N/A - Listing Circular
Announcement Type: Listing Circular
Company Name: MECHMAR CORPORATION (MALAYSIA) BERHAD
Stock Name: N/A
Date Announced: 28/10/2010
Announcement Detail:
Subject: (I) PUBLIC REPRIMAND ON MECHMAR CORPORATION (MALAYSIA) BERHAD
(II) PUBLIC REPRIMAND AND TOTAL FINES OF RM155,000 ON THE DIRECTORS
Contents: Breach of paragraphs 9.03(1) and 9.04(l) of the Listing Requirements of Bursa Malaysia Securities Berhad ("LR") read together with paragraph 2.1(d) of Practice Note No. 1/2001 ("PN1") and paragraph 16.11(b) of the LR
1. Bursa Malaysia Securities Berhad ("Bursa Securities") publicly reprimands Mechmar Corporation (Malaysia) Berhad ("MECHMAR" or "the Company") for breaches of paragraphs 9.03(1) and 9.04(l) of the LR read together with paragraph 2.1(d) of PN1.
Enforcement proceedings were commenced against the Company notwithstanding that the Company had been de-listed on 21 June 2010 as the breach was committed while the Company was listed on the Official List of Bursa Securities.
2. Pursuant to paragraphs 9.03(1) and 9.04(l) of the LR and paragraph 2.1(d) of PN1, a listed issuer must make an immediate announcement of default in payments of either interest or principal sums or both in respect of the credit facility where the credit facility is 5% or more of the net assets of the listed issuer.
3. MECHMAR had breached paragraphs 9.03(1) and 9.04(l) of the LR read together with paragraph 2.1(d) of PN1 for failing to make an immediate announcement of the defaults in payment of credit facilities to Standard Chartered Bank (HK) Limited ("SCBHK") by its subsidiary, Independent Power Tanzania Ltd ("IPTL") since 31 October 2006.
The total amount outstanding of the defaulted credit facility to SCBHK as at 31 December 2006 was USD90,569,000 which represented more than 400% of the Company's net assets of RM76.941 million as at 31 December 2006 and IPTL was a major subsidiary as its total assets of USD161.3 million or approximately RM569.4 million represented approximately 84% of the total assets of MECHMAR as at 31 December 2006.
However, MECHMAR only made an announcement of the default under PN1 on 3 March 2009 and as the Company could not provide the requisite solvency declaration to Bursa Securities, the Company was classified as a Practice Note No. 17/2005 Company on the same date. MECHMAR was subsequently de-listed on 21 June 2010 for failing to regularise its financial condition. MECHMAR's reasons for not making the announcement which were that the non-disclosure was in the interest of the Company and SCBHK had granted indulgence to the Company and has not commenced legal proceedings for recovery of the credit facilities, do not absolve the Company's obligation to comply with the LR.
It is also unacceptable for the Company to have in place a policy which only required the Company to make an announcement in accordance with PN1 in the event that a legal demand is made against the Company and no indulgence for a restructuring of the loan is granted by the lender which is contrary to the provisions of the LR.
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 has also found that the directors of MECHMAR had failed to discharge their duties pursuant to paragraph 16.11(b) of the LR in respect of compliance by the Company of its obligations under the LR.
The directors found to be in breach and the penalties imposed are as follows:- No. Director Penalty 1. Dato' Tan Kean Wan
Executive Chairman Public Reprimand & Fine of RM50,000 2. Datuk Baharuden bin Abd Majid
Managing Director Public Reprimand & Fine of RM50,000 3. Loh Kiat Loon
Executive Director Public Reprimand & Fine of RM25,000 4. Tan Keng Boon
Executive Director Public Reprimand & Fine of RM10,000 5. Misron bin Yusof
Independent & Non-Executive Director Public Reprimand & Fine of RM10,000 6. Qua Kiat Seng
Independent & Non-Executive Director Public Reprimand & Fine of RM10,000
5. The finding of breach and imposition of the above penalties on MECHMAR 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 in relation to the directors, their knowledge of the default and respective roles and responsibilities in the Company.
6. Bursa Securities views the above contravention seriously as the requirement for companies to make an immediate announcement of material default in payment of credit facilities is fundamental to enable investors to make informed investment decisions concerning the listed issuer's financial condition.
Company Name: MECHMAR CORPORATION (MALAYSIA) BERHAD
Stock Name: N/A
Date Announced: 28/10/2010
Announcement Detail:
Subject: (I) PUBLIC REPRIMAND ON MECHMAR CORPORATION (MALAYSIA) BERHAD
(II) PUBLIC REPRIMAND AND TOTAL FINES OF RM155,000 ON THE DIRECTORS
Contents: Breach of paragraphs 9.03(1) and 9.04(l) of the Listing Requirements of Bursa Malaysia Securities Berhad ("LR") read together with paragraph 2.1(d) of Practice Note No. 1/2001 ("PN1") and paragraph 16.11(b) of the LR
1. Bursa Malaysia Securities Berhad ("Bursa Securities") publicly reprimands Mechmar Corporation (Malaysia) Berhad ("MECHMAR" or "the Company") for breaches of paragraphs 9.03(1) and 9.04(l) of the LR read together with paragraph 2.1(d) of PN1.
Enforcement proceedings were commenced against the Company notwithstanding that the Company had been de-listed on 21 June 2010 as the breach was committed while the Company was listed on the Official List of Bursa Securities.
2. Pursuant to paragraphs 9.03(1) and 9.04(l) of the LR and paragraph 2.1(d) of PN1, a listed issuer must make an immediate announcement of default in payments of either interest or principal sums or both in respect of the credit facility where the credit facility is 5% or more of the net assets of the listed issuer.
3. MECHMAR had breached paragraphs 9.03(1) and 9.04(l) of the LR read together with paragraph 2.1(d) of PN1 for failing to make an immediate announcement of the defaults in payment of credit facilities to Standard Chartered Bank (HK) Limited ("SCBHK") by its subsidiary, Independent Power Tanzania Ltd ("IPTL") since 31 October 2006.
The total amount outstanding of the defaulted credit facility to SCBHK as at 31 December 2006 was USD90,569,000 which represented more than 400% of the Company's net assets of RM76.941 million as at 31 December 2006 and IPTL was a major subsidiary as its total assets of USD161.3 million or approximately RM569.4 million represented approximately 84% of the total assets of MECHMAR as at 31 December 2006.
However, MECHMAR only made an announcement of the default under PN1 on 3 March 2009 and as the Company could not provide the requisite solvency declaration to Bursa Securities, the Company was classified as a Practice Note No. 17/2005 Company on the same date. MECHMAR was subsequently de-listed on 21 June 2010 for failing to regularise its financial condition. MECHMAR's reasons for not making the announcement which were that the non-disclosure was in the interest of the Company and SCBHK had granted indulgence to the Company and has not commenced legal proceedings for recovery of the credit facilities, do not absolve the Company's obligation to comply with the LR.
