March 25, 2013

Company announcements: AXIATA, SCOMIES, EKIB, HELP, PWROOT

AXIATA - Changes in Sub. S-hldr's Int. (29B) - AmanahRaya Trustees Berhad-Skim Amanah Saham Bumiputera

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameAXIATA GROUP BERHAD  
Stock Name AXIATA  
Date Announced25 Mar 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoAG-130325-6C686

Particulars of substantial Securities Holder

NameAmanahRaya Trustees Berhad
-Skim Amanah Saham Bumiputera
AddressTingkat 4, Balai PNB
201-A, Jalan Tun Razak
50400 Kuala Lumpur
NRIC/Passport No/Company No.766894-T
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holderAmanahRaya Trustees Berhad -Skim Amanah Saham Bumiputera, Tingkat 4, Balai PNB, 201-A, Jalan Tun Razak, 50400 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired19/03/2013
2,657,400
 

Circumstances by reason of which change has occurredAcquisition of 2,657,400 shares by AmanahRaya Trustees Berhad-Skim Amanah Saham Bumiputera
Nature of interestDirect
Direct (units)614,357,500 
Direct (%)7.21 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change614,357,500
Date of notice19/03/2013

Remarks :
Form 29B received on 25 March 2013


AXIATA - Changes in Sub. S-hldr's Int. (29B) - AmanahRaya Trustees Berhad-Skim Amanah Saham Bumiputera

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameAXIATA GROUP BERHAD  
Stock Name AXIATA  
Date Announced25 Mar 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoAG-130325-6F360

Particulars of substantial Securities Holder

NameAmanahRaya Trustees Berhad
-Skim Amanah Saham Bumiputera
AddressTingkat 4, Balai PNB
201-A, Jalan Tun Razak
50400 Kuala Lumpur
NRIC/Passport No/Company No.766894-T
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holderAmanahRaya Trustees Berhad -Skim Amanah Saham Bumiputera, Tingkat 4, Balai PNB, 201-A, Jalan Tun Razak, 50400 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired20/03/2013
3,000,000
 

Circumstances by reason of which change has occurredAcquisition of 3,000,000 shares by AmanahRaya Trustees Berhad-Skim Amanah Saham Bumiputera
Nature of interestDirect
Direct (units)617,357,500 
Direct (%)7.25 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change617,357,500
Date of notice20/03/2013

Remarks :
Form 29B received on 25 March 2013


SCOMIES - Changes in Director's Interest (S135) - Shah Hakim @ Shahzanim bin Zain ("SHZ")

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameSCOMI ENERGY SERVICES BHD  
Stock Name SCOMIES  
Date Announced25 Mar 2013  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoSE-130325-E47E8

Information Compiled By KLSE

Particulars of Director

NameShah Hakim @ Shahzanim bin Zain ("SHZ")
AddressNo. 32, Jalan Chelagi, Off Jalan Bruas, Damansara Heights, 50490 Kuala Lumpur
Descriptions(Class & nominal value)Ordinary Shares of RM0.45 each

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Acquired
21/03/2013
124,900
0.407 
Acquired
22/03/2013
60,000
0.409 
Acquired
25/03/2013
305,000
0.408 

Circumstances by reason of which change has occurredOpen market transaction.
Nature of interestDirect Interest
Consideration (if any) 

Total no of securities after change

Direct (units)1,485,500 
Direct (%)0.063 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Date of notice25/03/2013


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

Announcement Type: General Announcement
Company NameSCOMI ENERGY SERVICES BHD  
Stock Name SCOMIES  
Date Announced25 Mar 2013  
CategoryGeneral Announcement
Reference NoSE-130325-E47DB

TypeAnnouncement
SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS OUTSIDE CLOSED PERIOD
DescriptionSCOMI ENERGY SERVICES BHD (FORMERLY KNOWN AS SCOMI MARINE BHD) (“SESB” or “the Company”)
- Dealings in listed securities of the Company outside closed period pursuant to Paragraph 14.09(a) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad.

Pursuant to Paragraph 14.09(a) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the Company wishes to announce that the following Director of SESB had transacted in listed securities of SESB outside closed period as set out in Table hereunder.

This announcement is dated 25 March 2013.

