BSLCORP - Notice of Shares Buy Back - Immediate Announcement
Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company Name: BSL CORPORATION BERHAD
Stock Name: BSLCORP
Date Announced: 17/08/2010
Announcement Detail:
Date of buy back: 17/08/2010
Description of shares purchased: Ordinary Shares of RM0.50 each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 30,800
Minimum price paid for each share purchased ($$): 0.310
Maximum price paid for each share purchased ($$): 0.335
Total consideration paid ($$): 10,268.72
Number of shares purchased retained in treasury (units): 30,800
Cumulative net outstanding treasury shares as at to-date (units): 338,200
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 0.34
Company Name: BSL CORPORATION BERHAD
Stock Name: BSLCORP
Date Announced: 17/08/2010
Announcement Detail:
Date of buy back: 17/08/2010
Description of shares purchased: Ordinary Shares of RM0.50 each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 30,800
Minimum price paid for each share purchased ($$): 0.310
Maximum price paid for each share purchased ($$): 0.335
Total consideration paid ($$): 10,268.72
Number of shares purchased retained in treasury (units): 30,800
Cumulative net outstanding treasury shares as at to-date (units): 338,200
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 0.34
MESB - General Announcement
Announcement Type: General Announcement
Company Name: MESB BERHAD
Stock Name: MESB
Date Announced: 17/08/2010
Announcement Detail:
Type: Announcement
Subject: MESB BERHAD ("MESB" or "the Company")
-Status update
-Kuala Lumpur High Court Winding Up No. D-28NCC-315-2010
Zelleco Engineering Sdn Bhd Vs Maintenance Engineering Sdn Bhd
Contents: Further to our announcements dated 26 March 2010, 30 March 2010, 1 April 2010, 13 May 2010 and 20 July 2010.
The Company wishes to inform that the hearing for the abovementioned case has been postponed to 27 August 2010 at 2.45 p.m.
This announcement is dated 17 August 2010.
Company Name: MESB BERHAD
Stock Name: MESB
Date Announced: 17/08/2010
Announcement Detail:
Type: Announcement
Subject: MESB BERHAD ("MESB" or "the Company")
-Status update
-Kuala Lumpur High Court Winding Up No. D-28NCC-315-2010
Zelleco Engineering Sdn Bhd Vs Maintenance Engineering Sdn Bhd
Contents: Further to our announcements dated 26 March 2010, 30 March 2010, 1 April 2010, 13 May 2010 and 20 July 2010.
The Company wishes to inform that the hearing for the abovementioned case has been postponed to 27 August 2010 at 2.45 p.m.
This announcement is dated 17 August 2010.
DIALOG - Notice of Shares Buy Back - Immediate Announcement
Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company Name: DIALOG GROUP BERHAD
Stock Name: DIALOG
Date Announced: 17/08/2010
Announcement Detail:
Date of buy back: 17/08/2010
Description of shares purchased: Ordinary shares of RM0.10 each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 200,000
Minimum price paid for each share purchased ($$): 1.090
Maximum price paid for each share purchased ($$): 1.090
Total consideration paid ($$): 218,919.40
Number of shares purchased retained in treasury (units): 200,000
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 20,406,671
Adjusted issued capital after cancellation (no. of shares) (units): 0
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 1.03
Company Name: DIALOG GROUP BERHAD
Stock Name: DIALOG
Date Announced: 17/08/2010
Announcement Detail:
Date of buy back: 17/08/2010
Description of shares purchased: Ordinary shares of RM0.10 each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 200,000
Minimum price paid for each share purchased ($$): 1.090
Maximum price paid for each share purchased ($$): 1.090
Total consideration paid ($$): 218,919.40
Number of shares purchased retained in treasury (units): 200,000
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 20,406,671
Adjusted issued capital after cancellation (no. of shares) (units): 0
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 1.03
KEN - Notice of Shares Buy Back - Immediate Announcement
Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company Name: KEN HOLDINGS BERHAD
Stock Name: KEN
Date Announced: 17/08/2010
Announcement Detail:
Date of buy back: 17/08/2010
Description of shares purchased: Ordinary shares @ RM1/- each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 11,500
Minimum price paid for each share purchased ($$): 0.770
Maximum price paid for each share purchased ($$): 0.775
Total consideration paid ($$): 8,970.71
Number of shares purchased retained in treasury (units): 11,500