It is also unacceptable for the Company to have in place a policy which only required the Company to make an announcement in accordance with PN1 in the event that a legal demand is made against the Company and no indulgence for a restructuring of the loan is granted by the lender which is contrary to the provisions of the LR.
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 has also found that the directors of MECHMAR had failed to discharge their duties pursuant to paragraph 16.11(b) of the LR in respect of compliance by the Company of its obligations under the LR.
The directors found to be in breach and the penalties imposed are as follows:- No. Director Penalty 1. Dato' Tan Kean Wan
Executive Chairman Public Reprimand & Fine of RM50,000 2. Datuk Baharuden bin Abd Majid
Managing Director Public Reprimand & Fine of RM50,000 3. Loh Kiat Loon
Executive Director Public Reprimand & Fine of RM25,000 4. Tan Keng Boon
Executive Director Public Reprimand & Fine of RM10,000 5. Misron bin Yusof
Independent & Non-Executive Director Public Reprimand & Fine of RM10,000 6. Qua Kiat Seng
Independent & Non-Executive Director Public Reprimand & Fine of RM10,000
5. The finding of breach and imposition of the above penalties on MECHMAR 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 in relation to the directors, their knowledge of the default and respective roles and responsibilities in the Company.
6. Bursa Securities views the above contravention seriously as the requirement for companies to make an immediate announcement of material default in payment of credit facilities is fundamental to enable investors to make informed investment decisions concerning the listed issuer's financial condition.
IE - Listing Circular
Announcement Type: Listing Circular
Company Name: INTELLIGENT EDGE TECHNOLOGIES BERHAD (ACE Market)
Stock Name: IE
Date Announced: 28/10/2010
Announcement Detail:
Subject: PUBLIC REPRIMAND AND FINE OF RM15,000 ON CHEONG CHENG ONN - THE CHIEF FINANCIAL OFFICER AND EXECUTIVE DIRECTOR OF INTELLIGENT EDGE TECHNOLOGIES BERHAD
Contents: Breach of Rules 14.08 and 14.09(a) of the Listing Requirements of Bursa Malaysia Securities Berhad For The MESDAQ Market ("MMLR") And/Or ACE Market Listing Requirements ("ACE LR")
1. Bursa Malaysia Securities Berhad ("Bursa Securities") publicly reprimands and imposes a fine of RM15,000 on Cheong Cheng Onn, the Chief Financial Officer and Executive Director of Intelligent Edge Technologies Berhad ("IE" or "the Company") for breach of Rule 14.08 and Rule 14.09(a) of the MMLR and/or ACE LR.
2. Rule 14.08 of the MMLR and/or ACE LR [with effect 3 August 2009] prescribes that a director / principal officer ("affected person") who wishes to deal in securities during a closed period must comply with the following procedures :-
(a) prior to the proposed dealing, the affected person must give notice of intention to deal in writing to the company secretary of the listed company whose securities are the subject of a proposed dealing ("affected company") and the affected company must make an immediate announcement to Bursa Securities of such notice. The notice and announcement shall state, amongst other things:- (i) the affected person's current holdings of securities in the affected company; and
(ii) the affected person's intention to deal in the securities of the affected company during a closed period. (b) the proposed dealing can only be effected after one full market day of the announcement being made pursuant to sub-Rule 14.08(a) above; and (c) the affected person must give notice of the dealing in writing to the company secretary of the affected company not later than 1 full market day following the dealing. The affected company must make an immediate announcement to Bursa Securities of such notice. The notice and announcement shall state, amongst other things:- (i) the date on which the dealing occurred;
(ii) the consideration for the dealing; and (iii) the number of securities involved in the dealing, both in absolute terms and as a percentage of all issued securities of that class in the affected company. Rule 14.09(a) of the MMLR further prescribes that where an affected person deals in the securities of his own listed company outside closed periods, the affected person must, within 14 days after the dealing has occurred, give notice of the dealing in writing to the company secretary of the affected company and the affected company must make an immediate announcement to Bursa Securities of such notice. The notice and announcement shall include the information set out in sub-Rule 14.08(c). [Note : Rule 14.09(a) of the ACE LR requires the affected person to give the notice within 3 market days.] Rule 14.02 of the MMLR defines principal officer to include the chief financial officer of the listed company. Rule 14.02(a) of the MMLR prescribes that "closed period" means the period commencing 30 calendar days prior to the targeted date of announcement to Bursa Securities of a listed company's quarterly results, up to the date of the announcement of the quarterly results.
3. Cheong Cheng Onn was the Chief Financial Officer of IE since 18 January 2007 and thereafter became an Executive Director of the Company on 11 September 2009. He also became a substantial shareholder of IE on 7 June 2007 upon acquisition of 12,000,000 or 13.17% of IE's paid-up shares.
Cheong Cheng Onn had carried out numerous dealings in the securities of the Company during the period commencing from May 2007 until June 2008 ("First Period") and the period commencing from 1 January 2009 until 31 December 2009 ("Second Period").
However, none of the dealings undertaken by him was announced to Bursa Securities and the market pursuant to Rules 14.08 and 14.09(a) of the MMLR and/or ACE LR. These dealings had resulted in him ceasing to be a substantial shareholder of the Company. Cheong Cheng Onn's explanation that he had relied on the broker and the company secretary to ensure the required disclosures were made to Bursa Securities in respect of the dealings is unacceptable as the duty remains with him to monitor and ensure compliance with the MMLR / ACE LR.
4. The finding of breach and imposition of the above penalty on Cheong Cheng Onn is made pursuant to Rule 16.17(1)(b) of the MMLR and Rule 16.19(1)(b) of the ACE LR upon completion of due process and after taking into consideration all facts and circumstances of the matter including the objective of Rules 14.08 and 14.09 of the MMLR / ACE LR to ensure shareholders and investors are kept informed when an 'insider' deals in the securities of the listed issuer.
5. Bursa Securities views the above contraventions seriously and cautions Cheong Cheng Onn on his responsibility to maintain appropriate standards of corporate responsibility and accountability to the shareholders and the investing public.
Company Name: INTELLIGENT EDGE TECHNOLOGIES BERHAD (ACE Market)
Stock Name: IE
Date Announced: 28/10/2010
Announcement Detail:
Subject: PUBLIC REPRIMAND AND FINE OF RM15,000 ON CHEONG CHENG ONN - THE CHIEF FINANCIAL OFFICER AND EXECUTIVE DIRECTOR OF INTELLIGENT EDGE TECHNOLOGIES BERHAD
Contents: Breach of Rules 14.08 and 14.09(a) of the Listing Requirements of Bursa Malaysia Securities Berhad For The MESDAQ Market ("MMLR") And/Or ACE Market Listing Requirements ("ACE LR")
1. Bursa Malaysia Securities Berhad ("Bursa Securities") publicly reprimands and imposes a fine of RM15,000 on Cheong Cheng Onn, the Chief Financial Officer and Executive Director of Intelligent Edge Technologies Berhad ("IE" or "the Company") for breach of Rule 14.08 and Rule 14.09(a) of the MMLR and/or ACE LR.
