PJDEV - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):RELATED PARTY TRANSACTIONS
| Company Name | PJ DEVELOPMENT HOLDINGS BERHAD |
| Stock Name | PJDEV |
| Date Announced | 6 Feb 2015 |
| Category | General Announcement |
| Reference No | CS-150206-45379 |
| Type | Announcement |
| Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) RELATED PARTY TRANSACTIONS |
| Description | PJ DEVELOPMENT HOLDINGS BERHAD (“PJD” OR “THE COMPANY”) - PROVISION OF FINANCIAL ASSISTANCE TO YARRA PARK CITY PTY LTD (“YARRA”), A 75%-OWNED SUBSIDIARY OF P.J. (A) PTY LIMITED (“PJA”), WHICH IN TURN IS A WHOLLY-OWNED SUBSIDIARY OF PJD, BY WAY OF A CORPORATE GUARANTEE FROM PJD TO CIMB BANK BERHAD, LABUAN OFFSHORE BRANCH |
1. INTRODUCTION Pursuant to Paragraphs 8.23(1) and 10.08(1) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“MMLR”) on the provision of financial assistance which involves the interest of related parties, the Board of Directors of PJD (“Board”) wishes to announce that the Company had on 6 February 2015 executed the security documents and other relevant documents in relation to the provision of financial assistance to Yarra, a 75%-owned subsidiary of PJA, which in turn is a wholly-owned subsidiary of PJD, in the form of a Corporate Guarantee in favour of CIMB Bank Berhad, Labuan Offshore Branch (“CIMB Labuan”) for the term loan of up to 2. DETAILS OF THE PROVISION OF CORPORATE GUARANTEE The Provision of Corporate Guarantee rendered by PJD is in consideration of CIMB Labuan having agreed to grant the Term Loan Facility to Yarra to part finance the acquisition of a freehold land measuring approximately 2.026 hectares, located on 93-119 Kavanagh Street, The Provision of Corporate Guarantee rendered by PJD to secure the Term Loan Facility for an amount up to the full principal sum is a Related Party Transaction pursuant to Paragraph 10.08(1) of the MMLR, in view of the interest of the parties as illustrated below:- (i) The shareholders of Yarra and the details of their current shareholdings/members are as set out below:- (a) PJA with 75% equity interest; and (b) Equity & Property Investment Corporation Pty Limited (“ Tan Sri Ong Leong Huat @ Wong Joo Hwa (“Tan Sri Ong”), holding 19,148,890 shares representing 41.49% equity interest; Itarki Pty Limited, holding 13,408,996 shares representing 29.05% equity interest; and PJA, holding 12,645,600 shares representing 27.40% equity interest. (ii) Tan Sri Ong, the Non-Independent Non-Executive Chairman and major shareholder of PJD, is also a Director of (iii) Puan Sri Khor Chai Moi (“Puan Sri Khor”), the Executive Director and major shareholder of PJD, is the spouse of Tan Sri Ong. (iv) Mr. Wong Chong Shee, the Managing Director of PJD and brother of Tan Sri Ong, is a Director of (v) Mr. Ong Ju Xing, the Executive Director of PJD, is the son of Tan Sri Ong and Puan Sri Khor. (vi) Mr. Ong Ju Yan, the son of Tan Sri Ong and Puan Sri Khor, is a Director of 3. RATIONALE FOR THE PROVISION OF CORPORATE GUARANTEE The Provision of Corporate Guarantee is to support the Term Loan Facility granted by CIMB Labuan to Yarra to part finance the Acquisition of Land. As Yarra is principally involved in property investment and development, the Provision of Corporate Guarantee is regarded as a provision of financial assistance necessary to facilitate the ordinary course of business of Yarra. 4. RISK FACTORS Barring any unforeseen circumstances, PJD is not aware of any material risk factors arising from the Provision of Corporate Guarantee apart from the general business risks faced by Yarra. 5. PROSPECTS The Provision of Corporate Guarantee is expected to contribute to the future earnings of PJD following the Acquisition of Land by Yarra. 6. TOTAL AMOUNT TRANSACTED WITH THE SAME RELATED PARTY FOR THE PRECEDING 12 MONTHS There has been no amount transacted with the same related party for the preceding 12 months. 