March 27, 2013

Company announcements: SUPER, BREM, EKOVEST, FRB, TSH, BONIA, WCT

SUPER - Changes in Sub. S-hldr's Int. (29B) - Lim Pei Tiam @ Liam Ahat Kiat

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameSUPER ENTERPRISE HOLDINGS BERHAD  
Stock Name SUPER  
Date Announced27 Mar 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-130327-0B581

Particulars of substantial Securities Holder

NameLim Pei Tiam @ Liam Ahat Kiat
Address23, Lorong Datuk Sulaiman 6,
Taman Tun Dr. Ismail,
60000 Kuala Lumpur
NRIC/Passport No/Company No.460722-01-5261
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holderLim Pei Tiam @ Liam Ahat Kiat
23, Lorong Datuk Sulaiman 6,
Taman Tun Dr. Ismail,
60000 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired21/03/2013
6,300
 
Acquired25/03/2013
4,800
 

Circumstances by reason of which change has occurredPurchase in open market
Nature of interestDirect Interest
Direct (units)3,544,100 
Direct (%)8.48 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change3,544,100
Date of notice27/03/2013


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 Announced27 Mar 2013  
CategoryNotice of Shares Buy Back - Immediate Announcement
Reference NoCS-130327-2D2F3

Date of buy back27/03/2013
Description of shares purchasedOrdinary Shares @ RM1/ Each
CurrencyMalaysian Ringgit (MYR)
Total number of shares purchased (units)6,000
Minimum price paid for each share purchased ($$)1.080
Maximum price paid for each share purchased ($$)1.100
Total consideration paid ($$)6,596.97
Number of shares purchased retained in treasury (units)6,000
Number of shares purchased which are proposed to be cancelled (units)0
Cumulative net outstanding treasury shares as at to-date (units)3,673,231
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 (%)2.13


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

Announcement Type: General Announcement
Company NameEKOVEST BERHAD  
Stock Name EKOVEST  
Date Announced27 Mar 2013  
CategoryGeneral Announcement
Reference NoEE-130327-60061

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionACQUISITION AND SUBSCRIPTION OF SHARES IN EKOVEST – MRCB CONSTRUCTION SDN BHD

We refer to our announcement dated 21 February 2013 in relation to the Joint Venture and Shareholders’ Agreement signed between Ekovest Berhad, Malaysian Resources Corporation Berhad ("MRCB") and Ekovest - MRCB Construction Sdn Bhd and wishes to announce that Ekovest Berhad had on 26 March 2013 acquired and subscribed for 1,200,000 ordinary shares of RM1.00 each at par value representing 60% of the issued and paid-up share capital of Ekovest – MRCB Construction Sdn Bhd with the remaining 800,000 ordinary shares subscribed by MRCB.



FRB - Change in Principal Officer

Announcement Type: Change in Principal Officer
Company NameFORMIS RESOURCES BERHAD  
Stock Name FRB  
Date Announced27 Mar 2013  
CategoryChange in Principal Officer
Reference NoFR-130301-36543

Date of change27/03/2013
NameVOON SIEW MOON
Age44
NationalityMalaysian
Type of changeAppointment
DesignationChief Financial Officer
QualificationsThe Association of Chartered Certified Accountants
Working experience and occupation Mr Voon is a Chartered Accountant (ACCA) with more than 20 years experience in various industries, holding senior financial positions in listed companies including FCW Holdings Berhad, Cuscapi Berhad and more recently prior to joining Formis, as Group Chief Financial Officer of KNM Group 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 issuer or its subsidiariesNil
Details of any interest in the securities of the listed issuer or its subsidiariesNil


TSH - Changes in Director's Interest (S135) - Datuk (Dr.) Kelvin Tan Aik Pen

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameTSH RESOURCES BERHAD  
Stock Name TSH  
Date Announced27 Mar 2013  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoTR-130326-64164

Information Compiled By KLSE

Particulars of Director

NameDatuk (Dr.) Kelvin Tan Aik Pen
AddressMenara TSH
No. 8 Jalan Semantan
Damansara Heights
50490 Kuala Lumpur
Descriptions(Class & nominal value)Ordinary shares of RM0.50 each

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Acquired
26/03/2013
50,000
 

Circumstances by reason of which change has occurredPurchase of shares
Nature of interestDirect
Consideration (if any) 