2. Rule 14.08 of the MMLR and/or ACE LR [with effect 3 August 2009] prescribes that a director / principal officer ("affected person") who wishes to deal in securities during a closed period must comply with the following procedures :-
(a) prior to the proposed dealing, the affected person must give notice of intention to deal in writing to the company secretary of the listed company whose securities are the subject of a proposed dealing ("affected company") and the affected company must make an immediate announcement to Bursa Securities of such notice. The notice and announcement shall state, amongst other things:- (i) the affected person's current holdings of securities in the affected company; and
(ii) the affected person's intention to deal in the securities of the affected company during a closed period. (b) the proposed dealing can only be effected after one full market day of the announcement being made pursuant to sub-Rule 14.08(a) above; and (c) the affected person must give notice of the dealing in writing to the company secretary of the affected company not later than 1 full market day following the dealing. The affected company must make an immediate announcement to Bursa Securities of such notice. The notice and announcement shall state, amongst other things:- (i) the date on which the dealing occurred;
(ii) the consideration for the dealing; and (iii) the number of securities involved in the dealing, both in absolute terms and as a percentage of all issued securities of that class in the affected company. Rule 14.09(a) of the MMLR further prescribes that where an affected person deals in the securities of his own listed company outside closed periods, the affected person must, within 14 days after the dealing has occurred, give notice of the dealing in writing to the company secretary of the affected company and the affected company must make an immediate announcement to Bursa Securities of such notice. The notice and announcement shall include the information set out in sub-Rule 14.08(c). [Note : Rule 14.09(a) of the ACE LR requires the affected person to give the notice within 3 market days.] Rule 14.02 of the MMLR defines principal officer to include the chief financial officer of the listed company. Rule 14.02(a) of the MMLR prescribes that "closed period" means the period commencing 30 calendar days prior to the targeted date of announcement to Bursa Securities of a listed company's quarterly results, up to the date of the announcement of the quarterly results.
3. Cheong Cheng Onn was the Chief Financial Officer of IE since 18 January 2007 and thereafter became an Executive Director of the Company on 11 September 2009. He also became a substantial shareholder of IE on 7 June 2007 upon acquisition of 12,000,000 or 13.17% of IE's paid-up shares.
Cheong Cheng Onn had carried out numerous dealings in the securities of the Company during the period commencing from May 2007 until June 2008 ("First Period") and the period commencing from 1 January 2009 until 31 December 2009 ("Second Period").
However, none of the dealings undertaken by him was announced to Bursa Securities and the market pursuant to Rules 14.08 and 14.09(a) of the MMLR and/or ACE LR. These dealings had resulted in him ceasing to be a substantial shareholder of the Company. Cheong Cheng Onn's explanation that he had relied on the broker and the company secretary to ensure the required disclosures were made to Bursa Securities in respect of the dealings is unacceptable as the duty remains with him to monitor and ensure compliance with the MMLR / ACE LR.
4. The finding of breach and imposition of the above penalty on Cheong Cheng Onn is made pursuant to Rule 16.17(1)(b) of the MMLR and Rule 16.19(1)(b) of the ACE LR upon completion of due process and after taking into consideration all facts and circumstances of the matter including the objective of Rules 14.08 and 14.09 of the MMLR / ACE LR to ensure shareholders and investors are kept informed when an 'insider' deals in the securities of the listed issuer.
5. Bursa Securities views the above contraventions seriously and cautions Cheong Cheng Onn on his responsibility to maintain appropriate standards of corporate responsibility and accountability to the shareholders and the investing public.
MCMTECH - General Announcement
Announcement Type: General Announcement
Company Name: MCM TECHNOLOGIES BERHAD (ACE Market)
Stock Name: MCMTECH
Date Announced: 28/10/2010
Announcement Detail:
Type: Announcement
Subject: MCM TECHNOLOGIES BERHAD ("MCMTECH")
- CONDITIONAL VOLUNTARY TAKE-OVER OFFER BY MEZZANINE CAPITAL (MALAYSIA) SDN BHD ("MCSB" OR THE "OFFEROR") THROUGH ECM LIBRA INVESTMENT BANK BERHAD ("ECM LIBRA") TO ACQUIRE ALL THE REMAINING ORDINARY SHARES OF RM0.10 EACH IN MCMTECH ("MCMTECH SHARES") NOT ALREADY OWNED BY THE OFFEROR AND ALL THE NEW MCMTECH SHARES THAT MAY BE ISSUED PRIOR TO THE CLOSING OF THE OFFER ARISING FROM THE EXERCISE OF OUTSTANDING OPTIONS GRANTED PURSUANT TO MCMTECH'S EMPLOYEES' SHARE OPTION SCHEME (COLLECTIVELY "OFFER SHARES") AT A CASH CONSIDERATION OF RM0.13 PER OFFER SHARE ("OFFER")
Contents: We refer to our earlier announcements dated 24 September 2010, 6 October 2010, 12 October 2010 and 14 October 2010 in relation to the Offer.
We wish to announce that MCMTech has today received the attached Press Notice from ECM Libra on behalf of the Offeror. Based on the Press Notice, as at 5.00 p.m. (Malaysian time) on 28 October 2010, the Offeror has received valid acceptances for 44,535,900 MCMTech Shares, which have resulted in the Offeror holding in aggregate more than 75% of the voting shares in MCMTech. Accordingly, the Offer has become unconditional on 28 October 2010 ("Unconditional Date").
The detailed disclosure of the level of acceptances of the Offer as at Unconditional Date, in accordance with the requirement of Section 25(1) of the Malaysian Code on Take-overs and Mergers 1998, is shown in the attached Press Notice.
As set out in Section 4 of the Offer Document dated 14 October 2010, if the Offeror holds in aggregate more than 75% of the voting shares in MCMTech, the Offeror does not intend to maintain the listing status of MCMTech. Accordingly, MCSB will procure MCMTech to take the necessary procedures to withdraw its listing status from the Official List of Bursa Malaysia Securities Berhad in accordance with ACE Market Listing Requirements.
The Offer shall remain open for acceptances up to 5:00 p.m. (Malaysian time) on Thursday, 18 November 2010, being twenty-one (21) days from the Unconditional Date pursuant to Section 24(2) of the Malaysian Code on Take-Overs and Mergers, 1998 ("Code"). Save for this, all other terms and conditions of the Offer as set out in the Offer Document remain unchanged.
This announcement is dated 28 October 2010.
