PETALING JAYA (April 15): DutaLand Bhd and Olympia Industries Bhd have jointly moved to terminate a 23-year consortium arrangement over a prime freehold landbank in Sri Hartamas, Kuala Lumpur, at an agreed value of RM1,917.0 million. 

The two Main Market-listed companies filed simultaneous Bursa Malaysia announcements yesterday (April 14), disclosing that KH Estates Sdn Bhd (KHE) and Olympia Properties Sdn Bhd (OPSB) — wholly-owned subsidiaries of DutaLand and Olympia Industries respectively — together with KH Land Sdn Bhd (KHL), had entered into a conditional termination agreement to unwind the consortium agreement dated Feb 14, 2003 and the development agreement dated Aug 10, 2007.

Background

The arrangement traces back to 2003, when KHE and OPSB agreed to develop freehold lands in Mukim Batu, Kuala Lumpur into Bandar Sri Duta — condominiums, office blocks and a retail mall — under separate corporate restructuring schemes. The lands were placed under a trust deed with RHB Trustees Bhd and KHL was appointed developer in 2007, with a cost-revenue sharing ratio of 58%:42% in favour of KHE. 

DutaLand disclosed KHE acquired its parcels for RM261.0 million; Olympia Industries disclosed OPSB acquired Parcels 1, 2, 3, 6B and 8A for RM189.0 million, both from Kenny Height Developments Sdn Bhd. 

Parcel 5 was sold in 2011, Parcel 1 in 2016, and Parcel 2 became Kenny Heights Estate — 49 town villas, all sold. Nine parcels of undeveloped freehold land remain.

The undeveloped lands

As at March 31, 2026, the undeveloped lands span approximately 1.95 million sq ft off Jalan Sri Hartamas 1, fronting the SPRINT Highway (Damansara Link) and Jalan Sri Hartamas 17. 

KHE holds Parcels 4, 6A, 7A, 7B, 7C and 8B; OPSB holds Parcels 3, 6B and 8A. The only structure across all nine parcels is a temporary, non-operational car park on Parcel 7C. 

DutaLand's valuer Cheston International (KL) Sdn Bhd appraised the lands at RM1,922.6 million as at Jany 5, 2026; Olympia Industries' valuer JLL Appraisal & Property Services Sdn Bhd returned RM1,911.4 million as at Dec 22, 2025. 

The agreed final value of RM1,917.0 million deviates less than 0.5% from either appraisal. The valuation-derived split of 58.2%:41.8% gives KHE RM1,115.15 million and OPSB RM801.85 million, final with no further claims — against an audited net book value of RM394.3 million per DutaLand's accounts as at June 30, 2025 and Olympia Industries' accounts as at Dec 31, 2024.

Rationale for termination

DutaLand stated the framework no longer allows KHE to execute its objectives effectively, citing a difference in business direction, and said termination will allow KHE to act without OPSB's prior consent. 

Olympia Industries cited financial challenges necessitating a different approach, with OPSB to benefit from flexibility to emphasise expeditious monetisation of the undeveloped lands.

Key terms

Post-termination, KHE and OPSB will grant each other irrevocable reciprocal rights of way. A mutual right of first refusal applies to Parcels 6A, 6B, 8A and 8B — neither may sell to a third party without first offering the other equivalent terms. 

Both covenant to comply with the master development plan dated Nov 18, 2016. A deed of revocation will terminate the trust deed on completion, with each party retaining direct ownership of their parcels.

Regulatory considerations

DutaLand disclosed KHE's lands require conversion from agricultural use before development, subject to regulatory approval with no certainty of outcome, with KHE bearing this cost in full post-termination. 

Olympia Industries disclosed the same requirement for Parcel 6B and portions of Parcels 3 and 8A, costs falling independently of OPSB. Both filings confirm delay does not trigger contractual penalties.

Financial effects

The termination is expected to generate a significant one-off accounting gain under MFRS 11 Joint Arrangements. 

Transaction expenses of RM1.5 million are disclosed independently by each company. Both sets of figures are from different base periods and cannot be directly compared.

DutaLand (pro forma, June 30, 2025):

*NA to equity holders: RM1,230.7 million to RM1,520.9 million (+RM290.3 million)
*NA per share: RM1.52 to RM1.88
*Profit after tax: RM278.4 million (EPS: 34.40 sen) vs audited loss of RM11.9 million
*Gearing: negligible; total borrowings RM722,000

Olympia Industries (pro forma, Dec 31, 2024):

*NA to equity holders: RM322.0 million to RM593.5 million (+RM271.5 million)
*NA per share: RM0.31 to RM0.58
*Profit after tax: RM258.0 million (EPS: 25.21 sen) vs audited loss of RM13.6 million
*Gearing: 0.45x to 0.25x

Directors and major shareholders' interests

The transaction is a related party transaction under Bursa Malaysia's Main Market Listing Requirements. 

Tan Sri Yap Yong Seong serves as group managing director of both companies, holding an indirect stake of approximately 65.1% in DutaLand and 57.0% in Olympia Industries via Duta Equities Sdn Bhd. 

His sons Datuk Yap Wee Chun and Datuk Seri Yap Wee Keat hold corresponding interests in both companies. All three abstained from board deliberations and will abstain at the respective EGMs. 

Malacca Securities Sdn Bhd advises DutaLand's non-interested shareholders; NewParadigm Securities Sdn Bhd advises Olympia Industries' non-interested shareholders. 

Both audit committees have opined the transaction is fair, reasonable, on normal commercial terms, and not detrimental to non-interested shareholders.

Approvals and timeline

Non-interested shareholders of both companies must approve the transaction at respective EGMs. The agreement lapses if conditions are not fulfilled within four months, extendable by two months. Completion is expected by the third quarter of 2026. 

The termination agreement and valuation reports are available for inspection at Level 23, Menara Olympia, No 8, Jalan Raja Chulan, 50200 Kuala Lumpur during normal business hours for three months from the date of the announcements.

Editor's note: Based on separate Bursa Malaysia disclosures by DutaLand Bhd and Olympia Industries Bhd, both dated April 14, 2026, and their respective attached circulars. This article is for informational purposes only and does not constitute financial or investment advice.

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