Umno Incorporated (part 1)

Rahman said he then purchased all the stakes in Realmild from Khalid, former Berita Harian Sdn Bhd group editor Ahmad Nazri Abdullah, former New Straits Times Sdn Bhd group editor Abdul Kadir Jasin and former NSTP director Mohd Noor Mutalib. The four were at that time aligned with then Deputy Prime Minister Anwar Ibrahim, before Anwar fell out of favour with Mahathir in 1998, at the height of allegations of sodomy against him.

THE CORRIDORS OF POWER

Raja Petra Kamarudin

The problem with public hearings, court cases and trials is that not everything is fully revealed in an open court, in particular the goings-on behind the scenes and the shenanigans in the corridors of power.

Some of you may have read the three news reports below back in 2010. For those who have not, first read these reports and then in part two of this series we will reveal what has not been reported. After all, Malaysia Todaydabbles in the untold story or the story that those in the corridors of power would rather remain hidden.

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Abdul Rahman Maidin

'Shocked to learn Realmild shares belonged to Umno'

(Malaysiakini, 2 September 2010) -- Former Penang Malay Chamber of Commerce chairperson Abdul Rahman Maidin told the commercial division of the High Court in Kuala Lumpur today that he had to bear losses of RM40 million for the 7.101 million shares he purchased in Realmild (M) Sdn Bhd, which were said to belong to Umno.

Realmild owns majority shares in conglomerate Malaysia Resources Corporation Bhd (MRCB), which once owned the gold mine media giant New Straits Times Press (M) Bhd (NSTP) and Sistem Televisyen Malaysia Bhd (which operates TV3, among others).

Rahman, who was a director of Realmild when he purchased the stake in the company, is being sued for RM10 million by a former company stakeholder, Khalid Ahmad.

Also a former chairman of MRCB and former executive vice-chairman of NSTP, Rahman said sometime at the end of 2001, he was instructed by then Prime Minister Dr Mahathir Mohamad to transfer all the Realmild shares in his name to Syed Anwar Jamalullail, without any consideration, and that he resigned from the two companies on Jan 8, 2002.

“I was told that the Realmild shares belonged to Umno. I was extremely shocked as I never at any time knew that Umno was the true owner of the shares.”

“I undertook the acquisition of Realmild shares purely from a corporate and commercial standpoint. I raised funds for this exercise through my personal financial means, without any assistance from any political entity,” Rahman said in reply to questions from his lawyer Alex de Silva. Eugene Jayaraj Williams is also acting for Rahman.

Told that the shares belonged to Umno

Rahman said he informed Mahathir that he had paid RM40 million for the purchase of the Realmild shares.

“He (Mahathir) told me there was no reason why I had to pay the money when the shares never belonged to the individuals concerned as they belonged to Umno. Therefore, he said, no payment will be made to me because the shares always belonged to Umno.”

“I also met Nor Mohamad Yaakob, (then economic adviser to Mahathir), and he subsequently confirmed that the shares were to be transferred out by me, without me receiving any consideration as the shares belonged to Umno,” he said.

Asked by Khalid's counsel Ahmad Fadzil Mohd Perdaus why he did not institute action against his client and three other Realmild directors, from whom he had purchased the stake, Rahman said he obviously had to believe the (then) prime minister.

“Furthermore, I did not want to do anything that would implicate the premier. That is why I did not want to proceed with any further action. I would rather take a loss,” he said.

Tun Daim Zainuddin

Daim offered stake in Realmild

Recalling how he came to own the Realmild shares, Rahman said he was approached by the then Finance Minister, Daim Zainuddin, sometime in 1999.

Daim had asked him whether he was interested in taking charge of MRCB by undertaking and completing a management takeover.

“Daim knew me as chairman of the Penang Malay Chamber of Commerce. I expressed keen interest in taking up this challenge, and Daim told me he would leave the mechanics of taking control of MRCB to me.

“I readily accepted this opportunity as this was a major career advance. It was my understanding that this was a pure corporate exercise,” he said.

Rahman said he then purchased all the stakes in Realmild from Khalid, former Berita Harian Sdn Bhd group editor Ahmad Nazri Abdullah, former New Straits Times Sdn Bhd group editor Abdul Kadir Jasin and former NSTP director Mohd Noor Mutalib.

