February 6, 2013

Company announcements: APFT, SKPETRO, PETGAS, UNIMECH, BREM, FRB, BONIA, TGL

APFT - Changes in Director's Interest (S135) - Arif Bin Faruk

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameAPFT BERHAD  
Stock Name APFT  
Date Announced6 Feb 2013  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoCC-130206-CC9F3

Information Compiled By KLSE

Particulars of Director

NameArif Bin Faruk
AddressNo. 48, Jalan Seri Beringin 3, Bukit Damansara, 50490 Kuala Lumpur
Descriptions(Class & nominal value)Ordinary Shares of RM0.20 each

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Disposed
31/01/2013
29,500
0.367 

Circumstances by reason of which change has occurredDisposal of shares by his father, Dato' Faruk Bin Othman
Nature of interestIndirect Interest
Consideration (if any) 

Total no of securities after change

Direct (units)15,700,000 
Direct (%)10 
Indirect/deemed interest (units)99,941,500 
Indirect/deemed interest (%)63.66 
Date of notice05/02/2013

Remarks :
This Notice was received by the Company on 6 February 2013.


SKPETRO - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameSAPURAKENCANA PETROLEUM BERHAD  
Stock Name SKPETRO  
Date Announced6 Feb 2013  
CategoryChange in Boardroom
Reference NoSP-130206-CFED1

Date of change06/02/2013
NameDato' Hamzah Bakar
Age69
NationalityMalaysian
Type of changeRedesignation
Previous PositionChairman
New PositionChairman
DirectorateNon Independent & Non Executive
Qualifications 
Working experience and occupation  
Directorship of public companies (if any) 
Family relationship with any director and/or major shareholder of the listed issuer 
Any conflict of interests that he/she has with the listed issuer 
Details of any interest in the securities of the listed issuer or its subsidiaries 


PETGAS - Changes in Sub. S-hldr's Int. (29B) - EMPLOYEES PROVIDENT FUND BOARD

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NamePETRONAS GAS BERHAD  
Stock Name PETGAS  
Date Announced6 Feb 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoPG-130206-A2F95

Particulars of substantial Securities Holder

NameEMPLOYEES PROVIDENT FUND BOARD
AddressTingkat 19, Bangunan KWSP
Jalan Raja Laut
50350 Kuala Lumpur
NRIC/Passport No/Company No.EPF ACT 1991
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Share of RM1.00/share
Name & address of registered holderCITIGROUP NOMINEES (TEMPATAN) SDN BHD

Level 42, Menara Citibank
165 Jalan Ampang
50450 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired31/01/2013
300,000
 
Disposed31/01/2013
170,000
 
Disposed31/01/2013
187,400
 

Circumstances by reason of which change has occurred1.Purchase of shares in the open market
2.Sale of shares managed by the portfolio manager(AMUNDI)
3.Sale of shares managed by the portfolio manager(CIMB PRI)
Nature of interestDirect
Direct (units)266,379,200 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change266,379,200
Date of notice04/02/2013

Remarks :
The direct interest of 266,379,200 shares comprising :

a) 251,929,400 shares held by Citigroup Nominees (Tempatan) Sdn Bhd;

b) 1,497,600 shares held by EPF Board;

c) 748,100 shares held by Employees Provident Fund Board (AMUNDI);

d) 302,500 shares held by Employees Provident Fund Board (KIB);

e) 1,661,900 shares held by Employees Provident Fund Board (HDBS);

f) 346,000 shares held by Employees Provident Fund Board (RHB INV);

g) 757,100 shares held by Employees Provident Fund Board (AM INV);

h) 38,000 shares held by Employees Provident Fund Board (MAYBAN);

i) 4,814,800 shares held by Employees Provident Fund Board (NOMURA);

j) 3,843,800 shares held by Employees Provident Fund Board (CIMB PRI);

k) 440,000 shares held by Employees Provident Fund Board (ARIM);


Received form 29B on 6 February 2013


UNIMECH - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):NON RELATED PARTY TRANSACTIONS