Total no of securities after change

Direct (units)103,062,826 
Direct (%)12.35 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Date of notice27/03/2013


TSH - Changes in Sub. S-hldr's Int. (29B) - Datuk (Dr.) Kelvin Tan Aik Pen

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameTSH RESOURCES BERHAD  
Stock Name TSH  
Date Announced27 Mar 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoTR-130326-63474

Particulars of substantial Securities Holder

NameDatuk (Dr.) Kelvin Tan Aik Pen
AddressMenara TSH
No. 8 Jalan Semantan
Damansara Heights
50490 Kuala Lumpur
NRIC/Passport No/Company No.570907-10-6095
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary shares of RM0.50 each
Name & address of registered holderAlliancegroup Nominees (Tempatan) Sdn Bhd
- Pledged securities account for Tan Aik Pen
6th Floor, Menara Multi-Purpose Capital Square
8 Jalan Munshi Abdullah
50100 Kuala Lumpur

Amsec Nominees (Tempatan) Sdn Bhd
- Pledged securities account - Ambank (M) Berhad for Tan Aik Pen
15th Floor, Bangunan Ambank Group
55 Jalan Raja Chulan
50200 Kuala Lumpur

ECML Nominees (Tempatan) Sdn Bhd
- Pledged securities account for Tan Aik Pen
Ground Floor, Bangunan ECM Libra
8 Jalan Damansara Endah
Damansara Heights
50490 Kuala Lumpur

HSBC Nominees (Tempatan) Sdn Bhd
- Pledged securities account for Tan Aik Pen
2 Jalan Lebuh Ampang
50100 Kuala Lumpur

RHB Capital Nominees (Tempatan) Sdn. Bhd.
- Pledged securities account for Tan Aik Pen
Level 3A, Tower One RHB Centre
Jalan Tun Razak
50400 Kuala Lumpur

RHB Capital Nominees (Tempatan) Sdn. Bhd.
- Tan Aik Pen
Level 3A, Tower One RHB Centre
Jalan Tun Razak
50400 Kuala Lumpur

Tan Aik Pen
Menara TSH, No. 8 Jalan Semantan
Damansara Heights
50490 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired26/03/2013
50,000
 

Circumstances by reason of which change has occurredPurchase of shares
Nature of interestDirect
Direct (units)103,062,826 
Direct (%)12.35 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change103,062,826
Date of notice27/03/2013


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

Announcement Type: General Announcement
Company NameTSH RESOURCES BERHAD  
Stock Name TSH  
Date Announced27 Mar 2013  
CategoryGeneral Announcement
Reference NoTR-130326-63889

TypeAnnouncement
SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS OUTSIDE CLOSED PERIOD
DescriptionPursuant to Paragraph 14.09(a) of the Bursa Malaysia Securities Berhad Main Market Listing Requirements, the following Director has transacted dealing in the securities of the Company as set out in Table 1 hereunder.

Date of AcquisitionName of DirectorAverage Purchase Price Per Share (RM)Number of Shares% of Issued Shares
26.03.2013Datuk (Dr.) Kelvin Tan Aik Pen2.1972

50,000

0.00600


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

Announcement Type: General Announcement
Company NameBONIA CORPORATION BERHAD  
Stock Name BONIA  
Date Announced27 Mar 2013  
CategoryGeneral Announcement
Reference NoBC-130327-62099

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RECURRENT RELATED PARTY TRANSACTIONS
DescriptionPursuant to paragraph 10.09(1) of the of the Listing Requirements of Bursa Malaysia Securities Berhad, the Board of Directors of Bonia Corporation Berhad ("Bonia" or "the Company") wish to announce that the following subsidiary companies of Bonia between 1 October 2012 to 28 February 2013 have in the ordinary course of their business entered into certain transactions of a revenue or trading nature.

Introduction

Pursuant to paragraph 10.09(1) of the Listing Requirements of Bursa Malaysia Securities Berhad, the Board of Directors of Bonia Corporation Berhad ("Bonia" or "the Company") wish to announce that the following subsidiary companies of Bonia between 1 October 2012 to 28 February 2013 have in the ordinary course of their business entered into certain transactions of a revenue or trading nature with the following related party:-

No.

Transacting parties

Subsidiary companies within the Group

Nature of transactions

Interested

parties and nature of relationship

Amount transacted

RM’000

1.