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 2,944,300
Adjusted issued capital after cancellation (no. of shares) (units): 0
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 3.07
Company Name: KEN HOLDINGS BERHAD
Stock Name: KEN
Date Announced: 17/08/2010
Announcement Detail:
Date of buy back: 17/08/2010
Description of shares purchased: Ordinary shares @ RM1/- each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 11,500
Minimum price paid for each share purchased ($$): 0.770
Maximum price paid for each share purchased ($$): 0.775
Total consideration paid ($$): 8,970.71
Number of shares purchased retained in treasury (units): 11,500
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 2,944,300
Adjusted issued capital after cancellation (no. of shares) (units): 0
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 3.07
SUNCRN - Notice of Shares Buy Back - Immediate Announcement
Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company Name: SUNCHIRIN INDUSTRIES (MALAYSIA) BERHAD
Stock Name: SUNCRN
Date Announced: 17/08/2010
Announcement Detail:
Date of buy back: 17/08/2010
Description of shares purchased: Ordinary shares of RM1.00 each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 12,000
Minimum price paid for each share purchased ($$): 1.800
Maximum price paid for each share purchased ($$): 1.820
Total consideration paid ($$): 21,818.46
Number of shares purchased retained in treasury (units): 12,000
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 1,393,100
Adjusted issued capital after cancellation (no. of shares) (units): 0
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 3.40
Company Name: SUNCHIRIN INDUSTRIES (MALAYSIA) BERHAD
Stock Name: SUNCRN
Date Announced: 17/08/2010
Announcement Detail:
Date of buy back: 17/08/2010
Description of shares purchased: Ordinary shares of RM1.00 each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 12,000
Minimum price paid for each share purchased ($$): 1.800
Maximum price paid for each share purchased ($$): 1.820
Total consideration paid ($$): 21,818.46
Number of shares purchased retained in treasury (units): 12,000
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 1,393,100
Adjusted issued capital after cancellation (no. of shares) (units): 0
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 3.40
RALCO - Notice of Shares Buy Back - Immediate Announcement
Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company Name: RALCO CORPORATION BERHAD
Stock Name: RALCO
Date Announced: 17/08/2010
Announcement Detail:
Date of buy back: 17/08/2010
Description of shares purchased: Ordinary Shares of RM1.00 each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 75,000
Minimum price paid for each share purchased ($$): 0.940
Maximum price paid for each share purchased ($$): 0.960
Total consideration paid ($$): 71,801.07
Number of shares purchased retained in treasury (units): 75,000
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 2,556,900
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 6.09
Company Name: RALCO CORPORATION BERHAD
Stock Name: RALCO
Date Announced: 17/08/2010
Announcement Detail:
Date of buy back: 17/08/2010
Description of shares purchased: Ordinary Shares of RM1.00 each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 75,000
Minimum price paid for each share purchased ($$): 0.940
Maximum price paid for each share purchased ($$): 0.960
Total consideration paid ($$): 71,801.07
Number of shares purchased retained in treasury (units): 75,000
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 2,556,900
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 6.09
M3NERGY - General Announcement
Announcement Type: General Announcement
Company Name: M3NERGY BERHAD
Stock Name: M3NERGY
Date Announced: 17/08/2010
Announcement Detail:
Type: Announcement
Subject: CONDITIONAL TAKE-OVER OFFER ("OFFER") BY ADAMUS AVENUE SDN BHD ("AASB" OR THE "OFFEROR"), THROUGH KENANGA INVESTMENT BANK BERHAD ("KIBB"), TO ACQUIRE:-
(I) ALL THE EXISTING ORDINARY SHARES OF RM1.00 EACH ("SHARES") IN M3NERGY BERHAD ("M3NERGY") NOT ALREADY OWNED OR HELD BY THE OFFEROR, REPRESENTING THE ENTIRE ISSUED AND PAID-UP ORDINARY SHARE CAPITAL OF M3NERGY (EXCLUDING 828,200 TREASURY SHARES HELD BY M3NERGY); AND
(II) ANY NEW SHARES THAT MAY BE ISSUED AND ALLOTTED TO ELIGIBLE EMPLOYEES AND DIRECTORS BY M3NERGY PURSUANT TO THE EXERCISE OF THE OUTSTANDING OPTIONS GRANTED UNDER M3NERGY'S EMPLOYEES' SHARE OPTION SCHEME IN ACCORDANCE WITH THE PROVISIONS OF ITS BY-LAWS PRIOR TO THE CLOSE OF THE OFFER,
FOR A CASH CONSIDERATION OF RM1.85 PER SHARE.