Announcement Type: General Announcement
Company NameUNIMECH GROUP BERHAD  
Stock Name UNIMECH  
Date Announced6 Feb 2013  
CategoryGeneral Announcement
Reference NoUG-130206-65844

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionDisposal of subsidiary company – PT. Arita Prima Teknindo
Introduction
PT. Arita Prima Indonesia (“API”), a 85% owned subsidiary of Arita Engineering Sdn. Bhd. (“AESB”) which in turn is a wholly-owned subsidiary of Unimech Group Berhad (“UGB’) had on 6 February 2013 disposed off 7,000 shares and 3,000 shares of IDR100,000 each representing 70% and 30% equity interest in PT. Arita Prima Teknindo (“APT”) to Kaya Selalu Holdings Sdn. Bhd. (“KSH”) and Yibaifern Holdings Sdn. Bhd. (“YH”) for a cash consideration of IDR2,170,000,000 (equivalent to RM761,404) and IDR930,000,000 (equivalent to RM326,316) respectively (“the Disposal”).

Upon the Disposal, APT has ceased to be a subsidiary company of API.

Information on APT

The authorised capital and the paid up capital of APT is IDR1,000,000,000 divided into 10,000 ordinary shares at IDR100,000 each.

The principal activity of APT is general trading.

APT has unaudited shareholders’ fund of IDR3,098,169,137 (equivalent to RM1,087,077) as at 31 December 2012.

Information on KSH and YH

KSH and YH are companies incorporated in Malaysia under the Companies Act, 1965. The principal activity of KSH and YH is investment holding.

Cash Consideration

The cash consideration of IDR2,170,000,000 and IDR930,000,000 are arrived after taking into consideration the shareholders’ fund of APT.

Rationale for the Disposal

API is in the process of rationalise its operations in Indonesia. The marketing activities previously carried out by APT for Surabaya, Indonesia market has been taken over by a branch set up by API. Thus, the disposal of APT is to streamline API’s operation to improve efficiency and reduce the operational expenses of API.

Original Cost of the Investment

The date and the original cost of investments of API in APT are as follows:-

Date of investmentCost of Investment
(IDR)
01 March 2001
210,000,000
07 February 2011
490,000,000
03 July 2012
2,100,000,000
Total
2,800,000,000

Expected gain/loss to UGB

The expected gain of IDR1,830,863 (equivalent to RM642,408) to UGB applicable to the Disposal.

Financial Effects

The Disposal will not have any material effect on the net assets per share, earnings per share and gearing of UGB for the financial year ending 31 December 2013.

The Disposal also has no effect on the share capital and substantial shareholders’ shareholding of UGB.

There are no other liabilities or guarantees to be assumed by UGB arising from the Disposal.

Directors’ and Major Shareholders’ Interest

None of the Directors and Major Shareholders or persons connected to the Directors or Major Shareholders has any interest, direct or indirect in the Disposal.

Approval Required

The Disposal is not subject to the approval of the shareholders of UGB or any other government authorities.

Statement by the Board of Directors

The Board of Directors is of the opinion that the Disposal is in the best interest of UGB.

Estimated Timeframe to Complete

Barring any unforeseen circumstances, the Disposal is expected to be completed within one (1) month from the date of this announcement.

Paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad

The highest percentage ratio pursuant to Paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad applicable to the Disposal is 2.03%.

This announcement is dated 6 February 2013


UNIMECH - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):NON RELATED PARTY TRANSACTIONS

Announcement Type: General Announcement
Company NameUNIMECH GROUP BERHAD  
Stock Name UNIMECH  
Date Announced6 Feb 2013  
CategoryGeneral Announcement
Reference NoUG-130206-64186

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionDisposal of subsidiary company – PT. Arita Prima Gemilang

Introduction

PT. Arita Prima Indonesia (“API”), a 85% owned subsidiary of Arita Engineering Sdn. Bhd. (“AESB”) which in turn is a wholly-owned subsidiary of Unimech Group Berhad (“UGB’) had on 6 February 2013 disposed off 7,000 shares and 3,000 shares of IDR100,000 each representing 70% and 30% equity interest in PT. Arita Prima Gemilang (“APG”) to Kaya Selalu Holdings Sdn. Bhd. (“KSH”) and Yibaifern Holdings Sdn. Bhd. (“YH”) for a cash consideration of IDR822,500,000 (equivalent to RM288,596) and IDR352,500,000 (equivalent to RM123,684) respectively (“the Disposal”).

