June 12, 2013

Company announcements: ORIENT, JAKS, KIMLUN, BENALEC, BOXPAK

ORIENT - Changes in Sub. S-hldr's Int. (29B) - Mitsubishi UFJ Financial Group, Inc. ("MUFG")

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameORIENTAL HOLDINGS BERHAD  
Stock Name ORIENT  
Date Announced12 Jun 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-130612-C3CAB

Particulars of substantial Securities Holder

NameMitsubishi UFJ Financial Group, Inc. ("MUFG")
Address7-1, Marunouchi 2-Chome
Chiyoda-ku, Tokyo, 100-8330
Japan
NRIC/Passport No/Company No.NIL
Nationality/Country of incorporationJapan
Descriptions (Class & nominal value)Ordinary stocks of RM1.00 each
Name & address of registered holderAberdeen Asset Management PLC ("Aberdeen") and its subsidiaries
10 Queen's Terrace Aberdeen
AB10 1YG, Scotland

Morgan Stanley & Co. International plc
25 Cabot Square, Canary
Wharf, London E14 4QA

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired05/06/2013
89,300
 
Acquired05/06/2013
4,200
 

Circumstances by reason of which change has occurreda) Acquisition of shares by Aberdeen.
b) Acquisition of shares by Morgan Stanley Group.

MUFG is deemed interested in the shares by virtue of:-
c) MUFG's wholly owned subsidiary, Mitsubishi UFJ Trust & Banking Corp, holding more than 15% interest in Aberdeen.
d) MUFG's holding more than 15% interest in Morgan Stanley Group.
Nature of interestIndirect interest
Direct (units)
Direct (%)
Indirect/deemed interest (units)66,673,200 
Indirect/deemed interest (%)10.75 
Total no of securities after change66,673,200
Date of notice10/06/2013

Remarks :
This Notice was received on 12 June 2013.


ORIENT - Changes in Sub. S-hldr's Int. (29B) - Mitsubishi UFJ Financial Group, Inc. ("MUFG")

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameORIENTAL HOLDINGS BERHAD  
Stock Name ORIENT  
Date Announced12 Jun 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-130612-CD383

Particulars of substantial Securities Holder

NameMitsubishi UFJ Financial Group, Inc. ("MUFG")
Address7-1, Marunouchi 2-Chome
Chiyoda-ku, Tokyo, 100-8330
Japan
NRIC/Passport No/Company No.NIL
Nationality/Country of incorporationJapan
Descriptions (Class & nominal value)Ordinary stocks of RM1.00 each
Name & address of registered holderAberdeen Asset Management PLC ("Aberdeen") and its subsidiaries
10 Queen's Terrace Aberdeen
AB10 1YG, Scotland

Morgan Stanley & Co. International plc
25 Cabot Square, Canary
Wharf, London E14 4QA

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired06/06/2013
700
 
Acquired06/06/2013
5,700
 

Circumstances by reason of which change has occurreda) Acquisition of shares by Aberdeen.
b) Acquisition of shares by Morgan Stanley Group.

MUFG is deemed interested in the shares by virtue of:-
c) MUFG's wholly owned subsidiary, Mitsubishi UFJ Trust & Banking Corp, holding more than 15% interest in Aberdeen.
d) MUFG's holding more than 15% interest in Morgan Stanley Group.
Nature of interestIndirect interest
Direct (units)
Direct (%)
Indirect/deemed interest (units)66,679,600 
Indirect/deemed interest (%)10.75 
Total no of securities after change66,679,600
Date of notice11/06/2013

Remarks :
This Notice was received on 12 June 2013.


