July 19, 2010

Company announcements: ALAM, MEGB, HOHUP, SBCCORP, IJMLAND, ILB, P&O, KENANGA, KHIND

ALAM - General Announcement

Announcement Type: General Announcement
Submitting Merchant Bank: OSK INVESTMENT BANK BERHAD
Company Name: ALAM MARITIM RESOURCES BERHAD
Stock Name: ALAM
Date Announced: 19/07/2010

Announcement Detail:
Type: Announcement

Subject: ALAM MARITIM RESOURCES BERHAD ("AMRB")

PROPOSED BONUS ISSUE OF UP TO 272,478,675 NEW ORDINARY SHARES OF RM0.25 EACH IN AMRB ("SHARE(S)") ("BONUS SHARE(S)") ON THE BASIS OF ONE (1) BONUS SHARE FOR EVERY TWO (2) EXISTING SHARES HELD AT A DATE TO BE DETERMINED AND ANNOUNCED LATER ("PROPOSED BONUS ISSUE")

Contents: We refer to the announcements dated 19 May 2010, 3 June 2010 and 5 July 2010 in relation to the Proposed Bonus Issue.

On behalf of the Board of Directors of AMRB, OSK Investment Bank Berhad wishes to announce that the exact number of Bonus Shares to be listed and quoted on 20 July 2010 is 254,237,816 Bonus Shares.

This announcement is dated 19 July 2010.


MEGB - General Announcement

Announcement Type: General Announcement
Company Name: MASTERSKILL EDUCATION GROUP BERHAD
Stock Name: MEGB
Date Announced: 19/07/2010

Announcement Detail:
Type: Announcement

Subject: MASTERSKILL EDUCATION GROUP BERHAD ("MEGB" OR "THE COMPANY")
Proposed Acquisition of Properties by Masterskill (M) Sdn Bhd, a wholly-owned subsidiary of MEGB

Contents: 1. INTRODUCTION

The Board of Directors of MEGB wishes to announce that Masterskill (M) Sdn Bhd ("Masterskill" or "the Purchaser"), a wholly-owned subsidiary of the Company, has on 19 July 2010, entered into a Sale and Purchase Agreement ("Agreement") with Liziz Standaco Sdn Bhd ("LSSB" or "the Vendor") for the proposed acquisition of 3 blocks of 34 lots 3-storey shoplots ("Buildings") to be erected on the lands held under HS(D) 3554 - 3587, PT 310 - 343, all in Seksyen 17, Bandar Kota Bharu, Jajahan Kota Bharu, Negeri Kelantan ("Lands") with an approximately total land area of 5,152 square metres for a total consideration of Ringgit Malaysia Thirty One Million (RM31,000,000.00) only ("the Purchase Price") subject to the terms and conditions stated therein ("Proposed Acquisition") (the terms of "Buildings" and "Lands" shall be collectively referred to as "Properties").


2. INFORMATION ON MASTERSKILL AND LSSB

Masterskill was incorporated in Malaysia under the Companies Act, 1965 on 11 August 1997. The authorised share capital of Masterskill is RM25,000,000.00 comprising 25,000,000 ordinary shares of RM1.00 each, with the issued and paid-up capital of RM17,800,000.00.

Masterskill is principally involved in the provision of education in nursing and allied health sciences in the healthcare industry.

LSSB was incorporated in Malaysia under Companies Act, 1965 on 30 May 2001 as a private limited company. The authorized share capital of LSSB is RM25,000,000.00 comprising 25,000,000 ordinary shares of RM1.00 each, of which 10,000,000 ordinary shares of RM1.00 each had been issued and fully paid-up.

The principal activity of LSSB is construction and housing development.


3. DETAILS OF THE PROPOSED ACQUISITION

(a) Particulars of the Properties

LSSB is the beneficial owner of all that thirty four (34) lots of leasehold Lands situated on Malay Reserve Land with total land area measuring approximately 5,152 square metres.

LSSB has obtained the approval of the Appropriate Authority to develop the Lands under an office and retail development project known as KB Water Front City Development Project (hereinafter referred to as "the said Project") and has completed the Buildings more than eighty per centum (80%).

LSSB has represented and warranted to the Purchaser that the Lands situated in the said Project are, pursuant to a blanket consent, obtained from the State Authority dated 19 December 2007 transferable from LSSB to the Purchaser as a State Lease for 99 years and expiring on 20 August 2102 and the subsequent transfer from the Purchaser thereafter.

