May 19, 2014

Company announcements: GCB, PERWAJA, HOHUP, MHB, OLDTOWN, MSM, ARMADA, PAVREIT

GCB - Quarterly rpt on consolidated results for the financial period ended 31/3/2014

Announcement Type: Financial Results
Company NameGUAN CHONG BERHAD  
Stock Name GCB  
Date Announced19 May 2014  
CategoryFinancial Results
Reference NoCM-140418-62727

Financial Year End31/12/2014
Quarter1
Quarterly report for the financial period ended31/03/2014
The figureshave not been audited
  • Default Currency
  • Other Currency

Currency: Malaysian Ringgit (MYR)

SUMMARY OF KEY FINANCIAL INFORMATION
31/03/2014

 
INDIVIDUAL PERIOD
CUMULATIVE PERIOD
CURRENT YEAR QUARTER
PRECEDING YEAR
CORRESPONDING
QUARTER
CURRENT YEAR TO DATE
PRECEDING YEAR
CORRESPONDING
PERIOD
31/03/2014
31/03/2013
31/03/2014
31/03/2013
$$'000
$$'000
$$'000
$$'000
1Revenue
479,620
364,283
479,620
364,283
2Profit/(loss) before tax
6,439
22,720
6,439
22,720
3Profit/(loss) for the period
5,439
16,865
5,439
16,865
4Profit/(loss) attributable to ordinary equity holders of the parent
5,283
16,539
5,283
16,539
5Basic earnings/(loss) per share (Subunit)
1.11
3.47
1.11
3.47
6Proposed/Declared dividend per share (Subunit)
0.00
1.50
0.00
1.50


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 ($$)
0.7005
0.6903
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


PERWAJA - Change in Boardroom

Announcement Type: Change in Boardroom
Company NamePERWAJA HOLDINGS BERHAD  
Stock Name PERWAJA  
Date Announced19 May 2014  
CategoryChange in Boardroom
Reference NoPH-140519-53121

Date of change19/05/2014
NameDatuk Lim Chaing Cheah
Age64
NationalityMalaysian
DesignationDirector
DirectorateNon Independent & Non Executive
Type of changeResignation
ReasonDue to personal commitments
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
QualificationsFellow of the Institute of Chartered Accountants in England and Wales (ICAEW), member of the British Institute of Management and the Corporate Finance Faculty of the ICAEW and a Chartered Accountant with the Malaysian Institute of Accountants (MIA) 
Working experience and occupation Not applicable 
Directorship of public companies (if any)PFCE 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 


HOHUP - Changes in Sub. S-hldr's Int. (29B) - Low Lai Yoong (Amended Announcement)

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameHO HUP CONSTRUCTION COMPANY BHD  
Stock Name HOHUP  
Date Announced19 May 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCS-140514-59960

Particulars of substantial Securities Holder

NameLow Lai Yoong
Address11A, Jalan 14/56, 46100 Petaling Jaya, Selangor Darul Ehsan
NRIC/Passport No/Company No.620722-10-5646
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Name & address of registered holderLow Chee Group Sdn. Bhd.
No. 58G, Jalan Wawasan Ampang 2/3,
Bandar Baru Ampang, 68000 Ampang,
Selangor Darul Ehsan

Low Lai Yoong
11A, Jalan 14/56,
46100 Petaling Jaya,
Selangor Darul Ehsan

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired25/04/2014
1,004,700
1.480 
Transferred28/04/2014
388,000
 

Circumstances by reason of which change has occurred(1) Acquisition of shares via off market transaction by Low Chee Group Sdn. Bhd
(2) Transfer of shares to her spouse.
Nature of interestDirect and Indirect
Direct (units)482,500 
Direct (%)0.21 
Indirect/deemed interest (units)24,450,929 
Indirect/deemed interest (%)10.88 
Total no of securities after change24,933,429
Date of notice06/05/2014

Remarks :
The amended announcement is made on the transfer of shares by Madam Low Lai Yoong to her spouse on 28 April 2014 and therefore the direct units and percentage have changed.


