GOVERNING LAWS AND REGULATIONS Our business is regulated by, and in some instances required to be licenced under specific laws of Malaysia and Australia. The relevant laws and regulations governing our Group and which are material to our operations are summarised below. The following does not purport to be an exhaustive description of all relevant laws and regulations of which our business is subject to. 7.23.1 Relevant laws and regulations in Malaysia 7.23.1.1 Governing laws and regUlations relating to the industry (i) Electricity Supply Act Under the Electricity Supply Act, a licence is required for the operation of any generation installation and its associated facilities, any transmission and/or interconnection facilities and the supply and sale of electrical energy to TNB and/or to any other person permitted by the Energy Commission. The operation and maintenance of our power plants, the delivery and sale of electrical energy and generation capacity by our IPP subsidiaries to TNB are dependent on the licence granted by the Energy Commission. In addition, one of our subsidiaries, M Utilities, is also granted the licence by the Energy Commission to supply electricity to or for the use of any person, within the Kuala Lumpur Sentral Development. Failure to comply with any terms and conditions of the licence granted by the Energy Commission or provision of the Electricity Supply Act may result in the licence being revoked, suspended or terminated and/or liable to a fine not exceeding RM100,000 and a further fine not exceeding RM1,OOO for every day or part of a day during which the offence continues after conviction. 7.23.1.2 Other relevant Malaysian legislation (i) Occupational Health and Safety Act We are required to comply with all requirements of legislations related to health and safety as provided under the OHSA, as well as regulations and codes of practice which have been approved. The promulgation of OHSA is based on self regulation concept with the primary responsibility of ensuring health and safety at the workplace lie with those who create the risks and work with the risks. 7. BUSINESS OF OUR GROUP (Cont’d) In line with the requirements of the OHSA, we have employed a competent person to act as the health and safety officer for the purposes of ensuring the due observance and the promotion of a safe conduct of work at the workplace. There is also the requirement to establish a health and safety committee under the OHSA as we employ approximately 960 employees as at 31 December 2014. The general penalty under the OHSA provides that a person who by any act or omission contravenes any provision under the OHSA or any regulation made thereunder shall be guilty of an offence and where no penalty is expressly provided shall, on conviction, be liable to a fine not exceeding RM10,000 and/or to imprisonment for a term not exceeding one year and in the case of a continuing offence, to a fine not exceeding RM1 ,000 for every day or part of a day during which the offence continues after conviction. (ii) Factories and Machineries Act, 1967 (“FMA”) Other written law relating to occupational health and safety which is also applicable to us is contained in the FMA. Under the FMA, we have a duty to ensure that the health, safety and welfare in relation to our employees and workplace are maintained, including ensuring that the operation of any machinery possesses the relevant certificate offitness, the necessary inspection of the machineries are carried out upon their installation and registered accordingly. The FMA provides for different penalties for the various offences and breaches committed under the FMA. Depending on the severity and type of offences and breaches committed, the penalties imposed under the FMA varies in the imposition of a fine of up to RM100,000 and/or imprisonment for a term not exceeding two years. (iii) EQA Under the EQA, the IPPs are required to carry out an EIA and obtain approval for the EIA from the DOE as governed under Section 34A of the EQA. All the power plants owned by us, directly or indirectly via our subsidiaries or associate are subject to environmental legislations, policies and regulations. These include ensuring compliance to air, water and noise emission standards. Any non-compliance could result in the suspension or revocation of the IPP Licence and/or the imposition of fines. The agency responsible for implementing and monitoring Malaysia’s environmental regulations and policies is the DOE and the local environmental authority. The EQA provides for difference penalties for the various offences and breaches committed under the act. The EQA provides, among others, that any person who contravenes Section 34A of the EQA shall be liable to a fine not exceeding RM500,000 and/or imprisonment for a period not exceeding five years and to a further fine of RM1,000 for every day that the offence is continuing. The EQA also provides for a fine of up to RM10,000 and/or to imprisonment for a period not exceeding two years for every omission or failure to comply with, or any act done contrary to the provisions of the EQA, for offences not expressly provided under the EQA. 7. BUSINESS OF OUR GROUP (Cont’d) 7.23.2 Relevant laws and regulations in Australia 7.23.2.1 Governing laws and regulations relating to the industry (i) National Electricity Law and National Electricity Rules The wholesale market for the supply of electricity across Australia (excluding Western Australia and Northern Territory) is governed by the NEM Rules issued under the National Electricity Law. Under the National Electricity Law, a person must not engage in the activity of owning, controlling or operating a generating system connected to the interconnected transmission or distribution system unless the person is a registered participant with AEMO or is otherwise exempted by AEMO from the requirement to be registered. A registered generator and market participant must compiy with the NEM Rules and must continue to satisfy certain requirements, which includes having a permanent establishment in Australia, not to be under external administration and to meet the acceptable credit criteria (or provide AEMO with credit support in a form acceptable to AEMO). Failure to comply with the provisions of the NEM Rules can result in civil penalties being imposed by Australian Energy Regulator. SUbject to one exemption, the maximum civil penalty in respect of a body corporate is AUD100,000 and AUD10,000 for each day during which the breach continues. The exception concerns the generator rebidding provisions which specifies the maximum penalty in respect of any person is AUD1,000,000 and AUD50,000 for each day in which the breach continues. The National Electricity Law also contains a very limited number of provisions which impose a criminal penalty for offences such as providing information to AEMO that a person knows to be false or misleading. (ii) Electricity Industry Act (2000) (Victoria, Australia) (“Electricity Industry Act”) Under the Electricity Industry Act, persons who generate, transmit, distribute, supply or sell electricity in the State of Victoria, Australia is required to obtain a licence from the Essential Services Commission of the State of Victoria, Australia (“ESC”), or a licence exemption. The ability of the Macarthur Wind Farm to generate electricity and export it to the grid is dependent on an electricity generation licence issued by the ESC. In addition, the electricity generation licence is a perquisite to obtaining registration from AEMO. The ESC may revoke the license in a number of circumstances including: at any time at the request of, or with the consent of, the licensee; the licensee breaches any condition of the licence; any information provided by the licensee is found to be false or misleading; the licensee fails to maintain satisfactory financial viability or technical capacity; or 175 7. BUSINESS OF OUR GROUP (Cont’d) the licensee fails to comply with a direction or determination made by the ESC, AEMO, Energy Safe Victoria or the Minister for Energy and Resources in the State of Victoria, Australia. The penalty for generating electricity without a valid licence is AUD147,610 and AUD14,761 for each day after the day on which a notice of contravention of this subsection is served On the person by the ESC. (iii) Renewable Energy (Electricity) 2000 (Cth) (“RE Act”) A power station may only generate renewable energy credits (referred to as large-scale generation certificates or “LGCs”) if some or all of the power generated by the powers station is generated from a renewable energy source and the power station is accredited under the RE Act by the Clean Energy Regulator, Australia. Failure to comply with the RE Act and the associated regulations can result in the Clean Energy Regulator, Australia imposing civil penalties up to a maximum of AUD8.5 million in addition to make-good obligations for any improperly created LGCs. 7.23.2.2 Other relevant Australian legislation Planning and Environment Act 1987 (Vic) (“PEA”) Under the PEA, as applicable at the relevant time, a planning permit from the Minister for Planning in the State of Victoria, Australia (as the Responsible Authority) is required for the development and use of land for a wind energy facility of 30 MW or more. Failure to comply with the PEA or the conditions in the planning permit can result in penalties and enforcement orders being imposed. The penalties vary depending on the nature of the offence but the maximum penalty under the PEA is currently AUD177,132 and AUD8,857 for each day the offence continues. (The rest of this page has been intentionally left blank) 7. BUSINESS OF OUR GROUP (Cont’d) 7.24 DEPENDENCY ON COMMERCIAL CONTRACTS 7.24.1 SEV (i) The Existing SEV PPA was entered into between SEV and TNB for the sale of generating capacity and electrical energy from the SEV Power Plant. The Existing SEV PPA provides that SEV is to design, construct, own, operate and maintain an electricity generating facility with a nominal capacity of 1,303 MW and to generate and deliver electrical energy and make generating capacity available to TNB. The Existing SEV PPA provides for an initial term period of 21 years beginning from the COD of the first unit, which commenced operation on 1 July 1996 and shall expire on 30 June 2017 (being the 21″ anniversary of the COD for the first unit). The said term was extended for an additional term of ten years from 1 July 2017 until 30 June 2027 pursuant to the New SEV PPA, as detailed below. The principal sale and purchase obligations of both SEV and TNB are as follows: (a) SEV shall deliver and TNB shall purchase the net electrical output generated by the SEV Power Plant upon a despatch instruction, payment of which is in accordance with the Existing SEV PPA;
(b) SEV shall sell and TNB shall purchase a level of dependable capacity up to but not exceeding 651.5 MW with respect to each block; and
(c) SEV shall, during an emergency condition, use its best efforts to provide electrical energy or generating capacity above the dependable capacity of the SEV Power Plant and TNB shall reimburse SEV for any reasonabie additionai costs incurred by SEV.

