July 1, 2014

Company announcements: NEXGRAM, IDMENSN, FBMKLCI-EA, AMBANK, GENP, AJI, IJM, TM

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

Announcement Type: General Announcement
Company NameNEXGRAM HOLDINGS BERHAD (ACE Market) 
Stock Name NEXGRAM  
Date Announced1 Jul 2014  
CategoryGeneral Announcement
Reference NoCS-140626-64753

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionNEXGRAM HOLDINGS BERHAD ("NEXGRAM" OR "THE COMPANY")
- PROPOSED DISPOSAL OF 4,600 ORDINARY SHARES OF IDR1,000,000 EACH IN THE CAPITAL OF PT ELASITAS MULTI KREASI, REPRESENTING 99% EQUITY INTEREST, BY ELASITAS TECHNOLOGIES LIMITED, A 87% OWNED SUBSIDIARY OF NEXGRAM FOR A TOTAL CASH CONSIDERATION OF IDR13,000,000,000

The Board of Directors of NEXGRAM wishes to inform that Elasitas Technologies Limited, a 44% owned subsidiary of the Company, had on 30 June 2014 entered into a Conditional Share Sale Agreement (“SSA”) with PT.Sinergi Inti Solusindo for the disposal of 4,600 ordinary shares of IDR1,000,000 each in the capital of PT Elasitas Multi Kreasi, representing 99% equity interest, for a total cash consideration of IDR13,000,000,000, upon the terms and conditions as stipulated in the SSA.

Please refer to the attached document for further details.

This announcement is dated 1 July 2014.



IDMENSN - Changes in Sub. S-hldr's Int. (29B) - Dato' Yeo Boon Leong

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameIDIMENSION CONSOLIDATED BHD (ACE Market) 
Stock Name IDMENSN  
Date Announced1 Jul 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCS-140701-50196

Admission SponsorRHB Investment Bank Bhd
SponsorSame as above

Particulars of substantial Securities Holder

NameDato' Yeo Boon Leong
AddressNo. 2 & 4, Jalan BK 1/19,
Kinrara Industrial Park,
Bandar Kinrara,
47100 Puchong,
Selangor Darul Ehsan
NRIC/Passport No/Company No.660630-10-5119
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM0.10 each
Name & address of registered holderDato' Yeo Boon Leong
No. 2 & 4, Jalan BK 1/19,
Kinrara Industrial Park,
Bandar Kinrara,
47100 Puchong,
Selangor Darul Ehsan

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired25/06/2014
3,650,000
 
Acquired26/06/2014
1,057,400
 
Acquired27/06/2014
1,250,000
 
Acquired30/06/2014
100,600
 

Circumstances by reason of which change has occurredAcquired of Shares
Nature of interestDirect
Direct (units)54,258,000 
Direct (%)15.6 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change54,258,000
Date of notice01/07/2014

Remarks :
Form 29B was received by the Company on 1 July 2014


IDMENSN - Change of Address

Announcement Type: Change of Address
Company NameIDIMENSION CONSOLIDATED BHD (ACE Market) 
Stock Name IDMENSN  
Date Announced1 Jul 2014  
CategoryChange of Address
Reference NoCS-140630-60245

Admission SponsorRHB Investment Bank Bhd
SponsorSame as above

Change descriptionRegistered 
Old address 3rd Floor No. 17, Jalan Ipoh Kecil, 50350 Kuala Lumpur 
New addressLevel 7, Menara Milenium, Jalan Damanlela, Pusat Bandar Damansara, Damansara Heights, 50490 Kuala Lumpur, Wilayah Persekutuan 
Name of Registrar 
Telephone no03-2084 9000 
Facsimile no03-2094 9940 
E-mail address 
Effective date24/06/2014 


FBMKLCI-EA - NET ASSET VALUE / INDICATIVE OPTIMUM PORTFOLIO VALUE

Announcement Type: General Announcement
Company NameFTSE BURSA MALAYSIA KLCI ETF  
Stock Name FBMKLCI-EA  
Date Announced1 Jul 2014  
CategoryGeneral Announcement
Reference NoFB-140701-64BF0

TypeAnnouncement
SubjectNET ASSET VALUE / INDICATIVE OPTIMUM PORTFOLIO VALUE
DescriptionFTSE Bursa Malaysia KLCI etf - Valuation Point as at 01 July 2014

Fund: FTSE Bursa Malaysia KLCI etf
NAV per unit (RM): 1.9280
Units in circulation (units): 1,672,000
Manager's Fee (% p.a): 0.50
Trustee Fee (% p.a): 0.06
License Fee (% p.a): 0.04
FTSE Bursa Malaysia KLCI Index: 1,879.12

Attachments

FBM KLCI etf 20140701.xls
34 KB



AMBANK - 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 NameAMMB HOLDINGS BERHAD  
Stock Name AMBANK  
Date Announced1 Jul 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoAH-140701-5166B