HOHUP - Changes in Sub. S-hldr's Int. (29B) - Low Lai Yoong (Amended Announcement)

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameHO HUP CONSTRUCTION COMPANY BHD  
Stock Name HOHUP  
Date Announced19 May 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCS-140514-60459

Particulars of substantial Securities Holder

NameLow Lai Yoong
Address11A, Jalan 14/56, 46100 Petaling Jaya, Selangor Darul Ehsan
NRIC/Passport No/Company No.620722-10-5646
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Name & address of registered holderLow Chee Group Sdn. Bhd.
No. 58G, Jalan Wawasan Ampang 2/3,
Bandar Baru Ampang, 68000 Ampang,
Selangor Darul Ehsan

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired06/05/2014
1,224,600
1.500 

Circumstances by reason of which change has occurredAcquisition of shares by Low Chee Group Sdn. Bhd. via off market transaction
Nature of interestIndirect
Direct (units)482,500 
Direct (%)0.21 
Indirect/deemed interest (units)25,675,529 
Indirect/deemed interest (%)11.18 
Total no of securities after change26,158,029
Date of notice09/05/2014

Remarks :
The amended announcement is to reflect the correct direct and indirect deemed interest units and percentage of Madam Low Lai Yoong.


MHB - GENERAL MEETINGS: OUTCOME OF MEETING

Announcement Type: General Meetings
Company NameMALAYSIA MARINE AND HEAVY ENGINEERING HOLDINGS BERHAD  
Stock Name MHB  
Date Announced19 May 2014  
CategoryGeneral Meetings
Reference NoMM-140512-42097

Type of MeetingAGM
IndicatorOutcome of Meeting
Date of Meeting19/05/2014
Time11:00 AM
VenueBallroom 1, Level 1, Sime Darby Convention Centre, 1A Jalan Bukit Kiara 1, 60000 Kuala Lumpur.
Outcome of Meeting

Malaysia Marine and Heavy Engineering Holdings Berhad ("MHB") is pleased to announce that at the 25th Annual General Meeting ("AGM") of MHB held on Monday, 19 May 2014 at 11.00 a.m. at Ballroom 1, Level 1, Sime Darby Convention Centre, 1A Jalan Bukit Kiara 1, 60000 Kuala Lumpur, all the resolutions as set out in the Notice of the 25th AGM dated 25 April 2014 were duly passed as follows:

ORDINARY RESOLUTIONS

Resolution 1 - Receipt of the Audited Financial Statements for the financial year ended 31 December 2013 together with the Reports of the Directors and Auditors thereon.

Resolution 2 - Approval of the payment of a single tier dividend of 5 sen per share in respect of the financial year ended 31 December 2013.

Resolution 3 - Re-election of Yong Nyan Choi @ Yong Guan Choi as Director of the Company who retired by rotation pursuant to Article 115 of the Company's Articles of Association.

Resolution 4 - Re-election of Bernard Rene Francois di Tullio as Director of the Company who retired by rotation pursuant to Article 115 of the Company's Articles of Association.

Resolution 5 - Re-election of Dominique de Soras as Director of the Company who retired by rotation pursuant to Article 115 of the Company's Articles of Association.

Resolution 6 - Approval of the payment of Directors' fees amounting RM964,143 for the financial year ended 31 December 2013.

Resolution 7 - Re-appointment of Messrs Ernst & Young as Auditors of the Company and authorisation for the Directors to fix their remuneration.

This announcement is dated 19 May 2014.



OLDTOWN - OTHERS OLDTOWN BERHAD (“OLDTOWN” or THE “COMPANY”) MASTER LICENSE AGREEMENT BETWEEN KOPITIAM ASIA PACIFIC SDN BHD AND OTK (AUSTRALIA) SDN BHD AND LEONG KWAN YEW

Announcement Type: General Announcement
Company NameOLDTOWN BERHAD  
Stock Name OLDTOWN  
Date Announced19 May 2014  
CategoryGeneral Announcement
Reference NoCK-140519-50291

TypeAnnouncement
SubjectOTHERS
DescriptionOLDTOWN BERHAD (“OLDTOWN” or THE “COMPANY”)
MASTER LICENSE AGREEMENT BETWEEN KOPITIAM ASIA PACIFIC SDN BHD AND OTK (AUSTRALIA) SDN BHD AND LEONG KWAN YEW

Introduction

The Board of Directors of Oldtown wishes to announce that Kopitiam Asia Pacific Sdn Bhd (Company No. 196428-X) (“KAP” or “the Licensor”), a wholly owned subsidiary of Oldtown has executed a Master License Agreement (“the Agreement” or “the MLA”) with OTK (AUSTRALIA) SDN BHD (“OTK (AUSTRALIA)” or “the Master Licensee”) and Mr Leong Kwan Yew (“the Individual”) on 19 May 2014.