Contents: Reference is made to the Offer Document dated 4 June 2010 ("Offer Document") and the public announcements released by M3nergy on behalf of the Offeror dated 3 June 2010, 23 June 2010, 6 July 2010, 7 July 2010, 30 July 2010, 2 August 2010 and 3 August 2010.
On behalf of AASB, KIBB wishes to announce that at the close of the Offer at 5:00 p.m. (Malaysian time) on Tuesday, 17 August 2010, AASB had received valid acceptances for 123,134,802 Offer Shares from the Holders, which had resulted the Offeror holding in aggregate 93.79% of the voting shares of M3nergy (excluding such Shares that are already held by the Offeror).
Details in respect of the Offer including the status of acceptances as at 5:00 p.m. on 17 August 2010 are set out below.
This announcement is dated 17 August 2010.
Company Name: M3NERGY BERHAD
Stock Name: M3NERGY
Date Announced: 17/08/2010
Announcement Detail:
Type: Announcement
Subject: CONDITIONAL TAKE-OVER OFFER ("OFFER") BY ADAMUS AVENUE SDN BHD ("AASB" OR THE "OFFEROR"), THROUGH KENANGA INVESTMENT BANK BERHAD ("KIBB"), TO ACQUIRE:-
(I) ALL THE EXISTING ORDINARY SHARES OF RM1.00 EACH ("SHARES") IN M3NERGY BERHAD ("M3NERGY") NOT ALREADY OWNED OR HELD BY THE OFFEROR, REPRESENTING THE ENTIRE ISSUED AND PAID-UP ORDINARY SHARE CAPITAL OF M3NERGY (EXCLUDING 828,200 TREASURY SHARES HELD BY M3NERGY); AND
(II) ANY NEW SHARES THAT MAY BE ISSUED AND ALLOTTED TO ELIGIBLE EMPLOYEES AND DIRECTORS BY M3NERGY PURSUANT TO THE EXERCISE OF THE OUTSTANDING OPTIONS GRANTED UNDER M3NERGY'S EMPLOYEES' SHARE OPTION SCHEME IN ACCORDANCE WITH THE PROVISIONS OF ITS BY-LAWS PRIOR TO THE CLOSE OF THE OFFER,
FOR A CASH CONSIDERATION OF RM1.85 PER SHARE.
Contents: Reference is made to the Offer Document dated 4 June 2010 ("Offer Document") and the public announcements released by M3nergy on behalf of the Offeror dated 3 June 2010, 23 June 2010, 6 July 2010, 7 July 2010, 30 July 2010, 2 August 2010 and 3 August 2010.
On behalf of AASB, KIBB wishes to announce that at the close of the Offer at 5:00 p.m. (Malaysian time) on Tuesday, 17 August 2010, AASB had received valid acceptances for 123,134,802 Offer Shares from the Holders, which had resulted the Offeror holding in aggregate 93.79% of the voting shares of M3nergy (excluding such Shares that are already held by the Offeror).
Details in respect of the Offer including the status of acceptances as at 5:00 p.m. on 17 August 2010 are set out below.
This announcement is dated 17 August 2010.