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 RM1.00 each
Name & address of registered holderCitigroup Nominees (Tempatan) Sdn Bhd
Level 42, Menara Citibank
165 Jalan Ampang
50450 Kuala Lumpur

1. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board
[Disposal of 2,308,900 shares]

2. Employees Provident Fund Board

3. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (KIB)

4. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (MAYBAN)

5. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (KAF FM)

6. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (NOMURA)

7. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (CIMB PRI)

8. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (ARIM)

9. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (TEMPLETON)

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed26/06/2014
2,308,900
 

Circumstances by reason of which change has occurredDisposal of shares
Nature of interestDirect interest
Direct (units) 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change424,334,537
Date of notice27/06/2014

Remarks :
This notice was received on 1 July 2014.


GENP - 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 NameGENTING PLANTATIONS BERHAD  
Stock Name GENP  
Date Announced1 Jul 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoGP-140701-90CE7

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 50 SEN EACH
Name & address of registered holderCITIGROUP NOMINEES (TEMPATAN) SDN BHD
EMPLOYEES PROVIDENT FD BD (CIMB PRI)
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)
Disposed26/06/2014
12,400
 

Circumstances by reason of which change has occurredDISPOSAL
Nature of interestDIRECT
Direct (units) 
Direct (%)15.88 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change121,523,200
Date of notice27/06/2014

Remarks :
Form 29B dated 27 June 2014 was received on 1 July 2014.


AJI - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameAJINOMOTO (MALAYSIA) BERHAD  
Stock Name AJI  
Date Announced1 Jul 2014  
CategoryChange in Boardroom
Reference NoCS-140624-41369

Date of change01/07/2014
NameMotohiro Komase
Age43
NationalityJapanese
Type of changeAppointment
DesignationExecutive Director
DirectorateExecutive
QualificationsMr. Motohiro Komase graduated from the Department of Economics, Nagoya University in March, 1993. 
Working experience and occupation Mr. Motohiro Komase joined Ajinomoto Co., Inc Japan in 1993 and began his career with the International Department, Head Quarters and has since held various positions in Japan and overseas within the Ajinomoto Group of Companies. 
Directorship of public companies (if any)Nil 
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 


IJM - Changes in Sub. S-hldr's Int. (29B) - Kumpulan Wang Persaraan (Diperbadankan)

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameIJM CORPORATION BERHAD  
Stock Name IJM  
Date Announced1 Jul 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoIC-140701-EDEE1

Particulars of substantial Securities Holder

NameKumpulan Wang Persaraan (Diperbadankan)
AddressAras 4, 5 & 6, Menara Yayasan Tun Razak, 200, Jalan Bukit Bintang, 55100 Kuala Lumpur
NRIC/Passport No/Company No.KWAPACT6622007
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary Shares of RM1 Each
Name & address of registered holderKumpulan Wang Persaraan (Diperbadankan), Aras 4, 5 & 6, Menara Yayasan Tun Razak, 200, Jalan Bukit Bintang, 55100 Kuala Lumpur.

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired24/06/2014
500,000
 
Disposed24/06/2014
61,000
 

Circumstances by reason of which change has occurredTransaction of Securities
Nature of interestDirect
Direct (units)97,106,700 
Direct (%)6.622 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change97,106,700
Date of notice01/07/2014

Remarks :
Re : Form 29B dated 27 June 2014.


IJM - 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 NameIJM CORPORATION BERHAD  
Stock Name IJM  
Date Announced1 Jul 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoIC-140701-EB9A3

Particulars of substantial Securities Holder

NameEmployees Provident Fund Board
AddressTingkat 19, Bangunan KWSP, Jalan Raja Laut, 50350 Kuala Lumpur
NRIC/Passport No/Company No.Not Applicable
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary Shares of RM1 Each
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)
Acquired26/06/2014
1,311,700
 
Acquired26/06/2014
300,000
 

Circumstances by reason of which change has occurredTransaction of Securities
Nature of interestDirect
Direct (units)154,708,589 
Direct (%)10.55 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change154,708,589
Date of notice01/07/2014

Remarks :
Re : Form 29B dated 27 June 2014.