Bonia International Holdings Pte Ltd

Active World Pte Ltd

Payment of Bonia, Carlo Rino and Sembonia trademarks royalties

Note 1

47

2.

BIH Franchising Ltd

Daily Frontier Sdn Bhd

CB Marketing Sdn Bhd

Banyan Sutera Sdn Bhd

SBL Marketing Sdn Bhd

SB Directions Sdn Bhd

Vista Assets Sdn Bhd

CRV Sdn Bhd

De Marts Marketing Sdn Bhd

Dominion Directions Sdn Bhd

Galaxy Hallmark Sdn Bhd

Eclat World Sdn Bhd

SBFW Marketing Sdn Bhd

SB International Sdn Bhd

CRL Marketing Sdn Bhd

CRF Marketing Sdn Bhd

CR Boutique Sdn Bhd

Payment of Bonia, Carlo Rino and Sembonia trademarks royalties

Note 2

830

3.

Long Bow Manufacturing (S) Pte Ltd

Active World Pte Ltd

Jetbest Enterprise Pte Ltd

Payment of office rental

Note 3

563

Total

1,440

Notes:

1 Mr Chiang Sang Sem is a director and major shareholder of Bonia International Holdings Pte Ltd holding 60% equity interest. He is also the major shareholder and director of the Company.

2 Mr Chiang Sang Sem is the major shareholder of BIH Franchising Ltd holding 100% equity interest. He is also a major shareholder and director of the Company.

3 Mr Chiang Sang Sem is a director and major shareholder of Long Bow Manufacturing (S) Pte. Ltd. holding 83.92% equity interest. His brother, Mr Chiang Boon Tian is also a director and shareholder of Long Bow Manufacturing (S) Pte. Ltd. holding 13.58% equity interest. Mr Chiang Sang Sem is also the major shareholder and director of the Company.

The above amount of which by way of aggregation, has exceeded the prescribed limit of RM1 million in respect of recurrent transactions entered into by the Group and its subsidiary companies with related party from 1 October 2012 to 28 February 2013.



Nature of RRPTs

The RRPTs entered into by the Group and their subsidiary companies are in the ordinary course of business and are of revenue and trading in nature. These transactions are made on an arm's length basis and on normal commercial terms. These transactions are also not prejudicial to the interest of the shareholders and not more favorable to the Related Parties than those generally available to the public and are not detrimental to the minority shareholders.



Rationale for the transactions

The principal activities of Bonia are primarily an investment holding and management company. Its subsidiaries are principally involved in designing, manufacturing, promoting, marketing, import and export of fashionable leather goods, accessories, apparel, ladies and men’s footwear.

Bonia International Holdings Pte Ltd and BIH Franchising Ltd are the Licensor and Master Licensee for Bonia, Carlo Rino and Sembonia trademarks for territories outside Malaysia and Singapore respectively. Sales by the subsidiary companies derived from territories outside Malaysia and Singapore are subject to royalties’ payment to the Licensor or the Master Licensee. The royalties are calculated based on percentage of the sales derived from the respective territories as per the licensing or sublicensing agreements. The Licensor and Master Licensee will only raise debit notes for the royalties’ payable by our subsidiary companies upon confirmation of sales by the respective subsidiaries. Due to the administrative procedures from the time we retrieve the sales from our overseas outlets until the issuing of debit notes by the trademark owner, time delay between the last transacted date and the date of announcement is expected.

Active World Pte Ltd and Jetbest Enterprise Pte Ltd are renting the office space from Long Bow Manufacturing (S) Pte Ltd as its corporate office, showroom and warehouse in Singapore. Thus, there is a payment of office rental for renting of the premises.


Details of the transaction prices

The transactions, which are in the ordinary course of the Bonia Group’s business, are undertaken at the prevailing prices or market rates and are based on usual commercial terms not more favorable to the related party than those generally available to the public, or otherwise in accordance with the applicable industry norms. Where there is no market value for a particular transaction, the transaction will be on a willing buyer willing seller basis or the nearest equivalent.

The effect of the transactions on the earnings per share and net assets per share of Bonia

The transactions have no material effect to the earnings per share and net assets per share of Bonia.

Whether the transactions are subject to the approval of shareholders and the relevant government authorities

The recurrent related party transactions do not require any approval from shareholders and relevant government authorities.

Statement by Directors

The Board of Directors of Bonia, have considered all aspects of the transactions and is of the opinion that the transactions are established under normal commercial terms and are in the best interest of the Company and not to the detriment of the minority shareholders.

