June 22, 2011

Company announcements: RGB, AMMB, GPLUS, FSBM, QSR, INTEGRA, HIRO, UBB

RGB - OTHERS

Announcement Type: General Announcement
Company Name: RGB INTERNATIONAL BHD
Stock Name: RGB
Date Announced: 22/06/2011

Announcement Detail:
Type: Announcement

Subject: OTHERS

Description: RGB INTERNATINAL BHD.
Proposed Excess Application to the Rights Issue in Chateau De Bavet Club Co., Ltd., a 60% subsidiary in Kingdom of Cambodia, by Macrocept Sdn. Bhd., a wholly owned subsidiary of RGB International Bhd.

Attachments: General Announcement-22.6.11.pdf


RGB - OTHERS

Announcement Type: General Announcement
Company Name: RGB INTERNATIONAL BHD
Stock Name: RGB
Date Announced: 22/06/2011

Announcement Detail:
Type: Announcement

Subject: OTHERS

Description: RGB INTERNATIONAL BHD.
Proposed disposal of 32% equity interest in Chateau De Bavet Club Co., Ltd., a subsidiary in Kingdom of Cambodia, by Macrocept Sdn. Bhd., a wholly owned subsidiary of RGB International Bhd.

Attachments: 1110-disCDBC-annc.pdf


AMMB - DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS): DEALINGS OUTSIDE CLOSED PERIOD

Announcement Type: General Announcement
Company Name: AMMB HOLDINGS BERHAD
Stock Name: AMMB
Date Announced: 22/06/2011

Announcement Detail:
Type: Announcement

Subject: DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS OUTSIDE CLOSED PERIOD

Description: AMMB Holdings Berhad ("AMMB") wishes to inform that Mr Cheah Tek Kuang, a Director of the Company had on 22 June 2011, given notice of his dealings in the ordinary shares of AMMB, as follows :


GPLUS - GPLUS PUBLICLY REPRIMANDED AND AND ITS DIRECTORS FINED RM1.4 MILLION

Announcement Type: Listing Circular
Company Name: GOLDEN PLUS HOLDINGS BERHAD
Stock Name: GPLUS
Date Announced: 22/06/2011

Announcement Detail:
Subject: GPLUS PUBLICLY REPRIMANDED AND AND ITS DIRECTORS FINED RM1.4 MILLION

Contents: Bursa Malaysia Securities Berhad ("Bursa Securities") publicly reprimands Golden Plus Holdings Berhad ("GPLUS") for breaches of the Main Market Listing Requirements (Main LR); and publicly reprimands and fines its directors a total of RM1.4 million.

Bursa Securities views the contraventions seriously and cautions GPLUS and its Board of Directors on their responsibility to maintain appropriate standards of corporate responsibility and accountability to its shareholders and the investing public.

Bursa Securities would like to emphasise that in its effort to maintain a fair and orderly market and ensuring protection of shareholders and investors of listed companies, it does not tolerate any contraventions or attempts to delay compliance of its rules and directives. Bursa Securities is committed to carry out strict enforcement in such cases of contraventions and would initiate the necessary legal action to give effect to its directives and enforcement decisions accordingly.


(A) PUBLIC REPRIMAND ON GOLDEN PLUS HOLDINGS BERHAD

1. Bursa Securities publicly reprimands GPLUS for breach of paragraph 2.23 of the Main LR.

Paragraph 2.23 of the Main LR states that Bursa Securities may, from time to time, issue any instruction or directive to or impose any condition on a listed issuer and the listed issuer must comply with the said instruction, directive or condition and within such time as may be specified by Bursa Securities.

GPLUS had breached paragraph 2.23 of the Main LR for failing to comply with the following directives issued by Bursa Securities:-
(a) The numerous directives issued by Bursa Securities directing GPLUS to appoint a Special Auditor ("SA") and to allow the Special Auditor, Messrs PricewaterhouseCoopers ("PWC") to proceed with the special audit work in accordance with the directives and the Consent Order dated 21 April 2009 ("the SA Directives"); and (b) The directives issued by Bursa Securities directing GPLUS to:- i. retract / withdraw Item 5 of the Notice of Annual General Meeting ("AGM") dated 7 September 2010 with regards to the resolution seeking GPLUS' shareholders' approval to comply with Bursa Securities' directives to appoint PWC as the SA and authorisation for the directors to pay for the services; and
ii. disclose and update GPLUS' shareholders as to the compliance of Bursa Securities' directive and the Consent Order dated 21 April 2009 with regards to the appointment of PWC as the SA including the clarifications provided by Bursa Securities vide letter dated 7 September 2010 with regards to the basis for the appointment of the SA, ("the AGM Directive").
(B) PUBLIC REPRIMAND AND TOTAL FINE OF RM1.4 MILLION ON THE DIRECTORS