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

Announcement Type: General Announcement
Company NameTELEKOM MALAYSIA BERHAD  
Stock Name TM  
Date Announced1 Jul 2014  
CategoryGeneral Announcement
Reference NoTM-140701-61092

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS
DescriptionPROPOSED JOINT-VENTURE BETWEEN TELEKOM MALAYSIA BERHAD (“TM”), VIA ITS WHOLLY OWNED SUBSIDIARY, INTELSEC SDN BHD (“INTELSEC” OR THE “COMPANY”), UEM LAND BERHAD (“UEML”) AND ISKANDAR INNOVATIONS SDN BHD (“IISB”), A WHOLLY OWNED SUBSIDIARY OF ISKANDAR INVESTMENT BERHAD (“IIB”)

 

1. INTRODUCTION

Pursuant to Paragraph 9.19(23) of the Main Market Listing Requirements (“Main LR”) of Bursa Malaysia Securities Berhad (“Bursa Securities”), we wish to announce that TM, via its wholly owned subsidiary, Intelsec has today entered into a Joint Venture and Shareholders Agreement (“JVSHA”) with UEML and IISB for the establishment of a Joint Venture Company (“JV Co”) which will carry on the business of a managed services operating company to provide smart building services and smart city services (“Proposed Joint Venture”).

 

JV Co will be established pursuant to the JVSHA and Intelsec, UEML and IISB shall hold 51%, 39% and 10% respectively of the equity interest of the JV Co. The total consideration of the proposed subscription of 31,110,000 of the authorised share capital of the JV Co of RM1.00 each by Intelsec is RM31,110,000.00 (“Proposed Subscription”).

 

This announcement is made in conjunction with the earlier announcements made by TM on 4 December 2012, 26 April 2013, 3 June 2013 and 4 December 2013 in respect of the Collaboration Agreement entered into between TM, UEML and IIB to participate in the provision of Information Communication and Technology (ICT) infrastructure and telecommunication services in Nusajaya, Iskandar Malaysia.

 

2. DETAILS OF THE PROPOSED JOINT-VENTURE

 2.1. Business of JV Co

 JV Co will carry on the business of a managed services operating company to provide smart building and smart city services, including inter-alia:-

 

(a) to build, provision and manage the smart building services, including smart tenant services, for the building owners, operators, residents and visitors;

(b) to design, build and operate smart city services, which include private smart city safety and security services, energy and facility management ; and

(c) to design, build and operate the smart city infrastructure for the provision and management of both smart building and smart city services.

 2.2. Capital Structure

(a) JV Co shall have an authorised share capital of RM61,000,000.00 divided into 61,000,000 ordinary shares of RM1.00 each. The initial issued and paid up share capital of the JV Co shall be RM15,000,000.00 divided into 15,000,000 ordinary shares of RM1.00 each.

 

(b) Within three (3) months from the agreement date, the Company, UEML and IISB have agreed to subscribe to the initial issued and paid up share capital, in cash and in the agreed proportion of 51%, 39% and 10% respectively. The parties will subscribe to an additional capital contribution of RM3,000,000.00 within 18 months from the agreement date or within such other earlier period required to fund the business of JV Co, in cash based on the agreed proportion.

 

(c) The Company, UEML and IISB have further agreed to an additional future capital contribution of RM43,000,000.00 at such a later time as may be determined by JV Co’s Board of Directors for the purpose of funding the JV Co business as per the aforesaid proportion.

2.3. Sources of Funding

The Proposed Joint-Venture will be funded by internally generated funds.

 

 3. RATIONALE OF THE PROPOSED JOINT-VENTURE

JV Co will pave the way towards realising the aspiration of a ‘Nusajaya smart city’ and TM will play an integral role in establishing the eco-system that will elevate Nusajaya into becoming Malaysia’s model of a completely modern digital city by bringing in world class telecommunications and ICT services, placing Nusajaya as a strategic commercial hub in the region.

 

The Proposed Joint Venture provides TM Group with an opportunity to diversify its revenue streams in line with TM’s strategy to offer services beyond connectivity. 

 

4. BRIEF INFORMATION ON THE PARTIES

4.1. TM

TM is a public listed company duly incorporated in Malaysia on 12 October 1984, with an authorised share capital of RM3,528,003,015.00 divided into 5,040,000,020 ordinary shares of RM0.70 each, 1 Special Rights Redeemable Preference Share of RM1.00, 2,000 Class C Non-Convertible Redeemable Preference Shares (“NCRPS”) of RM1.00 each and 1,000 Class D NCRPS of RM1.00 each. The issued and paid-up share capital of TM is RM2,567,023,489.80 comprising 3,667,172,234 ordinary shares of RM0.70 each, 1 Special Rights Redeemable Preference Share of RM1.00, 2,000 Class C NCRPS of RM1.00 each and 925 Class D NCRPS of RM1.00 each.

 

The principal activities of TM are the establishment, maintenance and provision of telecommunications and related services.

4.2. Intelsec

Intelsec was incorporated in Malaysia on 6 October 1995 as a private limited company. It has an authorised share capital of RM5,000,000.00 divided into 5,000,000 ordinary shares of RM 1.00 each, and a paid-up capital of RM3,000,000.00 divided into 3,000,000 ordinary shares of RM 1.00 each.

 

Intelsec is a wholly-owned subsidiary of TM and its principal activity is the provision of the supply, installation and maintenance of computerised security systems.