Individual issue documents of titles ("Titles") to the Lands have been issued and the names of the respective registered owners are reflected in the copies of the Titles which are annexed in Annexure B of the Agreement.

The Vendor has agreed with and undertaken to the Purchaser that the Vendor shall cause the Properties to be registered in the name of the Vendor as the registered proprietor of the Properties prior to transferring the Properties to the Purchaser.

Thirty (30) lots from the Lands are presently charged to Bank Kerjasama Rakyat Malaysia Berhad whereas the remaining four (4) lots are presently free from encumbrances as stated in the First Schedule of the Agreement.

The Lands are subject to the following express conditions and restrictions in interest as stated in the Titles:

"Jenis Kegunaan Tanah: Bangunan
Syarat-Syarat Nyata: Bangunan Perniagaan sahaja mengikut pelan dan jenis yang diluluskan oleh Pihak Berkuasa Tempatan
Sekatan-Sekatan Kepentingan: Tiada"

(b) Basis of arriving at the consideration, justification for the consideration and manner in which the consideration will be satisfied

The Purchase Price to the Properties was arrived at on a willing buyer and willing seller basis and upon negotiation between the parties based on the offer price quoted by LSSB to the public at large and taking into accounts the number of units agreed to be purchased by Masterskill from LSSB.

The Proposed Acquisition shall be funded by way of internal generated funds and/or bank borrowings. At present, Masterskill has not obtained any bank borrowings to finance the Proposed Acquisition.

(c) Salient features of the Agreement and valuation report

Terms of payment

The Purchase Price shall be paid by the Purchaser to the Vendor or the Vendor's Solicitors according to the schedule of payment set out in the Fifth Schedule of the Agreement, which has been appended herein as Appendix.

Every notice referred to in the Fifth Schedule of the Agreement requesting for payment shall be supported by an original and/or certified true copy certificate signed by the Vendor's Architect and every such certificate so signed shall be proof of the fact that the works therein referred to have been completed.

Without prejudice to the Vendor's right under Clause 8 of the Agreement, if any of the instalments set out in the Fifth Schedule of the Agreement shall remain unpaid by the Purchaser or the Purchaser's Financier at the expiration of Fourteen (14) days upon receipt of a notice and/or bill requesting for such payments supported by an original and/or certified true copy of the Vendor's Architect, interest on such unpaid instalment or instalments shall commence immediately thereafter and be payable by the Purchaser, such interest to be calculated from day to day at the rate of eight per centum (8%) per annum on the outstanding sums due and payable as contained in the said notice and/or bill.

Completion

The Buildings shall be completed by the Vendor and the Certificate by the Vendor's Architect certifying that the construction of the Buildings has been duly completed together with the Certificate of Completion and Compliance shall be issued within Six (6) calendar months from the date of the Agreement and upon payment of the final balance Purchase Price to the Vendor's Solicitors in accordance with the Fifth Schedule of the Agreement ("the Completion Date"), the Vendor shall deliver vacant possession of the Properties to the Purchaser.

If the Vendor fails to hand over vacant possession of the Properties on the Completion Date, the Vendor shall pay immediately to the Purchaser liquidated damages to be calculated from day to day at the rate of eight per centum (8%) per annum of the Purchase Price.

Valuation Report
Masterskill did not carry out any independent valuation of the Properties for the purpose of the Proposed Acquisition.

(d) Highest percentage ratio applicable to the transaction

The highest percentage ratio applicable to the Proposed Acquisition based on the Audited Financial Statements of MEGB for the financial year ended 31 December 2009 pursuant to paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad is 11%.

(e) Net book value of the Properties

There is no net book value as Masterskill is acquiring new properties which have yet to be completed by LSSB.


4. LIABILITIES TO BE ASSUMED

There are no liabilities including contingent liabilities and guarantees to be assumed by Masterskill and/or MEGB arising from the Proposed Acquisition.


5. RATIONALE OF THE PROPOSED ACQUISITION

The Proposed Acquisition is in line with the expansion of the Group as stated in the Prospectus of the Company dated 26 April 2010 and to enhance its Kota Bharu's campus capacity to cater for the increasing number of students. In addition, Masterskill intends to move the existing Kota Bharu campus to the Properties upon completion and to dispose off the existing Kota Bharu Campus.

The Board of Directors believes that the Proposed Acquisition would strengthen the earnings base of the Group.


6. PROSPECTS

Masterskill proposes to use the Properties as new campus in Kota Bharu replacing the existing campus. The new campus provides higher capacity to cater for higher student population.

