March 23, 2015

Company announcements: TGOFFS, FAVCO, DIALOG-WA

TGOFFS - DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS):DEALINGS OUTSIDE CLOSED PERIOD

Announcement Type: General Announcement
Company NameTANJUNG OFFSHORE BERHAD  
Stock Name TGOFFS  
Date Announced23 Mar 2015  
CategoryGeneral Announcement
Reference NoCA-150323-47914

TypeAnnouncement
SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS OUTSIDE CLOSED PERIOD
DescriptionDealings outside closed period.

 

Pursuant to paragraph 14.09 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the following director has transacted dealings in the securities of Tanjung Offshore Berhad as set out in the table below:

 

Name of Directors

Date of Change

Type of Change

Price per Share (RM)

No. of Shares

% of Issued Shares

Tan Wee Koh

11.03.2015

Exercise of Option under Shares Issuance Scheme

0.50

3,550,000

0.94

 



TGOFFS - OTHERS Appointment of Special Auditor

Announcement Type: General Announcement
Company NameTANJUNG OFFSHORE BERHAD  
Stock Name TGOFFS  
Date Announced23 Mar 2015  
CategoryGeneral Announcement
Reference NoCA-150323-20654

TypeAnnouncement
SubjectOTHERS
DescriptionAppointment of Special Auditor

We wish to announce that the Audit Committee, in consultation with Bursa Malaysia Securities Berhad had on 20 March 2015, appointed Ferrier Hodgson MH Sdn Bhd as the special auditor to review various matters that were highlighted by the Independent Committee of Tanjung.

 

 

 

 

 

 

 

 


TGOFFS - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameTANJUNG OFFSHORE BERHAD  
Stock Name TGOFFS  
Date Announced23 Mar 2015  
CategoryChange in Boardroom
Reference NoCA-150323-5BAF7

Date of change23/03/2015
NameDatuk Mohd Hafarizam bin Harun
Age42
NationalityMalaysian
Type of changeAppointment
DesignationChairman & Director
DirectorateIndependent & Non Executive
Qualifications- LLM in Law in Development from University of Warwick, UK (2003)

- LL.B (Hons)(Second Class Upper) from International Islamic University of Malaysia (1996)

- Admitted as Advocate & Solicitor of the High Court of Malaya on 12 April 1997.

- Appointed as Investigating Tribunal Panel Member of the Advocates & Solicitors' Disciplinary Board pursuant to Section 97 of the Legal Profession Act, 1976 on 8 April 2005. 
Working experience and occupation 2006-present: Managing Partner, Messrs Hafarizam Wan & Aisha Mubarak

2004-2006: Senior Advocate (Litigation), Messrs Shahrizat Rashid & Lee

1999-2004: Legal Assistant (Litigation), Messrs Rashid & Lee 
Directorship of public companies (if any)Timah Langat Holdings Berhad
KUB Malaysia Berhad
Felda Holding 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 

Remarks :
Gender: Male


TGOFFS - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameTANJUNG OFFSHORE BERHAD  
Stock Name TGOFFS  
Date Announced23 Mar 2015  
CategoryChange in Boardroom
Reference NoCA-150323-58B0C

Date of change23/03/2015
NameGeorge William Warren Jr
Age45
NationalityAmerican
DesignationDirector
DirectorateIndependent & Non Executive
Type of changeResignation
ReasonTo explore other opportunities else where.
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
Qualifications 
Working experience and occupation  
Directorship of public companies (if any) 
Family relationship with any director and/or major shareholder of the listed issuer 
Any conflict of interests that he/she has with the listed issuer 
Details of any interest in the securities of the listed issuer or its subsidiaries 

Remarks :
Gender: Male


TGOFFS - Change in Audit Committee

Announcement Type: Change in Audit Committee
Company NameTANJUNG OFFSHORE BERHAD  
Stock Name TGOFFS  
Date Announced23 Mar 2015  
CategoryChange in Audit Committee
Reference NoCA-150323-4BADE

Date of change23/03/2015
NameGeorge William Warren Jr
Age45
NationalityAmerican
Type of changeCessation of Office
DesignationMember of Audit Committee
DirectorateIndependent & Non Executive
Qualifications 
Working experience and occupation  
Directorship of public companies (if any) 
Family relationship with any director and/or major shareholder of the listed issuer 
Any conflict of interests that he/she has with the listed issuer 
Details of any interest in the securities of the listed issuer or its subsidiaries 
Composition of Audit Committee (Name and Directorate of members after change)1. Dato’ Ab Wahab bin Haji Ibrahim, Independent Non-Executive Director (Chairman)
2. Shahrizal Hisham bin Abdul Halim, Independent Non-Executive Director (Member)



Remarks :
After the cessation of office of Mr. George William Warren Jr, the Audit Committee ("AC") only has 2 members. The Company will identify a suitable candidate to fill the vacancy of AC within 3 months to comply with the requirement under Paragraph 15.09(1)(a).