Name of Director

Shah Hakim @ Shahzanim Bin Zain

Type of Securities

Ordinary share of RM0.45 each

Nature of Interest

Date Transacted

Opening Balance

No. of Shares Acquired/

Disposed/

Other

% of Shares Transacted

Price per Shares

(RM)

Closing Balance

% of Shares Held After the Transaction

Direct

21 March 2013

995,600

Acquired

124,900

0.005

RM0.407

1,120,500

0.048

Direct

22 March 2013

1,120,500

Acquired

60,000

0.002

RM0.409

1,180,500

0.050

Direct

25 March 2013

1,180,500

Acquired

305,000

0.013

RM0.408

1,485,500

0.063



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

Announcement Type: General Announcement
Company NameEMAS KIARA INDUSTRIES BERHAD  
Stock Name EKIB  
Date Announced25 Mar 2013  
CategoryGeneral Announcement
Reference NoCK-130325-F38D8

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionEMAS KIARA INDUSTRIES BERHAD ("EKIB" OR THE "COMPANY")
- LETTER OF OFFER FOR THE PROPOSED ACQUISITION OF A PIECE OF INDUSTRIAL LAND IN KOTA KINABALU INDUSTRIAL PARK, SABAH AND THE PROPOSED JOINT VENTURE ON THE SAID LAND

1. INTRODUCTION

The Board of Directors of EKIB wishes to announce that Noblecorp Lands Sdn Bhd ("Noblecorp"), a wholly-owned subsidiary of EKIB, had on 25 March 2013 accepted an offer ("Letter of Offer") by K.K.I.P Sdn Bhd ("KKIP"), a wholly-owned subsidiary of the State Government of Sabah, to acquire a piece of industrial land on as is basis excluding all land premium measuring approximately 80 usable acres in Kota Kinabalu Industrial Park, Sabah ("Land") from KKIP at a purchase consideration of RM33,454,080 to be wholly satisfied by way of cash ("Purchase Consideration") ("Proposed Acquisition").

The Letter of Offer further sets out the main terms of the proposed joint venture between Noblecorp and KKIP for the development on the Land ("Proposed Joint Venture").

The Company is in the midst of appointing an Adviser and a valuer in relation to the Proposed Acquisition. Further details of the Proposed Acquisition and the Proposed Joint Venture will be announced upon the execution of a formal sale and purchase agreement ("SPA") and a formal joint venture agreement ("JVA"), respectively, to be entered into between Noblecorp and KKIP.

2. SALIENT TERMS OF THE LETTER OF OFFER

The salient terms of the Letter of Offer include, amongst other, the following:-

2.1 JVA

The JVA is to be finalised within 3 months from 25 March 2013.

2.2 Payment Terms

The Purchase Consideration of RM33,454,080 for the acquisition of the Land shall be wholly satisfied by way of cash in the following manner:-

Payment Terms

Timing

Consideration

RM

i.

Commitment fee (5%)

Upon acceptance of the Offer

1,672,704

ii.

Deposit (25%)

Upon signing of the JVA

8,363,520

iii.

Balance (70%)

Within three (3) months from the date of signing the JVA

23,417,856

TOTAL

33,454,080

Commitment fee will be forteited if JVA is not signed within 30 days of issuance of JVA.

2.3 Development of the Land

i.

The development on the Land shall be undertaken by way of a collaboration between Noblecorp and KKIP in the form of a joint venture company ("JVC");

ii.

the JVC will appoint a Project Management Committee for the management of the Project;

iii.

Noblecorp and KKIP shall hold 75% and 25% equity interest in the JVC respectively;

iv.

The value of and timing of KKIP's equity injection in the JVC shall be based on the value of and timing of the development phase. The value in each of KKIP's equity injection shall be limited to an amount of not more than RM10 million; and

v.

The board of directors of the JVC shall consist of up to eight (8) directors, one (1) of whom shall serve as the Chairman. Two (2) directors shall be nominated by KKIP and up to six (6) directors shall be nominated by Noblecorp. The Chairman shall be selected based on the agreement by both KKIP and Noblecorp.

As set out in Section 1 of this Announcement, further details of the Proposed Acquisition and the Proposed Joint Venture will be announced upon the execution of a formal SPA and a formal JVA, respectively, to be entered into between Noblecorp and KKIP.

3. APPROVALS REQUIRED

The highest percentage ratio applicable is 36.68% and as such the Proposed Acquisition and the Proposed Joint Venture requires the approval of Shareholders of EKIB.

The acquisition of Land and the undertaking of mix development project would also result in a diversion of more than 25% of the net assets of the Company as well as constitute a diversification in operation of the Company. Shareholders’ approval would be sought in due course.

Pursuant to the Malaysian Code on Take-Overs and Mergers 2010, EKIB will seek its shareholders’ approval via a general meeting in order to avoid any issues pertaining to any bona fide take-over offer(s).