The Board is of the opinion that it will be commercially viable for Masterskill to acquire the Properties.


7. RISK FACTORS

The Board is not aware of any other risk factors arising from the Proposed Acquisition, other than the normal market and global economic risks.

However, the acquisition of Properties are subject to risks inherent in the development of any property project, including, inter-alia, financing issues, timely completion of project, changes in relevant regulations or governmental priorities or attitudes, and other unforeseen circumstances and problems.

Delays (if any) by LSSB in the process of obtaining the requisite licences, permits or approvals from government agencies or authorities can also delay the handing over of vacant possession and thus prevent the commercial operation of the Properties by Masterskill. Pursuant to the terms of the Agreement, Masterskill is entitled to liquidated damages calculated at the rate of eight per centum (8%) per annum of the Purchase Price in the event of any delay in handing over vacant possession by LSSB to the Purchaser.


8. FINANCIAL EFFECTS

8.1 Share capital and substantial shareholders' shareholding

The Proposed Acquisition will not have any effect on the share capital and substantial shareholders' shareholding in MEGB.

8.2 Earnings

The Proposed Acquisition is not expected to have a material effect on the earnings of the MEGB Group for the financial year ending 31 December 2010. However, the Board expects the Proposed Acquisition to contribute positively to the earnings of the MEGB Group in the future.

8.3 Net Assets per share

The Proposed Acquisition is not expected to have any material effect on the net assets per share of MEGB Group for the financial year ending 31 December 2010.

8.4 Gearing

The Proposed Acquisition is not expected to have any material effect on the gearing of the Group.


9. ESTIMATED TIME FRAME FOR COMPLETION

Barring any unforeseen circumstances, the Proposed Acquisition is expected to be completed in the First Quarter of 2011.


10. APPROVALS REQUIRED

The Proposed Acquisition does not require the approval of MEGB shareholders or any other relevant authorities.


11. DIRECTORS' AND/OR MAJOR SHAREHOLDERS' INTEREST

None of the Directors and/or major shareholders and/or persons connected with them have any interest, direct and indirect, in the Proposed Acquisition.


12. DIRECTORS' STATEMENT

The Directors of MEGB, having considered all aspects of the Proposed Acquisition, are of the opinion that the Proposed Acquisition is in the best interest of MEGB Group.


13. DEPARTURE FROM THE SECURITIES COMMISSION ("SC") GUIDELINES ON THE OFFERING OF EQUITY AND EQUITY-LINKED SECURITIES ("SC'S GUIDELINES")

To the best of their knowledge and belief, the Board is not aware of any departure from SC's Guidelines in undertaking the Proposed Acquisition.


14. DOCUMENT FOR INSPECTION

The Agreement is available for inspection at the registered office at 25-5, Block H, Jalan PJU 1/37, Dataran Prima, 47301 Petaling Jaya, Selangor Darul Ehsan during normal business hours for a period of three (3) months from the date of this announcement.

This announcement is dated 19th of July 2010.

Attachments: Appendix.pdf


HOHUP - General Announcement

Announcement Type: General Announcement
Company Name: HO HUP CONSTRUCTION COMPANY BHD
Stock Name: HOHUP
Date Announced: 19/07/2010

Announcement Detail:
Type: Announcement

Subject: HO HUP CONSTRUCTION COMPANY BERHAD ("Ho Hup" or "the Company")
- APPLICATION FOR EXTENSION OF TIME TO SUBMIT ITS REGULARISATION PLAN UNDER PRACTICE NOTE ("PN") 17 OF THE BURSA MALAYSIA SECURITIES BERHAD MAIN MARKET LISTING REQUIREMENTS

Contents: We act for and on behalf of Ho Hup.

With reference to the Company's announcement on 30 March 2010, the Board of Directors of Ho Hup wishes to announce that the Company had on 19 July 2010 applied to Bursa Malaysia Securities Berhad ("Bursa Securities") for a further extension of time of six (6) months up to 4 February 2011 to submit its regularisation plan to the relevant authorities pursuant to the provisions of PN17 of Bursa Securities Main Market Listing Requirements.

This announcement is dated 19 July 2010.


SBCCORP - REMUNERATION COMMITTEE

Announcement Type: General Announcement
Company Name: SBC CORPORATION BERHAD
Stock Name: SBCCORP
Date Announced: 19/07/2010

Announcement Detail:
Type: Announcement

Subject: REMUNERATION COMMITTEE

Contents: The Board of Directors of SBC Corporation Berhad wishes to announce that Mr. Mun Chong Shing @ Mun Chong Tian has been appointed as a member of the Remuneration Committee of the Company on 19th July, 2010.