TNB however, shall not be obliged to purchase the electrical energy generated from the SEV Power Plant under the following events: (a) an emergency condition occurs within the grid system which resulted in TNB being unable to accept electrical energy from the SEV Power Plant;
(b) the net electrical energy does not conform to the electrical characteristics described in the Existing SEV PPA; and
(c) TNB intentionally interrupts the acceptance of electrical energy from the SEV Power Plant to conduct necessary maintenance of the interconnection facilities, metering or adjacent transmission and distribution facilities.

Notwithstanding the events stipulated under items (a) and (c) above, TNB shall continue to make available capacity payments to SEV in accordance with the terms of the Existing SEV PPA unless the occurrence of any of the events above is due to a breach or default by SEV of its obligations under the Existing SEV PPA. 7. BUSINESS OF OUR GROUP (Cont’d) The Existing SEV PPA provides for TNB to pay SEV the following: (a) capacity payments for the weighted average of the dependable capacity;
(b) energy payments; and
(c) start-up payments,

all of which, the payment amounts are determined in accordance with the Existing SEV PPA. For details on SEV’s and TNB’s rights and obligations under the EXisting SEV PPA, the provisions relating to the force majeure events and events of default as well as the computations of the capacity payments and energy payments, see Annexure C.1 of this Prospectus. (ii) The New SEV PPA provides for an additional term of ten years from 1 July 2017 and shall continue in effect until its expiration on 30 June 2027 (“New SEV PPA Term”), in accordance with the terms and conditions under the New SEV PPA. If an industry restructuring (in the event the electricity industry in Malaysia is revamped with a view to set up a power pool or other market system) is implemented and the parties have not reached an agreement on amendments to the New SEV PPA within a period of six months from the commencement of such negotiations, TNB may terminate the New SEV PPA immediately by giving written notice to SEV and TNB shall purchase the project from SEV in the manner and for the purchase price determined under the New SEV PPA. SEV shall render its assistance to TNB by participating in any intermediate market set up prior to such restructuring and providing relevant data to its operations which is not commercially confidential as TNB may request, in the event of an industry restructuring. The principal sale and purchase obligations of both SEV and TNB are as follows: (a) TNB shall purchase all test energy generated by a unit in accordance with the New SEV PPA throughout the New SEV PPA Term;
(b) SEV shall deliver and TNB shall purchase the net electrical output generated by each generating block upon a despatch instruction or monitoring test, payment of which is in accordance with the New SEV PPA;
(c) SEV shall sell and TNB shall purchase the daily available capacity of each generating block, payment of which is in accordance with the New SEV PPA; and
(d) SEV shall, during an emergency condition, use its best efforts to provide electrical energy or generating capacity above the declared daily available capacity of the SEV Power Plant and TNB shall reimburse SEV for any reasonable additional costs incurred by SEV.

7. BUSINESS OF OUR GROUP (Cont’d) TNB however, shall not be obliged to purchase the electrical energy generated from the SEV Power Plant under the following events: (a) an emergency condition occurs within the grid system which resulted in TNB being unable to accept electrical energy from the SEV Power Plant;
(b) the electrical energy from the generating block does not conform to the electrical characteristics described in the New SEV PPA; and
(c) TNB intentionally interrupts the acceptance of electrical energy from the SEV Power Plant to conduct necessary maintenance of TNB’s metering equipment, interconnection facilities or the grid system.