Attachments: Press Release.pdf
Company Name: MCM TECHNOLOGIES BERHAD (ACE Market)
Stock Name: MCMTECH
Date Announced: 28/10/2010
Announcement Detail:
Type: Announcement
Subject: MCM TECHNOLOGIES BERHAD ("MCMTECH")
- CONDITIONAL VOLUNTARY TAKE-OVER OFFER BY MEZZANINE CAPITAL (MALAYSIA) SDN BHD ("MCSB" OR THE "OFFEROR") THROUGH ECM LIBRA INVESTMENT BANK BERHAD ("ECM LIBRA") TO ACQUIRE ALL THE REMAINING ORDINARY SHARES OF RM0.10 EACH IN MCMTECH ("MCMTECH SHARES") NOT ALREADY OWNED BY THE OFFEROR AND ALL THE NEW MCMTECH SHARES THAT MAY BE ISSUED PRIOR TO THE CLOSING OF THE OFFER ARISING FROM THE EXERCISE OF OUTSTANDING OPTIONS GRANTED PURSUANT TO MCMTECH'S EMPLOYEES' SHARE OPTION SCHEME (COLLECTIVELY "OFFER SHARES") AT A CASH CONSIDERATION OF RM0.13 PER OFFER SHARE ("OFFER")
Contents: We refer to our earlier announcements dated 24 September 2010, 6 October 2010, 12 October 2010 and 14 October 2010 in relation to the Offer.
We wish to announce that MCMTech has today received the attached Press Notice from ECM Libra on behalf of the Offeror. Based on the Press Notice, as at 5.00 p.m. (Malaysian time) on 28 October 2010, the Offeror has received valid acceptances for 44,535,900 MCMTech Shares, which have resulted in the Offeror holding in aggregate more than 75% of the voting shares in MCMTech. Accordingly, the Offer has become unconditional on 28 October 2010 ("Unconditional Date").
The detailed disclosure of the level of acceptances of the Offer as at Unconditional Date, in accordance with the requirement of Section 25(1) of the Malaysian Code on Take-overs and Mergers 1998, is shown in the attached Press Notice.
As set out in Section 4 of the Offer Document dated 14 October 2010, if the Offeror holds in aggregate more than 75% of the voting shares in MCMTech, the Offeror does not intend to maintain the listing status of MCMTech. Accordingly, MCSB will procure MCMTech to take the necessary procedures to withdraw its listing status from the Official List of Bursa Malaysia Securities Berhad in accordance with ACE Market Listing Requirements.
The Offer shall remain open for acceptances up to 5:00 p.m. (Malaysian time) on Thursday, 18 November 2010, being twenty-one (21) days from the Unconditional Date pursuant to Section 24(2) of the Malaysian Code on Take-Overs and Mergers, 1998 ("Code"). Save for this, all other terms and conditions of the Offer as set out in the Offer Document remain unchanged.
This announcement is dated 28 October 2010.
Attachments: Press Release.pdf
TCUBES - Notice of Shares Buy Back by a Company pursuant to Form 28A
Announcement Type: Notice of Shares Buy Back by a Company Pursuant to Form 28A
Company Name: TRICUBES BERHAD (ACE Market)
Stock Name: TCUBES
Date Announced: 28/10/2010
Announcement Detail:
Date of buy back from: 14/10/2010
Date of buy back to: 14/10/2010
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 432,900
Minimum price paid for each share purchased ($$): 0.055
Maximum price paid for each share purchased ($$): 0.060
Total amount paid for shares purchased ($$): 23,814.69
The name of the stock exchange through which the shares were purchased: Bursa Malaysia Securities Berhad
Number of shares purchased retained in treasury (units): 432,900
Total number of shares retained in treasury (units): 1,993,400
Number of shares purchased which were cancelled (units): 0
Total issued capital as diminished: 0
Date lodged with registrar of companies: 28/10/2010
Lodged by: Securities Services (Holdings) Sdn. Bhd.
Company Name: TRICUBES BERHAD (ACE Market)
Stock Name: TCUBES
Date Announced: 28/10/2010
Announcement Detail:
Date of buy back from: 14/10/2010
Date of buy back to: 14/10/2010
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 432,900
Minimum price paid for each share purchased ($$): 0.055
Maximum price paid for each share purchased ($$): 0.060
Total amount paid for shares purchased ($$): 23,814.69
The name of the stock exchange through which the shares were purchased: Bursa Malaysia Securities Berhad
Number of shares purchased retained in treasury (units): 432,900
Total number of shares retained in treasury (units): 1,993,400
Number of shares purchased which were cancelled (units): 0
Total issued capital as diminished: 0
Date lodged with registrar of companies: 28/10/2010
Lodged by: Securities Services (Holdings) Sdn. Bhd.
DAYA - Incorporation of A Joint Venture Company
Announcement Type: General Announcement
Company Name: DAYA MATERIALS BERHAD
Stock Name: DAYA
Date Announced: 28/10/2010
Announcement Detail:
Type: Announcement
Subject: Incorporation of A Joint Venture Company
Contents: The Board of Directors of Daya Materials Berhad ("DMB") wishes to announce that Daya OCI Sdn. Bhd. (Formerly known as OCI Energy Sdn. Bhd.) ("DOCI"), a wholly-owned subsidiary of DMB had on 26 October 2010 incorporated a Joint Venture Company under the name of Daya OCI Ascent Sdn. Bhd ("DASB").
Attachments: DMB - 28 Oct 2010.pdf
Company Name: DAYA MATERIALS BERHAD
Stock Name: DAYA
Date Announced: 28/10/2010
Announcement Detail:
Type: Announcement
Subject: Incorporation of A Joint Venture Company
Contents: The Board of Directors of Daya Materials Berhad ("DMB") wishes to announce that Daya OCI Sdn. Bhd. (Formerly known as OCI Energy Sdn. Bhd.) ("DOCI"), a wholly-owned subsidiary of DMB had on 26 October 2010 incorporated a Joint Venture Company under the name of Daya OCI Ascent Sdn. Bhd ("DASB").
Attachments: DMB - 28 Oct 2010.pdf
SCN - Listing Circular
Announcement Type: Listing Circular
Company Name: SCAN ASSOCIATES BERHAD (ACE Market)
Stock Name: SCN
Date Announced: 28/10/2010
Announcement Detail:
Subject: (I) PUBLIC REPRIMAND ON SCAN ASSOCIATES BERHAD
(II) PUBLIC REPRIMAND AND TOTAL FINES OF RM13,500 ON 3 DIRECTORS
Contents: Breach of Rule 9.22(1), Rule 9.23(1) and Rule 16.11(b) of the Listing Requirements of Bursa Malaysia Securities Berhad For The MESDAQ Market ("MMLR")
1. Bursa Malaysia Securities Berhad ("Bursa Securities") publicly reprimands Scan Associates Berhad ("SCAN" or "the Company") for breaches of Rule 9.22(1) and Rule 9.23(1) of the MMLR.
In addition, the Company is required to ensure all its directors and the relevant personnel of the Company attend a training programme in relation to compliance with the listing requirements particularly pertaining to financial statements.
2. Rule 9.22(1) of the MMLR states that a listed company must give Bursa Securities for public release, an interim financial report that is prepared on a quarterly basis as soon as figures have been approved by the Board of Directors of the listed company, and in any event not later than 2 months after the end of each quarter of a financial year.