Salient Terms of the Agreement

The Licensor is engaged in the business of operating restaurants (“the Business”) under the name of “OLDTOWN WHITE COFFEE” (“Trade Name”) and has developed the business system in connection with the operation of the Business utilizing and comprising the Trade Mark, Trade Name, Know-how and any other Intellectual Property, and certain standard operational procedures, plans directions, specifications, methods, management, training, Point of Sale Systems and advertising techniques whether specified in the Manuals or otherwise (“the System”).

The Licensor grants to the Master Licensee and the Master Licensee accepts during the term of the Agreement:-

(a) an exclusive right to operate Direct License within Australia only (“the Territory”);

(b) a non-exclusive right, to use the Trade Name, to use the Trade Mark, to operate the System; to sell the Approved Products and to provide the Services within the Territory;

(c) an exclusive right to grant Sub-Licenses to licensees in the Territory and to enter into Sub-License Agreement for the purpose of setting up a network of Outlets in the Territory for the operation of the Business under the Trade Name and the Trade Mark and using the System and selling the Approved Products provided always the grant of Sub-License is subject to the conditions set out below:-

(i) The Master Licensee may only grant sub-license commencing from the third year of the Agreement provided always that the Master Licensee is able to open the minimum number of new outlets in year 1 and year 2 as set out in the Agreement.

(ii) The Master Licensee may only grant sub-license provided the Master Licensee has complied with all terms and conditions as shall be determined by the Licensor from time to time.

(iii) Sub-Licensees shall have no rights whatsoever to grant or be permitted to grant sub-licenses.

(iv) The Master Licensee may only appoint a Sub-Licensee as an Area Licensee the criteria, qualification and definition as shall be defined solely by the Licensor.

In consideration of the Licensor granting the rights therein in the Agreement to the Master Licensee, the Master Licensee agrees to pay the following to the Licensor without any demand, deduction, and counter-claim or set-off:-

(i)

License Fee (non-refundable)

USD200,000

(ii)

Outlet Opening Fee

USD20,000 per outlet opened in the Territory

(iii)

Royalty

Three percent (3%) of the Monthly Gross Sales (Two percent (2%) for the Pilot Outlet for the period of two years from the opening)

(iv)

Market Development Fund

One percent (1%) of the Monthly Gross Sales

United States Dollars : “USD”

The duration of the MLA is five (5) years and may be renewed for another five (5) years subject to the fulfillment of the conditions as stated in the Agreement.

Where necessary, the Master Licensee shall at its own cost and expense, establish, build and operate a Distribution Center and a Central Kitchen which shall be established, built and operated strictly in accordance with the Licensor’s specifications and instructions and within such time frame as shall be determined by the Licensor.

The Licensor shall have an option to purchase the Master Licensee’s operations and businesses in the following manner as stipulated in the MLA.

The Master Licensee shall grant and cause the shareholders of the Master Licensee to grant to the Licensor or its nominee(s) an option to, at any time during the last twelve (12) months of any of the five (5) year term of the Agreement, to buy and/or subscribe a minimum of 19% shareholding (voting shares) in the Master Licensee, up to a maximum of 51% shareholding (voting shares). The purchase price or subscription price of the shares in the Master Licensee shall be determined as follows:-

Option to Buy / Subscribe Provided Master Licensee is Profitable

Shares

Purchase Price

Minimum 19% shareholding (voting shares)

5 times potential earnings of one (1) year’s profit after tax based on the audited accounts of the 4th year of operations

20% - 51% shareholding (voting shares)

Fair value.