Notwithstanding the events stipulated under items (a) and (c) above, TNB shall continue to make available capacity payments to SEV in accordance with the terms of the New SEV PPA unless the occurrence of any of the events above is due to a breach or default by SEV of its obligations under the New SEV PPA. The New SEV PPA provides for TNB to pay SEV the following: (a) available capacity payments;
(b) energy payments;
(c) start-up payments; and
(d) test energy payments, for the electrical energy despatched from the SEV Power Plant during the test period,

all of which, the payment amounts are determined in accordance with the New SEV PPA. For details on SEV’s and TNB’s rights and obligations under the New SEV PPA, the provisions relating to the force majeure events and events of default as well as the computations of the available capacity payments and energy payments, see Annexure C.2 of this Prospectus. If there is a change-in-law which requires SEV to make any material capital improvement or other material modification to the SEV Power Plant in order to comply with any such law, where such improvement or modification is in excess of RM10.0 million for any contract year, SEV shall be entitled to an extension of the New SEV PPA Term, which shall be mutually agreed between SEV and TNB, and where such an extension is not commercially feasible, a revision to the capacity rate financial, as the case may be. A change in the grid code shall be treated as a change-in-Iaw. SEV shall not sell, convey, transfer or otherwise dispose of the SEV Power Plant to any party without the consent of TNB and the Energy Commission. Any transfer of the controlling interest in SEV to any party who Is not a shareholder of SEV shall also require the consent of TNB and the Energy Commission. Further details on the equity restriction applicable to SEV are set out in Annexure A of this Prospectus. 7. BUSINESS OF OUR GROUP (Cont’d) (iii) The Existing SEV GSA is for the supply and delivery of dry gas by PETRONAS to SEV to be used as fuel for the SEV Power Plant. The EXisting SEV GSA provides for an initial term of 21 years which shall expire on 30 June 2017 (being the 21″ anniversary of the first contractual delivery date of the dry gas). The price of dry gas is pegged to medium fuel oil and high sulphur fuel oil on a RM per GJ basis. For provisions relating to the events of default under the Existing SEV GSA, see Annexure C.3 of this Prospectus. (iv) The New SEV GSA is for the supply and delivery of dry gas by PETRONAS to SEV to be used as fuel for the SEV Power Plant. The New SEV GSA provides for a term of ten years which shall expire on 30 June 2027. The price of dry gas is pegged to medium fuel oil and high sulphur fuel oil on a RM per GJ basis. For provisions relating to the events of default under the New SEV GSA, see Annexure C.4 of this Prospectus. 7.24.2 GB3 (i) The GB3 PPA was entered into between GB3 and TNB for the sale of generating capacity and electrical energy from the GB3 Power Plant. The GB3 PPA provides that GB3 is to design, construct, own, operate and maintain an electricity generating plant and operating initially in an open cycle mode with three gas turbines each with a nominal capacity of 143 MW and subsequently converted into a combined cycle plant with an aggregate nominal capacity of 640 MW and to generate and deliver electrical energy and make generating capacity available to TNB. The GB3 PPA provides for an initial term period of21 years beginning from the COD of the first unit, which commenced operation on 31 December 2001 and shall expire on 30 December 2022 (being the 21″ anniversary of the COD of the first unit (the “GB3 PPA Term”)). The GB3 PPA Term may be extended for up to three additional periods of five years each, provided all Government authorisations, licences and other applicable conditions are met. If an industry restructuring (in the event the electricity industry in Malaysia is revamped with a view to set up a power pool or other market system) is implemented and the parties have not reached an agreement on amendments to the GB3 PPA within a period of six months from the commencement of such negotiations, TNB may terminate the GB3 PPA immediately by giving written notice to GB3 and TNB shall purchase the project from GB3 in the manner and for the purchase price determined under the GB3 PPA. GB3 shall render its assistance to TNB by participating in any intermediate market set up prior to such restructuring and providing relevant data to its operations which is not commercially confidential as TNB may request, in the event of an industry restructuring and ensure that the financing parties for GB3 in relation to the GB3 Power Plant acknowledge and are bound by TNB’s rights 7. BUSINESS OF OUR GROUP (Cont’d) The principal sale and purchase obligations of both GB3 and TNB are as follows: (a) TNB shall purchase all test energy generated by a unit in accordance with the GB3 PPA throughout the GB3 PPA Term;
(b) GB3 shall deliver and TNB shall purchase the net electrical output generated by the GB3 Power Piant upon a despatch instruction, payment of which is in accordance with the GB3 PPA;
(c) GB3 shall declare and sell, and TNB shall purchase the daily available capacity of the GB3 Power Plant, payment of which is in accordance with the GB3 PPA; and
(d) GB3 shall, during an emergency condition, use all reasonable efforts to provide electricai energy or generating capacity above the declared daily available capacity of the GB3 Power Plant and TNB shall reimburse GB3 for any reasonable additional costs incurred by GB3.

TNB however, shall not be obliged to purchase the net electrical output generated from the GB3 Power Plant under the following events: (a) an emergency condition occurs within the grid system which resulted in TNB being unable to accept net electrical output from the GB3 Power Plant;
(b) the net electrical output does not conform to the electrical characteristics described in the GB3 PPA; and
(c) TNB intentionally interrupts the acceptance of electrical energy from the GB3 Power Plant to conduct necessary maintenance of the interconnection facilities, metering equipment or grid system, provided that advance notice of not less than 72 hours of any such planned maintenance has been given.

Notwithstanding the events stipulated under items (a) and (c) above, TNB shall continue to make available capacity payments to GB3 in accordance with the terms of the GB3 PPA uniess the occurrence of any of the events set out above is due to a breach or default by GB3 of its obligations under the GB3 PPA. TNB shall also reimburse GB3 for any reasonable additional costs incurred by GB3 as a result of a shutdown of the GB3 Power Plant (if applicable), arising from the events stipulated under items (a) and (c) above which are caused by TNB. Additionally, GB3 shall not be obliged to deliver and sell the net eiectrical output from the GB3 Power Plant ‘as a result of an emergency condition. The GB3 PPA provides for TNB to pay GB3 the following: (a) test energy payments, for the electrical energy despatched by a unit during the test period;
(b) energy payments;
(c) available capacity payments; and
(d) start-up payments, all of Which, the payment amounts are determined in accordance with the GB3 PPA.