M3NERGY - Listing Circular
Announcement Type: Listing Circular
Company Name: M3NERGY BERHAD
Stock Name: M3NERGY
Date Announced: 17/08/2010
Announcement Detail:
Subject: (I) PUBLIC REPRIMAND ON M3NERGY BERHAD
(II) PUBLIC REPRIMAND AND FINES OF RM10,000 EACH ON THE MANAGING DIRECTOR AND
NON-EXECUTIVE CHAIRMAN
Contents: Breach of paragraphs 9.16(1)(a), 9.16(4), 10.04(1) and 16.11(b) of the Listing Requirements of Bursa Malaysia Securities Berhad ("LR")
1. Bursa Malaysia Securities Berhad ("Bursa Securities") publicly reprimands M3NERGY Berhad ("M3NERGY" or "the Company") for breaches of paragraphs 9.16(1)(a), 9.16(4) and 10.04(1) of the LR.
2. Paragraph 9.16(1)(a) of the LR states that a listed issuer must ensure that the content of a press or other public announcement is factual, clear, unambiguous, accurate, succinct and contains sufficient information to enable investors to make informed decisions.
Paragraph 9.16(4) of the LR states that where any announcement referred to in subparagraph (1) above has been submitted to the Exchange and the person referred to in subparagraph (1) subsequently becomes aware that the announcement may not fulfil the requirements of paragraph (1) above, the person shall notify the Exchange of the same.
Paragraph 10.04(1) of the LR states that for a transaction where any one of the percentage ratios is equal to or exceeds 5%, as soon as possible after terms of the transaction have been agreed, the listed issuer must make an immediate announcement to the Exchange of such transaction which announcement shall include the information set out in Appendix 10A.
3. M3NERGY had on 27 August 2007 announced that the Company had received an invitation from Core Attributes (M) Sdn Bhd ("CASB") for the Company to sell its entire stake in Malaysian Merchant Marine Berhad ("MMM") consisting of 50,375,884 ordinary shares (ie. 28.67% of MMM's share capital of 175.722 million shares) and 470,000 Islamic Preference Shares ("IPS") for a cash consideration of RM33.5 million ("the Proposed Disposal").
M3NERGY then announced on 31 October 2007 that a Conditional Share Sale Agreement was executed between the Company and CASB in respect of the Proposed Disposal. Subsequently, M3NERGY announced on 12 December 2007 that the Company had entered into a Supplemental Share Sale Agreement ("SSSA") with CASB on 12 December 2007 based on the agreed revised terms as follows:-
(i) The total number of shares to be acquired has now been reduced from 50,375,884 ordinary shares to 29,442,000 ordinary shares.
The consideration for the 29,442,000 ordinary shares is RM15,163,420;
(ii) M3NERGY has agreed to grant to CASB an irrevocable option over 20,933,884 ordinary shares in MMM ("Option Shares") for a total consideration of RM20,515,206 in addition to the existing option which CASB holds over M3NERGY's remaining IPS and warrants ("OS Call Option"). The OS Call Option may be exercised by CASB from 12 December 2007 until 31 December 2008; and
(iii) CASB has also agreed to grant a put option to M3NERGY in relation to the Option Shares wherein M3NERGY shall have the right to require CASB to purchase all the Option Shares for a total consideration of RM20,515,206 exercisable between 1 December 2008 and 31 December 2008.
The Company further announced that the Proposed Disposal based on the above varied terms had been completed on 12 December 2007.
However, it is noted that the 29,442,000 of MMM shares comprised of 16,600,000 of MMM shares were disposed by M3NERGY on 28 November 2007 via open market to a total of 173 buyers and 12,842,000 of MMM shares were disposed to 2 individuals via direct business transaction. None of these buyers was CASB.