The four were at that time aligned with then Deputy Prime Minister Anwar Ibrahim, before Anwar fell out of favour with Mahathir in 1998, at the height of allegations of sodomy against him.

Rahman said he took steps for the takeover of MRCB by raising funds through personal financial means.

He had paid RM30 million for Ahmad Nazri's stake, and another RM5 million each to Khalid and Mohd Noor.

Ahmad Nazri, a former director of Realmild, told an earlier hearing that he owned an 80 percent stake in Realmild, with 70 percent of it held in trust.

“I was holding (the stake) in trust for Dr Mahathir. The trust was prepared by legal firm Amin & Co. A copy of the trust was given to Dr Mahathir, another to Anwar and I kept a copy.”

A. Kadir Jasin

Rahman: I did not pay the remainder

Rahman, also testified before Justice Mary Lim that he did not pay the remaining amount to Khalid as he had been told by Mahathir not to make any payment.

“I met the plaintiff (Khalid) and informed him of my discovery about Umno's ownership of the Realmild shares. The plaintiff admitted to me that he was aware of Umno's ownership of the Realmild shares, but he said the Umno ownership did not apply to his five percent stake, or 355,050 shares.”

Saying Khalid was not entitled to the claim, Rahman said the Khalid had misrepresented to him the ownership of the 355,050 shares as these shares never belonged to Khalid.

“I verily believe that he (Khalid) knew all along that Umno was the real owner of the shares and that these shares could be directed to be transferred to any third party at any time based on the instructions of Umno leaders. This also demonstrated the wrongful actions of Khalid in suppressing material information and proceeding in this action against me,” he said.

“I am also seeking recovery of the RM5 million I had paid Khalid, based on his misrepresentation as to the ownership of the shares,” he said.

To another question from Khalid's lawyer, Rahman said he was unable to pay the balance (the remaining RM10 million) because he was concentrating on reviving MRCB, which was facing billions of ringgit in debt.

“MRCB owed (money) to over 30 banks and it was in a bad shape. That was the reason I did not have money to pay him (Khalid).

“I also do not agree that I owe Khalid RM10 million, as stated in the statement of claim, and do not agree that the purchase price of his portion of the shares was RM15 million,” he said.

Khalid Ahmad

Khalid's suit

Khalid, a former director of Realmild and former managing director of NSTP, who was present in court today, had claimed that he owns five per cent of the Realmild shares and he had accepted Rahman's offer to buy his shares.

He said Rahman had paid RM5 million, and that both sides had agreed to the total selling price of the shares at RM15 million, which had been reduced from an initial value of RM30 million.

Khalid claimed that the price of RM15 million was agreed upon after the part-payment of RM5 million was made by Rahman, and that the remaining sum was to be paid within a year.

He said he had asked Rahman many times to pay up the remaining RM10 million, but Rahman had failed to do so.

He is seeking the RM10 million , interest at eight per cent, costs and other relief deemed fit by the court.

Rahman in his statement of defence claimed the shares were owned in trust Umno and that he was asked to relinquish all his stake in Realmild to Syed Anwar.

Hence, he said, the amount owed was void or a mistake of fact, and was therefore seeking back the RM5 million he had paid to Khalid, as he had suffered a loss.

Earlier, Syed Anwar testified for Rahman and said got to know from Nor (Mohamad Yaakob), who was then second finance minister, that Rahman's shares in Realmild were held in proxy by Umno.

“My major task when taking over Realmild and MRCB was to turn them around,” he said.

Justice Lim fixed Oct 4 for submissions.

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Nazri Abdullah

Realmild-Umno links judgment on Dec 10

(The Malaysian Insider, 29 October 2010) -- When the High Court here hands down its judgment on the disputed sale price of Realmild Sdn Bhd’s shares on December 10, all eyes will be trained on the grounds — whether Umno, the senior party in the ruling Barisan Nasional (BN), has been ruled to be the shadowy company’s real owner.

In taking their quarrel over the sale price of Realmild’s shares from a decade ago, former company directors Datuk Khalid Ahmad and Datuk Seri Abdul Rahman Maidin have showed how the political giant has fed and sustained its tight grip on power through control of several conglomerates starting from the early 1990s.

The suit was mooted by Khalid in March 2005 against his successor, Abdul Rahman, to claim RM10 million in payment for a block of the company’s shares.