Upon the Disposal, APG has ceased to be a subsidiary company of API.

Information on APG

The authorised capital and the paid up capital of APG is IDR1,000,000,000 divided into 10,000 ordinary shares at IDR100,000 each.

The principal activities of APG are system design, fabrication, installation, maintenance of boilers, combustion equipment, engineering equipment and piping systems.

APG has unaudited shareholders’ fund of IDR1,172,085,187 (equivalent to RM411,258) as at 31 December 2012.

Information on KSH and YH

KSH and YH are companies incorporated in Malaysia under the Companies Act, 1965. The principal activitiy of KSH and YH are investment holding.

Cash Consideration

The cash consideration of IDR822,500,000 and IDR352,500,000 are arrived after taking into consideration the shareholders’ fund of APG.

Rationale for the Disposal

API is in the process of rationalise its operations in Indonesia. The marketing activities previously carried out by APG for Pekan Baru, Indonesia market has been taken over by a branch set up by API. Thus, the disposal of APG is to streamline API’s operation to improve efficiency and reduce the operational expenses of API.

Original Cost of the Investment

The date and the original cost of investments of API in APG are as follows:-


Date of investment

Cost of Investment
(IDR)

08 October 2001

318,500,000

18 March 2011

560,000,000

01 April 2011

85,700,000

Total

964,200,000

Expected gain/loss to UGB

The expected gain of IDR2,914,813 (equivalent to RM988) to UGB applicable to the Disposal.

Financial Effects

The Disposal will not have any material effect on the net assets per share, earnings per share and gearing of UGB for the financial year ending 31 December 2013.

The Disposal also has no effect on the share capital and substantial shareholders’ shareholding of UGB.

There are no other liabilities or guarantees to be assumed by UGB arising from the Disposal.

Directors’ and Major Shareholders’ Interest

None of the Directors and Major Shareholders or persons connected to the Directors or Major Shareholders has any interest, direct or indirect in the Disposal.

Approval Required

The Disposal is not subject to the approval of the shareholders of UGB or any other government authorities.

Statement by the Board of Directors

The Board of Directors is of the opinion that the Disposal is in the best interest of UGB.

Estimated Timeframe to Complete

Barring any unforeseen circumstances, the Disposal is expected to be completed within one (1) month from the date of this announcement.

Paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad

The highest percentage ratio pursuant to Paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad applicable to the Disposal is 0.48%.

This announcement is dated 6 February 2013


UNIMECH - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):NON RELATED PARTY TRANSACTIONS

Announcement Type: General Announcement
Company NameUNIMECH GROUP BERHAD  
Stock Name UNIMECH  
Date Announced6 Feb 2013  
CategoryGeneral Announcement
Reference NoUG-130206-66469

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionDisposal of subsidiary company – PT. Ragam Teknik

Introduction

PT. Arita Prima Indonesia (“API”), a 85% owned subsidiary of Arita Engineering Sdn. Bhd. (“AESB”) which in turn is a wholly-owned subsidiary of Unimech Group Berhad (“UGB’) had on 6 February 2013 disposed off 7,000 shares of IDR100,000 each representing 70% equity interest in PT. Ragam Teknik (“RT”) to Kaya Selalu Holdings Sdn. Bhd. (“KSH”) for a cash consideration of IDR868,000,000 (equivalent to RM304,561) (“the Disposal”).

Upon the Disposal, RT has ceased to be a subsidiary company of API.

Information on RT

The authorised capital and the paid up capital of RT is IDR1,000,000,000 divided into 10,000 ordinary shares at IDR100,000 each.

