Tropicana Corporation Berhad Annual Report 2020

18. INVESTMENTS IN SUBSIDIARIES (CONT'D.) (a) Group restructuring (cont'd.) During the financial year, the Group and the Company executed and completed an internal Group restructuring scheme involving the following: (cont'd.) (x) On 20 November 2020, the Company completed a capital reduction exercise to reduce its investment in a subsidiary, Tropicana Jaya Sdn Bhd by cancelling 3,820,000 of Ordinary Shares and 1,177,324 of RNCPS, all of which are held by the Company amounting to RM4,997,324. (xi) On 8 December 2020, the Company completed a capital reduction exercise to reduce its investment in a subsidiary, Tropicana Lido Development Sdn Bhd by cancelling 6,731,440 of Class-B Ordinary Shares and 1,027,290 of RNCPS, all of which are held by the Company amounting to RM7,758,730. (xii) On 28 December 2020, the Company has fully redeemed the balance of the RCULS issued by Tropicana Development (Johor Bahru) Sdn Bhd (" TDJBSB ") for RM17,000,000 by offsetting of amounts owing by the Company to TDJBSB. (xiii) On 30 December 2020, the Company has partially redeemed the RNCPS issued by Tropicana Kajang Hill Sdn Bhd (" TKHSB ") for RM17,591,403 by offsetting of amounts owing by the Company to TKHSB. (xiv) On 31 December 2020, the Company has fully redeemed the RCULS issued by Daya Petaling Sdn Bhd (" DPSB ") for RM14,722,030 by offsetting of amounts owing by the Company to DPSB. The following group restructuring took place in the previous financial year: (i) The Company injected total additional working capital of RM354,600 in Tropicana Investment Consulting Pte. Ltd., a wholly-owned subsidiary of the Company. (ii) The Company completed the capitalisation of debts amounting to RM57,666,378 owed by several subsidiaries to the Company by way of issuance of Redeemable Non-Cumulative Preference Shares (" RNCPS ") issued by these subsidiaries at an issuance price of RM1 each. (iii) On 17 January 2019, the Company acquired the balance of 51 Ordinary Shares in Tropicana Seri Tujuan Sdn Bhd (" TSTSB ") (fka Tropicana Urban Homes Sdn Bhd) for a total cash consideration of RM51. Following the completion of the acquisition, TUHSB has become a wholly-owned subsidiary of the Company. (iv) On 18 February 2019, Tropicana Mentari Development Sdn Bhd (" TMDSB "), a wholly-owned subsidiary of the Company, acquired 1 Ordinary Share of Urban Discovery Sdn Bhd (" Urban Discovery ") representing 100% of the total paid-up share capital for a total cash consideration of RM1. Following the completion of the acquisition, Urban Discovery has become a wholly-owned subsidiary of TMDSB, which in turn is an indirect wholly-owned subsidiary of the Company. (v) On 26 February 2019, Tropicana Marketplace Sdn Bhd (" TMPSB "), a wholly-owned subsidiary of the Company, registered a wholly foreign owned enterprise by the name of Marketplace (Hong Kong) Limited as a private limited liability company in Hong Kong, the People's Republic of China, with a total amount of investment of Hong Kong Dollar (" HKD ") 1 and registered capital of HKD1. (vi) On 27 February 2019, the Company completed a capital reduction exercise to reduce its investment in a subsidiary, Tropicana Development (Penang) Sdn Bhd by cancelling 59,667,940 of Class B Ordinary Shares and 96,937,333 of RNCPS, all of which are held by the Company amounting to RM156,605,273. (vii) On 4 March 2019, the Company acquired 1 Ordinary Share of Pixelcloud Sdn Bhd (" Pixelcloud ") representing 100% of the total paid-up share capital for a total cash consideration of RM1. Following the completion of the acquisition, Pixelcloud has become a wholly-owned subsidiary of the Company. 