X Bhd, a listed corporation, has a holding company, i.e. Y Bhd. Y Bhd has a subsidiary, Z Sdn Bhd. X Bhd is proposing to enter into a joint venture arrangement with A Bhd. Mr B who is a director and substantial shareholder of Z Sdn Bhd is also a substantial shareholder of A Bhd. Assuming that Mr B has no interest in X Bhd or Y Bhd, is this a related party transaction?
No, based on the above facts, in view of the definition of "related party" under the ACE LR, the joint venture with A Bhd is not a related party transaction as it does not involve the interest of any related party (i.e. directors, major shareholders or persons connected with them) of X Bhd and Y Bhd.