AT - OTHERS JOINT VENTURE AND SHAREHOLDERS AGREEMENT (“JVSA”) BETWEEN AT PRECISION TOOLING SDN. BHD. (COMPANY NO. 627975-M) (“ATP”), A WHOLLY-OWNED SUBSIDIARY OF AT SYSTEMATIZATION BERHAD (“ATS”) WITH FONG’S ENGINEERING & MANUFACTURING PTE. LTD. (COMPANY NO. 199501796Z) (“FEM”) [COLLECTIVELY KNOWN AS “THE PARTIES”]
| Company Name | AT SYSTEMATIZATION BERHAD (ACE Market) |
| Stock Name | AT |
| Date Announced | 5 Nov 2014 |
| Category | General Announcement |
| Reference No | CA-141105-6F925 |
| Type | Announcement |
| Subject | OTHERS |
| Description | JOINT VENTURE AND SHAREHOLDERS AGREEMENT (“JVSA”) BETWEEN AT PRECISION TOOLING SDN. BHD. (COMPANY NO. 627975-M) (“ATP”), A WHOLLY-OWNED SUBSIDIARY OF AT SYSTEMATIZATION BERHAD (“ATS”) WITH FONG’S ENGINEERING & MANUFACTURING PTE. LTD. (COMPANY NO. 199501796Z) (“FEM”) [COLLECTIVELY KNOWN AS “THE PARTIES”] |
1.0 INTRODUCTION The Board of Directors (“Board”) of ATS is pleased to announce that its wholly-owned subsidiary, AT Precision Tooling Sdn. Bhd. (Company No. 627975-M) (“ATP”) has on November 5, 2014 entered into a Joint Venture and Shareholders Agreement (“JVSA”) with Fong’s Engineering & Manufacturing Pte. Ltd. (Company No. 199501796Z) (“FEM”) with the intention to form a Joint Venture Company (“JVCO”) to collaborate in the area of manufacturing parts for the oil and gas, life science, electronics, aerospace and other industries operations and to position the JVCO as FEM’s manufacturing arm outside Singapore to meet FEM’s customers’ (“the Clients”) job orders and requirements (“Proposed Joint Venture”) subsequent to the Memorandum of Understanding (“MOU”) entered between both parties via announcements made to Bursa Malaysia Securities Berhad on June 18, 2014 and June 19, 2014. 2.0 BACKGROUND INFORMATION ON THE PARTIES ATP is a private company incorporated in Malaysia under the Companies Act 1965 and having its business address at Plot 49, Hilir Sungai Keluang 2, Bayan Lepas Industrial Zone Phase IV, 11900 Bayan Lepas, Penang, Malaysia. ATP is involved in fabrication of industrial and engineering parts. FEM is a private company incorporated in Singapore and having its business address at No. 79 Loyang Way, Singapore 508766. FEM is specialized in precision engineering turnkey project. 3.0 SALIENT TERMS OF THE JVSA The JVSA outlines the joint venture arrangement of ATP and FEM in respect of the Proposed Joint Venture and regulates the relationship of the parties as shareholders of JVCO as well as their rights and obligations. The salient terms of the JVSA are similar to the salient terms of the MOU as announced earlier other than as mentioned below:- 3.1 Proposed directors of JVCO The Board of Directors of JVCO shall consist of 3 representatives from ATP and 2 representatives from FEM. 3.2 Responsibilities and Obligations of the Parties (i) ATP agrees to be the corporate guarantor to the JVCO if such security is required by the financial institution, subject always to the approval of ATP’s shareholder being ATS. (ii) FEM shall be responsible to secure job orders for the JVCO for the duration of the JVSA. 3.3 Others (i) All current and existing projects/orders from FEM to ATP will be transferred to and managed by the JVCO within 3 months upon the execution of JVSA. Terms and conditions stipulated in the respective purchase orders will remain unchanged. (ii) Subject to compliance of JVSA, FEM may reasonably mark-up the prices to cover its marketing and overhead expenses with no additional “sales commission” to be allocated and payable by JVCO and ATP may reasonably charge JVCO for the