18. INVESTMENTS IN SUBSIDIARIES (CONT'D.) (a) Group restructuring (cont'd.) The following group restructuring took place in the previous financial year: (cont'd.) (viii) On 16 April 2019, BK Utilities Sdn Bhd (" BK Utilities ") was incorporated as a private company limited by shares in Malaysia under the Companies Act 2016. The entire issued share capital of BK Utilities of RM1 comprising 1 Ordinary Share is held by the Company. (ix) On 3 June 2019, the Company acquired 1 Ordinary Share of Marvelscape Sdn Bhd (" MSSB ") representing 100% of the total paid-up share capital for a total cash consideration of RM1. Following the completion of the acquisition, MSSB has become a wholly-owned subsidiary of the Company. (x) On 14 June 2019, Tropicana KK City Sdn Bhd had been struck off from the Register of the Companies Commission of Malaysia and dissolved following the publication of the notice of striking off pursuant to Section 551(3) of the Companies Act 2016 in the Gazette. (xi) On 14 June 2019, the Company has fully redeemed the Redeemable Convertible Unsecured Loan Stocks issued by Tropicana Coliseum (Ipoh) Sdn Bhd (" TCISB ") for RM11,919,271 by offsetting of amounts owing by the Company to TCISB. (xii) On 2 July 2019, the Company acquired 1 Ordinary Share each of Mighty Valley Sdn Bhd (" MVSB ") and Megaxis Sdn Bhd (" MXSB "). Each of the acquisitions representing 100% of the total paid-up share capital for a cash consideration of RM1 each. Following the completion of the acquisition, MVSB and MXSB have become wholly-owned subsidiaries of the Company. (xiii) On 2 July 2019, Tropicana Central Garden Mall Sdn Bhd (" TCGMSB ") and Tropicana Central Department Store Sdn Bhd (" TCDSSB ") were incorporated as private companies limited by shares in Malaysia under the Companies Act 2016. The entire issued share capital of TCGMSB and TCDSSB of RM1 each respectively comprising 1 Ordinary Share each is held by the Company. (xiv) On 8 July 2019, the Company has partially redeemed the Redeemable Convertible Unsecured Loan Stocks issued by Tropicana Harapan Sdn Bhd (" THSB ") for RM13,940,668 by offsetting of amounts owing by the Company to THSB. (xv) On 13 September 2019, Tropicana Jalan Selangor Development Sdn Bhd had been struck off from the Register of the Companies Commission of Malaysia and dissolved following the publication of the notice of striking off pursuant to Section 551(3) of the Companies Act 2016 in the Gazette. (xvi) On 25 October 2019, the Company acquired the remaining 2 Ordinary Shares of Tropicana Danga Lagoon Sdn Bhd (" TDLSB ") for a total consideration of RM10,570,515. Following the completion of the acquisition, TDLSB has become a wholly-owned subsidiary of the Company. (xvii) On 7 October 2019, Tropicana Danga Bay Pte. Ltd., a company incorporated in Singapore had been struck off from the Register of Companies pursuant to Section 344A of the Companies Act, Chapter 50 of Singapore. (xviii) On 22 November 2019, Suci Padu Resources Sdn Bhd (" SPRSB ") was incorporated as a private company limited by shares in Malaysia under the Companies Act 2016. The entire issued share capital of SPRSB of RM1 comprising 1 Ordinary Share is held by the Company. (xix) On 28 November 2019, Tropicana Makmur Arif Sdn Bhd (" TMASB ") (fka Sparkling Realty Sdn Bhd), Tropicana Makmur Peluang Sdn Bhd (" TMPSB ") (fka Stardust Realty Sdn Bhd), Tropicana Makmur Duta Sdn Bhd (" TMDSB ") (fka Skytree Realty Sdn Bhd), Tropicana Makmur Erat Sdn Bhd (" TMESB ") (fka Starling Realty Sdn Bhd), Tropicana Makmur Gagah Sdn Bhd (" TMGSB ") (fka Raindust Realty Sdn Bhd), Tropicana Makmur Cahaya Sdn Bhd (" TMCSB ") (fka Capricorn Realty Sdn Bhd), Tropicana Makmur Irama Sdn Bhd (" TMISB ") (fka Moonlight Realty Sdn Bhd), Tropicana Seri Aliran Sdn Bhd (" TSASB ") (fka Comets Realty Sdn Bhd), Tropicana Seri Bakat Sdn Bhd (" TSBSB ") (fka Limestone Realty Sdn Bhd), Tropicana Seri Peluang Sdn Bhd (" TSPSB ") (fka Twinkle Realty Sdn Bhd), Tropicana Seri Damai Sdn Bhd (" TSDSB ") (fka Lavender Realty Sdn Bhd), Tropicana Seri Irama Sdn Bhd (" TSISB ") (fka Misty Realty Sdn Bhd) and Tropicana Seri Fauna Sdn Bhd (" TSFSB ") (fka Rainforest Realty Sdn Bhd) were incorporated as private companies limited by shares in Malaysia under the Companies Act 2016. The entire issued share capital TMASB, TMPSB, TMDSB, TMESB, TMGSB, TMCSB, TMISB, TSASB, TSBSB, TSPSB, TSDSB, TSISB and TSFSB of RM1 each respectively comprising 1 Ordinary Share each is held by the Company. NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2020 ANNUAL REPORT 2020 TROPICANA CORPORATION BERHAD FINANCIAL STATEMENTS AND OTHER INFORMATION 236 237