The principal activities of RT are system design, fabrication, installation, maintenance of boilers, combustion equipment, engineering equipment and piping systems.

RT has unaudited shareholders’ fund of IDR1,238,389,978 (equivalent to RM434,523) as at 31 December 2012.

Information on KSH

KSH is a company incorporated in Malaysia under the Companies Act, 1965. The principal activity of KSH is investment holding.

Cash Consideration

The cash consideration of IDR868,000,000 is arrived after taking into consideration the shareholders’ fund of RT.

Rationale for the Disposal

API is in the process of rationalise its operations in Indonesia. The marketing activities previously carried out by RT for Jakarta Timur, Indonesia market has been taken over by a branch set up by API. Thus, the disposal of RT is to streamline API’s operation to improve efficiency and reduce the operational expenses of API.

Original Cost of the Investment

The date and the original cost of investments of API in RT are as follows:-

Date of investmentCost of investment
(IDR)
31 May 2001
70,000,000
02 October 2010
630,000,000
Total
700,000,000

Expected gain/loss to UGB

The expected gain of IDR1,127,015 (equivalent to RM395) to UGB applicable to the Disposal.

Financial Effects

The Disposal will not have any material effect on the net assets per share, earnings per share and gearing of UGB for the financial year ending 31 December 2013.

The Disposal also has no effect on the share capital and substantial shareholders’ shareholding of UGB.

There are no other liabilities or guarantees to be assumed by UGB arising from the Disposal.

Directors’ and Major Shareholders’ Interest

None of the Directors and Major Shareholders or persons connected to the Directors or Major Shareholders has any interest, direct or indirect in the Disposal.

Approval Required

The Disposal is not subject to the approval of the shareholders of UGB or any other government authorities.

Statement by the Board of Directors

The Board of Directors is of the opinion that the Disposal is in the best interest of UGB.

Estimated Timeframe to Complete

Barring any unforeseen circumstances, the Disposal is expected to be completed within one (1) month from the date of this announcement.

Paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad

The highest percentage ratio pursuant to Paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad applicable to the Disposal is 1.49%.

This announcement is dated 6 February 2013


BREM - Notice of Shares Buy Back - Immediate Announcement

Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company NameBREM HOLDING BERHAD  
Stock Name BREM  
Date Announced6 Feb 2013  
CategoryNotice of Shares Buy Back - Immediate Announcement
Reference NoCS-130206-35825

Date of buy back06/02/2013
Description of shares purchasedOrdinary Shares @ RM1/- Each
CurrencyMalaysian Ringgit (MYR)
Total number of shares purchased (units)30,000
Minimum price paid for each share purchased ($$)1.080
Maximum price paid for each share purchased ($$)1.080
Total consideration paid ($$)32,578.80
Number of shares purchased retained in treasury (units)30,000
Number of shares purchased which are proposed to be cancelled (units)0
Cumulative net outstanding treasury shares as at to-date (units)3,474,031
Adjusted issued capital after cancellation
(no. of shares) (units)
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%)2.01


FRB - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):RELATED PARTY TRANSACTIONS

Announcement Type: General Announcement
Company NameFORMIS RESOURCES BERHAD  
Stock Name FRB  
Date Announced6 Feb 2013  
CategoryGeneral Announcement
Reference NoFR-130206-57239

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS
DescriptionSUPPLEMENTAL AGREEMENT TO THE INVESTMENT AGREEMENT BETWEEN CONTINUOUS NETWORK ADVISERS SDN BHD, MYATM SDN BHD AND GOH CHEE CHERN

Further to the announcements on 10 September 2012, 12 September 2012, 14 September 2012 and 6 November 2012 (“Announcements”), the Board of Directors (“the Board”) of Formis Resources Berhad (“FRB” and/or “the Company”) wishes to announce that Continuous Network Advisers Sdn Bhd (“CNA”), a wholly-owned subsidiary of FRB, has on 6 February 2013 entered into a Supplemental Agreement to the Investment Agreement dated 10 September 2012 (“Investment Agreement”) with MYATM Sdn Bhd (“MYATM”) and Goh Chee Chern (“GCC”) [“Supplemental Agreement”] for the purpose of varying certain terms of the Investment Agreement.

