231 F INANC IAL Statements Sect ion 05 Annual Report 2022 NOTES TO THE F INANC I AL STATEMENTS For the year ended 31 December 2022 31. LOANS AND BORROWINGS (Contd.) Sukuk Murabahah RM310M On 29 November 2022, a wholly-owned subsidiary of the Group, Ranhill Solar Ventures Sdn Bhd (“RSV”) had issued RM145,000,000 (tranche 1) of the RM310,000,000 in nominal value of Islamic Medium Term Notes under the Shariah principle of Murabahah (via Tawarruq arrangement) (“Sukuk Murabahah RM310M”). The Sukuk Murabahah RM310M is issued for the following purposes: (i) RM122.0 million to advance to Ranhill Solar I Sdn Bhd (“RSI”), a wholly-owned subsidiary of Group, to part finance the RSI Project Cost; (ii) RM30.0 million and RM80.0 million to advance to RPI, a 60%-owned subsidiary of RCSB, for its general corporate purposes and to part finance and/or reimburse the RPI Project Cost respectively; (iii) RM40.0 million to pay the RCSB facility; (iv) RM17.0 million to fund the Issuer Finance Service Reserve Account (“Issuer FSRA”) a sum equivalent to the profit due in the next six (6) months under each Tranche of the Sukuk Murabahah RM310M; (v) RM13.0 million to fund the Issuer Collection Account (“Issuer CA”) a sum equivalent to the profit due under the first Tranche of the Sukuk Murabahah RM310M during the construction period of the RSI Project; and (vi) RM8.0 million to fund the Trustees’ Reimbursement Account Deposit and to pay fees, expenses and all other amounts payable under or related to the Sukuk Murabahah RM310M. The Sukuk Murabahah RM310M will be issued in one or more tranches where each tranche shall be issued for a tenure of at least one (1) year and up to twenty (20) years provided always that each Sukuk Murabahah RM310M shall mature on or prior to the expiry of the tenure. The Sukuk Murabahah RM310M is secured over the followings: (i) a first ranking legal assignment of and charge over each of the Project Companies’ rights, interests, titles and benefits under the relevant Project Documents including all performance and/or maintenance bonds; (ii) a first ranking charge over the RPI project land (Note 17); (iii) Save and except for revenue/receipts to be received by RPI from SESB following the date of such invoices or billings made prior to the first issuance of the Proposed Sukuk, a first ranking legal assignment of and charge over the Designated Accounts and credit balances therein including the Permitted Investments; (iv) a first ranking debenture comprising fixed and floating charges over all present and future assets of the Issuer and each project company; (v) a first ranking legal assignment of and charge over all takaful contracts/insurance policies undertaken or to be undertaken by each project company; and (vi) a first ranking legal assignment of and charge over the Intercompany Financing Agreements.
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