amount of cost borne by ATP in manufacturing the products and services required by the Clients, which include amongst others the rental of machines, rental of premise, utility, staff, costs, statutory payment and others. In the event the JVCO enters into a tenancy agreement with ATP (for the purpose of renting a premise from ATP), ATP may provide 1 year free rental to JVCO and a reduction in monthly rental for the second and third year, subject always to the discretion of ATP and terms of the tenancy agreement. As per earlier announcement, the proposed issued and paid-up capital of JVCO is RM100,000.00 comprising of 100,000 ordinary shares of RM1.00 each of which the shareholdings proportion are as follows:- Name of Shareholders Shareholdings proportion ATP 75% FEM 25% 100% 4. SOURCE OF FUNDS The Group will fund its investment (i.e., capital expenditure and/or working capital) in JVCO through proceeds raised from rights issue of shares with warrants completed on February 5, 2014. 5. FINANCIAL EFFECTS The JVSA will not have any effect on the share capital and shareholdings of substantial shareholders (where relevant). The JVSA is not expected to have any immediate material effect on the earnings per share, net assets per share and gearing of ATS for the current financial year ending February 28, 2015 but is expected to contribute positively to the future earnings of the ATS Group. 6. APPROVALS REQUIRED The JVSA is not subject to the approval of the shareholders of ATS, government and/or regulatory authorities. 7. DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTEREST None of the directors, major shareholders or person connected with them have any interest, direct or indirect, in the JVSA. 8. DIRECTORS’ STATEMENT The Board, after due consideration of all aspects of the JVSA, is of the opinion that the JVSA is in the best interest of ATS Group. 9. DOCUMENT AVAILABLE FOR INSPECTION A copy of the JVSA will be made available for inspection at the registered office of ATS at Suite S-21-H, 21st Floor, Menara Northam, 55 Jalan Sultan Ahmad Shah, 10050 Penang during normal business hours from Monday to Friday (except public holidays) for a period of three (3) months from the date of this announcement. This announcement is dated November 5, 2014.
| |
MIKROMB - GENERAL MEETINGS: NOTICE OF MEETING
| Company Name | MIKRO MSC BERHAD (ACE Market) |
| Stock Name | MIKROMB |
| Date Announced | 5 Nov 2014 |
| Category | General Meetings |
| Reference No | MB-141105-52367 |
| Type of Meeting | EGM |
| Indicator | Notice of Meeting |
| Description | MIKRO MSC BERHAD ("MMSC" OR THE "COMPANY") i) Proposed Bonus Issue; ii) Proposed ESOS iii) Proposed Increase In Authorised Share Capital; and iv) Proposed M&A Amendment. |
| Date of Meeting | 28/11/2014 |
| Time | 10:30 AM |
| Venue | Summit Hotel, Pahlawan 5, Level Persiaran Kewajipan USJ 1, 47600 UEP Subang Jaya, Selangor |
| Date of General Meeting Record of Depositors | 24/11/2014 |
FBMKLCI-EA - NET ASSET VALUE / INDICATIVE OPTIMUM PORTFOLIO VALUE
| Company Name | FTSE BURSA MALAYSIA KLCI ETF |
| Stock Name | FBMKLCI-EA |
| Date Announced | 5 Nov 2014 |
| Category | General Announcement |
| Reference No | FB-141105-6DD02 |
| Type | Announcement |
| Subject | NET ASSET VALUE / INDICATIVE OPTIMUM PORTFOLIO VALUE |
| Description | FTSE Bursa Malaysia KLCI etf - Valuation Point as at 05 November 2014 |
Fund: FTSE Bursa Malaysia KLCI etf | |
SEAL - Changes in Sub. S-hldr's Int. (29B) - KAPEN Capital Partners Limited
| Company Name | SEAL INCORPORATED BERHAD |
| Stock Name | SEAL |
| Date Announced | 5 Nov 2014 |