JAKS - GENERAL MEETINGS: NOTICE OF MEETING

Announcement Type: General Meetings
Company NameJAKS RESOURCES BERHAD  
Stock Name JAKS  
Date Announced12 Jun 2013  
CategoryGeneral Meetings
Reference NoMB-130612-42171

Type of MeetingEGM
IndicatorNotice of Meeting
DescriptionOn behalf of the Board of Directors of JAKS Resources Berhad ("Company"), AmInvestment Bank Berhad (“AmInvestment Bank”) wishes to inform that an Extraordinary General Meeting (“EGM”) of the Company will be held at Royal Ballroom, Kelab Golf Sultan Abdul Aziz Shah, No. 1, Rumah Kelab, Jalan Kelab Golf 13/6, 40100 Shah Alam, Selangor Darul Ehsan on Friday, 28 June 2013 at 11:00 a.m. for the purpose of considering and if thought fit, to pass the resolution as set out in the Notice of EGM as attached herewith.

On behalf of the Board of Directors of the Company, AmInvestment Bank wishes to inform that members whose names appear in the Record of Depositors of the Company as at 20 June 2013 shall be entitled to attend, speak and vote at the EGM.

This announcement is dated 12 June 2013.

Date of Meeting28/06/2013
Time11:00 AM
VenueRoyal Ballroom, Kelab Golf Sultan Abdul Aziz Shah, No. 1, Rumah Kelab, Jalan Kelab Golf 13/6, 40100 Shah Alam, Selangor Darul Ehsan
Date of General Meeting Record of Depositors20/06/2013

Attachments

Notice of EGM.pdf
62 KB



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

Announcement Type: General Announcement
Company NameKIMLUN CORPORATION BERHAD  
Stock Name KIMLUN  
Date Announced12 Jun 2013  
CategoryGeneral Announcement
Reference NoCK-130612-63897

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS
DescriptionKIMLUN CORPORATION BERHAD ("KIMLUN" OR "THE COMPANY") - SALE OF SMALL OFFICE HOME OFFICE (“SOHO”) BY POSH ATLANTIC SDN BHD (“PASB”), A 51% SUBSIDIARY OF KIMLUN TO THE DIRECTORS OF KIMLUN AND PERSON CONNECTED TO THEM

1. INTRODUCTION

Pursuant to Paragraph 10.08(1) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the Board of Directors of KIMLUN wishes to inform that PASB had on 12 June 2013 entered into separate sale and purchase agreements (“SPA(s)”) with the following Directors of KIMLUN and person connected to them (“Related Parties”), for the sale of SOHO by PASB within PASB’s property development project known as Cyber Bistari (Hyve) to the Related Parties (“Transaction(s)”):-

Related Parties

Relationship

Description of Property

Selling Price

(RM)

10% Discount (RM)

Net Consideration (*) (RM)

Pang Tin @ Pang Yon Tin

(“Pang Tin”)

Executive Chairman of KIMLUN

Parcel A-20-11 with a built-up area of 71.59 square metres (“sf. mtr.”)

489,000.00

48,900.00

440,100.00

Parcel A-20-12 with a built-up area of 42 sq. mtr.

285,800.00

28,580.00

257,220.00

Pang Chew Ngo

Pang Chew Ngo is a Director of Kimlun Sdn Bhd, a wholly-owned subsidiary of KIMLUN and a person connected to Pang Tin the Executive Chairman of KIMLUN

Parcel A-8-15 with a built-up area of 53.76 sq. mtr.

334,100.00

33,410.00

300,690.00

Yam Tai Fong

Director of KIMLUN

Parcel A-9-15 with a built-up area of 53.76 sq. mtr.

335,300.00

33,530.00

301,770.00

Yam Len Thye and Liu Meng Chian

Yam Len Thye is a person connected to Yam Tai Fong, a Director of KIMLUN

Parcel A-12-10 with a built-up area of 53.76 sq. mtr.

317,300.00

31,730.00

285,570.00

Yam Ooi Thye and Yeoh Chiew Seong

Yam Ooi Thye and Yeoh Chiew Seong are persons connected to Yam Tai Fong, a Director of KIMLUN

Parcel A-12-05 with a built-up area of 48.40 sq. mtr.