Hence, it is apparent that the Company's earlier announcement of 31 October 2007 on the proposed disposal of 50,375,884 ordinary shares to CASB was no longer factual and fulfils the requirements of paragraph 9.16(1). However, the Company failed to comply with the obligation under paragraph 9.16(4) of the LR to notify Bursa Securities of the same. In addition, the Company's announcement on 12 December 2007 that the disposal of 29,442,000 ordinary shares of MMM to CASB had been completed on 12 December 2007 was not factual, inaccurate and in breach of paragraph 9.16(1)(a) of the LR. M3NERGY had also breached paragraph 10.04(1) of the LR for failing to make an immediate announcement when the Company issued a Notice of Exercise of Put Option to CASB on 10 December 2008 to require CASB to purchase all the Option Shares ("the Put Option Notice"). The Company only made an announcement of the Put Option Notice on 20 February 2009.
4. Paragraph 16.11(b) of the LR states that a director of a listed issuer must not permit, either knowingly or where he had reasonable means of obtaining such knowledge, a listed issuer to commit a breach of the LR.
Bursa Securities found the Managing Director and the Non-Executive Chairman of M3NERGY to have breached paragraph 16.11(b) of the LR for permitting knowingly or where they had reasonable means of obtaining such knowledge the Company to commit the breach of paragraphs 9.16(1)(a) and 9.16(4) of the LR and impose the following penalties on them:- Director Penalty 1. Datuk Shahrazi bin Sha'ari
Managing Director /
Chief Executive Officer Public Reprimand and fine of RM10,000 2. Dato' Zulkifly @ Sofi bin Haji Mustapha
Non-Executive Chairman Public Reprimand and fine of RM10,000 In particular, it was noted that both directors were aware of the Open Market Disposal but failed to discharge their duties to undertake reasonable enquiries and due diligence in approving the Company's announcement dated 12 December 2007 to ensure the announcement complies with the standards of disclosure under paragraph 9.16(1)(a) of the LR. In addition, Datuk Shahrazi bin Sha'ari had also failed to ensure the Company announced the Open Market Disposal immediately.
5. The finding of breach and imposition of the above penalties on M3NERGY and the directors are made pursuant to paragraph 16.17 of the LR upon completion of due process and after taking into consideration all facts and circumstances of the matter including the materiality of the breaches ie. the announcement dated on 12 December 2007 gave rise to the wrong perception as to the party that has a controlling stake in MMM and the commitment of CASB to acquire the stake in MMM and the material price movement in MMM shares at the material time.
6. Bursa Securities views the above contraventions seriously and reminds the Company and its Board of Directors on their responsibility to maintain appropriate standards of corporate responsibility and accountability in order to achieve greater disclosure and transparency to the shareholders and the investing public.
Company Name: M3NERGY BERHAD
Stock Name: M3NERGY
Date Announced: 17/08/2010
Announcement Detail:
Subject: (I) PUBLIC REPRIMAND ON M3NERGY BERHAD
(II) PUBLIC REPRIMAND AND FINES OF RM10,000 EACH ON THE MANAGING DIRECTOR AND
NON-EXECUTIVE CHAIRMAN
Contents: Breach of paragraphs 9.16(1)(a), 9.16(4), 10.04(1) and 16.11(b) of the Listing Requirements of Bursa Malaysia Securities Berhad ("LR")
1. Bursa Malaysia Securities Berhad ("Bursa Securities") publicly reprimands M3NERGY Berhad ("M3NERGY" or "the Company") for breaches of paragraphs 9.16(1)(a), 9.16(4) and 10.04(1) of the LR.
2. Paragraph 9.16(1)(a) of the LR states that a listed issuer must ensure that the content of a press or other public announcement is factual, clear, unambiguous, accurate, succinct and contains sufficient information to enable investors to make informed decisions.
Paragraph 9.16(4) of the LR states that where any announcement referred to in subparagraph (1) above has been submitted to the Exchange and the person referred to in subparagraph (1) subsequently becomes aware that the announcement may not fulfil the requirements of paragraph (1) above, the person shall notify the Exchange of the same.
Paragraph 10.04(1) of the LR states that for a transaction where any one of the percentage ratios is equal to or exceeds 5%, as soon as possible after terms of the transaction have been agreed, the listed issuer must make an immediate announcement to the Exchange of such transaction which announcement shall include the information set out in Appendix 10A.