Pursuant to Rule 9.23(1) of the MMLR, a listed company must ensure that a research report is prepared and submitted to Bursa Securities for public release, not later than 2 months after the end of each half of a financial year.
3. SCAN had breached Rule 9.22(1) and Rule 9.23(1) of the MMLR in respect of the delay in submission of the following reports :-
No Reports Due Date for Submission Date of Submission Delay 1. Quarterly report for the financial period ended 31 December 2008 ("QR 31/12/08") 28 February 2009 23 March 2009 15 market days 2. Research report for the financial year ended 31 December 2008 The reason for the delay in submission of the QR 31/12/08 which was due to the pending investigative audit into the financial impact of the alleged misappropriation of funds by the former Chief Executive Officer does not absolve the Company's and directors' obligations to take reasonable measures to ensure the timely submission of the QR 31/12/08. This is particularly in the light that the Board was informed of the possible misappropriation of fund by the Company since end of May 2008 whilst the due date for submission of the QR 31/12/08 was on 28 February 2009.
4. Rule 16.11(b) of the MMLR 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 MMLR.
Bursa Securities has also found that the directors of SCAN had failed to discharge their duties pursuant to Rule 16.11(b) of the MMLR in respect of compliance by the Company of its obligations under the MMLR.
The directors found to be in breach and the penalties imposed are :-
No. Directors Penalty 1. Professor Dato' Dr. Norbik Bashah Bin Idris
Executive Director
Appointed on 9 September 2000
Appointed as Chief Executive Officer on 27 May 2009 Public Reprimand and fine of RM7,500 2. Encik Shaharil Bin Abdul Malek
Executive Director
Appointed on 8 July 2008 Public Reprimand and fine of RM3,000 3. Dato' Nasri Bin Nasrun
Independent & Non-Executive Director
Audit Committee member
Appointed on 9 September 2000 Public Reprimand and fine of RM3,000
5. The finding of breach and imposition of the above penalties on SCAN and the directors are made pursuant to Rule 16.17 of the MMLR upon completion of due process and after taking into consideration all facts and circumstances of the matter including in relation to the directors, the roles and responsibilities of the respective directors in the Company particularly pertaining to the maintenance and preparation of financial statements.
6. Bursa Securities views the contraventions seriously and cautions SCAN and its Board of Directors on their responsibility to maintain appropriate standards of corporate responsibility and accountability to SCAN's shareholders and the investing public.
Company Name: SCAN ASSOCIATES BERHAD (ACE Market)
Stock Name: SCN
Date Announced: 28/10/2010
Announcement Detail:
Subject: (I) PUBLIC REPRIMAND ON SCAN ASSOCIATES BERHAD
(II) PUBLIC REPRIMAND AND TOTAL FINES OF RM13,500 ON 3 DIRECTORS
Contents: Breach of Rule 9.22(1), Rule 9.23(1) and Rule 16.11(b) of the Listing Requirements of Bursa Malaysia Securities Berhad For The MESDAQ Market ("MMLR")
1. Bursa Malaysia Securities Berhad ("Bursa Securities") publicly reprimands Scan Associates Berhad ("SCAN" or "the Company") for breaches of Rule 9.22(1) and Rule 9.23(1) of the MMLR.
In addition, the Company is required to ensure all its directors and the relevant personnel of the Company attend a training programme in relation to compliance with the listing requirements particularly pertaining to financial statements.
2. Rule 9.22(1) of the MMLR states that a listed company must give Bursa Securities for public release, an interim financial report that is prepared on a quarterly basis as soon as figures have been approved by the Board of Directors of the listed company, and in any event not later than 2 months after the end of each quarter of a financial year.
Pursuant to Rule 9.23(1) of the MMLR, a listed company must ensure that a research report is prepared and submitted to Bursa Securities for public release, not later than 2 months after the end of each half of a financial year.
3. SCAN had breached Rule 9.22(1) and Rule 9.23(1) of the MMLR in respect of the delay in submission of the following reports :-
No Reports Due Date for Submission Date of Submission Delay 1. Quarterly report for the financial period ended 31 December 2008 ("QR 31/12/08") 28 February 2009 23 March 2009 15 market days 2. Research report for the financial year ended 31 December 2008 The reason for the delay in submission of the QR 31/12/08 which was due to the pending investigative audit into the financial impact of the alleged misappropriation of funds by the former Chief Executive Officer does not absolve the Company's and directors' obligations to take reasonable measures to ensure the timely submission of the QR 31/12/08. This is particularly in the light that the Board was informed of the possible misappropriation of fund by the Company since end of May 2008 whilst the due date for submission of the QR 31/12/08 was on 28 February 2009.
4. Rule 16.11(b) of the MMLR 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 MMLR.
Bursa Securities has also found that the directors of SCAN had failed to discharge their duties pursuant to Rule 16.11(b) of the MMLR in respect of compliance by the Company of its obligations under the MMLR.
The directors found to be in breach and the penalties imposed are :-
No. Directors Penalty 1. Professor Dato' Dr. Norbik Bashah Bin Idris
Executive Director
Appointed on 9 September 2000
Appointed as Chief Executive Officer on 27 May 2009 Public Reprimand and fine of RM7,500 2. Encik Shaharil Bin Abdul Malek
Executive Director
Appointed on 8 July 2008 Public Reprimand and fine of RM3,000 3. Dato' Nasri Bin Nasrun
Independent & Non-Executive Director
Audit Committee member
Appointed on 9 September 2000 Public Reprimand and fine of RM3,000
5. The finding of breach and imposition of the above penalties on SCAN and the directors are made pursuant to Rule 16.17 of the MMLR upon completion of due process and after taking into consideration all facts and circumstances of the matter including in relation to the directors, the roles and responsibilities of the respective directors in the Company particularly pertaining to the maintenance and preparation of financial statements.
6. Bursa Securities views the contraventions seriously and cautions SCAN and its Board of Directors on their responsibility to maintain appropriate standards of corporate responsibility and accountability to SCAN's shareholders and the investing public.