This announcement is dated 25 March 2013.



HELP - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameHELP INTERNATIONAL CORPORATION BERHAD  
Stock Name HELP  
Date Announced25 Mar 2013  
CategoryChange in Boardroom
Reference NoCS-130325-B4BBB

Date of change02/04/2013
NameDato' Dr. Thong Kok Cheong
Age68
NationalityMalaysian
Type of changeRedesignation
Previous PositionNon-Executive Director
New PositionNon-Executive Director
DirectorateIndependent & Non Executive
QualificationsDato’ Dr. Thong graduated from the Imperial College of Science and Technology, University of London, with First Class Honors in Chemical Engineering in 1968, and obtained his PhD in 1971 
Working experience and occupation Dato’ Dr. Thong worked for Shell for 19 years, and has considerable experience in upstream business of exploration, production of oil and gas, and downstream oil business in refining, supply and trading. He was appointed Chief Corporate Planner for the Shell Group of Companies in Malaysia from 1991 to 1993.

After that he left to start his own business in property development, manufacturing and trading. Dato’ Dr. Thong was appointed to the Board of Directors of Jasa Megah Industries Berhad, and Insas Berhad in 1993. He retired from the two companies in 2000. His current interest is in consultancy, property development and investment. Currently he is a director of Grand Battery Technologies Berhad.

He graduated from the Imperial College of Science and Technology, University of London, with First Class Honors in Chemical Engineering in 1968, and obtained his PhD in 1971. He received the RH Gummer prize for 1969/70 for his research work in combustion, and has published papers in the Proceedings of the Royal Society, UK, Institute of Chemical Engineering, UK and Journal of Physics, UK. He was also a founding member and former President of the Imperial College Alumni Malaysia, Alumni. 
Directorship of public companies (if any)Grand Battery Technologies Berhad 
Family relationship with any director and/or major shareholder of the listed issuerNIL 
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 subsidiariesNIL 

Remarks :
Dato' Dr. Thong Kok Cheong will be re-designated as the Senior Independent Non-Executive Director of the Company with effect from 2 April 2013.


HELP - OTHERS HELP INTERNATIONAL CORPORATION BERHAD ("HELP" or "the Company") - PROPOSED RENEWAL OF SHAREHOLDERS' MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE -PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION OF THE COMPANY

Announcement Type: General Announcement
Company NameHELP INTERNATIONAL CORPORATION BERHAD  
Stock Name HELP  
Date Announced25 Mar 2013  
CategoryGeneral Announcement
Reference NoCS-130325-B4BB9

TypeAnnouncement
SubjectOTHERS
DescriptionHELP INTERNATIONAL CORPORATION BERHAD ("HELP" or "the Company")
- PROPOSED RENEWAL OF SHAREHOLDERS' MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE
-PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION OF THE COMPANY
The Board of Directors of HELP wishes to announce that the Company will be seeking approval from its shareholders for the following proposals at the forthcoming Seventh Annual General Meeting of the Company:-
(I) Proposed Renewal of Shareholders' Mandate for Recurrent Related Party Transactions of a Revenue or Trading Nature; and
(II) Proposed Amendments to the Articles of Association of the Company.

A Circular to Shareholders setting out the details of the abovementioned Proposals will be dispatched together with the Company's Annual Report 2012 to the shareholders of the Company in due course.

This announcement is dated 25 March 2013.


HELP - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameHELP INTERNATIONAL CORPORATION BERHAD  
Stock Name HELP  
Date Announced25 Mar 2013  
CategoryChange in Boardroom
Reference NoCS-130325-B4BBA

Date of change02/04/2013
NameOng Seng Pheow
Age65
NationalityMalaysian
Type of changeRedesignation
Previous PositionNon-Executive Director
New PositionChairman
DirectorateIndependent & Non Executive
Qualifications 
Working experience and occupation Mr. Ong has over 34 years experience in public practice with an international firm of accountants. Mr. Ong was the National Director of Assurance and Advisory Business Services of Ernst & Young Malaysia from 1994 until 2003. Mr. Ong is a member of the Malaysian Institute of Certified Public Accountants (MICPA) and the Malaysian Institute of Accountants (MIA).He is the Chairman of the Audit Committee and Remuneration Committee and is also a member of the Nomination Committee of the Company.  
Directorship of public companies (if any)1. Daiman Development Berhad
2. George Kent (Malaysia) Berhad
3. LCTH Corporation Berhad
4. RHB Bank Berhad
5. RHB Insurance Berhad 
Family relationship with any director and/or major shareholder of the listed issuerNIL 
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 subsidiariesNIL 

Remarks :
Mr. Ong Seng Pheow will be re-designated as the Independent Non-Executive Chairman of the Company with effect from 2 April 2013.