| Category | Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965 |
| Reference No | CC-141105-EAB7D |
Particulars of substantial Securities Holder
| Name | KAPEN Capital Partners Limited |
| Address | ABM Corporate Services, LTD ABM Chambers, Columbus Centre, P.O.Box 2283, Road Town, Tortola, British Virgin Islands. |
| NRIC/Passport No/Company No. | 1616062 |
| Nationality/Country of incorporation | British Virgin Island |
| Descriptions (Class & nominal value) | Ordinary shares of RM0.40 each |
| Name & address of registered holder | Citigroup Nominees (Asing) Sdn Bhd [Exempt An For UBS AG Singapore (Foreign)] |
Details of changes
Currency: Malaysian Ringgit (MYR)
| Type of transaction | Date of change | No of securities | Price Transacted (RM) |
| Disposed | 03/11/2014 | 500,000 |
| Remarks : |
| Received notice dated 3 November 2014 from KAPEN Capital Partners Limited on 5 November 2014. This announcement is dated 5 November 2014 |
MEDIA - MEDIA-EMPLOYEES' SHARE OPTION SCHEME ("SCHEME")
| Company Name | MEDIA PRIMA BERHAD |
| Stock Name | MEDIA |
| Date Announced | 5 Nov 2014 |
| Category | Listing Circular |
| Reference No | NE-141105-56132 |
LISTING'S CIRCULAR NO. L/Q : 71818 OF 2014
Kindly be advised that the abovementioned Company’s additional 5,000 new ordinary shares of RM1.00 each issued pursuant to the aforesaid Scheme will be granted listing and quotation with effect from 9.00 a.m., Friday, 7 November 2014.
POS - Changes in Sub. S-hldr's Int. (29B) - Kumpulan Wang Persaraan (Diperbadankan) ("KWAP")
| Company Name | POS MALAYSIA BERHAD |
| Stock Name | POS |
| Date Announced | 5 Nov 2014 |
| Category | Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965 |
| Reference No | PM-141105-11266 |
Particulars of substantial Securities Holder
| Name | Kumpulan Wang Persaraan (Diperbadankan) ("KWAP") |
| Address | Aras 4,5 & 6, Menara Yayasan Tun Razak, 200, Jalan Bukit Bintang, 55100 Kuala Lumpur |
| NRIC/Passport No/Company No. | KWAPACT6622007 |
| Nationality/Country of incorporation | Malaysia |
| Descriptions (Class & nominal value) | Ordinary shares of RM0.50 each |
| Name & address of registered holder | Kumpulan 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 transaction | Date of change | No of securities | Price Transacted (RM) |
| Acquired | 29/10/2014 | 15,000 | |
| Acquired | 30/10/2014 | 47,800 |
| Remarks : |
| The total number of 55,347,000 shares are held as follows: 1) KWAP (direct)- 45,153,100 shares 2) Fund Managers (indirect) - 10,193,900 shares The Form 29B dated 4 November 2014 was received on 5 November 2014. |
POS - Changes in Sub. S-hldr's Int. (29B) - Mitsubishi UFJ Financial Group, Inc ("MUFG")
| Company Name | POS MALAYSIA BERHAD |
| Stock Name | POS |
| Date Announced | 5 Nov 2014 |
| Category | Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965 |
| Reference No | PM-141105-11265 |
Particulars of substantial Securities Holder
| Name | Mitsubishi UFJ Financial Group, Inc ("MUFG") |
| Address | 7-1, Marunouchi 2-Chome Chiyoda-ku Tokyo, 100-8330, Japan |
| NRIC/Passport No/Company No. | Nil |
| Nationality/Country of incorporation | Japan |
| Descriptions (Class & nominal value) | Ordinary shares of RM0.50 each |
| Name & address of registered holder | 1. Aberdeen Asset Management PLC ("Aberdeen") and its subsidiaries 10, Queen's Terrace Aberdeen, AB10 1YG, Scotland. 2. KOKUSAI Asset Management Co., Ltd ("KOKUSAI") 1-1, Marunouchi 3-Chome, Chiyoda-ku, Tokyo, 100-0005, Japan. 3. Morgan Stanley & Co. International plc 25 Cabot Square, Canary Wharf, London E14 4QA, United Kingdom. |