CIMBA40 - CIMB FTSE ASEAN 40 Malaysia - Valuation Point as at 28-Oct-10
Announcement Type: General Announcement
Submitting Merchant Bank: DEUTSCHE BANK (MALAYSIA) BERHAD
Company Name: CIMB FTSE ASEAN 40 MALAYSIA
Stock Name: CIMBA40
Date Announced: 28/10/2010
Announcement Detail:
Type: Announcement
Subject: CIMB FTSE ASEAN 40 Malaysia - Valuation Point as at 28-Oct-10
Contents: Fund: CIMB FTSE ASEAN 40 Malaysia
NAV per unit (RM): 1.5757
Units in circulation (units): 8,100,000.00
Management Fee (% p.a.): 0.00
Trustee Fee (% p.a.): 0.08
Index Licence Fee (% p.a.): 0.00
FTSE/ASEAN 40 Index: 10,195.03
Attachments: ASEAN 40-28.10.2010.pdf
Submitting Merchant Bank: DEUTSCHE BANK (MALAYSIA) BERHAD
Company Name: CIMB FTSE ASEAN 40 MALAYSIA
Stock Name: CIMBA40
Date Announced: 28/10/2010
Announcement Detail:
Type: Announcement
Subject: CIMB FTSE ASEAN 40 Malaysia - Valuation Point as at 28-Oct-10
Contents: Fund: CIMB FTSE ASEAN 40 Malaysia
NAV per unit (RM): 1.5757
Units in circulation (units): 8,100,000.00
Management Fee (% p.a.): 0.00
Trustee Fee (% p.a.): 0.08
Index Licence Fee (% p.a.): 0.00
FTSE/ASEAN 40 Index: 10,195.03
Attachments: ASEAN 40-28.10.2010.pdf
CIMBX25 - CIMB FTSE Xinhua China 25 - Valuation Point as at 28-Oct-10
Announcement Type: General Announcement
Submitting Merchant Bank: DEUTSCHE BANK (MALAYSIA) BERHAD
Company Name: CIMB FTSE XINHUA CHINA 25
Stock Name: CIMBX25
Date Announced: 28/10/2010
Announcement Detail:
Type: Announcement
Subject: CIMB FTSE Xinhua China 25 - Valuation Point as at 28-Oct-10
Contents: Fund: CIMB FTSE Xinhua China 25
NAV per unit (RM): 1.0944
Units in circulation (units): 17,550,000.00
Management Fee (% p.a.): 0.60
Trustee Fee (% p.a.): 0.08
Index Licence Fee (% p.a.): 0.04
FTSE/Xinhua China 25 Index: 19,841.49
Attachments: XINHUA 25-28.10.2010.pdf
Submitting Merchant Bank: DEUTSCHE BANK (MALAYSIA) BERHAD
Company Name: CIMB FTSE XINHUA CHINA 25
Stock Name: CIMBX25
Date Announced: 28/10/2010
Announcement Detail:
Type: Announcement
Subject: CIMB FTSE Xinhua China 25 - Valuation Point as at 28-Oct-10
Contents: Fund: CIMB FTSE Xinhua China 25
NAV per unit (RM): 1.0944
Units in circulation (units): 17,550,000.00
Management Fee (% p.a.): 0.60
Trustee Fee (% p.a.): 0.08
Index Licence Fee (% p.a.): 0.04
FTSE/Xinhua China 25 Index: 19,841.49
Attachments: XINHUA 25-28.10.2010.pdf
MANULFE - General Announcement
Announcement Type: General Announcement
Company Name: MANULIFE HOLDINGS BERHAD
Stock Name: MANULFE
Date Announced: 28/10/2010
Announcement Detail:
Type: Announcement
Subject: MANULIFE HOLDINGS BERHAD ("MANULIFE" OR "THE COMPANY")
- APPOINTMENT OF INDEPENDENT ADVISER FOR TAKE-OVER OFFER BY MANULIFE CENTURY HOLDINGS (NETHERLANDS) B.V. ("MCHN") THROUGH CIMB INVESTMENT BANK BERHAD TO ACQUIRE ALL THE REMAINING ORDINARY SHARES OF RM0.50 EACH IN MANULIFE HOLDINGS BERHAD("MHB") NOT ALREADY HELD BY MCHN ('OFFER SHARES") AT A CASH OFFER PRICE OF RM3.22 FOR EACH OFFER SHARE ('OFFER")
Contents: We act for and on behalf of Manulife.
Further to the announcement dated 21 October 2010 in relation to the above matter, the Company wishes to announce that the Securities Commission had via its letter dated 28 October 2010 approved the appointment of AmInvestment Bank Berhad as the Independent Adviser in relation to the offer.
This announcement is dated 28 October 2010.
Company Name: MANULIFE HOLDINGS BERHAD
Stock Name: MANULFE
Date Announced: 28/10/2010
Announcement Detail:
Type: Announcement
Subject: MANULIFE HOLDINGS BERHAD ("MANULIFE" OR "THE COMPANY")
- APPOINTMENT OF INDEPENDENT ADVISER FOR TAKE-OVER OFFER BY MANULIFE CENTURY HOLDINGS (NETHERLANDS) B.V. ("MCHN") THROUGH CIMB INVESTMENT BANK BERHAD TO ACQUIRE ALL THE REMAINING ORDINARY SHARES OF RM0.50 EACH IN MANULIFE HOLDINGS BERHAD("MHB") NOT ALREADY HELD BY MCHN ('OFFER SHARES") AT A CASH OFFER PRICE OF RM3.22 FOR EACH OFFER SHARE ('OFFER")
Contents: We act for and on behalf of Manulife.
Further to the announcement dated 21 October 2010 in relation to the above matter, the Company wishes to announce that the Securities Commission had via its letter dated 28 October 2010 approved the appointment of AmInvestment Bank Berhad as the Independent Adviser in relation to the offer.
This announcement is dated 28 October 2010.
HOHUP - Listing Circular
Announcement Type: Listing Circular
Company Name: HO HUP CONSTRUCTION COMPANY BHD
Stock Name: HOHUP
Date Announced: 28/10/2010
Announcement Detail:
Subject: (I) PUBLIC REPRIMAND ON HO HUP CONSTRUCTION COMPANY BERHAD (II) PUBLIC REPRIMAND AND TOTAL FINES OF RM109,500 ON 2 DIRECTORS
Contents: 1. Bursa Malaysia Securities Berhad ("Bursa Securities") publicly reprimands Ho Hup Construction Company Berhad ("HOHUP" or "the Company") for breaches of paragraphs 9.22(1), 9.23(b), 9.23(a) and 2.19 of the LR and paragraph 9.23(2) of the Main Market LR.
In addition, the Company is required to ensure all its directors and the relevant personnel of the Company attend a training programme in relation to compliance with the listing requirements particularly pertaining to financial statements.
2. Paragraph 9.23 of the LR / Main Market LR stipulates that a listed issuer must ensure that the issuance of the annual audited accounts and annual report by a listed issuer shall be as follows:- (a) the annual report shall be issued to the listed issuer's shareholders and given to Bursa Securities within a period not exceeding 6 months from the close of the financial year of the listed issuer; and
(b) the annual audited accounts together with the auditors' and directors' reports shall, in any case, be given to Bursa Securities for public release, within a period not exceeding 4 months from the close of the financial year of the listed issuer unless the annual report is issued within a period of 4 months from the close of the financial year of the listed issuer. Paragraph 9.22(1) of the LR stipulates that a listed issuer must give Bursa Securities for public release, an interim financial report that is prepared on a quarterly basis, as soon as the figures have been approved by the board of directors of the listed issuer, and in any event not later than 2 months after the end of each quarter of a financial year.
Paragraph 2.19 of the LR states that Bursa Securities may, from time to time issue any instruction or directive to or impose any condition on an applicant, a listed issuer, a management company, a trustee, its directors, officers, employees, advisers or any other person to whom the LR is directed and such person as aforesaid must comply with the said instruction, directive or condition and within such time as may be specified by Bursa Securities.