Option to Buy / Subscribe in the event that Master Licensee is not Profitable

Shares

Purchase Price

Entire operations and business

Net book value (NBV) of the assets to be sold only.

The purchase price or subscription price shall be determined by an independent chartered accountant of international repute appointed by the Licensor.

The Master Licensee and the Individual jointly and severally undertake to indemnify and keep indemnified the Licensor after and before the expiry or termination against all damages, loss, claims, demands, expenses, costs and liabilities which the Licensor may at any time incur as a result of any and all breaches by the Master Licensee and the Individual of the obligations under the Agreement.

Rationale

OLDTOWN wishes to expand into the Australia market as part of its plan to venture into other territories. The Licensor has built up a substantial reputation and goodwill in the Business and the Trade Name, the granting of license to the Master Licensee will enable the setting up of a network of outlets in the Territory. This is part of the international expansion of the Company and is likely to lead to an increase in the Company’s earnings in the future.

Directors’ Statement

The Directors of OLDTOWN, having considered all aspects of the execution of the MLA, are of the opinion that it is in the best interest of OLDTOWN Group.

Effects of the execution of the Agreement

The execution of the MLA is not expected to have any material effect on the earnings or net assets of Oldtown and its subsidiary companies for the financial year ending 31 March 2015.

Interest of Directors, Major Shareholders and Persons connected to them

None of the Directors and/or major shareholders of Oldtown and/or persons connected with them, has any interest, direct or indirect, in the MLA.

This announcement is dated 19 May 2014.



MSM - Final Dividend

Announcement Type: Entitlements (Notice of Book Closure)
Company NameMSM MALAYSIA HOLDINGS BERHAD  
Stock Name MSM  
Date Announced19 May 2014  
CategoryEntitlements (Notice of Book Closure)
Reference NoMH-140516-1617C

EX-date25/06/2014
Entitlement date27/06/2014
Entitlement time04:00:00 PM
Entitlement subjectFinal Dividend
Entitlement descriptionFinal Dividend of 14 sen per ordinary share, under single-tier system
Period of interest payment to
Financial Year End31/12/2013
Share transfer book & register of members will be to closed from (both dates inclusive) for the purpose of determining the entitlements
Registrar's name ,address, telephone noSymphony Share Registrars Sdn Bhd
Level 6, Symphony House, Block D13, Pusat Dagangan Dana 1
Jalan PJU 1A/46, 47301 Petaling Jaya
Selangor
Tel: +603-7841 8000
Fax: +603-7841 8008
Payment date 11/07/2014
a.Securities transferred into the Depositor's Securities Account before 4:00 pm in respect of transfers27/06/2014 
b.Securities deposited into the Depositor's Securities Account before 12:30 pm in respect of securities exempted from mandatory deposit 
c. Securities bought on the Exchange on a cum entitlement basis according to the Rules of the Exchange.
Number of new shares/securities issued (units) (If applicable) 
Entitlement indicatorCurrency
CurrencyMalaysian Ringgit (MYR)
Entitlement in Currency0.14


MSM - GENERAL MEETINGS: NOTICE OF MEETING

Announcement Type: General Meetings
Company NameMSM MALAYSIA HOLDINGS BERHAD  
Stock Name MSM  
Date Announced19 May 2014  
CategoryGeneral Meetings
Reference NoMH-140516-16174

Type of MeetingAGM
IndicatorNotice of Meeting
DescriptionMSM MALAYSIA HOLDINGS BERHAD
Notice of 3rd (Third) Annual General Meeting
Date of Meeting11/06/2014
Time10:00 AM
VenueBallroom Menara Felda
Level B2, Menara Felda, Platinum Park
No. 11, Persiaran KLCC
50088 Kuala Lumpur
Date of General Meeting Record of Depositors04/06/2014

Attachments

Notice of Third AGM.pdf
24 KB



ARMADA - 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 NameBUMI ARMADA BERHAD  
Stock Name ARMADA  
Date Announced19 May 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoBA-140519-439BB