2. Bursa Securities also finds the following directors, who were the directors of GPLUS at the material time, to be in breach of paragraph 16.13(b) of the Main LR for permitting GPLUS to commit the above breach, and imposes a public reprimand and fine of RM200,000 each on the following directors of GPLUS:- No. Director Position 1. Dato' Setia Abdul Halim Bin Dato' Haji Abdul Rauf Non-Independent and Non-Executive Chairman
Audit Committee Member 2. Low Thiam Hoe Executive Director
(Retired on 30 September 2010) 3. Goh Sin Tien Executive Director 4. Dato' Jeyaraj a/l V. Ratnaswamy Independent and Non-Executive Director
Audit Committee Chairman 5. Yeoh Hor San
Independent and Non Executive Director
Audit Committee Member 6. Tan Sri Dato' Haji Lamin bin Haji Mohd Yunus Independent and Non Executive Director 7. Dato' Yahaya bin Udin Independent and Non Executive Director The findings of breach and imposition of the above penalties on GPLUS and the directors are made pursuant to paragraph 16.19 of the Main LR upon completion of due process and after taking into consideration all facts and circumstances of the matter including the materiality of the breach and the aggravating conduct of the directors where they failed/neglected/refused to comply with the SA Directives by the prescribed time frames imposed by Bursa Securities. (C) BACKGROUND

3. Bursa Securities first issued a directive for GPLUS to appoint a SA on 26 August 2008 due to various facts and circumstances including the numerous breaches of the listing requirements at the material time by the company and uncertainty and concern with regards to the management of the business and financial affairs of GPLUS by the provisional liquidator ("PL") appointed over GPLUS and its subsidiaries on 27 March 2008 vis-a-vis compliance of the listing requirements by GPLUS.
Notwithstanding the removal/cessation of the PL on 10 May 2010 and that GPLUS had submitted its outstanding financial statements, Bursa Securities maintained and required compliance of the SA Directives. In this regard, Bursa Securities remained concern of the uncertainty as to the management of business and financial affairs of GPLUS and the financial figures and various items set out in GPLUS' annual audited accounts for the financial year ended 31 December 2009, particularly pertaining to GPLUS' subsidiaries in China which contributed more than 99% and 87% of the total revenue and assets of GPLUS Group respectively as at 31 December 2009.

The directors had refused to comply and blatantly disregarded Bursa Securities' directives to appoint PWC as the SA and allow the commencement of the special audit notwithstanding the numerous directives by Bursa Securities, the court orders procured on 10 August 2009 and 10 May 2010 by Bursa Securities and GPLUS' execution of PWC's letter of engagement dated 11 August 2009.

GPLUS and the directors only proceeded to appoint PWC on 17 December 2010 and paid the mobilisation fee to PWC on 27 December 2010 after Bursa Securities had obtained an order from the High Court on 29 November 2010 to specifically compel GPLUS to appoint PWC as the SA and perform all the obligations pursuant to PWC's letter of engagement, failing which, the directors of GPLUS may be in contempt of the court order and liable to committal proceedings.

In respect of the AGM Directive, notwithstanding that the directors had the authority to comply with the SA Directives and there was no necessity to seek its shareholders' approval with regards to compliance of the SA Directives (i.e. appointment of the SA and/or the fees), GPLUS and its directors had proceeded to do so in breach of the listing requirements. Further, the directors' failure to make factual and balanced disclosures to the shareholders in accordance with the AGM Directive had resulted in shareholders' confusion of the necessity/relevance of the SA Directives which had led to the resolution to approve the appointment of a SA subject to a maximum payment of RM500,000 for the services and further delaying GPLUS' compliance of the directives by Bursa Securities.