3. HOHUP had committed the following breaches:- No. Breach Penalty 1. Paragraph 9.22(1) of the LR for failing to submit the quarterly report for the financial period ended 31 December 2007 ("QR 4/2007") to Bursa Securities on or before 29 February 2008. The QR 4/2007 was only submitted on 30 May 2008, after a delay of 3 months. Public Reprimand 2. Paragraph 9.23(b) of the LR for failing to submit the annual audited accounts for the financial year ended 31 December 2007 ("AAA 2007") to Bursa Securities on or before 30 April 2008. The AAA 2007 was only submitted on 31 July 2008, after a delay of 3 months. Public Reprimand 3. Paragraph 9.22(1) of the LR for failing to submit the quarterly report for the financial period ended 31 March 2008 ("QR 1/2008") to Bursa Securities on or before 31 May 2008. The QR 1/2008 was only submitted on 28 August 2008, after a delay of 3 months. Public Reprimand 4. Paragraph 9.23(a) of the LR for failing to submit the annual report for the financial year ended 31 December 2007 ("AR 2007") to Bursa Securities on or before 30 June 2008. The AR 2007 was only submitted on 29 September 2008, after a delay of 3 months. Public Reprimand 5. Paragraph 9.23(b) of the LR for failing to submit its annual audited accounts for the financial year ended 31 December 2008 ("AAA 2008") on or before 30 April 2009. The AAA 2008 was only submitted on 15 May 2009, after a delay of 10 market days. Public Reprimand 6. Paragraph 9.23(2) of the Main Market LR for failing to submit its annual audited accounts for the financial year ended 31 December 2009 ("AAA 2009") on or before 30 April 2010. The AAA 2009 was only submitted on 7 May 2010, after a delay of 5 market days. Public Reprimand 7. Paragraph 2.19 of the LR for failing to ensure that the QR 4/2007 was reviewed by the external auditors prior to the same being disseminated to the public. Public Reprimand 8. Paragraph 2.19 of the LR for failing to ensure that the QR 1/2008 was reviewed by the external auditors prior to the same being disseminated to the public. Public Reprimand 9. Paragraph 2.19 of the LR for failing to ensure that the quarterly report for the financial period ended 30 June 2008 ("QR 2/2008") was reviewed by the external auditors prior to the same being disseminated to the public. Public Reprimand 4. HOHUP had delayed in the submission of various financial statements since the financial year ended 31 December 2005 for which the Company was publicly reprimanded on 31 July 2006, 17 December 2007 and 12 August 2008. Please refer to the public reprimands posted at the Company's announcements for details of the breaches. The reasons for the delay in submission of the financial statements provided by HOHUP were shortage of staff, significant audit issues and new management which are unacceptable and do not absolve the Company's and the directors' obligation to take reasonable measures to ensure timely submission of the financial statements.
5. 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 has also found that the directors of HOHUP had failed to discharge their duties as directors pursuant to paragraph 16.11(b) of the LR in respect of compliance by the Company of its obligations under the LR.
Both the former Managing Director and Finance Director of HOHUP are publicly reprimanded and/or fined for permitting HOHUP to commit the following breaches:-
Director Breach Penalty Dato' Low Tuck Choy
Managing Director
(Suspended on 28 August 2008 and ceased on 23 October 2008) Delay in submission of QR 4/2007, AAA 2007, AR 2007, QR 1/2008 Public Reprimand and fine of RM100,500 Failure to ensure that the QR 4/2007, QR 1/2008 and QR 2/2008 were reviewed by the external auditors prior to the same being disseminated to the public on 30 May 2008 and 28 August 2008. Public Reprimand Faris Najhan bin Hashim
Finance Director
(Resigned on 28 March 2008) Delay in submission of QR 4/2007 Public Reprimand and fine of RM9,000 6. The finding of breach and imposition of the above penalties on HOHUP and the directors are made pursuant to paragraph 16.17/16.19 of the LR/ Main Market LR upon completion of due process and after taking into consideration all facts and circumstances of the matter including the fact that HOHUP and the directors had previously breached the LR and in relation to the directors, the roles and responsibilities of the directors in the Company.
7. Whilst Bursa Securities has not made a finding that the other directors of the Company at the material time had caused or permitted the aforesaid breaches by the Company in respect of the delay in submission of financial statements, Bursa Securities nevertheless wishes to highlight that it is the responsibility of directors of listed companies to maintain appropriate standards of responsibility and accountability within the Company and amongst its officers and employees including, amongst others, an awareness of the importance of compliance with the listing requirements.
The Board of Directors of the Company at the material time are as follows:-
Abdul Kadir bin Md. Kassim (resigned on 2 June 2008) Low Teik Kien (resigned on 9 July 2010) Lai Moo Chan (removed on 17 March 2010) Mustapha bin Mohamed (ceased on 23 October 2008) Zainal Abidin bin Mohd Yusof (ceased on 23 October 2008) Lee Chong Hoe (ceased on 23 October 2008) Tan Sri Datuk Seri Panglima Abdul Kadir bin Haji Sheikh Fadzir(appointed on 6 August 2008 and retired on 25 June 2009) Datuk Vincent Lye Ek Seang (appointed on 6 August 2008 and removed on 17 March 2010) Dato' Liew Lee Leong(appointed on 1 December 2008 and resigned on 23 February 2010) Low Kim Leng(appointed on 1 December 2008 and resigned on 8 July 2009) Long Md Nor Amran bin Long Ibrahim (appointed on 1 December 2008 and removed on 17 March 2010) Tan Sri Dato' Kamaruzzaman bin Shariff (appointed on 17 March 2010) Chow Seck Kai (appointed on 17 March 2010) Tuan Haji Slamat bin Hamzah (appointed on 17 March 2010) D. Felix Dorairaj (appointed on 17 March 2010) Yusob bin Md. Tasir (appointed on 17 March 2010)
Company Name: HO HUP CONSTRUCTION COMPANY BHD
Stock Name: HOHUP
Date Announced: 28/10/2010
Announcement Detail:
Subject: (I) PUBLIC REPRIMAND ON HO HUP CONSTRUCTION COMPANY BERHAD (II) PUBLIC REPRIMAND AND TOTAL FINES OF RM109,500 ON 2 DIRECTORS
Contents: 1. Bursa Malaysia Securities Berhad ("Bursa Securities") publicly reprimands Ho Hup Construction Company Berhad ("HOHUP" or "the Company") for breaches of paragraphs 9.22(1), 9.23(b), 9.23(a) and 2.19 of the LR and paragraph 9.23(2) of the Main Market LR.
In addition, the Company is required to ensure all its directors and the relevant personnel of the Company attend a training programme in relation to compliance with the listing requirements particularly pertaining to financial statements.