HELP - Quarterly rpt on consolidated results for the financial period ended 31/1/2013

Announcement Type: Financial Results
Company NameHELP INTERNATIONAL CORPORATION BERHAD  
Stock Name HELP  
Date Announced25 Mar 2013  
CategoryFinancial Results
Reference NoCS-130325-C32C5

Financial Year End31/10/2013
Quarter1
Quarterly report for the financial period ended31/01/2013
The figureshave not been audited
  • Default Currency
  • Other Currency

Currency: Malaysian Ringgit (MYR)

SUMMARY OF KEY FINANCIAL INFORMATION
31/01/2013

 
INDIVIDUAL PERIOD
CUMULATIVE PERIOD
CURRENT YEAR QUARTER
PRECEDING YEAR
CORRESPONDING
QUARTER
CURRENT YEAR TO DATE
PRECEDING YEAR
CORRESPONDING
PERIOD
31/01/2013
31/01/2012
31/01/2013
31/01/2012
$$'000
$$'000
$$'000
$$'000
1Revenue
28,684
26,850
28,684
26,850
2Profit/(loss) before tax
3,408
3,216
3,408
3,216
3Profit/(loss) for the period
1,866
1,685
1,866
1,685
4Profit/(loss) attributable to ordinary equity holders of the parent
1,866
1,685
1,866
1,685
5Basic earnings/(loss) per share (Subunit)
1.30
1.20
1.30
1.20
6Proposed/Declared dividend per share (Subunit)
0.00
0.00
0.00
0.00


AS AT END OF CURRENT QUARTER
AS AT PRECEDING FINANCIAL YEAR END
7
Net assets per share attributable to ordinary equity holders of the parent ($$)
0.9700
0.9600
Definition of Subunit:

In a currency system, there is usually a main unit (base) and subunit that is a fraction amount of the main unit.
Example for the subunit as follows:

CountryBase UnitSubunit
MalaysiaRinggitSen
United StatesDollarCent
United KingdomPoundPence


PWROOT - OTHERS Increase in Issued and Paid Up Capital of Power Root ME FZCO (“PRME”), a 90% owned subsidiary of Power Root Berhad (“Power Root” or “ the Company”)

Announcement Type: General Announcement
Company NamePOWER ROOT BERHAD  
Stock Name PWROOT  
Date Announced25 Mar 2013  
CategoryGeneral Announcement
Reference NoC&-130325-61952

TypeAnnouncement
SubjectOTHERS
DescriptionIncrease in Issued and Paid Up Capital of Power Root ME FZCO (“PRME”), a 90% owned subsidiary of Power Root Berhad (“Power Root” or “ the Company”)

Power Root Berhad ("Power Root" or "the Company") wishes to announce that its 90% owned subsidiary, Power Root ME FZCO (“PRME”) has increased its issued and paid up capital from United Arab Emirates, Dirham (“UAE Dhs.”) 1,000,000 to UAE Dhs. 5,000,000 (equivalent to RM4,237,000) by way of allotment of 40 shares of UAE Dhs. 100,000 each (“Increase in Share Capital”). PRME is principally engaged in general trading.

 

The Increase in Share Capital is subscribed by the following parties as follows:-

 

Party

Before the Increase in Share Capital

After the Increase in Share Capital

 

UAE Dhs.

%

UAE Dhs.

%

 

 

 

 

 

Power Root Berhad

900,000

90

4,400,000

88

Wong Tak Keong

100,000

10

600,000

12

 

 

Other than the above, the Increase in Share Capital is not expected to have a material effect on the net assets, earnings, share capital, dividend and gearing of Power Root for the financial year ending 28 February 2014.

 

Other than Mr. Wong Tak Keong who is a shareholder of Power Root Nnergy Sdn. Bhd., a 90% owned subsidiary of Power Root, none of the Directors and/or major shareholders of Power Root and/or persons connected to them have any interest, direct or indirect, in the Increase in Share Capital.

 

The Directors of Power Root, after having considered all aspects of the Increase in Share Capital, are of the opinion that the allotment is fair and reasonable to the Power Root Group and in the best interest of the Power Root Group.

 

 

This announcement is dated 25 March 2013.



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