This announcement is dated 27 March 2013.



WCT - MATERIAL LITIGATION

Announcement Type: General Announcement
Company NameWCT BERHAD  
Stock Name WCT  
Date Announced27 Mar 2013  
CategoryGeneral Announcement
Reference NoWW-130327-64099

TypeAnnouncement
SubjectMATERIAL LITIGATION
DescriptionUPDATES ON THE NAD AL SHEBA DUBAI RACECOURSE CONTRACT DISPUTE

Reference is made to the Company’s previous announcements dated 6th January 2009, 26th February 2009, 27th June 2012 and 27th February 2013 pertaining to (a) the cancellation of the Contract (“Contract”) relating to the construction and completion of the main building works, external works and infrastructure works (“Cancellation”) of the Nad Al-Sheba Racecourse Project by Meydan L.L.C. (“Employer”) which was awarded to the 50:50 joint venture (“JV”) between the Company and Arabtec Construction L.L.C. (“Arabtec”) (b) the arbitration process initiated by the JV in Dubai against Meydan (“DIAC case No. 2/2009”) and (c) the Dubai Court Commercial Action No. 1066/2012 (“Civil Suit”) initiated by the Employer claiming jointly against the Company and Arabtec, a sum of AED3.5 billion.

The Company wishes to update the status of the above as follows:-

1. At the requests of Arabtec and the Employer, the arbitration tribunal in DIAC case No. 2/2009 had on 13th March 2013 issued an order partially terminating proceedings (“Order”), terminating the arbitral proceedings insofar as they concern all claims and counter-claims between Arabtec and the Employer. The Order further states that the arbitral proceedings continue insofar as they concern all claims and counter-claims between the Company and the Employer.

2. The Dubai Court of 1st instance had on 26th February 2013 dismissed the Civil Suit in view of the pending arbitration in DIAC case No. 2/2009 and in view of the binding arbitration agreement between the parties. The Employer had on 24th March 2013 filed an appeal to the Dubai Court of Appeal against the decision of the Dubai Court of 1st instance.

Unless an agreement is reached between the Company and the Employer, the Company will continue to pursue its rights and remedies pursuant to DIAC case No. 2/2009. The Company is of the view that the Company’s chances of achieving a successful outcome on DIAC case No. 2/2009 remain good.

This announcement is dated 27 March 2013.



WCT - MULTIPLE PROPOSALS

Announcement Type: General Announcement
Company NameWCT BERHAD  
Stock Name WCT  
Date Announced27 Mar 2013  
CategoryGeneral Announcement
Reference NoMB-130327-53685

TypeAnnouncement
SubjectMULTIPLE PROPOSALS
DescriptionWCT BERHAD (“WCTB”)

i) PROPOSED SECURITIES EXCHANGE;
ii) PROPOSED TRANSFER LISTING;
iii) PROPOSED ESOS TERMINATION;
Iv) PROPOSED WCTH ESOS; AND
V) PROPOSED WCT LAND TRANSFER.

(TO BE COLLECTIVELY REFERRED TO AS “PROPOSALS”)
We refer to the announcements made by the Joint Advisers on behalf of WCTB on 5 October 2012, 20 December 2012, 7 January 2013, 13 February 2013 and 4 March 2013 in relation to the Proposals. Unless otherwise stated, the terms used herein shall have the same meaning as defined in the aforesaid announcements.
On behalf of the Board, the Joint Advisers wish to announce that the High Court of Malaya had on 26 March 2013, granted WCTB an order pursuant to Section 176(1) of the Companies Act, 1965 to convene separate meetings for the shareholders and warrant holders of WCTB for the purpose of considering and if thought fit, approving, with or without modifications, the Scheme of Arrangement (“Court Convened Meetings”), the terms of which are set out in the Scheme Document dated 4 March 2013. The date and time of the Court Convened Meetings and Extraordinary General Meeting will be announced at a later date.

On behalf of the Board, the Joint Advisers wish to also announce that the Existing Warrants B shall lapse and cease to be of any effect immediately after 22 April 2013, being the maturity date of the Existing Warrants B. As the Entitlement Date for the Proposed Securities Exchange will fall on a date after the maturity date of the Existing Warrants B, the Existing Warrants B will no longer form part of the Proposed Securities Exchange.

This Announcement is dated 27 March 2013.


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