3. M3NERGY had on 27 August 2007 announced that the Company had received an invitation from Core Attributes (M) Sdn Bhd ("CASB") for the Company to sell its entire stake in Malaysian Merchant Marine Berhad ("MMM") consisting of 50,375,884 ordinary shares (ie. 28.67% of MMM's share capital of 175.722 million shares) and 470,000 Islamic Preference Shares ("IPS") for a cash consideration of RM33.5 million ("the Proposed Disposal").
M3NERGY then announced on 31 October 2007 that a Conditional Share Sale Agreement was executed between the Company and CASB in respect of the Proposed Disposal. Subsequently, M3NERGY announced on 12 December 2007 that the Company had entered into a Supplemental Share Sale Agreement ("SSSA") with CASB on 12 December 2007 based on the agreed revised terms as follows:-
(i) The total number of shares to be acquired has now been reduced from 50,375,884 ordinary shares to 29,442,000 ordinary shares.
The consideration for the 29,442,000 ordinary shares is RM15,163,420;
(ii) M3NERGY has agreed to grant to CASB an irrevocable option over 20,933,884 ordinary shares in MMM ("Option Shares") for a total consideration of RM20,515,206 in addition to the existing option which CASB holds over M3NERGY's remaining IPS and warrants ("OS Call Option"). The OS Call Option may be exercised by CASB from 12 December 2007 until 31 December 2008; and
(iii) CASB has also agreed to grant a put option to M3NERGY in relation to the Option Shares wherein M3NERGY shall have the right to require CASB to purchase all the Option Shares for a total consideration of RM20,515,206 exercisable between 1 December 2008 and 31 December 2008.
The Company further announced that the Proposed Disposal based on the above varied terms had been completed on 12 December 2007.
However, it is noted that the 29,442,000 of MMM shares comprised of 16,600,000 of MMM shares were disposed by M3NERGY on 28 November 2007 via open market to a total of 173 buyers and 12,842,000 of MMM shares were disposed to 2 individuals via direct business transaction. None of these buyers was CASB.
Hence, it is apparent that the Company's earlier announcement of 31 October 2007 on the proposed disposal of 50,375,884 ordinary shares to CASB was no longer factual and fulfils the requirements of paragraph 9.16(1). However, the Company failed to comply with the obligation under paragraph 9.16(4) of the LR to notify Bursa Securities of the same. In addition, the Company's announcement on 12 December 2007 that the disposal of 29,442,000 ordinary shares of MMM to CASB had been completed on 12 December 2007 was not factual, inaccurate and in breach of paragraph 9.16(1)(a) of the LR. M3NERGY had also breached paragraph 10.04(1) of the LR for failing to make an immediate announcement when the Company issued a Notice of Exercise of Put Option to CASB on 10 December 2008 to require CASB to purchase all the Option Shares ("the Put Option Notice"). The Company only made an announcement of the Put Option Notice on 20 February 2009.
4. Paragraph 16.11(b) of the LR states that a director of a listed issuer must not permit, either knowingly or where he had reasonable means of obtaining such knowledge, a listed issuer to commit a breach of the LR.
Bursa Securities found the Managing Director and the Non-Executive Chairman of M3NERGY to have breached paragraph 16.11(b) of the LR for permitting knowingly or where they had reasonable means of obtaining such knowledge the Company to commit the breach of paragraphs 9.16(1)(a) and 9.16(4) of the LR and impose the following penalties on them:- Director Penalty 1. Datuk Shahrazi bin Sha'ari
Managing Director /
Chief Executive Officer Public Reprimand and fine of RM10,000 2. Dato' Zulkifly @ Sofi bin Haji Mustapha
Non-Executive Chairman Public Reprimand and fine of RM10,000 In particular, it was noted that both directors were aware of the Open Market Disposal but failed to discharge their duties to undertake reasonable enquiries and due diligence in approving the Company's announcement dated 12 December 2007 to ensure the announcement complies with the standards of disclosure under paragraph 9.16(1)(a) of the LR. In addition, Datuk Shahrazi bin Sha'ari had also failed to ensure the Company announced the Open Market Disposal immediately.