2. Paragraph 9.23 of the LR / Main Market LR stipulates that a listed issuer must ensure that the issuance of the annual audited accounts and annual report by a listed issuer shall be as follows:- (a) the annual report shall be issued to the listed issuer's shareholders and given to Bursa Securities within a period not exceeding 6 months from the close of the financial year of the listed issuer; and
(b) the annual audited accounts together with the auditors' and directors' reports shall, in any case, be given to Bursa Securities for public release, within a period not exceeding 4 months from the close of the financial year of the listed issuer unless the annual report is issued within a period of 4 months from the close of the financial year of the listed issuer. Paragraph 9.22(1) of the LR stipulates that a listed issuer must give Bursa Securities for public release, an interim financial report that is prepared on a quarterly basis, as soon as the figures have been approved by the board of directors of the listed issuer, and in any event not later than 2 months after the end of each quarter of a financial year.
Paragraph 2.19 of the LR states that Bursa Securities may, from time to time issue any instruction or directive to or impose any condition on an applicant, a listed issuer, a management company, a trustee, its directors, officers, employees, advisers or any other person to whom the LR is directed and such person as aforesaid must comply with the said instruction, directive or condition and within such time as may be specified by Bursa Securities.
3. HOHUP had committed the following breaches:- No. Breach Penalty 1. Paragraph 9.22(1) of the LR for failing to submit the quarterly report for the financial period ended 31 December 2007 ("QR 4/2007") to Bursa Securities on or before 29 February 2008. The QR 4/2007 was only submitted on 30 May 2008, after a delay of 3 months. Public Reprimand 2. Paragraph 9.23(b) of the LR for failing to submit the annual audited accounts for the financial year ended 31 December 2007 ("AAA 2007") to Bursa Securities on or before 30 April 2008. The AAA 2007 was only submitted on 31 July 2008, after a delay of 3 months. Public Reprimand 3. Paragraph 9.22(1) of the LR for failing to submit the quarterly report for the financial period ended 31 March 2008 ("QR 1/2008") to Bursa Securities on or before 31 May 2008. The QR 1/2008 was only submitted on 28 August 2008, after a delay of 3 months. Public Reprimand 4. Paragraph 9.23(a) of the LR for failing to submit the annual report for the financial year ended 31 December 2007 ("AR 2007") to Bursa Securities on or before 30 June 2008. The AR 2007 was only submitted on 29 September 2008, after a delay of 3 months. Public Reprimand 5. Paragraph 9.23(b) of the LR for failing to submit its annual audited accounts for the financial year ended 31 December 2008 ("AAA 2008") on or before 30 April 2009. The AAA 2008 was only submitted on 15 May 2009, after a delay of 10 market days. Public Reprimand 6. Paragraph 9.23(2) of the Main Market LR for failing to submit its annual audited accounts for the financial year ended 31 December 2009 ("AAA 2009") on or before 30 April 2010. The AAA 2009 was only submitted on 7 May 2010, after a delay of 5 market days. Public Reprimand 7. Paragraph 2.19 of the LR for failing to ensure that the QR 4/2007 was reviewed by the external auditors prior to the same being disseminated to the public. Public Reprimand 8. Paragraph 2.19 of the LR for failing to ensure that the QR 1/2008 was reviewed by the external auditors prior to the same being disseminated to the public. Public Reprimand 9. Paragraph 2.19 of the LR for failing to ensure that the quarterly report for the financial period ended 30 June 2008 ("QR 2/2008") was reviewed by the external auditors prior to the same being disseminated to the public. Public Reprimand 4. HOHUP had delayed in the submission of various financial statements since the financial year ended 31 December 2005 for which the Company was publicly reprimanded on 31 July 2006, 17 December 2007 and 12 August 2008. Please refer to the public reprimands posted at the Company's announcements for details of the breaches. The reasons for the delay in submission of the financial statements provided by HOHUP were shortage of staff, significant audit issues and new management which are unacceptable and do not absolve the Company's and the directors' obligation to take reasonable measures to ensure timely submission of the financial statements.
5. 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 has also found that the directors of HOHUP had failed to discharge their duties as directors pursuant to paragraph 16.11(b) of the LR in respect of compliance by the Company of its obligations under the LR.
Both the former Managing Director and Finance Director of HOHUP are publicly reprimanded and/or fined for permitting HOHUP to commit the following breaches:-
Director Breach Penalty Dato' Low Tuck Choy
Managing Director
(Suspended on 28 August 2008 and ceased on 23 October 2008) Delay in submission of QR 4/2007, AAA 2007, AR 2007, QR 1/2008 Public Reprimand and fine of RM100,500 Failure to ensure that the QR 4/2007, QR 1/2008 and QR 2/2008 were reviewed by the external auditors prior to the same being disseminated to the public on 30 May 2008 and 28 August 2008. Public Reprimand Faris Najhan bin Hashim
Finance Director
(Resigned on 28 March 2008) Delay in submission of QR 4/2007 Public Reprimand and fine of RM9,000 6. The finding of breach and imposition of the above penalties on HOHUP and the directors are made pursuant to paragraph 16.17/16.19 of the LR/ Main Market LR upon completion of due process and after taking into consideration all facts and circumstances of the matter including the fact that HOHUP and the directors had previously breached the LR and in relation to the directors, the roles and responsibilities of the directors in the Company.
7. Whilst Bursa Securities has not made a finding that the other directors of the Company at the material time had caused or permitted the aforesaid breaches by the Company in respect of the delay in submission of financial statements, Bursa Securities nevertheless wishes to highlight that it is the responsibility of directors of listed companies to maintain appropriate standards of responsibility and accountability within the Company and amongst its officers and employees including, amongst others, an awareness of the importance of compliance with the listing requirements.
The Board of Directors of the Company at the material time are as follows:-
Abdul Kadir bin Md. Kassim (resigned on 2 June 2008) Low Teik Kien (resigned on 9 July 2010) Lai Moo Chan (removed on 17 March 2010) Mustapha bin Mohamed (ceased on 23 October 2008) Zainal Abidin bin Mohd Yusof (ceased on 23 October 2008) Lee Chong Hoe (ceased on 23 October 2008) Tan Sri Datuk Seri Panglima Abdul Kadir bin Haji Sheikh Fadzir(appointed on 6 August 2008 and retired on 25 June 2009) Datuk Vincent Lye Ek Seang (appointed on 6 August 2008 and removed on 17 March 2010) Dato' Liew Lee Leong(appointed on 1 December 2008 and resigned on 23 February 2010) Low Kim Leng(appointed on 1 December 2008 and resigned on 8 July 2009) Long Md Nor Amran bin Long Ibrahim (appointed on 1 December 2008 and removed on 17 March 2010) Tan Sri Dato' Kamaruzzaman bin Shariff (appointed on 17 March 2010) Chow Seck Kai (appointed on 17 March 2010) Tuan Haji Slamat bin Hamzah (appointed on 17 March 2010) D. Felix Dorairaj (appointed on 17 March 2010) Yusob bin Md. Tasir (appointed on 17 March 2010)
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