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 incorporationMalaysia
Descriptions (Class & nominal value)Ordinary shares of RM0.20 each in Bumi Armada Berhad ("BAB Shares")
Name & address of registered holderEmployees Provident Fund Board
Citigroup Nominees (Tempatan) Sdn Bhd- Employees Provident Fund Board
Citigroup Nominees (Tempatan) Sdn Bhd- Employees Provident FD BD (AMUNDI)
Citigroup Nominees (Tempatan) Sdn Bhd- Employees Provident FD BD (HDBS)
Citigroup Nominees (Tempatan) Sdn Bhd- Employees Provident FD BD (AM INV)
Citigroup Nominees (Tempatan) Sdn Bhd- Employees Provident FD BD (MAYBAN)
Citigroup Nominees (Tempatan) Sdn Bhd- Employees Provident FD BD (NOMURA)
Citigroup Nominees (Tempatan) Sdn Bhd- Employees Provident FD BD (CIMB PRI)
Citigroup Nominees (Tempatan) Sdn Bhd- Employees Provident FD BD (ARIM)
Citigroup Nominees (Tempatan) Sdn Bhd- Employees Provident FD BD (TEMPLETON)
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)
Acquired14/05/2014
1,000,000
 

Circumstances by reason of which change has occurredAcquisition of 1,000,000 BAB Shares registered under Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board.
Nature of interestDirect
Direct (units)244,691,900 
Direct (%)8.34 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change244,691,900
Date of notice15/05/2014

Remarks :
This announcement is based on the information in the Notice of Change in the Interests of Substantial Shareholder (Form 29B) dated 15 May 2014 received by the Company on 19 May 2014.

The registered holders of the 244,691,900 BAB Shares are as follows:

1. Employees Provident Fund Board
- in respect of 1,500,000 BAB Shares

2. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board
- in respect of 189,613,900 BAB Shares

3. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident FD BD (AMUNDI)
- in respect of 9,020,000 BAB Shares

4. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident FD BD (HDBS)
- in respect of 12,890,300 BAB Shares

5. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident FD BD (AM INV)
- in respect of 5,287,800 BAB Shares

6. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident FD BD (MAYBAN)
- in respect of 2,150,000 BAB Shares

7. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident FD BD (NOMURA)
- in respect of 18,550,000 BAB Shares

8. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident FD BD (CIMB PRI)
- in respect of 1,626,900 BAB Shares

9. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident FD BD (ARIM)
- in respect of 1,200,000 BAB Shares

10. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident FD BD (TEMPLETON)
- in respect of 2,853,000 BAB Shares


PAVREIT - 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 NamePAVILION REAL ESTATE INVESTMENT TRUST  
Stock Name PAVREIT  
Date Announced19 May 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoPR-140519-8DD5B

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 incorporationMALAYSIA
Descriptions (Class & nominal value)UNITS IN PAVILION REAL ESTATE INVESTMENT TRUST ("Pavilion REIT")
Name & address of registered holder1) CITIGROUP NOMINEES (TEMPATAN) SDN BHD
EMPLOYEES PROVIDENT FUND BOARD
LEVEL 42, MENARA CITIBANK, 165 JALAN AMPANG
50450 KUALA LUMPUR (Total: 159,495,103)

2) CITIGROUP NOMINEES (TEMPATAN) SDN BHD
EMPLOYEES PROVIDENT FD BD (KIB)
LEVEL 42, MENARA CITIBANK, 165 JALAN AMPANG
50450 KUALA LUMPUR (Total: 3,436,100)

3) EMPLOYEES PROVIDENT FUND BOARD
TINGKAT 19, BANGUNAN KWSP, JALAN RAJA LAUT
50350 KUALA LUMPUR (Total: 1,500,000)

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired14/05/2014
78,000
 

Circumstances by reason of which change has occurredACQUISITION OF 78,000 UNITS BY CITIGROUP NOMINEES (TEMPATAN) SDN BHD - EMPLOYEES PROVIDENT FUND BOARD.
Nature of interestDIRECT
Direct (units)164,509,203 
Direct (%)5.46 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change164,509,203
Date of notice15/05/2014

Remarks :
159,573,103 units are registered in the name of CITIGROUP NOMINEES (TEMPATAN) SDN BHD - EMPLOYEES PROVIDENT FUND BOARD after the acquisition.

The notice was received by the Company on 19 May 2014.


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