5. The finding of breach and imposition of the above penalties on M3NERGY and the directors are made pursuant to paragraph 16.17 of the LR upon completion of due process and after taking into consideration all facts and circumstances of the matter including the materiality of the breaches ie. the announcement dated on 12 December 2007 gave rise to the wrong perception as to the party that has a controlling stake in MMM and the commitment of CASB to acquire the stake in MMM and the material price movement in MMM shares at the material time.
6. Bursa Securities views the above contraventions seriously and reminds the Company and its Board of Directors on their responsibility to maintain appropriate standards of corporate responsibility and accountability in order to achieve greater disclosure and transparency to the shareholders and the investing public.
LPI - Important Relevant Dates for Renounceable Rights
Announcement Type: Important Relevant Dates for Renounceable Rights
Submitting Merchant Bank: PUBLIC INVESTMENT BANK BERHAD
Company Name: LPI CAPITAL BHD
Stock Name: LPI
Date Announced: 17/08/2010
Announcement Detail:
Title / Description: Renounceable rights issue of up to 13,872,300 new ordinary shares of RM1.00 each in LPI ("Rights Shares") at an issue price of RM7.00 per Rights Share on the basis of one (1) Rights Share for every ten (10) existing ordinary shares of RM1.00 each held in LPI at 5.00 p.m. on 1 September 2010 ("Rights Issue")
Despatch Date: 03/09/2010
Remarks: This announcement is dated 17 August 2010.
Submitting Merchant Bank: PUBLIC INVESTMENT BANK BERHAD
Company Name: LPI CAPITAL BHD
Stock Name: LPI
Date Announced: 17/08/2010
Announcement Detail:
Title / Description: Renounceable rights issue of up to 13,872,300 new ordinary shares of RM1.00 each in LPI ("Rights Shares") at an issue price of RM7.00 per Rights Share on the basis of one (1) Rights Share for every ten (10) existing ordinary shares of RM1.00 each held in LPI at 5.00 p.m. on 1 September 2010 ("Rights Issue")
Despatch Date: 03/09/2010
Remarks: This announcement is dated 17 August 2010.
LPI - Rights Issue
Announcement Type: Entitlements (Notice of Book Closure)
Submitting Merchant Bank: PUBLIC INVESTMENT BANK BERHAD
Company Name: LPI CAPITAL BHD
Stock Name: LPI
Date Announced: 17/08/2010
Announcement Detail:
EX-date: 27/08/2010
Entitlement date: 01/09/2010
Entitlement time: 05:00:00 PM
Entitlement subject: Rights Issue
Entitlement description: Renounceable rights issue of up to 13,872,300 new ordinary shares of RM1.00 each in LPI ("Rights Shares") at an issue price of RM7.00 per Rights Share on the basis of one (1) Rights Share for every ten (10) existing ordinary shares of RM1.00 each held in LPI at 5.00 p.m. on 1 September 2010 ("Rights Issue")
Period of interest payment: to
Share transfer book & register of members will be: to closed from (both dates inclusive) for the purpose of determining the entitlements
Registrar's name ,address, telephone no: Tricor Investor Services Sdn Bhd [118401-V]
(Formerly known as Tenaga Koperat Sdn Bhd)
Level 17, The Gardens North Tower
Mid Valley City
Lingkaran Syed Putra
59200 Kuala Lumpur
Tel. No. : 603-2264 3883
Fax. No. : 603-2282 1886
a. Securities transferred into the Depositor's Securities Account before 4:00 pm in respect of transfers: 01/09/2010
Entitlement indicator: Ratio
Ratio: 1 : 10
Rights Issues/Offer Price: 7
Remarks: The Rights Shares which will be issued at an issue price of RM7.00 per Rights Share shall be allotted to the existing shareholders of LPI whose names appear on the Company's record of depositors at 5.00 p.m. on 1 September 2010 ("Entitlement Date") on the basis of one (1) Rights Share for every ten (10) existing shares held on the Entitlement Date.