The composition of Remuneration Committee after the change is as follows -

(a) YBhg. Dato' Dr. Norraesah bt. Haji Mohamad (Independent Non-Executive Director)
(b) En. Ahmad Fizal bin Othman (Independent Non-Executive Director)
(c) Mr. Mun Chong Shing @ Mun Chong Tian (Non-Executive Director)


IJMLAND - Proposed Dealing by Director in the Securities of the Company During a Closed Period

Announcement Type: General Announcement
Company Name: IJM LAND BERHAD
Stock Name: IJMLAND
Date Announced: 19/07/2010

Announcement Detail:
Type: Announcement

Subject: Proposed Dealing by Director in the Securities of the Company During a Closed Period

Contents: The following Director has given notice of his intention to deal in the securities of the Company during the closed period and his current holdings of the securities are as follows:-


ILB - Notice of Shares Buy Back - Immediate Announcement

Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company Name: INTEGRATED LOGISTICS BHD
Stock Name: ILB
Date Announced: 19/07/2010

Announcement Detail:
Date of buy back: 19/07/2010

Description of shares purchased: Ordinary shares of RM1-00 each

Currency: Malaysian Ringgit (MYR)

Total number of shares purchased (units): 59,200

Minimum price paid for each share purchased ($$): 0.890

Maximum price paid for each share purchased ($$): 0.900

Total consideration paid ($$): 53,627.38

Number of shares purchased retained in treasury (units): 59,200

Number of shares purchased which are proposed to be cancelled (units): 0

Cumulative net outstanding treasury shares as at to-date (units): 7,822,100

Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 3.97


P&O - General Announcement

Announcement Type: General Announcement
Submitting Merchant Bank: AMINVESTMENT BANK BERHAD
Company Name: PACIFIC & ORIENT BERHAD
Stock Name: P&O
Date Announced: 19/07/2010

Announcement Detail:
Type: Announcement

Subject: PACIFIC & ORIENT BERHAD ("POB" OR THE "COMPANY")

SHARE SPLIT INVOLVING THE SUBDIVISION OF ONE (1) ORDINARY SHARE OF RM1.00 EACH HELD IN POB INTO TWO (2) ORDINARY SHARES OF RM0.50 EACH ("SUBDIVIDED SHARES") ("SHARE SPLIT")

Contents: On behalf of the Company, AmInvestment Bank Berhad (a member of AmInvestment Bank Group) wishes to announce that following the listing of and quotation for the 226,560,000 Subdivided Shares on the Main Market of Bursa Malaysia Securities Berhad today, the Share Split is deemed completed.

This announcement is dated 19 July 2010.


KENANGA - General Announcement

Announcement Type: General Announcement
Company Name: K & N KENANGA HOLDINGS BERHAD
Stock Name: KENANGA
Date Announced: 19/07/2010

Announcement Detail:
Type: Announcement

Subject: PROPOSED TRANSFER OF BUSINESS AND STAFF OF KENANGA FUND MANAGEMENT BERHAD TO CMS TRUST MANAGEMENT BERHAD

Contents: K & N Kenanga Holdings Berhad ("Kenanga") wishes to announce that two wholly-owned subsidiaries of Kenanga Investment Bank Berhad, a wholly-owned subsidiary of Kenanga, namely CMS Trust Management Berhad ("CMST") and Kenanga Fund Management Berhad ("KFM"), have on 19 July 2010 entered into a Business Transfer Agreement ("BTA") whereby KFM shall transfer to CMST its entire business and staff subject to the terms and conditions as stipulated in the BTA.

The details of the announcement are set out in the attachment below.

This announcement is dated 19 July 2010.

Attachments: Ann-Business Transfer.doc


KHIND - Change in Boardroom

Announcement Type: Change in Boardroom
Company Name: KHIND HOLDINGS BERHAD
Stock Name: KHIND
Date Announced: 19/07/2010

Announcement Detail:
Date of change: 19/07/2010

Type of change: Appointment

Designation: Non-Executive Director

Directorate: Independent & Non Executive

Name: Wong Chin Mun

Age: 65

Nationality: Malaysian

Qualifications: Bachelor of Business (Sec. Admin), Curtin University, Western Australia, Bachelor of Business (Accounting), Curtin University, WA and Teacher's Certificate, Ministry of Education, Malaysia. Fellow of Australian Society of Certified Practising Accountants (FCPA) & Associate of Malaysian Institute of Accountants (MIA)

Working experience and occupation: He is currently the Chairman of Vistage Malaysia Sdn. Bhd., which has the rights for the Vistage System from Vistage International Inc., USA, aimed at assisting CEOs and Entrepreneurs of SMEs to proactively manage change and grow their businesses. He joined Nylex Malaysia Berhad ("Nylex") as Financial Controller / Company Secretary in January 1976 and became the first local General Manager / Director of Nylex in 1980. He was promoted to the position of Managing Director in 1985 and when he left at the end of June 1994 to found Vistage Malaysia, he was appointed and served as non-executive Deputy Chairman of the Nylex Malaysia Group of Companies up to October 1999.