FSBM - GENERAL MEETINGS: OUTCOME OF MEETING

Announcement Type: General Announcement
Company Name: FSBM HOLDINGS BERHAD
Stock Name: FSBM
Date Announced: 22/06/2011

Announcement Detail:
Type: Announcement

Subject: GENERAL MEETINGS
OUTCOME OF MEETING

Description: TWENTY-SEVENTH ANNUAL GENERAL MEETING - PASSING OF RESOLUTIONS

The Board of Directors of FSBM Holdings Berhad ("the Company")wishes to announce that all the resolutions including the following Proposed resolutions tabled as special business, were passed at the Twenty-Seventh Annual General Meeting of the Company held earlier today:-

a)Authority to issue shares pursuant to Section 132D of the Companies Act, 1965.

b)Proposed alteration to articles 157(1) and 157(2) of the articles of association.

This announcement is dated 22 June 2011.


QSR - Notice of Shares Buy Back - Immediate Announcement

Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company Name: QSR BRANDS BHD
Stock Name: QSR
Date Announced: 22/06/2011

Announcement Detail:
Date of buy back: 22/06/2011

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

Currency: Malaysian Ringgit (MYR)

Total number of shares purchased (units): 14,000

Minimum price paid for each share purchased ($$): 5.780

Maximum price paid for each share purchased ($$): 5.850

Total consideration paid ($$): 81,918.95

Number of shares purchased retained in treasury (units): 14,000

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

Cumulative net outstanding treasury shares as at to-date (units): 13,136,900

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 (%): 4.72


INTEGRA - Change in Boardroom

Announcement Type: Change in Boardroom
Company Name: INTEGRAX BERHAD
Stock Name: INTEGRA
Date Announced: 22/06/2011

Announcement Detail:
Date of change: 21/06/2011

Type of change: Redesignation

Previous Position: Non-Executive Director

New Position: Chairman

Directorate: Independent & Non Executive

Name: Dato' Seri DiRaja Mohamad Tajol Rosli bin Mohd Ghazali

Age: 67

Nationality: Malaysian

Qualifications: Bachelor of Commerce Degree from University of Melbourne

Working experience and occupation: Dato' Seri was the 9th Menteri Besar of the State of Perak from 1999 to 2008. Prior to that, Dato' Seri held various portfolios in the Government such as Parliamentary Secretary of Rural Development in 1983, Deputy Minister of National and Rural Development in 1986, Deputy Minister of Energy, Telecommunications and Post in 1990, Deputy Minister of Housing and Local Government in 1995, Deputy Minister of Home Affairs in 1997 and Minister in the Prime Minister's Department in January 1999. Dato' Seri has been and still is an assemblyman since he was first elected in 1977. Dato' Seri was also a Member of Parliament from 1978 to 1999.

Apart from his extensive contribution to the public administration, Dato' Seri also played an active role in the development of youth within Malaysia and in the Asian region. He was the President of the Malaysian Youth Council from 1982 to 1986, the Secretary General of the Working Committee for the ASEAN Youth Council from 1982 to 1986 and President of the Asian Youth Council from 1988 to 1991.

Besides his career in the public sector, Dato' Seri has over the last 15 years also served in various capacities in the private sector. Among positions held were Director of Applied Management Consultant Sdn Bhd, an IT consultancy company and Managing Director of Rosli, Gan & Co., which specialized in outsourcing of accounting and company secretarial services. Dato' Seri is currently the Chairman of Pengurusan Aset Air Berhad.

Directorship of public companies (if any): Pengurusan Aset Air 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


HIRO - Notice of Shares Buy Back - Immediate Announcement

Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company Name: HIROTAKO HOLDINGS BHD
Stock Name: HIRO
Date Announced: 22/06/2011

Announcement Detail:
Date of buy back: 22/06/2011

Description of shares purchased: ordinary shares

Currency: Malaysian Ringgit (MYR)

Total number of shares purchased (units): 12,000

Minimum price paid for each share purchased ($$): 1.990

Maximum price paid for each share purchased ($$): 1.990

Total consideration paid ($$): 24,006.69

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): 4,957,160

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 (%): 2.78


UBB - GENERAL MEETINGS: OUTCOME OF MEETING

Announcement Type: General Announcement
Company Name: UNITED BINTANG BERHAD
Stock Name: UBB
Date Announced: 22/06/2011

Announcement Detail:
Type: Announcement

Subject: GENERAL MEETINGS
OUTCOME OF MEETING

Description: The Board of Directors of United Bintang Berhad is pleased to announce that all the resolutions tabled at the 32nd Annual General Meeting of the Company held on 22 June 2011 were approved by the shareholders of the Company who were present in person or by proxy and voted at the meeting.


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