7. PERCENTAGE RATIO OF THE PROVISION OF CORPORATE GUARANTEE The highest percentage ratio applicable to the Provision of Corporate Guarantee pursuant to Paragraph 10.02(g) of the MMLR is 1.90%. 8. FINANCIAL EFFECTS The Provision of Corporate Guarantee is not expected to have an effect on the share capital and substantial shareholders’ shareholding of PJD and is not expected to have a material effect on the earnings per share, net assets per share and gearing of the Company for the financial year ending 9. APPROVALS REQUIRED The Provision of Corporate Guarantee is not subject to the approval of the shareholders of the Company or any relevant government authorities. 10. DIRECTORS’ Save as disclosed in item 2 above, none of the other Directors and major shareholders of PJD or persons connected to them has any interest, direct or indirect, in the Provision of Corporate Guarantee. Accordingly, the interested Directors have abstained from Board deliberation and voting on the Provision of Corporate Guarantee. 11. STATEMENT BY THE AUDIT COMMITTEE Having considered all the aspects of the Provision of Corporate Guarantee, such as the terms and conditions of the Corporate Guarantee, risk factors and the effects of the Provision of Corporate Guarantee on the PJD Group, the Audit Committee is of the opinion that the Provision of Corporate Guarantee is in the best interest of the Company, fair, reasonable and on normal commercial terms and not detrimental to the interest of the minority shareholders of the Company. 12. STATEMENT BY THE BOARD OF DIRECTORS The Board (other than the interested Directors) is of the opinion that the Provision of Corporate Guarantee is in the best interest of the Company. This announcement is dated | |
INCKEN - MONTHLY PRODUCTION FIGURES (MINING / PLANTATION / TIMBER)
| Company Name | INCH KENNETH KAJANG RUBBER PUBLIC LTD CO |
| Stock Name | INCKEN |
| Date Announced | 6 Feb 2015 |
| Category | General Announcement |
| Reference No | IK-150206-64447 |
| Type | Announcement |
| Subject | MONTHLY PRODUCTION FIGURES (MINING / PLANTATION / TIMBER) |
| Description | CROP ADVICE FOR THE MONTH OF JANUARY 2015 |
The Company is pleased to announce the crop advice for the month of January 2015. FFB - 33.96 metric tonnes This Announcement is dated 6 February 2015. | |
IJM - DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS):DEALINGS DURING CLOSED PERIOD
| Company Name | IJM CORPORATION BERHAD |
| Stock Name | IJM |
| Date Announced | 6 Feb 2015 |
| Category | General Announcement |
| Reference No | IC-150206-9D75E |
| Type | Announcement | |||||||||||||||||||||||||||||||||||||||||||||
| Subject | DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS) DEALINGS DURING CLOSED PERIOD | |||||||||||||||||||||||||||||||||||||||||||||
| Description | The following Principal Officers have given notice of their dealings in the securities of the Company:- | |||||||||||||||||||||||||||||||||||||||||||||
This announcement is also available for reference at www.ijm.com. | ||||||||||||||||||||||||||||||||||||||||||||||
IJM - Changes in Sub. S-hldr's Int. (29B) - Employees Provident Fund Board
| Company Name | IJM CORPORATION BERHAD |
| Stock Name | IJM |
| Date Announced | 6 Feb 2015 |
| Category | Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965 |
| Reference No | IC-150206-83138 |
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. | Not Applicable |
| Nationality/Country of incorporation | Malaysia |
| Descriptions (Class & nominal value) | Ordinary Shares of RM1 each |
| Name & address of registered holder | Citigroup Nominees (Tempatan) Sdn Bhd, Level 42, Menara Citibank, 165 Jalan Ampang, 50450 Kuala Lumpur |
Details of changes
Currency: Malaysian Ringgit (MYR)
| Type of transaction | Date of change | No of securities | Price Transacted (RM) |
| Disposed | 30/01/2015 | 3,390,000 | |
| Disposed | 30/01/2015 | 800,000 |
| Remarks : |
| Re: Form 29B dated 4 February 2015. |
BJCORP - OTHERS ACQUISITION OF 100% EQUITY INTEREST IN NATURAL INTELLIGENCE SOLUTIONS PTE LTD
| Company Name | BERJAYA CORPORATION BERHAD |