284,500.00

28,450.00

256,050.00

(*) The net consideration was arrived at after taking into account the discount rate applicable to employees of the group and early purchasers.

Pang Khang Hau and Phang Piow @ Pang Choo Ing (“Phang Piow”), Directors of KIMLUN are deemed interested in the Transaction between PASB and Pang Tin by virtue of their family relationship to Pang Tin.

Phin Sdn Bhd (“Phin”), the major shareholder of KIMLUN, is deemed interested in the Transaction between PASB and Pang Tin by virtue of Pang Tin’s interest in Phin pursuant to Section 6A of the Companies Act, 1965.

2. INFORMATION OF PASB

PASB is a company incorporated on 9 December 2010 under the Companies Act 1965 and having its registered address at Level 18, The Gardens North Tower, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur. PASB has an authorised capital of RM1,000,000 divided into 1,000,000 ordinary shares of RM1.00 each, all of which are issued and fully paid up. The principal activity of PASB is property development and property investment

3. DETAILS OF THE HYVE

Hyve is an on-going development project consisting of 768 units of SOHO and offices development in 2 towers on the freehold enterprise land own by PASB and held under Geran 169505 Lot 33072, Mukim of Dengkil, Daerah Sepang, Selangor. The built-up area of the Hyve SOHO and offices ranges from 42 sq. mtr. to 81.96 sq. mtr per parcel.

The freehold enterprise land measuring approximately 20,021 sq. mtr. is located within the city centre of Cyberjaya and is accessible via few highways.

The current stage of construction of the Hyve is approximately 5% and it is expected to be completed by end of 2015.

4. DETAILS OF THE TRANSACTIONS

4.1 Salient Terms of SPAs

The SPAs are based on terms and condition prescribed under the Housing Development (Control and Licensing) Act 1966 (“HDA ACT”), hence they are not more favourable than those generally offered to other purchasers.

The disposal consideration as stated in the respective SPA shall be paid in cash and satisfied in the following manner:-

10% of the disposal consideration shall be paid upon execution of the SPA; and

the balance 90% of the disposal consideration shall be paid by installments and at the time and in the manner as prescribed under the HDA Act. Each and every such installment payment shall be paid within 14 days commencing from the date of the notice from PASB requesting such payment

4.2 Basis of Arriving at the Consideration

The respective net consideration of the Properties was based on the selling price which was quoted to other prospective purchasers and after taking into account the discount rate applicable to employees of the group and early purchasers.

The 10% discounts to be given to the Related Parties shall be applied against the first payment due under the respective SPA.

No valuation was carried out for the Transactions as the subject parcels are still under construction.

4.3 Liabilities to be Assumed by the Related Parties

There are no liabilities to be assumed by the Related Parties arising from the Transactions.

4.4 Estimated Time Frame for Completion

Barring unforeseen circumstances, the Transactions are expected to be completed by the end of 2015.


5. UTILISATION OF PROCEEDS

The proceeds from the Transactions will be utilised within the construction period of the Hyve to meet its working capital requirements.

6. RATIONALE FOR THE TRANSACTIONS

PASB is involved in the property development. The sale of properties under its development is within its ordinary course of business.

7. EFFECTS OF THE TRANSACTIONS

7.1 Share Capital and Substantial Shareholders

The Transactions which will be satisfied entirely in cash will not have any effect on the share capital and substantial shareholders’ shareholding of the Company.

7.2 Earnings, Net Assets ("NA") and Gearing

The Transactions will not have any material effect on the earnings per share, NA and gearing of KIMLUN Group.

8. PERCENTAGE RATIOS

The highest percentage ratio applicable to the Transactions pursuant to paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad computed based on the KUMLUN’s latest audited financial statements for the financial year ended 31 December 2012 are as follows:

Related Parties

Highest Percentage Ratio

Pang Tin

0.25%

0.36%

Pang Chew Ngo

0.11%

Yam Tai Fong

0.11%

0.30%

Yam Len Thye and Liu Meng Chian

0.10%

Yam Ooi Thye and Yeoh Chiew Seong

0.09%

Save as disclosed above, there is no other transaction entered into between the Related Parties with Kimlun Group during the 12 months preceding the date of this announcement.