But Abdul Rahman made a counter-claim to be refunded the RM5 million he already paid, after being told by former Prime Minister Tun Dr Mahathir Mohamad that Umno owned all Realmild’s shares and the appointed directors were only nominees acting in the party’s trust.

The nexus between Umno and certain conglomerates has been revealed in the court hearing that started in August this year involving the past shareholders of Realmild, the shadowy company that took over media giant The New Straits Times Press (Malaysia) Bhd in 1993, and Malaysian Resources Corporation Berhad (MRCB).

A number of high-flying corporate figures have entered the witness stand, most notably Tan Sri Syed Anwar Jamalullail, younger brother to the Raja of Perlis Tuanku Syed Sirajuddin Ibni Al-Marhum Tuanku Syed Putra Jamalullail who also held the position of Yang di-Pertuan Agong at the time of the contentious takeover.

Khalid is suing Abdul Rahman for RM10 million over the sale of a five per cent stake in the company in 1999, which took place during a shake-up and buy-out related to Datuk Seri Anwar Ibrahim’s sacking from government.

Abdul Rahman had paid RM5 million but later reneged on the remainder.

The silver-haired industry captain testified in court that Dr Mahathir, who was prime minister at the time of the buy-out, told him that the shares actually belonged to Umno.

Abdul Rahman, a former Malay Chamber of Commerce Penang president, also claimed to have received instructions from Tun Daim Zainuddin and Tan Sri Nor Mohamad Yakcop had previously instructed him to undertake a management buy-out of MRCB by purchasing the 7,101,001 ordinary shares in Realmild.

But Khalid maintained the five per cent stake was his own although he acknowledged that the majority stake was part of an “Umno trust”.

The other directors in Realmild then were former Berita Harian group editor Datuk Ahmad Nazri Abdullah, New Straits Times group editor Datuk Abdul Kadir Jasin, and Mohd Noor Mutalib, who replaced Khalid as NSTP managing director in February 1993.

Realmild, originally a RM2 company, was then already the majority shareholder of MRCB, which is now developing the KL Sentral commercial and transport hub in Brickfields.

Representing Khalid is lawyer Ahmad Fadzil Mohd Perdaus.

Alex De Silva and Eugene Jeyaraj Williams acted for Abdul Rahman.

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Tan Sri Syed Anwar Jamalullail

Realmild formed to protect Umno’s interests, court told

(The Malaysian Insider, 30 October 2010) -- Realmild Sdn Bhd was a brainchild of Datuk Seri Anwar Ibrahim when he was in government as a means for Umno to protect its business interests, a lawyer told the High Court here today.

The former deputy prime minister had also hand-picked four media people — Datuk Khalid Ahmad, Datuk Kadir Jasin, Datuk Ahmad Nazri Abdullah and Mohd Noor Mutalib — to be its first shareholders and act as nominees for the ruling party, said Alex De Silva.

“In 1992, Realmild was formed in Malaysia. Datuk Seri Anwar Ibrahim created it as a new Bumiputera vehicle to take care of Umno’s interests.

“This is the genesis of Realmild,” De Silva said in making the case for his client Datuk Seri Abdul Rahman Maidin.

Khalid, a former TV3 boss, is suing Abdul Rahman to pay up the remaining RM10 million of RM15 million the former claims was the agreed sale price for the block of shares.

But Abdul Rahman disputes the amount — he told the court the agreed price was RM10 million and he had paid half before finding out from Tun Dr Mahathir Mohamad, who was then Umno president, that he did not have to pay.

Now Abdul Rahman wants his money back.

De Silva argued today that Khalid, as the seller, was not in a position to demand payment for the sale of a block of Realmild Sdn Bhd’s shares wholly held in trust for Umno.

“My submission is that none of them were actually running MRCB. They were just put there by the powers-that-be...to take care of MRCB, NST and etc.

“It’s completely illogical for Umno or anyone to own only 70 per cent [of the shares] and for 30 per cent to be shared out among the others,” he added, noting previous testimony from another successive Realmild director, Tan Sri Syed Anwar Jamalullail, showed that Umno owned all the shares.

Syed Anwar is the younger brother to the Raja of Perlis Tuanku Syed Sirajuddin Ibni Al-Marhum Tuanku Syed Putra Jamalullail who also held the position of Yang di-Pertuan Agong at the time of the contentious takeover at the turn of the millennium.