 

7. BUSINESS OF OUR GROUP (Cont’d) For details on GB3’s and TNB’s rights and obligations under the GB3 PPA, the provisions relating to the force majeure events and events of default as well as the computations of the available capacity payments and energy payments, see Annexure C.5 of this Prospectus. If there is a change-in-Iaw which requires GB3 to make any material capital improvement or other material modification to the GB3 Power Plant in order to comply with any such law, where such improvement or modification is in excess of the applicable capital improvement threshold as set forth in the GB3 PPA, GB3 shall be entitled to an extension of the GB3 PPA Term, which shall be mutually agreed between GB3 and TNB, and where such an extension is not commercially feasible, a revision to the available capacity payments, as the case may be. A change in the grid code shall be treated as a change-in-Iaw. GB3 shall not sell, convey, transfer or otherwise dispose of the GB3 Power Plant to any party without the consent of TNB. Any transfer of the controlling interest in GB3 to any party who is not a shareholder of GB3 shall also require the consent of TNB. TNB however, shall, among others, provide its consent to assignment and acknowledgment of the financing parties’ rights and afford the financing parties an opportunity to remedy any event of default where circumstances under such financing documents so require. Further details on the equity restriction applicable to GB3 are set out in Annexure A of this Prospectus. (ii) The GB3 GSA is for the supply and delivery of dry gas by PETRONAS to GB3 to be used as fuel for the GB3 Power Plant. The GB3 GSA provides for a term of 21 years which shall expire on 30 December 2022 (being the 21″ anniversary of the first contractual delivery date of the dry gas). The price of dry gas is pegged to medium fuel oil and high sulphur fuel oil on a RM per GJ basis. For provisions relating to the events of default under the GB3 GSA, see Annexure C.6 of this Prospectus. 7.24.3 PPSB (i) The PPSB PPA was entered into between PPSB and TNB for the sale of generating capacity and electrical energy from the Prai Power Plant. The PPSB PPA provides that PPSB is to design, construct, own, operate and maintain an electricity generating plant with a nominal capacity of 350 MW and to generate and deliver electrical energy and make generating capacity available to TNB. The PPSB PPA provides for an initial term period of 21 years beginning from the COD of the Prai Power Plant, which commenced operation on 20 June 2003 and shall expire on 19 June 2024 (being the 21″ anniversary of the COD of the Prai Power Plant (the “PPSB PPA Term”)). The PPSB PPA Term may be extended for up to three additional periods of five years each, provided all Government authorisations, licences and other conditions are met. 7. BUSINESS OF OUR GROUP (Cont’d) If an industry restructuring (in the event the electricity industry in Malaysia is revamped with a view to set up a power pool or other market system) is implemented and the parties are unable to reach an agreement on amendments to the PPSB PPA within a period of six months from the commencement of such negotiations, TNB may terminate the PPSB PPA immediately by giving written notice to PPSB. If PPSB is prevented by any change-in-Iaw as a result of an industry restructuring from discharging its material obligations under the PPSB PPA, TNB shall together with the notice of termination give notice in writing to PPSB for the purchase of the project in the manner and for the purchase price determined under the PPSB PPA PPSB shali render its assistance to TNB in the event of an industry restructuring and ensure that the financing parties for PPSB in relation to the Prai Power Plant acknowledge and are bound by TNB’s rights. The principal sale and purchase obligations of both PPSB and TNB are as foliows: (a) TNB shall purchase all test energy generated by a unit in accordance with the PPSB PPA throughout the PPSB PPA Term;
(b) PPSB shall deliver and TNB shall purchase the net electrical output generated by the Prai Power Plant upon a despatch instruction, payment of which is in accordance with the PPSB PPA;
(c) PPSB shall declare and sell, and TNB shall purchase the daily available capacity of the Prai Power Plant, payment of which is in accordance with the PPSB PPA; and
(d) PPSB shall, during an emergency condition, use all reasonable efforts to provide electrical energy or generating capacity above the declared daily available capacity of the Prai Power Plant and TNB shall reimburse PPSB for any reasonable additional costs incurred by PPSB.

TNB however, shall not be obliged to purchase the net electrical output generated from the Prai Power Plant under the following events: (a) an emergency condition occurs within the grid system which resulted in TNB being unable to accept the net electrical output from the Prai Power Plant;
(b) the net electrical output does not conform to the electrical characteristics described in the PPSB PPA; and
(c) TNB intentionally interrupts the acceptance of electrical energy from the Prai Power Plant to conduct necessary maintenance of the interconnection facilities, metering equipment or grid system, provided that advance notice of not less than 72 hours of any such planned maintenance has been given.

Notwithstanding the events stipulated under items (a) and (c) above, TNB shall continue to make available capacity payments to PPSB in accordance with the terms of the PPSB PPA unless the occurrence of any of the events set out above is due to a breach or default by PPSB of its obligations under the PPSB PPA TNB shall also reimburse PPSB for any reasonable additional costs incurred by PPSB as a result of a shutdown of the Prai Power Plant (if applicable), arising from the events stipuiated under items (a) and (c) above which are caused by TNB. Additionally, PPSB shall not be obliged to deliver and sell the net electrical output from the Prai Power Plant as a result of an emergency condition. 7. BUSINESS OF OUR GROUP (Cont’d) The PPSB PPA provides for TNB to pay PPSB the following: (a) test energy payments, for the electrical energy despatched from the Prai Power Plant during the test period;
(b) energy payments;
(c) available capacity payments; and
(d) start-up payments,

all of which, the payment amounts are determined in accordance with the PPSB PPA. For details on PPSB’s and TNB’s rights and obligations under the PPSB PPA, the provisions relating to the force majeure events and events of default as well as the computations of the available capacity payments and energy payments, see Annexure C.7 of this Prospectus. If there is a change-in-Iaw which requires PPSB to make any material capital improvement or other material modification to the Prai Power Plant in order to comply with any such law, where such improvement or modification is in excess of RMS.O million for any contract year, PPSB shall be entitled to an extension of the PPSB PPA Term, which shall be mutually agreed between PPSB and TNB, and where such an extension is not commercially feasible, a revision to the available capacity payments, as the case may be. A change in the grid code shall be treated as a change-in-Iaw. PPSB shall not sell, convey, transfer or otherwise dispose of the Prai Power Plant to any party without the consent of TNB. Any transfer of the controlling interest in PPSB to any party who is not a shareholder of PPSB shall also require the consent of TNB. TNB however, shall, among others, provide its consent to assignment and acknowledgment of the financing parties’ rights and afford the financing parties an opportunity to remedy any event of default where circumstances under such financing documents so require. Further details on the equity restriction applicable to PPSB are set out in Annexure A of this Prospectus. (ii) The PPSB GSA is for the supply and delivery of dry gas by PETRONAS to PPSB to be used as fuel for the Prai Power Plant. The PPSB GSA provides for a term of 21 years which shall expire on 19 June 2024 (being the 21 st anniversary of the first contractual delivery date of the dry gas). The price of dry gas is pegged to medium fuel oil and high sulphur fuel oil on a RM per GJ basis. For provisions relating to the events of default under the PPSB GSA, see Annexure C.8 of this Prospectus. 7. BUSINESS OF OUR GROUP (eonI’d) 7.24.4 PO Power (i) The PD Power PPA was entered into between PD Power and TNB for the sale of generating capacity and electrical energy from Port Dickson Power Plant. The PD Power PPA provides that PD Power is to design, construct, own, operate and maintain an electricity generating facility with a nominal capacity of 436.4 MW and to generate and deliver electrical energy and make generating capacity available to TNB. The PD Power PPA provides for an initial term period of 21 years beginning from the COD of the Port Dickson Power Plant, which commenced operation in January 1995 and shall expire in January 2016 (being the 21 ,t anniversary of the COD of the first unit (the “PO Power PPA Term”)). The PO Power PPA Term may be extended for up to three additional periods of five years each, provided all Government authorisations, licences and other applicable conditions are met. The principal sale and purchase obligations of both PD Power and TNB are as follows: (a) PD Power shall deliver and TNB shall purchase the net electrical output generated by the Port Dickson Power Plant upon a despatch instruction, payment of which is in accordance with the PD Power PPA;
(b) PD Power shall sell and TNB shall purchase a level of dependable capacity up to but not exceeding 109.1 MW with respect to each unit; and
(c) PD Power shall, during an emergency condition, use all reasonable efforts to provide electrical energy or generating capacity above the dependable capacity of each block of the Port Dickson Power Plant and TNB shall reimburse PD Power for any reasonable additional costs incurred by PD Power.