9. INTEREST OF DIRECTORS, MAJOR SHAREHOLDERS AND/OR PERSONS CONNECTED TO THEM

Save for Pang Tin, Pang Khang Hau, Phang Piow, Phin, Yam Tai Fong and persons connected with them who are deemed interested in the Transactions, none of the directors, major shareholders of KIMLUN and/or persons connected to them has any interest, direct or indirect, in the Transactions.

10. AUDIT COMMITTEE’S OPINION

The Audit Committee, after having considered all aspects of the Transactions, is of the opinion that the Transactions are:

(i) in the best interest of KIMLUN Group;

(ii) fair, reasonable and on normal commercial terms; and

(iii) not detrimental to the interest of the minority shareholders of KIMLUN.


11. DIRECTORS’ STATEMENT

The Board, save for Pang Tin, Pang Khang Hau, Phang Piow and Yam Tai Fong, after having considered all aspects of the Transactions, is of the opinion that the Transactions are in the best interest of the KIMLUN Group.

12. APPROVALS REQUIRED

The Transactions are not subject to the approval of the shareholders of the Company.

13. DOCUMENT FOR INSPECTION

Copies of all the sale and purchase agreements are available for inspection by members of the Company at the 1egistered office of the Company at Level 18, The Gardens North Tower, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur during business hours from Mondays to Fridays (except Public Holidays) for a period of 3 months from the date of this announcement.

This announcement is dated 12 June 2013



BENALEC - OTHERS BENALEC HOLDINGS BERHAD (“BENALEC” OR “THE COMPANY”) UPDATES IN RELATION TO THE TERM SHEET ENTERED BETWEEN SPEKTRUM KUKUH SDN. BHD., A 70% OWNED-SUBSIDIARY OF TANJUNG PIAI MARITIME INDUSTRIES SDN. BHD., WHICH IN TURN IS A WHOLLY-OWNED SUBSIDIARY OF BENALEC SDN. BHD., WHICH IN TURN IS A WHOLLY-OWNED SUBSIDIARY OF BENALEC AND THE STATE SECRETARY, JOHOR (INCORPORATED) AND 1MY STRATEGIC OIL TERMINAL SDN. BHD.

Announcement Type: General Announcement
Company NameBENALEC HOLDINGS BERHAD  
Stock Name BENALEC  
Date Announced12 Jun 2013  
CategoryGeneral Announcement
Reference NoBH-130612-43352

TypeAnnouncement
SubjectOTHERS
DescriptionBENALEC HOLDINGS BERHAD (“BENALEC” OR “THE COMPANY”)

UPDATES IN RELATION TO THE TERM SHEET ENTERED BETWEEN SPEKTRUM KUKUH SDN. BHD., A 70% OWNED-SUBSIDIARY OF TANJUNG PIAI MARITIME INDUSTRIES SDN. BHD., WHICH IN TURN IS A WHOLLY-OWNED SUBSIDIARY OF BENALEC SDN. BHD., WHICH IN TURN IS A WHOLLY-OWNED SUBSIDIARY OF BENALEC AND THE STATE SECRETARY, JOHOR (INCORPORATED) AND 1MY STRATEGIC OIL TERMINAL SDN. BHD.

1. Introduction

Spektrum Kukuh Sdn. Bhd. (“SKSB”), a 70% owned-subsidiary of Tanjung Piai Maritime Industries Sdn. Bhd., which in turn is a wholly-owned subsidiary of Benalec Sdn. Bhd., which in turn is a wholly-owned subsidiary of Benalec, had on 12 March 2013 entered into a binding term sheet (“the Term Sheet”) with The State Secretary, Johor (Incorporated) (“S.S.I.”) and 1MY Strategic Oil Terminal Sdn. Bhd. (“the Purchaser”) to undertake the reclamation works and sale of approximately 1,000 acres of land off the coast of Tanjung Piai, Johor Darul Ta’zim (“the Land”) for the purpose of constructing and operating a crude oil and petroleum storage facility together with a private jetty (“Project”).