4.3. UEML

UEML was incorporated in Malaysia on 7 October 1982 as a public limited company under the name of Renong Berhad. It was listed on Bursa Securities on 27 January 1984 and subsequently delisted from the Main Board of Bursa Securities on 14 November 2003. It was also listed on the Stock Exchange of Singapore Ltd on 31 January 1984 and subsequently delisted from the Official List of the Stock Exchange of Singapore Ltd on 1 January 1990.

 

On 10 December 2003, it changed name to its present name and on 27 December 2003, it was converted to a private limited company following a group wide restructuring scheme by its holding company, UEM Group Berhad. On 9 April 2008, UEML was re-converted to a public company.

 

The present authorised share capital of UEML is RM2,500,000,000.00 comprising 2,450,000,000 ordinary shares of RM1.00 each and 50,000,000 redeemable convertible preference shares of RM1.00 each, and the issued and paid up share capital of UEML is RM464,468,113.00 comprising 464,468,113 ordinary shares of RM1.00 each

 

The principal activities of UEML are property development, project investment, project procurement and management, and strategic investment holding.

4.4. IIB

IIB was incorporated in Malaysia on 3 November 2006 under the name of South Johor Investment Corporation Berhad. On 4 April 2008, the company was renamed to Iskandar Investment Berhad and acts as a strategic developer stimulating the long-term development of Iskandar Malaysia and a solution centre for investors.

4.5. IISB

IISB is a wholly owned subsidiary of IIB and is incorporated in Malaysia on 25 May 2010 as a special purpose vehicle to pursue opportunities and investments in smart city services.

 

5.  FINANCIAL EFFECT

 5.1 Share capital and substantial shareholders’ shareholdings

The Proposed Joint-Venture will not have any effect on the issued and paid-up share capital as well as the substantial shareholders’ shareholdings of TM.

 5.2  Earnings and Net Assets

The Proposed Joint-Venture is not expected to have any material effect to the earnings and net assets of TM Group for the financial year ending 31 December 2014.

 

 6.  APPROVALS REQUIRED

The Proposed Joint-Venture is not subject to shareholders’ or any government authorities’ approval.


7.  DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTEREST

Save as disclosed below, none of the Directors and other major shareholders of TM and/or persons connected to them has any interest, whether direct or indirect, in the Proposed Joint-Venture:-

 

(a) Khazanah Nasional Berhad (“Khazanah”), a major shareholder of TM, is also a common major shareholder of UEM Land Holdings Berhad, the holding company of UEML and IIB;

(b) Tunku Dato’ Mahmood Fawzy Tunku Muhiyiddin, a nominee Director of Khazanah; and

(c) Nik Rizal Kamil Tan Sri Dato’ Nik Ibrahim Kamil, alternate director to Tunku Dato’ Mahmood Fawzy Tunku Muhiyiddin.


8.  AUDIT COMMITTEE STATEMENT

The Board Audit Committee of TM, (save for Tunku Dato’ Mahmood Fawzy Tunku Muhiyiddin, an Interested Director by virtue of his position as a nominee Director of Khazanah, a common major shareholder), having considered all aspects of the Proposed Joint-Venture is of the view that the Proposed Joint-Venture is in the best interest of TM, fair and reasonable and on normal commercial terms, and is not detrimental to the interest of the minority shareholders of TM.

 

The above view is arrived at after having considered the rationale of the Proposed Joint-Venture and;

(i) the long-term accretive value it brings to TM Group; and

(ii) the strategic fit of the Proposed Joint-Venture to TM’s growth strategy, particularly for the Managed Accounts segment.

 

 9.  BOARD OF DIRECTORS’ STATEMENT

The Board of Directors of TM (save for interested directors namely, Tunku Dato’ Mahmood Fawzy Tunku Muhiyiddin and Nik Rizal Kamil Tan Sri Dato’ Nik Ibrahim Kamil) having considered the recommendations of the Board Audit Committee and the rationale of the Proposed Joint-Venture, is of the view that the Proposed Joint-Venture is in the best interest of TM, fair and reasonable and on normal commercial terms and not detrimental to the minority shareholders’ interest.

 

10. HIGHEST PERCENTAGE RATIO APPLICABLE PURSUANT TO PARAGRAPH 10.02 (g) OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD (“Main LR”)

 Pursuant to paragraph 10.02 (g) of the Main LR, the highest percentage ratio applicable to the Proposed Joint-Venture is 0.44%.

 

11.  TOTAL AMOUNT TRANSACTED WITH THE SAME RELATED PARTY FOR THE PRECEDING 12 MONTHS

In the preceding 12 months, transactions between TM and its subsidiaries, with UEML and IIB were RM0.969 Million and RM1.266 Million respectively.

 


This announcement is dated 1 July 2014.




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