The PD Power PPA provides for TNB to pay PD Power the following: (a) energy payments, which include start up payments; and
(b) capacity payments,

all of which, the payment amounts are determined in accordance with the PD Power PPA. For details on PD Power’s and TNB’s rights and obligations under the PO Power PPA, the provisions relating to the force majeure events and events of default as well as the computations of the capacity payments and energy payments, see Annexure C.9 of this Prospectus. If there is a change-in-Iaw which requires PD Power to make any material capital improvement or other material modification to the Port Dickson Power Plant in order to comply with any such law, there will be an adjustment to the capacity rate financial for capital expenditures incurred as a result of such change-in-Iaw. PD Power shall not sell, convey, transfer or otherwise dispose of the Port Dickson Power Plant to any party without the consent of TNB. Any transfer of the controlling interest in PD Power to any party who is not a shareholder of PD Power shall also require the consent of TNB. TNB however, shall, among others, provide its consent to assignment and acknowledgment of the financing parties’ rights and afford the financing parties an opportunity to remedy any event of defauit where circumstances under such financing documents so require. 7. BUSINESS OF OUR GROUP (Cont’d) Further details on the equity restriction applicable to PO Power are set out in  Annexure A of this Prospectus.  (ii)  The PO Power GSA is for the supply and delivery of dry gas by PETRONAS to PO  Power to be used as fuel for the Port Dickson Power Plant. The PO Power GSA  provides for a term of 22 years which shall expire on 31 May 2016 (being the 22 nd  anniversary of the first contractual delivery date of the dry gas). The price of dry gas  is pegged to medium fuel oil and high sulphur fuel oil on RM per GJ basis.  For provisions relating to the events of default under the PO Power GSA, see  Annexure C.1 0 of this Prospectus.  7.24.5  TBP  (i)  The TBP PPA was entered into between TBP and TNB for the sale of generating  capacity and electrical energy from the Tanjung Bin Power Plant. The TBP PPA  provides that TBP is to design, construct, own, operate and maintain an electricity  generating facility with a nominal capacity of 2,100 MW and to generate and deliver  electrical energy and make generating capacity available to TNB.  The TBP PPA provides for an initial term period of 25 years beginning from the COD  of the Tanjung Bin Power Plant, which commenced operation on 28 September  2006 and shall expire on 27 September 2031 (being the 25’h anniversary of the COD  of the first unit (the “TBP PPA Term”)). The TBP PPA Term may be extended for  up to three additional periods of five years each, provided all Government  authorisations, licences and other applicable conditions are met.  If an industry restructuring (in the event the electricity industry in Malaysia is  revamped with a view to set up a power pool or other market system) is implemented  and the parties have not reached an agreement on amendments to the TBP PPA  within a period of six months from the commencement of such negotiations, TNB  may terminate the TBP PPA immediately by giving written notice to TBP and TNB  shall purchase the Tanjung Bin Power Plant from TBP in the manner and for the  purchase price determined under the TBP PPA. TBP shall render its assistance to  TNB by participating in any intermediate market set up prior to such restructuring  and providing relevant data to its operations which is not commercially confidential  as TNB may request, in the event of an industry restructuring and ensure that the  financing parties for TBP in relation to the Tanjung Bin Power Plant acknowledge  and are bound by TNB’s rights.  The principal sale and purchase obligations of both TBP and TNB are as follows:  (a) TNB shall purchase all test energy generated by a unit in accordance with  the TBP PPA throughout the TBP PPA Term;  (b) TBP shall deliver and TNB shall purchase the net electrical output  generated by the Tanjung Bin Power Plant upon a despatch instruction,  payment of which is in accordance with the TBP PPA;  (c) TBP shall declare and sell, and TNB shall purchase the daily available  capacity of the Tanjung Bin Power Plant, payment of which is in accordance  with the TBP PPA; and  (d) TBP shall, during an emergency condition, use all reasonable efforts to  provide electrical energy or generating capacity above the declared daily  available capacity of the Tanjung Bin Power Plant and TNB shall reimburse  TBP for any reasonable additional costs incurred by TBP.  186
7. BUSINESS OF OUR GROUP (Cont’d) TNB however, shall not be obliged to purchase the net electrical output generated from the Tanjung Bin Power Plant under the following events: (a) an emergency condition occurs within the grid system which resulted in TNB being unable to accept net electrical output from the Tanjung Bin Power Plant;
(b) the net electrical output does not conform to the electrical characteristics described in the TBP PPA; and
(c) TNB intentionally interrupts the acceptance of electrical energy from the Tanjung Bin Power Plant to conduct necessary maintenance of the interconnection facilities, metering equipment or grid system, provided that advance notice of not less than 72 hours of any such planned maintenance has been given.