TGOFFS - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameTANJUNG OFFSHORE BERHAD  
Stock Name TGOFFS  
Date Announced23 Mar 2015  
CategoryChange in Boardroom
Reference NoCA-150323-3CE2A

Date of change23/03/2015
NameTan Sri Datuk Tan Kean Soon
Age50
NationalityMalaysian
Type of changeRedesignation
Previous PositionNon-Executive Director
New PositionExecutive Director
DirectorateExecutive
Qualifications 
Working experience and occupation  
Directorship of public companies (if any) 
Family relationship with any director and/or major shareholder of the listed issuer 
Any conflict of interests that he/she has with the listed issuer 
Details of any interest in the securities of the listed issuer or its subsidiaries 


TGOFFS - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameTANJUNG OFFSHORE BERHAD  
Stock Name TGOFFS  
Date Announced23 Mar 2015  
CategoryChange in Boardroom
Reference NoCA-150323-140AC

Date of change23/03/2015
NameDato’ Maheran binti Mohd Salleh
Age42
NationalityMalaysian
Type of changeAppointment
DesignationDirector
DirectorateIndependent & Non Executive
QualificationsLLB (Hons) University of Buckingham, United Kingdom
Ceritificate of Islamic Law, International Islamic University, Malaysia 
Working experience and occupation Dato Maheran Mohd Salleh has more than 20 years of local and global experience in corporate affairs and public relations. Her immediate testimony is that many parties would prefer her liaison and communications skills to establish connections and contacts, especially in leveraging networking with top-tier government officials which are crucial to provide synergistic relationship full of positive potential.

Dato Maheran was a senior executive at Standard Chartered Bank Saadiq, where she was responsible for the formulation and implementation of SCB Saadiq’s local CA governance and strategies, programs and services and operational levels. Under her care, SCB Saadiq’s gained more than 75% media value in branding comparing within Islamic Players in the industry. Prior to that, she was with the radio and Television Malaysia and Media Prima Berhad (TV3), focusing in broadcasting and journalism.

Currently, Dato Maheran sits on board as Executive Directors of non-listed companies such as LeMana Holdings, LeMana Petrol Sdn Bhd, among others. 
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 subsidiariesIndirect : 4,190,000 ordinary shares held via Abyssina Resources (M) Sdn. Bhd.  

Remarks :
Gender: Female


TGOFFS - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameTANJUNG OFFSHORE BERHAD  
Stock Name TGOFFS  
Date Announced23 Mar 2015  
CategoryChange in Boardroom
Reference NoCA-150323-FEC63

Date of change23/03/2015
NameDatuk Dr. Nik Norzrul Thani bin N. Hassan Thani
Age54
NationalityMalaysian
Type of changeAppointment
DesignationDirector
DirectorateNon Independent & Non Executive
Qualifications2013 - Diploma in International Commercial Arbitration (University of New South Wales & Chartered Institute of Arbitrators)

2006 - Fellow of the Financial Services Institute of Australasia (FINSIA)

1993 - Ph.D. in Law, School of Oriental and African Studies, University of London

1991 - Chartered Institute of Arbitrators (United Kingdom) – passed the graduate entrance course

1990 - Program of Instruction for Lawyers (PIL), Harvard Law School

1987 - Post-graduate Diploma in Syariah Law and Practice (with Distinction), International Islamic University of Malaysia

1986 - Admitted as an Advocate & Solicitor of the High Court of Malaya

1985 - Called to the Honorable Bar of England and Wales

1985 - Masters in Law (LLM), Queen Mary College, University of London

1985 - Barrister at Law (Lincoln’s Inn)

1984 - Bachelor of Laws (LLB), University of Buckingham, United Kingdom

1983 - Chartered Institute of Marketing (United Kingdom), completed the professional Chartered Institute of Marketing exams whilst he pursued Bachelor of Laws (LLB), University of Buckingham 
Working experience and occupation Datuk Dr Nik began his early years of legal practice in Messrs Shearn Delamore & Co and as an international lawyer in Messrs Baker & McKenzie, Singapore.

Today, he is the Chairman and Senior Partner of Messrs Zaid Ibrahim & Co. He is also the Chairman of ZI Shariah Advisory Services, an affiliate company of Messrs Zaid Ibrahim & Co that provides legal and advisory services on Islamic law.