He is currently the Senior Independent Non-Executive Director of Sunway Holdings Berhad and Chairman of its Audit Committee as well as a Member of the Nomination and Remuneration Committees. He was appointed to the National Branding Taskforce of the Ministry of Trade and Industry since 2006 and also served on the Technical Evaluation Panel for the Annual Prime Minister's Award. He has served on the Board of Trustees of Scientex Foundation since 2008 and was a Member of the Board of Trustees of the Malaysian Rubber Export Promotion Council from 2000 to 2002. He also served as a Council Member with FMM from 1985 to 1997, held positions with the Young Presidents' Organization - Malaysia Chapter from 1988 to 1993 and also was involved in the Lions Club of Shah Alam from 1976 to 1980. He is a Board Member of Transparency International Malaysia since 2006 until todate.

Directorship of public companies (if any): Sunway Holdings Berhad

Family relationship with any director and/or major shareholder of the listed issuer: NIL

Any conflict of interests that he/she has with the listed issuer: NIL

Details of any interest in the securities of the listed issuer or its subsidiaries: NIL

Remarks: -


KHIND - Change in Audit Committee

Announcement Type: Change in Audit Committee
Company Name: KHIND HOLDINGS BERHAD
Stock Name: KHIND
Date Announced: 19/07/2010

Announcement Detail:
Date of change: 19/07/2010

Type of change: Appointment

Designation: Member of Audit Committee

Directorate: Independent & Non Executive

Name: Wong Chin Mun

Age: 65

Nationality: Malaysian

Qualifications: Bachelor of Business (Sec. Admin), Curtin University, Western Australia, Bachelor of Business (Accounting ), Curtin University, WA and Teacher's Certificate, Ministry of Education, Malaysia. Fellow of Australian Society of Certified Practising Accountants (FCPA) & Associate of Malaysian Institute of Accountants (MIA)

Working experience and occupation: He is currently the Chairman of Vistage Malaysia Sdn. Bhd., which has the rights for the Vistage System from Vistage International Inc., USA, aimed at assisting CEOs and Entrepreneurs of SMEs to proactively manage change and grow their businesses. He joined Nylex Malaysia Berhad ("Nylex") as Financial Controller / Company Secretary in January 1976 and became the first local General Manager / Director of Nylex in 1980. He was promoted to the position of Managing Director in 1985 and when he left at the end of June 1994 to found Vistage Malaysia, he was appointed and served as non-executive Deputy Chairman of the Nylex Malaysia Group of Companies up to October 1999.

He is currently the Senior Independent Non-Executive Director of Sunway Holdings Berhad and Chairman of its Audit Committee as well as a Member of the Nomination and Remuneration Committees. He was appointed to the National Branding Taskforce of the Ministry of Trade and Industry since 2006 and also served on the Technical Evaluation Panel for the Annual Prime Minister's Award. He has served on the Board of Trustees of Scientex Foundation since 2008 and was a Member of the Board of Trustees of the Malaysian Rubber Export Promotion Council from 2000 to 2002. He also served as a Council Member with FMM from 1985 to 1997, held positions with the Young Presidents' Organization - Malaysia Chapter from 1988 to 1993 and also was involved in the Lions Club of Shah Alam from 1976 to 1980. He is a Board Member of Transparency International Malaysia since 2006 until todate.

Directorship of public companies (if any): Sunway Holdings Berhad

Family relationship with any director and/or major shareholder of the listed issuer: NIL

Any conflict of interests that he/she has with the listed issuer: NIL

Details of any interest in the securities of the listed issuer or its subsidiaries: NIL

Composition of Audit Committee (Name and Directorate of members after change): Chairman - Kamil bin Datuk Haji Abdul Rahman (Independent)
Members - Lee Ah Lan @ Lee Keok Hooi (Non-independent and Non-executive director)
- Wong Chin Mun (Independent)

Remarks: -



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