Notwithstanding the events stipulated under items (a) and (c) above, TNB shall continue to make available capacity payments to TBP in accordance with the terms of the TBP PPA unless the occurrence of any of the events set out above is due to a breach or default by TBP of its obligations under the TBP PPA. TNB shall also reimburse TBP for any reasonable additional costs Incurred by TBP as a result of a shutdown of the Tanjung Bin Power Plant (if applicable), arising from the events stipulated under items (a) and (c) above which are caused by TNB. Additionally, TBP shall not be obliged to deliver and sell the net electrical output from the Tanjung Bin Power Plant as a result of an emergency condition. The TBP PPA provides for TNB to pay TBP the following: (a) test energy payments, for the electrical energy despatched from the Tanjung Bin Power Plant during the test period;
(b) energy payments;
(c) available capacity payments and daily utilisation payments; and
(d) start-up payments,

all of which, the payment amounts are determined in accordance with the TBP PPA. For details on TBP’s and TNB’s rights and obligations under the TBP PPA, the provisions relating to the force majeure events and events of default as well as the computations of the available capacity, energy and utilisation payments, see Annexure C.11 of this Prospectus. If there is a change-in-Iaw which requires TBP to make any material capital improvement or other material modification to the Tanjung Bin Power Plant in order to comply with any such law, where such improvement or modification is in excess of RM10.0 million for any contract year, TBP shall be entitled to an extension of the TBP PPA Term, which shall be mutually agreed between TBP and TNB, and where such an extension is not commercially feasible, a revision to the available capacity payments, as the case may be. A change in the grid code shall be treated as a change-in-Iaw. 7. BUSINESS OF OUR GROUP (Cont’d) TBP shall not sell, convey, transfer or otherwise dispose of the Tanjung Bin Power Plant to any party without the consent ofTNB. Any transfer of the controlling interest in TBP to any party who is not a shareholder of TBP shall also require the consent of TNB. TNB however, shall, among others, provide its consent to assignment and acknowledgment of the financing parties’ rights and afford the financing parties an opportunity to remedy any event of default where circumstances under such financing documents so require. Further details on the equity restriction applicable to TBP are set out in Annexure A of this Prospectus. (Ii) The TBP CSTA was entered into between TBP and TFS for the supply and delivery of coal by TFS to TBP. The TBP CSTA requires TFS to provide coal for the Tanjung Bin Power Plant to meet TBP’s obligations to generate and deliver electrical energy under the TBP PPA. The TBP CSTA provides for a term period which mirrors the TBP PPA Term under the TBP PPA and shall, where the term under the TBP CSTA is not extended by mutual agreement of the parties, continue in effect until the earlier of its expiry on 27 September 2031 or termination of the TBP PPA. In the event TBP is entitled to procure coal from other party other than TFS, TBP shall obtain the prior approval of the fuel committee. The TBP CSTA provides that TFS will reimburse TBP for any higher cost of coal purchased from third-parties in an event due to TFS’s default under the TBP CSTA. If the price of coal supplied by third-parties are different from the applicable coal price set by TNB (in consultation with both TFS and TBP), TNB shall pay to TBP the differential amount of the price of coal paid by TBP to third-parties where a higher applicable coal price is incurred for a shipment of coal. The base price for coal delivered in any delivery month shall be derived by multiplying the prevailing applicable coal price by 23.0274, being the factor to convert RM per GJ to RM per tonne of coal, using an assumed GCV equal to the reference GCV of 5,500 kcal/kg. The base price shall vary from time to time in accordance with variation in the applicable coal price. For details on TBP’s and TFS’ rights and obligations in respect of the supply, delivery and purchase of coal under the TBP CSTA and the provisions relating to the force majeure events and termination, see Annexure C.12 of this Prospectus. 7.24.6 TBE (i) The TBE PPA was entered into between TBE and TNB for the sale of generating capacity and electrical energy from the Tanjung Bin Energy Power Plant The TBE PPA provides that TBE is to design, construct, own, operate and maintain an electricity generating plant with a nominal capacity of 1,000 MW and to generate and deliver electrical energy and make generating capacity available to TNB. The TBE PPA provides for an initial term period of25 years beginning from the COD of the Tanjung Bin Energy Power Plant, and shall expire in 2041 (being the 25’h anniversary of the COD of the Tanjung Bin Energy Power Plant (the “TBE PPA Term”)). The TBE PPA Term may be extended subject to the agreement of the parties. The nominal capacity to be purchased from TBE is 1,000 MW. In consideration thereof, TNB shall pay for all test energy from the initial operation date and continuing throughout the TBE PPA Term TBE shall deliver the net electrical output generated and daily available capacity as declared starting from the COD and continuing throughout the TBE PPA Term. 7. BUSINESS OF OUR GROUP (Cont’d) If an industry restructuring (in the event the electricity industry in Malaysia is revamped with a view to set up a power poOl or other market system) is implemented and the parties have not reached an agreement on amendments to the TBE PPA within a period of six months from the commencement of such negotiations, TNB may terminate the TBE PPA immediately by giving written notice to TBE and TNB shall purchase the Tanjung Bin Energy Power Plant from TBE in the manner and for the purchase price determined under the TBE PPA. TBE shall render its assistance to TNB by participating in any intermediate market set up prior to such restructuring and providing relevant data to its operations which is not commercially confidential as TNB may request, in the event of an industry restructuring and ensure that the financing parties for TBE in relation to the Tanjung Bin Energy Power Plant acknowledge and are bound by TNB’s rights. The principal sale and purchase obligations of both TBE and TNB are as follows: (a) TNB shall purchase all test energy generated by a unit in accordance with the TBE PPA throughout the TBE PPA Term;
(b) TBE shall deliver and TNB shall purchase the net electrical output generated by the Tanjung Bin Energy Power Plant upon a despatch instruction, payment of which is in accordance with the TBE PPA;
(c) TBE shall declare and sell, and TNB shall purchase the daily available capacity of the Tanjung Bin Energy Power Plant, payment of which is in accordance with the TBE PPA; and
(d) TBE shall, during an emergency condition, use all reasonable efforts to provide electrical energy or generating capacity above the declared daily available capacity of the Tanjung Bin Energy Power Plant and TNB shall reimburse TBE for any reasonable additional costs incurred by TBE.

TNB however, shall not be obliged to purchase the net electrical output generated from the Tanjung Bin Energy Power Plant under the following events: (a) an emergency condition occurs within the grid system which resulted in TNB being unable to accept net electrical output from the Tanjung Bin Energy Power Plant;
(b) the net electrical output does not conform to the electrical characteristics described in the TBE PPA; and
(c) TNB intentionally interrupts the acceptance of electrical energy from the Tanjung Bin Energy Power Plant to conduct necessary maintenance of the interconnection facilities, metering equipment or grid system, provided that advance notice of not less than 72 hours of any such planned maintenance has been given.