Anwar who happened to be in court today for his Sodomy II trial, was evasive when asked to comment on his role in the Realmild-Umno deal.

“Seventy per cent was held by Dr Mahathir. It has nothing to do with me,” said the 63-year-old politician, now PKR’s advisor.

Khalid’s RM10 million suit against Abdul Rahman, over the sale of a five per cent stake in the company in 1999 took place during a shake-up and buy-out related to Anwar’s sacking from government.

“Yes, I was supportive of it back then but 30 per cent of the shares was owned by Khalid, Kadir, and Nazri, Mohd Noor,” Anwar said.

“It was only when I exposed them in court, Dr Mahathir called for Realmild surrender 70 percent,” he added.

Asked if he saw the controversial 100-storey Menara Warisan announced by Prime Minister Najib Razak reflected in Umno’s continuing bid to protect the party’s interests, the Opposition Leader remarked: “All mega deals protect the interests of the Umno elite”.

“Realmild is a classic example, proven, it was led by Dr Mahathir. I’m convinced there are cronies involved,” he said.

Back in court, De Silva stressed that Realmild was a “sendirian berhad” (private limited company) with four ex-NST journalists and accountant who became stakeholders of MRCB, a public-listed company, supposedly bought from Renong Berhad for RM800 million.

“It’s clear as daylight none of the shareholders had the means or capacity to do so,” De Silva said.

“Yes, they testified they raised the money on their own. [But] nobody wakes up one morning and says, ‘Yes! I’m going to take over NST and TV3. Can you do this on your own? Impossible!

“My Lady, from the start of the scene, government hands or Umno hands were involved...to keep the media under control of Umno.

“It was not for personal benefit but for the benefit of the party. That’s why Realmild took control from Renong. That’s the genesis of Realmild,” Abdul Rahman’s lawyer repeated for emphasis.

De Silva also pointed out that none of the four had exercised their rights as owners after the buy-over from Renong and instead continued their daily duties as news men, which was typical of nominees.

Trial judge Datuk Mary Lim asked if they were nominees, whether it meant they can’t transfer the title deeds to the shares; and whether it would not then require the defendant to show he had a title to pass on.

“Not necessary. What we are looking at is the concept of real ownership,” De Silva replied, before adding, “Who were the real owners?”

He moved to back his argument by pointing to the large number of lucrative projects given to Realmild’s construction subsidiary, MRCB, including building a power plant.

“MRCB was bestowed and granted huge government contracts and loans, subsequently...in 1997, the government awarded MRCB the KL Sentral project...two years later, they got a support loan of RM336 million,” De Silva cited.

“All these point effectively to the fact they were formed by the government because MRCB was effectively owned by Umno,” he argued further.

“Yes, the shares were held in their names, but when instructed to transfer, they transferred.

“And they all transferred all, together,” he said slowly, lending emphasis to his submission.

But lawyer Ahmad Fadzil Mohd Perdaus, in pushing the case to be ruled in the plaintiff Khalid’s favour, submitted that Abdul Rahman had failed to show documentary evidence that proved an Umno “trust” existed, adding the defendant’s entire argument was pulled from oral testimony by parties not brought to court, including the former prime minister.

Ahmad even suggested that Abdul Rahman should have taken legal action against Dr Mahathir to recover his money instead of claiming it from Khalid.

“Why the defendant chose not to take action when he found out about the trust?

“His line, his basis is what was told to him by the PM [then, Dr Mahathir] that he would not get his money back and that the shares belonged to Umno,” Ahmad said, referring to Abdul Rahman’s testimony in court.

“It’s not for the defendant to say the plaintiff held it in trust, held it as a nominee...that he was not accountable to pay...

“The transfer was valid. He was the registered owner, legally, and [it was] common for nominees to transfer shares to [their] principals; it’s not for defendant to say no.

“If such a case, defendant still liable to pay for the purchase price as agreed upon for the transfer of shares at the material time,” Ahmad concluded.

The nexus between Umno and certain conglomerates has been revealed in the court hearing that started in August this year involving the past shareholders of Realmild, the shadowy company that took over media giant The New Straits Times Press (Malaysia) Bhd in 1993, and Malaysian Resources Corporation Berhad (MRCB).

A total of five witnesses were called.

Verdict is fixed for December 10 at 9am.