Datuk Dr Nik advises clients on a wide range of legal matters incorporating Islamic finance, banking, offshore finance, debt restructuring, international, corporate and commercial law. He has also advised clients on debt and corporate restructuring transactions, and on the issuance of private debt securities including Islamic financial instruments (domestic and international). He has been a legal counsel for several mergers and acquisitions and advises generally on regulatory and compliance issues. He was the legal consultant for the Ministry of Finance, Sultanate of Oman from the year 2009 to 2010.

Datuk Dr Nik is also a consultant for several projects including review of laws for the Labuan International Financial Centre, Islamic Financial Services Act (IFSA) & Financial Services Act (FSA), Malaysian Deposit Insurance Board (PIDM) and was a consultant for the development of Islamic banking laws for several countries including Kazakhstan, Tajikistan, Singapore and Thailand. He was also a resource person for the Central Bank of Malaysia and Securities Commission for the Malaysian Financial Masterplan and Capital Market Masterplan. 
Directorship of public companies (if any)(i) Fraser & Neave Holdings Berhad
(ii) UMW Holdings Berhad
(iii) Manulife 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 subsidiariesDirect: 4,460,000 ordinary shares.
Indirect : 4,190,000 ordinary shares held via Abyssina Resources (M) Sdn Bhd 

Remarks :
Gender: Male


FAVCO - FAVCO-EMPLOYEES' SHARE OPTION SCHEME ("SCHEME")

Announcement Type: Listing Circular
Company NameFAVELLE FAVCO BERHAD  
Stock Name FAVCO  
Date Announced23 Mar 2015  
CategoryListing Circular
Reference NoZA-150323-64046

LISTING'S CIRCULAR NO. L/Q : 72776 OF 2015


    Kindly be advised that the abovenamed Company's additional 123,000 new ordinary shares of RM0.50 each issued pursuant to the aforesaid Scheme will be granted listing and quotation with effect from 9.00 a.m., Thursday, 26 March 2015.



DIALOG-WA - Changes in Director's Interest (S135) - Tan Sri Dr Ngau Boon Keat

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameDIALOG GROUP BERHAD  
Stock Name DIALOG-WA  
Date Announced23 Mar 2015  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoDG-150318-056E6

Information Compiled By KLSE

Particulars of Director

NameTan Sri Dr Ngau Boon Keat
AddressLiVillas Condominium, Unit C1308
No. 1 Jalan 16/20
46350 Petaling Jaya
Selangor Darul Ehsan
Descriptions(Class & nominal value)Warrants 2012/2017

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Disposed
23/03/2015
90,306,663
1.190 

Circumstances by reason of which change has occurredConversion of warrants to ordinary shares
Nature of interestDirect & Deemed interest
Consideration (if any) 

Total no of securities after change

Direct (units)
Direct (%) 
Indirect/deemed interest (units)18,023,224 
Indirect/deemed interest (%) 
Date of notice23/03/2015

Remarks :
Total direct interest (Converted 6,335,109 warrants)= 0

Total deemed interest of 18,023,224 warrants are held by Tan Sri Dr Ngau Boon Keat as follows:-
Azam Utama Sdn Bhd (Converted 48,266 warrants)= 10,247,912 warrants
Cimsec Nominees (Tempatan) Sdn Bhd (Account for Azam Utama Sdn Bhd) (Converted 34,951,734 warrants) = 0
Cimsec Nominees (Tempatan) Sdn Bhd (CIMB Bank for Wide Synergy Sdn Bhd) = 1,267,566 warrants
Cimsec Nominees (Tempatan) Sdn Bhd (Account for Wide Synergy Sdn Bhd) (Converted 35,000,000 warrants) = 6,507,746 warrants
Cimsec Nominees (Tempatan) Sdn Bhd (Account for GMC Sdn Bhd)(Converted 5,879,762 warrants) = 0
HLIB Nominees (Tempatan) Sdn Bhd (Account for GMC Sdn Bhd) (Converted 1,267,364 warrants)= 0
Cimsec Nominees (Tempatan) Sdn Bhd (Account for WRN Sdn Bhd) (Converted 40,926 warrants)= 0

By virtue of Section 135 of the Companies Act, 1965, interest held by Tan Sri Dr Ngau Boon Keat's spouse and children (Converted 6,783,502 warrants)= 0

This announcement also serves as announcement pursuant to Paragraph 14.09(a) of the Main Market Listing Requirements for dealing outside closed period.


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