Notwithstanding the events stipulated under items (a) and (c) above, TNB shall continue to make available capacity payments to TBE in accordance with the terms of the TBE PPA unless the occurrence of any of the events set out above is due to a breach or default by TBE of its obligations under the TBE PPA. TNB shall also reimburse TBE for any reasonable additional costs incurred by TBE as a result of a shutdown of the Tanjung Bin Energy Power Plant (if applicable), arising from the events stipulated under items (a) and (c) above which are caused by TNB. Additionally, TBE shall not be obliged to deliver and sell the net electrical output from the Tanjung Bin Energy Power Plant as a result of an emergency condition. 7. BUSINESS OF OUR GROUP (Cont’d) The TBE PPA provides for TNB to pay TBE the following: (a) test energy payments, for the electrical energy despatched by a unit during the test period;
(b) energy payments;
(c) available capacity payments; and
(d) start-up payments,

all of which, the payment amounts are determined in accordance with the TBE PPA. For details on TBE’s and TNB’s rights and obligations under the TBE PPA, the provisions relating to the force majeure events and events of default as well as the computations of the available capacity payments and energy payments, see Annexure C.13 of this Prospectus. If there is a change-in-Iaw which requires TBE to make any material capital improvement or other material modification to the Tanjung Bin Energy Power Plant in order to comply with any such law, where such improvement or modification is in excess of RM10.0 million for any contract year, TBE shall be entitled to an extension of the TBE PPA Term, which shall be mutually agreed between TBE and TNB, and where such an extension is not commercially feasible, a revision to the capacity rate financial, as the case may be. A change in the grid code shall be treated as a change-in-Iaw. Further details on the equity restriction applicable to TBE are set out in Annexure A of this Prospectus. (ii) The TBE CSTA was entered into between TBE and TFS for the supply and delivery of coal by TFS to TBE. The TBE CSTA requires TFS to provide coal for the Tanjung Bin Energy Power Plant to meet TBE’s obligations to generate and deliver electrical energy under the TBE PPA. The TBE CSTA provides for a term period which mirrors the TBE PPA Term under the TBE PPA and shall, where the term under the TBE CSTA is not extended by mutual agreement of the parties, continue in effect until the earlier of its expiry in 2041 or termination of the TBE CSTA. In the event TBE is entitled to procure coal from other party other than TFS due to TFS’s default under the TBE CSTA, TBE shall obtain the prior approval of the fuel committee. The TBE CSTA provides that TFS will reimburse TBE for any higlier cost of coal purchased from third-parties in an event due to TFS’s defaUlt under the TBE CSTA. If the price of coal supplied by third-parties are different from the applicable coal price set by TNB (in consultation with both TFS and TBE), TNB shall pay to TBP the differential amount of the price of coal paid by TBE to third-parties where a higher applicable coal price is incurred for a shipment of coal. The base price for coal delivered in any delivery month shall be derived by multiplying the prevailing applicable coal price by 23.0274, being the factor to convert RM per GJ to RM per tonne of coal, using an assumed GCV equal to the reference GCV of 5,500 kcal/kg. The base price shall vary from time to time in accordance with variation in the applicable coal price. For details on TBE’s and TFS’ rights and obligations in respect of the supply, delivery and purchase of coal under the TBE CSTA and the provisions relating to the force majeure events and termination, see Annexure C.14 of this Prospectus. 7. BUSINESS OF OUR GROUP (Cont’d) 7.24.7 TBEI The TBEI EPC Contract was entered into between TBEI and the EPC contractors, comprising Alstom Power, Alstom Services, Shin Eversendai and Mudajaya, for the design, engineering, procurement, construction, installation, testing, commissioning and completion of the Tanjung Bin Energy Power Plant, the interconnection facilities and the metering equipment by the EPC contractors. Under the terms of the TBEI EPC Contract, the TBEI EPC Contract provides that the EPC contractors shall achieve the following milestones: (i) the substantial completion of the interconnection facilities and the metering equipment of the Tanjung Bin Energy Power Plant by 30 June 2014; and (ii) the substantial completion of the Tanjung Bin Energy Power Plant on 1 March 2016 (“Substantial Completion of the Tanjung Bin Energy Power Plant”). TBEI shall pay to the EPC contractors a lump-sum price (“EPC Contract Price”). The EPC Contract Price comprise an onshore portion and an offshore portion. The onshore portion is in the amount of approximately RM2.2 billion and the offshore portion is in the amount of approximately USD534.0 million and approximately EUR238.0 million. For details on certain warranties and obligations by the EPC contractors in respect of the Tanjung Bin Energy Power Plant and provisions relating to the termination, see Annexure C.15 of this Prospectus. 7.24.8 M Power (i) The preamble to the long-term spare parts agreement and the long-term spare parts agreement, both dated 18 August 2011 were entered into between TJSB and Alstom Services and as novated by the novation agreement dated 18 January 2013 made between TJSB, Alstom Services and M Power for the novation of these agreements by TJSB to M Power (“LTPA”), for the provision of spare parts comprising hot gas path components of gas turbines such as turbine blading, rotor, compressor blading, combustion chamber and other installation hardwares and other non gas/steam turbine spare parts that are required for the equipments in the Lumut Power Plant (collectively “Spare Parts”) by Alstom Services. The LTPA takes effect from 18 August 2011 until the earlier of (i) the completion of a total of 17 C­Inspections for gas turbine units (tentatively scheduled to complete in March 2022), and including a total of 3 C-Inspections for steam turbine units (tentatively scheduled to complete in May 2016), or (ii) 31 December 2022. TJSB is to pay the purchase order price in accordance with the terms of the LTPA for the supply of the Spare Parts.
For provisions relating to the termination of the LTPA, see Annexure C.16 of this Prospectus.
(ii) The preamble to the long-term reconditioning service agreement and the long-term reconditioning service agreement, both dated 18 August 2011 were entered into between TJSB and Alstom Services and as novated by the novation agreement dated 18 January 2013 made between TJSB, Alstom Services and M Power for the novation of these agreements by TJSB to M Power (“LTRA”), for the provision of reconditioning services on turbine rotor blades, turbine rotor heat shields, turbine stator vanes, turbine stator heat shields, lances and burner in the Lumut Power Plant by Alstom Services (collectively, “Reconditioning Services”). The LTRA shall be in force from 18 August 2011 until the earlier of (i) the completion of a total of 17 C­Inspections for gas turbine units (tentatively scheduled to be completed in March 2022), and including a total of 3 C-Inspections for steam turbine units (tentatively scheduled to be completed in May 2016), or (ii) 31 December 2022.