Please note that the entitled shareholders, renouncee(s) and/or underwriter (as the case may be) of the Bonus Shares (as defined below) shall not be entitled to the Rights Issue.
The bonus issue of up to 69,361,500 new ordinary shares of RM1.00 each in LPI ("Bonus Shares") on the basis of one (1) Bonus Share for every two (2) existing ordinary shares of RM1.00 each held in LPI at 5.00 p.m. on 1 September 2010 ("Bonus Issue") and the Rights Issue are inter-conditional with each other. Hence the Bonus Shares and Rights Shares will be listed simultaneously.
The Abridged Prospectus accompanying the Notice of Provisional Allotment and Rights Subscription Form ("Documents") will be despatched to the shareholders of LPI whose name(s) appear in the Record of Depositors on the Entitlement Date ("Entitled Shareholders") not later than two (2) market days from the Entitlement Date.
The Abridged Prospectus together with the accompanying Documents will not be sent to foreign Entitled Shareholders or their renouncees/transferees (if applicable) who do not have a registered address in Malaysia.
This announcement is dated 17 August 2010.
Submitting Merchant Bank: PUBLIC INVESTMENT BANK BERHAD
Company Name: LPI CAPITAL BHD
Stock Name: LPI
Date Announced: 17/08/2010
Announcement Detail:
EX-date: 27/08/2010
Entitlement date: 01/09/2010
Entitlement time: 05:00:00 PM
Entitlement subject: Rights Issue
Entitlement description: Renounceable rights issue of up to 13,872,300 new ordinary shares of RM1.00 each in LPI ("Rights Shares") at an issue price of RM7.00 per Rights Share on the basis of one (1) Rights Share for every ten (10) existing ordinary shares of RM1.00 each held in LPI at 5.00 p.m. on 1 September 2010 ("Rights Issue")
Period of interest payment: to
Share transfer book & register of members will be: to closed from (both dates inclusive) for the purpose of determining the entitlements
Registrar's name ,address, telephone no: Tricor Investor Services Sdn Bhd [118401-V]
(Formerly known as Tenaga Koperat Sdn Bhd)
Level 17, The Gardens North Tower
Mid Valley City
Lingkaran Syed Putra
59200 Kuala Lumpur
Tel. No. : 603-2264 3883
Fax. No. : 603-2282 1886
a. Securities transferred into the Depositor's Securities Account before 4:00 pm in respect of transfers: 01/09/2010
Entitlement indicator: Ratio
Ratio: 1 : 10
Rights Issues/Offer Price: 7
Remarks: The Rights Shares which will be issued at an issue price of RM7.00 per Rights Share shall be allotted to the existing shareholders of LPI whose names appear on the Company's record of depositors at 5.00 p.m. on 1 September 2010 ("Entitlement Date") on the basis of one (1) Rights Share for every ten (10) existing shares held on the Entitlement Date.
Please note that the entitled shareholders, renouncee(s) and/or underwriter (as the case may be) of the Bonus Shares (as defined below) shall not be entitled to the Rights Issue.
The bonus issue of up to 69,361,500 new ordinary shares of RM1.00 each in LPI ("Bonus Shares") on the basis of one (1) Bonus Share for every two (2) existing ordinary shares of RM1.00 each held in LPI at 5.00 p.m. on 1 September 2010 ("Bonus Issue") and the Rights Issue are inter-conditional with each other. Hence the Bonus Shares and Rights Shares will be listed simultaneously.
The Abridged Prospectus accompanying the Notice of Provisional Allotment and Rights Subscription Form ("Documents") will be despatched to the shareholders of LPI whose name(s) appear in the Record of Depositors on the Entitlement Date ("Entitled Shareholders") not later than two (2) market days from the Entitlement Date.
The Abridged Prospectus together with the accompanying Documents will not be sent to foreign Entitled Shareholders or their renouncees/transferees (if applicable) who do not have a registered address in Malaysia.
This announcement is dated 17 August 2010.
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