| Stock Name | BJCORP |
| Date Announced | 6 Feb 2015 |
| Category | General Announcement |
| Reference No | BC-150205-51752 |
| Type | Announcement |
| Subject | OTHERS |
| Description | ACQUISITION OF 100% EQUITY INTEREST IN NATURAL INTELLIGENCE SOLUTIONS PTE LTD |
Please refer to the attachment for details. | |
LAFMSIA - Changes in Sub. S-hldr's Int. (29B) - Amanahraya Trustees Berhad - Skim Amanah Saham Bumiputera
| Company Name | LAFARGE MALAYSIA BERHAD |
| Stock Name | LAFMSIA |
| Date Announced | 6 Feb 2015 |
| Category | Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965 |
| Reference No | LM-150206-380EE |
Particulars of substantial Securities Holder
| Name | Amanahraya Trustees Berhad - Skim Amanah Saham Bumiputera |
| Address | Tingkat 4, Balai PNB 201-A, Jalan Tun Razak 50400 Kuala Lumpur |
| NRIC/Passport No/Company No. | 766894-T |
| Nationality/Country of incorporation | Malaysia |
| Descriptions (Class & nominal value) | Ordinary Shares of RM1.00 each |
| Name & address of registered holder | AmanahRaya Trustees Berhad - Skim Amanah Saham Bumiputera Tingkat 4, Balai PNB 201-A, Jalan Tun Razak 50400 Kuala Lumpur |
Details of changes
Currency: Malaysian Ringgit (MYR)
| Type of transaction | Date of change | No of securities | Price Transacted (RM) |
| Acquired | 04/02/2015 | 166,600 |
| Remarks : |
| Effective interest in LMB comprise a total of 55,566,600 shares. |
MISC - Changes in Sub. S-hldr's Int. (29B) - EMPLOYEES PROVIDENT FUND BOARD
| Company Name | MISC BERHAD |
| Stock Name | MISC |
| Date Announced | 6 Feb 2015 |
| Category | Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965 |
| Reference No | MM-150206-5A91D |
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 RM1.00 each |
| Name & address of registered holder | CITIGROUP NOMINEES (TEMPATAN) SDN BHD Level 42, Menara Citibank 165 Jalan Ampang 50450 Kuala Lumpur |
Details of changes
Currency: Malaysian Ringgit (MYR)
| Type of transaction | Date of change | No of securities | Price Transacted (RM) |
| Acquired | 29/01/2015 | 439,000 | |
| Disposed | 29/01/2015 | 68,600 |
| Remarks : |
| The notice was received on 6 February 2015. The total no. of direct interest of 329,410,511 shares consists of:- (a) Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board - 284,937,111 shares; (b) Employees Provident Fund Board - 1,500,000 shares; (c) Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident FD BD (Affin-HWG) - 2,000,040 shares; (d) Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident FD BD (AM INV) - 2,344,660 shares; (e) Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident FD BD (Nomura) (Acquired 439,000 shares) - 14,550,000 shares; (f) Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident FD BD (CIMB PRI) (Disposed 68,600 shares) - 23,315,800 shares; (g) Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident FD BD (F Templeton) - 762,900 shares |
MISC - Changes in Sub. S-hldr's Int. (29B) - AMANAHRAYA TRUSTEES BERHAD - SKIM AMANAH SAHAM BUMIPUTERA
| Company Name | MISC BERHAD |
| Stock Name | MISC |
| Date Announced | 6 Feb 2015 |
| Category | Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965 |
| Reference No | MM-150206-409D7 |
Particulars of substantial Securities Holder
| Name | AMANAHRAYA TRUSTEES BERHAD - SKIM AMANAH SAHAM BUMIPUTERA |
| Address | TINGKAT 4, BALAI PNB 201-A, JALAN TUN RAZAK 50400 KUALA LUMPUR |
| NRIC/Passport No/Company No. | 766894-T |
| Nationality/Country of incorporation | MALAYSIAN |
| Descriptions (Class & nominal value) | ORDINARY SHARES OF RM1.00 EACH |
| Name & address of registered holder | AMANAHRAYA TRUSTEES BERHAD - SKIM AMANAH SAHAM BUMIPUTERA TINGKAT 4, BALAI PNB 201-A, JALAN TUN RAZAK 50400 KUALA LUMPUR |
Details of changes
Currency: Malaysian Ringgit (MYR)
| Type of transaction | Date of change | No of securities | Price Transacted (RM) |
| Disposed | 30/01/2015 | 1,000,000 |
| Remarks : |
| The notice was received on 6 February 2015. |