(SKSB, S.S.I. and the Purchaser are collectively referred to as “the Parties”.)

2. Status

Further to the announcement made on 12 March 2013 in respect of the Term Sheet, the Parties have mutually agreed to extend the period of validity of the Term Sheet for an additional duration of six (6) months from the expiry date to finalise the terms and conditions of the Sale and Purchase Agreement.

The extended duration shall come into effect from 12 June 2013 until 11 December 2013 or such other date as the Parties may agree in writing.

This announcement is dated 12 June 2013.



BOXPAK - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameBOX-PAK (MALAYSIA) BERHAD  
Stock Name BOXPAK  
Date Announced12 Jun 2013  
CategoryChange in Boardroom
Reference NoBB-130612-60080

Date of change12/06/2013
NameSee Teow Koon
Age63
NationalityMalaysian
Type of changeRetirement
DesignationExecutive Director
DirectorateNon Independent & Non Executive
QualificationsTechnical studies in Singapore Institute of Technology and in 1967, he furthered his studies in Japan specialising in metal printing and can manufacturing. 
Working experience and occupation He has over 45 years experience in the packaging industry in particular, metal printing and can manufacturing - 3-piece and 2-piece aluminium cans.

He is an Executive Director in Kian Joo Can Factory Berhad, the holding company. 
Directorship of public companies (if any)Kian Joo Can Factory Berhad 
Family relationship with any director and/or major shareholder of the listed issuerSee Teow Koon is the brother of Managing Director, Dato' Anthony See Teow Guan, and Executive Director, See Tiau Kee. 
Any conflict of interests that he/she has with the listed issuerNone 
Details of any interest in the securities of the listed issuer or its subsidiariesNone 

Remarks :
See Teow Koon retired at the close of the 39th Annual General Meeting of Box-Pak (Malaysia) Bhd ("the Company") in accordance with Article 95 of the Articles of Association of the Company.


BOXPAK - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameBOX-PAK (MALAYSIA) BERHAD  
Stock Name BOXPAK  
Date Announced12 Jun 2013  
CategoryChange in Boardroom
Reference NoBB-130606-45123

Date of change12/06/2013
NameSee Leong Chye @ Sze Leong Chye
Age69
NationalityMalaysian
DesignationNon-Executive Director
DirectorateIndependent & Non Executive
Type of changeVacation of Office
ReasonSee Leong Chye @ Sze Leong Chye who has served on the Board of Box-Pak (Malaysia) Bhd as Independent Non-Executive Director for a cumulative term of more than 9 years, vacated office as Director at the close of the 39th Annual General Meeting of the Company on 12 June 2013, in line with the recommendations in the Malaysian Code on Corporate Governance 2012.
Details of any disagreement that he/she has with the Board of DirectorsNo
Whether there are any matters that need to be brought to the attention of the shareholdersNo
QualificationsBachelor of Engineering from University of Adelaide, South Australia. 
Working experience and occupation See Leong Chye @ Sze Leong Chye has 41 years working experience in manufacturing industries. He is currently the Managing Director of a manufacturing company specialising in metal and plastic closures. 
Directorship of public companies (if any)None 
Family relationship with any director and/or major shareholder of the listed issuerNone 
Any conflict of interests that he/she has with the listed issuerNone 
Details of any interest in the securities of the listed issuer or its subsidiariesNone 


BOXPAK - Change in Audit Committee

Announcement Type: Change in Audit Committee
Company NameBOX-PAK (MALAYSIA) BERHAD  
Stock Name BOXPAK  
Date Announced12 Jun 2013  
CategoryChange in Audit Committee
Reference NoBB-130606-45468