For provisions relating to the termination of the LTRA, see Annexure C.17 of this Prospectus. 191 7. BUSINESS OF OUR GROUP (Cont’d) (iii) Long-term service agreement dated 19 December 2000 and as amended by the amendment agreements dated 25 October 2002 and 1 January 2009 were entered into between NASB, GE Energy Parts, Inc. (“GEEPI”) and GE Power Systems (Malaysia) Sdn Bhd (“GEPSM”) and further amended pursuant to the settlement and release agreement between our Company, PPSB, NASB, GEEPI, GEPSM, General Electric International Inc and General Electric Company dated 12 December 2012 and further novated by the novation agreement dated 18 January 2013 made between NASB, GEEPI, GEPSM and M Power for the novation of these agreements by NASB to M Power (“LTSA”), provide for the following: (a) provision of maintenance services with respect to the covered unit; and
(b) the supply of parts and services (including technical advice, repair and labour services) for the maintenance of the covered unit,

by GEEPI and GEPSM. NASB shall pay to GEEPI and GEPSM, the LTSA price (which comprises the mobilisation payment, the periodic payments and the initial spare parts price) which excludes the payments payable for unplanned maintenance and additional works performed. The LTSA takes effect on 19 December 2000 and shall expire upon the completion of three major inspections or 23 years (being on 18 December 2023), whichever is earlier, unless sooner terminated. For provisions relating to the termination of the LTSA, see Annexure C.18 of this Prospectus. 7.24.9 MWMPL (i) The MWMPL Electricity Contract provides the mechanism under which the overall offtake price received by MWMPL for the electricity generated by the Macarthur Wind Farm is determined. The MWMPL Electricity Contract is documented as a confirmation under a 2002 International Swaps and Derivatives Association (“ISDA”) Master Agreement. The MWMPL Electricity Contract operates as a contract in which MWMPL receives the difference between a fixed price for a fixed volume of electricity and the price at which the electricity generated by the Macarthur Wind Farm is sold into the merchant electricity market. MWMPL Electricity Contract proVides for a term of 25 years and terminates on 31 January 2038. During the term of the MWMPL Electricity Contract, AGL Hydro agrees to pay MWMPL a fixed price for a fixed volume of electricity (irrespective of the amount of electricity generated by the Macarthur Wind Farm) and MWMPL agrees to pay to AGL Hydro the market proceeds from the sale of electricity. Payments under the MWMPL Electricity Contract can be adjusted in limited circumstances which are set out in the MWMPL Agency Deed. For details on these circumstances, see Annexure C.21 of this Prospectus. MWMPL is required to obtain the prior consent of AGL Hydro for any assignment of its rights under the MWMPL Electricity Contract and consent may not be unreasonably withheld or delayed. For provisions relating to the termination and events of default under the MWMPL Electricity Contract, see Annexure C.19 of this Prospectus. 7. BUSINESS OF OUR GROUP (Cont’d) (ii) The MWMPL NEP Contract provides the mechanism under which the overall price received by MWMPL for the renewable energy certificates created by the Macarthur Wind Farm is determined. The MWMPL NEP Contract is documented as a confirmation under a 2002 ISDA Master Agreement. The MWMPL NEP Contract acts as a fixed forward commodity contract in which MWMPL sells all its specified portion (50%) of the renewable energy certificates (meaning the large-scale generating certificates created under the Renewable Energy (Electricity) Act 2000 (Cth)) (“Nominated Environmental Products”) generated by the Macarthur Wind Farm and is paid a fixed amount for a notionai fixed quantity of renewable energy certificates. The MWMPL NEP Contract terminates on the date which is the earlier of (i) the date of expiration or termination of the regulatory scheme that governs the Nominated Environmental Products, provided that on that date no other environmental product is a Nominated Environmental Product as provided under the MWMPL NEP Contract; or (ii) 30 December 2030. Following the expiry of the MWMPL NEP Contract, additional payments are to be made by AGL Hydro to MWMPL and Macarthur WFPL under the MWMPL Agency Deed, which are structured so as to deliver an equivalent payment stream. During the term of the MWMPL NEP Contract, AGL Hydro agrees to pay a fixed price for a fixed quantity of renewable energy certificates and MWMPL agrees to pay to AGL Hydro the market proceeds from the sale of renewable energy certificates. Payments under the MWMPL NEP Contract can be adjusted in limited circumstances which are set out in the MWMPL Agency Deed. For details on these circumstances, see Annexure C.21 of this Prospectus. MWMPL is required to obtain the prior consent of AGL Hydro for any assignment of its rights under the MWMPL NEP Contract and consent may not be unreasonably withheld or delayed. For provisions relating to the termination and events of default under the MWMPL NEP Contract, see Annexure C.20 of this Prospectus. (iii) The MWMPL Agency Deed provides for the treatment of renewable energy certificates under the MWMPL NEP Contract and general environmental products (any renewable energy certificate other than Nominated Environmental Products), the appointment of AGL Hydro as agent for MWMPL under key contracts, including landowner agreements and construction contracts, and the consequences of damage to the Macarthur Wind Farm. The MWMPL Agency Deed commences on the date of execution until the earlier of the date the MWMPL Agency Deed is terminated or the day immediately prior to the 251h anniversary of 1 February 2013. MWMPL is required to obtain the prior consent of AGL Hydro for any assignment of its rights under the MWMPL Agency Deed and consent may not be unreasonably withheld or delayed. For provisions relating to the termination and change-in-Iaw under the MWMPL Agency Deed as well as the adjustment to payments of the MWMPL Electricity Contract and the MWMPL NEP Contract, see Annexure C.21 of this Prospectus. 7. BUSINESS OF OUR GROUP (Cont’d) (iv) The MWMPL Asset Management Deed provides for the appointment AGL Hydro to manage the construction process for the Macarthur Wind Farm and to operate, maintain and manage the Macarthur Wind Farm for the term of the MWMPL Swap Contracts. The MWMPL Asset Management Deed takes effect from the date of execution until the earlier of the date the MWMPL Asset Management Deed is terminated or the day immediately prior to the 25th anniversary of the 1 February 2013. During the term of the MWMPL Asset Management Deed, AGL Hydro will receive payment of the quarterly maintenance fees, as provided under the MWMPL Asset Management Deed, from MWMPL and Macarthur WFPL. MWMPL is required to obtain the prior consent of AGL Hydro for any assignment of its rights under the MWMPL Asset Management Deed and consent may not be unreasonably withheld or delayed. For provisions relating to the termination and events of default under the MWMPL Asset Management Deed, see Annexure C.22 of this Prospectus. (The rest of this page has been intentionally left blank)

 

 

 

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