MISC - Changes in Sub. S-hldr's Int. (29B) - AMANAHRAYA TRUSTEES BERHAD - SKIM AMANAH SAHAM BUMIPUTERA
| Company Name | MISC BERHAD |
| Stock Name | MISC |
| Date Announced | 6 Feb 2015 |
| Category | Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965 |
| Reference No | MM-150206-634D4 |
Particulars of substantial Securities Holder
| Name | AMANAHRAYA TRUSTEES BERHAD - SKIM AMANAH SAHAM BUMIPUTERA |
| Address | TINGKAT 4, BALAI PNB 201-A, JALAN TUN RAZAK 50400 KUALA LUMPUR |
| NRIC/Passport No/Company No. | 766894-T |
| Nationality/Country of incorporation | MALAYSIAN |
| Descriptions (Class & nominal value) | ORDINARY SHARES OF RM1.00 EACH |
| Name & address of registered holder | AMANAHRAYA TRUSTEES BERHAD - SKIM AMANAH SAHAM BUMIPUTERA TINGKAT 4, BALAI PNB 201-A, JALAN TUN RAZAK 50400 KUALA LUMPUR |
Details of changes
Currency: Malaysian Ringgit (MYR)
| Type of transaction | Date of change | No of securities | Price Transacted (RM) |
| Disposed | 04/02/2015 | 115,000 |
| Remarks : |
| The notice was received on 6 February 2015. |
DUTALND - MATERIAL LITIGATION
| Company Name | DUTALAND BERHAD |
| Stock Name | DUTALND |
| Date Announced | 6 Feb 2015 |
| Category | General Announcement |
| Reference No | D--150206-52866 |
| Type | Announcement |
| Subject | MATERIAL LITIGATION |
| Description | DUTALAND BERHAD (7296-V) ("DUTALAND” OR “COMPANY") UPDATE ON LITIGATION KOTA KINABALU HIGH COURT SUIT NO. K22-55 OF 1997 UNP PLYWOOD SDN BHD v SABAH FOREST INDUSTRIES SDN BHD |
Reference is made to the announcement made by the Company dated 1 December 2014 on the litigation involving the Company’s subsidiary, UNP Plywood Sdn Bhd (“UNP”) and Sabah Forest Industries Sdn Bhd (“SFI”) (“UNP Suit”). The Board of Directors of the Company (“Board”) wishes to announce that UNP has on 6 February 2015 entered into a settlement agreement with SFI (“Settlement Agreement”) whereby the Settlement Agreement sets out UNP’s and SFI’s agreements to settle the UNP Suit and the appeal by SFI on the damages awarded by the Kota Kinabalu High Court on 11 September 2014 (“Appeal”). In accordance with the terms and conditions of the Settlement Agreement, SFI shall pay UNP a lump sum of RM85.0 million (“Settlement Sum”) on or before 13 February 2015 as full and final settlement of the UNP Suit and the Appeal (“Settlement”). The Board has deliberated on the Settlement and is of the opinion that it is in the best interest of DutaLand Group to agree to the Settlement. This is in view that the Settlement Sum will be paid immediately in cash as opposed to continuing with the protracted legal process that has been ongoing since 1997. The Settlement would save further costs and time hence allowing DutaLand Group to focus its resources on its businesses. EFFECTS OF THE SETTLEMENT 1. Share Capital and Substantial Shareholders’ Shareholdings The Settlement will not have any effect on the issued and paid-up share capital and substantial shareholders’ shareholdings of the Company. 2. Earnings The Settlement is expected to increase the earnings of DutaLand Group for the financial year ending 30 June 2015 by approximately RM70.0 million after deduction of estimated tax and expenses. 3. Net Assets The Settlement is expected to increase DutaLand Group’s net asset per share from RM1.00 to RM1.08 based on the audited financial statements of DutaLand Group for the financial year ended 30 June 2014. 4. Gearing The Settlement is expected to reduce the gearing of DutaLand Group from 11% to 3% based on the audited financial statements of DutaLand Group for the financial year ended 30 June 2014. DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTERESTS To the best of knowledge of the Company and its Board, none of the Directors and/or major shareholders of DutaLand and/or persons connected with a Director and/or major shareholder of DutaLand have any interest, direct or indirect, in the Settlement. This announcement is dated 6 February 2015. | |
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