Date of change12/06/2013
NameSee Leong Chye @ Sze Leong Chye
Age69
NationalityMalaysian
Type of changeCessation of Office
DesignationMember of Audit Committee
DirectorateIndependent & Non Executive
QualificationsBachelor of Engineering from University of Adelaide, South Australia. 
Working experience and occupation See Leong Chye @ Sze Leong Chye has 41 years working experience in manufacturing industries. He is currently the Managing Director of a manufacturing company specialising in metal and plastic closures. 
Directorship of public companies (if any)None 
Family relationship with any director and/or major shareholder of the listed issuerNone 
Any conflict of interests that he/she has with the listed issuerNone 
Details of any interest in the securities of the listed issuer or its subsidiariesNone 
Composition of Audit Committee (Name and Directorate of members after change)Y.A.M. Tunku Dato’ Seri Nadzaruddin Ibni Almarhum Tuanku Ja’afar (Chairman)

Remarks :
The appointment of new members to the Audit Committee will be made in due course.


BOXPAK - OTHERS BOX-PAK (MALAYSIA) BHD - CHANGES IN THE NOMINATION AND REMUNERATION COMMITTEES

Announcement Type: General Announcement
Company NameBOX-PAK (MALAYSIA) BERHAD  
Stock Name BOXPAK  
Date Announced12 Jun 2013  
CategoryGeneral Announcement
Reference NoBB-130612-63087

TypeAnnouncement
SubjectOTHERS
DescriptionBOX-PAK (MALAYSIA) BHD
- CHANGES IN THE NOMINATION AND REMUNERATION COMMITTEES

The Board of Directors of Box-Pak (Malaysia) Bhd ("BPMB" or "the Company") wishes to announce that See Leong Chye @ Sze Leong Chye and Dato’ Michael Tan Guan Cheong have ceased to be members of the Nomination and Remuneration Committees of BPMB upon their vacation from office as Independent Non-Executive Directors at the close of the 39th Annual General Meeting of the Company on 12 June 2013.

The current composition of the Nomination and Remuneration Committees is made up of Independent Non-Executive Director, Y.A.M. Tunku Dato’ Seri Nadzaruddin Ibni Almarhum Tuanku Ja’afar (Chairman).

The appointment of new members to the Nomination and Remuneration Committees will be made in due course.


This announcement is dated 12 June 2013.

 



BOXPAK - Change in Audit Committee

Announcement Type: Change in Audit Committee
Company NameBOX-PAK (MALAYSIA) BERHAD  
Stock Name BOXPAK  
Date Announced12 Jun 2013  
CategoryChange in Audit Committee
Reference NoBB-130606-71596

Date of change12/06/2013
NameDato' Michael Tan Guan Cheong
Age69
NationalityMalaysian
Type of changeCessation of Office
DesignationMember of Audit Committee
DirectorateIndependent & Non Executive
QualificationsBachelor of Commerce Degree from Otago University, New Zealand, majoring in economics, marketing management and accountancy. He is a Chartered Accountant and a member of the Malaysian Institute of Accountants since 1983. 
Working experience and occupation Dato' Michael Tan Guan Cheong has worked in international audit firms, Messrs Coopers & Lybrand (now known as PricewaterhouseCoopers) in New Zealand and Malaysia. He has more than 20 years experience in the field of financial services. 
Directorship of public companies (if any)YTL Cement Berhad
Hartalega Holdings Berhad 
Family relationship with any director and/or major shareholder of the listed issuerNone 
Any conflict of interests that he/she has with the listed issuerNone 
Details of any interest in the securities of the listed issuer or its subsidiariesNone 
Composition of Audit Committee (Name and Directorate of members after change)Y.A.M. Tunku Dato’ Seri Nadzaruddin Ibni Almarhum Tuanku Ja’afar (Chairman)

Remarks :
The appointment of new members to the Audit Committee will be made in due course.


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