Details of changes
Currency: Malaysian Ringgit (MYR)
| Type of transaction | Date of change | No of securities | Price Transacted (RM) |
| Disposed | 29/10/2014 | 18,400 |
| Remarks : |
| The total number of 55,500,524 shares are held as follows: 1) 55,282,500 shares are registered in the name of Aberdeen Asset Management PLC and its subsidiaries. 2) 97,000 shares are registered in the name of KOKUSAI Asset Management Co., Ltd 3) 121,024 shares are registered in the name of Morgan Stanley & Co. International plc. The Form 29B dated 4 November 2014 was received by the Company on 5 November 2014. |
POS - Changes in Sub. S-hldr's Int. (29B) - Employees Provident Fund Board
| Company Name | POS MALAYSIA BERHAD |
| Stock Name | POS |
| Date Announced | 5 Nov 2014 |
| Category | Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965 |
| Reference No | PM-141105-11234 |
Particulars of substantial Securities Holder
| Name | Employees Provident Fund Board |
| Address | Tingkat 19, Bangunan KWSP, Jalan Raja Laut, 50350 Kuala Lumpur |
| NRIC/Passport No/Company No. | EPF ACT 1991 |
| Nationality/Country of incorporation | Malaysia |
| Descriptions (Class & nominal value) | Ordinary shares of RM0.50 each |
| Name & address of registered holder | 1) Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board 2) Employees Provident Fund Board 3) Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (RHB INV) 4) Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (CIMB PRI) 5) Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (ARIM) 6) Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (TEMPLETON) 7) Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (ABERDEEN) |
Details of changes
Currency: Malaysian Ringgit (MYR)
| Type of transaction | Date of change | No of securities | Price Transacted (RM) |
| Acquired | 31/10/2014 | 178,100 | |
| Acquired | 31/10/2014 | 40,000 |
| Remarks : |
| The total number of 59,916,300 shares are held as follows: 1) 41,891,800 shares are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board 2) 1,500,000 shares are registered in the name of Employees Provident Fund Board 3) 1,500,000 shares are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (RHB INV) 4) 6,431,700 shares are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (CIMB PRI) 5) 800,000 shares are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (ARIM) 6) 2,470,600 shares are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (TEMPLETON) 7) 5,322,200 shares are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (ABERDEEN) The Form 29B dated 3 November 2014 was received by the Company on 5 November 2014. |
HUNZPTY - Notice of Shares Buy Back - Immediate Announcement
| Company Name | HUNZA PROPERTIES BERHAD |
| Stock Name | HUNZPTY |
| Date Announced | 5 Nov 2014 |
| Category | Notice of Shares Buy Back - Immediate Announcement |
| Reference No | CP-141105-32A7F |
| Remarks : |
| The amount paid for share purchased is inclusive of commission, clearing house fee and stamp duty. |
KSL - GENERAL MEETINGS: NOTICE OF MEETING
| Company Name | KSL HOLDINGS BERHAD |
| Stock Name | KSL |
| Date Announced | 5 Nov 2014 |
| Category | General Meetings |
| Reference No | ML-141105-63249 |
| Type of Meeting | EGM |
| Indicator | Notice of Meeting |
| Description | Notice of Extraordinary General Meeting |
| Date of Meeting | 28/11/2014 |
| Time | 11:00 AM |
| Venue | KSL Resorts Level G, Infusion Private Room 33, Jalan Seladang, Taman Abad 80250 Johor Bahru Johor Darul Takzim |
| Date of General Meeting Record of Depositors | 21/11/2014 |
No comments:
Post a Comment