For consistency, the abbreviations and definitions used throughout this announcement are the same as those previously defined in the Announcements.

Further details of the Supplemental Agreement are attached below.



BONIA - OTHERS New Associate Company - Serene Glow Sdn Bhd

Announcement Type: General Announcement
Company NameBONIA CORPORATION BERHAD  
Stock Name BONIA  
Date Announced6 Feb 2013  
CategoryGeneral Announcement
Reference NoBC-130206-0D4EE

TypeAnnouncement
SubjectOTHERS
DescriptionNew Associate Company
- Serene Glow Sdn Bhd

The Board of Directors of Bonia Corporation Berhad (“the Company” or “Bonia”) wishes to announce that the subscription of 3,300 ordinary shares of RM1.00 each at par in Serene Glow Sdn Bhd (1011206-T) (“SGSB”), by its wholly-owned subsidiary namely BCB Properties Sdn Bhd (351290-U) (“BCBP”) has been completed. The share certificate issued by SGSB in respect of the 3,300 shares allotted to BCBP was received on 6 February 2013.

Accordingly, BCBP holds 33% of the enlarged issued and paid-up share capital of SGSB and SGSB is an associate company of BCBP.

SGSB was incorporated in Malaysia under the Companies Act, 1965 on 24 July 2012 as a private limited company. The authorised share capital of SGSB is RM100,000.00 comprising 100,000 ordinary shares of RM1.00 each and its enlarged issued and paid-up capital is RM10,000.00 comprising 10,000 ordinary shares of RM1.00 each. The principal activities of SGSB are property investment and development.

The above subscription was funded by internal resources and is not expected to have any material effects on the earnings or net assets of the Company for the current financial year ending 30 June 2013.

None of the Directors and to the best knowledge of the Directors, none of the major shareholders or person connected to them has any interest, direct or indirect in the above subscription of shares.

This announcement is dated 6 February 2013.



TGL - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameTEO GUAN LEE CORPORATION BERHAD  
Stock Name TGL  
Date Announced6 Feb 2013  
CategoryChange in Boardroom
Reference NoCP-130110-64969

Date of change06/02/2013
NameToh Choon Guan
Age46
NationalityMalaysian
Type of changeAppointment
DesignationDirector
DirectorateExecutive
QualificationsMr Toh Choon Guan graduated with a Bachelor of Engineering from University of New South Wales, Australia in 1991. 
Working experience and occupation Mr Toh Choon Guan has 5 years of working experience as a consulting engineer before joining the Group. He joined Teo Guan Lee (Penang) Sdn. Bhd. in 1996 and is currently the General Manager of Teo Guan Lee (Penang) Sdn. Bhd. and the Penang based subsidiaries.

He is currently fully in charge of the marketing and merchandising functions and contribute to identify new business opportunities for the Group. 
Directorship of public companies (if any)Nil 
Family relationship with any director and/or major shareholder of the listed issuerMr Toh Choon Guan is the son of Mr Toh Peng Hoe, the Managing Director of the Company and Mdm Lau Soo Hiang, major shareholder of the Company.

Mr Toh Choon Guan is the brother of:-
- Ms Toh Kian Beng, an Executive Director of the Company;
- Mr Toh Choon Neng and Mr Toh Choon Meng, of which are the major shareholders of the Company;
- Mr Toh Choon Keat, the newly appointed Director.

Mr Toh Choon Guan has indirect interest in Teo Guan Lee Holdings Sdn. Bhd., Toh Peng Hoe Holdings Sdn. Bhd. and Ideal Structure Sdn. Bhd., of which are the major shareholders of the Company.

Mr Toh Choon Guan has indirect interest in Melodi Ragam Sdn. Bhd., the shareholder of the Company 
Any conflict of interests that he/she has with the listed issuerNil 
Details of any interest in the securities of the listed issuer or its subsidiariesIndirect Interest - 27,207,659 ordinary shares of RM1-00 each  


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