September 3, 2012

Company announcements: SILVER, KOSSAN, SKPRES, SCOMI, TIENWAH, BONIA

SILVER - PRACTICE NOTE 17 / GUIDANCE NOTE 3:MONTHLY ANNOUNCEMENT

Announcement Type: General Announcement
Company NameSILVER BIRD GROUP BERHAD  
Stock Name SILVER  
Date Announced3 Sept 2012  
CategoryGeneral Announcement
Reference NoCC-120828-34122

TypeAnnouncement
SubjectPRACTICE NOTE 17 / GUIDANCE NOTE 3
MONTHLY ANNOUNCEMENT
DescriptionSILVER BIRD GROUP BERHAD ("SBGB" OR "THE COMPANY")
Monthly Update on the status of the Company’s plan to comply with the obligation to regularise its condition pursuant to Practice Note 17 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“PN 17”)
Further to the announcement made by the Company on 1 August 2012, the Board of Directors of SBGB wishes to inform that the Company is in the midst of formulating a plan to regularise the Company's financial condition ("Regularisation Plan").

The last day for submission of the Regularisation Plan by the Company to the relevant authorities would be by 28 February 2013, which is approximately 6 months from the date hereof.


This announcement is dated 3 September 2012.


SILVER - PRACTICE NOTE 1 / GUIDANCE NOTE 5:MONTHLY ANNOUNCEMENT

Announcement Type: General Announcement
Company NameSILVER BIRD GROUP BERHAD  
Stock Name SILVER  
Date Announced3 Sept 2012  
CategoryGeneral Announcement
Reference NoCC-120828-33887

TypeAnnouncement
SubjectPRACTICE NOTE 1 / GUIDANCE NOTE 5
MONTHLY ANNOUNCEMENT
DescriptionSILVER BIRD GROUP BERHAD ("SBGB")
Monthly Update on the status of its Default in Payment pursuant to Practice Note 1 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“PN 1”)
In compliance with paragraph 3.2 of PN 1, the Board of Directors of SBGB wishes to inform that there has been no material development on the status as announced previously on 1 August 2012.

This announcement is dated 3 September 2012.


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

Announcement Type: General Announcement
Company NameKOSSAN RUBBER INDUSTRIES BERHAD  
Stock Name KOSSAN  
Date Announced3 Sept 2012  
CategoryGeneral Announcement
Reference NoKR-120903-51884

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionKOSSAN RUBBER INDUSTRIES BHD. (48166-W) (“KOSSAN” OR THE “COMPANY”)

DISPOSAL OF 240,000 ORDINARY SHAES OF RM1.00 EACH IN HIBON CORPORATION SDN. BHD. (“HIBON”) (“SALE SHARES’), REPRESENTING 10% OF THE TOTAL ISSUED AND PAID-UP SHARE CAPITAL OF HIBON TO FLEXIBLE PRODUCTS CO. (“FLEXIBLE” OR “PURCHASER’) FOR A TOTAL CASH CONSIDERATION OF RM 960,000.00.

1.������������� INTRODUCTION

The Board of Directors of Kossan (“Board”) wishes to announce the disposal of 240,000 ordinary shares of RM1.00 each in Hibon which represent 10% of its total issued and paid-up sharesto Flexible (“Purchaser”), for a total cash consideration of RM960,000 (Ringgit Malaysia Nine Hundred and Sixty Thousand only)(“Sale Consideration”) as stated in the Sale and Purchase Agreement signed between the Company and the Purchaser.

��������� Currently, the Company holds 100% equity shares in Hibon.

2.������������� DETAILS OF THE DISPOSAL

2.1������������������� Information on Hibon

Hibon was incorporated in Malaysia under the Companies Act 1965 on 14 February 1977 as a private company limited by shares under the name of Hibon Rubber Products (M) Sdn. Bhd. It changed its name to Hibon Corporation Sdn. Bhd on 7 April 1984. Its registered office is situated at 82-F, Jalan Pulasan, 41000 Klang, Selangor.���������������������

�� �����������������������

The authorised share capital of Hibon is RM5,000,000 divided into 5,000,000 ordinary shares of RM1.00 each of which 2,400,000 ordinary shares has been issued and credited as fully paid-up.

�����������

Hibon is principally involved in the manufacturing of rubber based products�� and its directors are Dato’ Lim Kuang Sia, Lim Kuang Yong and Lim Leng Bung .

2.2������������������� Information on Flexible (“Purchaser”)

The Purchaser, Flexible Products Co.�was incorporated in the United States of America with its office at 2600 Auburn Ct. Auburn Hills, 48326-3201, USA.

ThePurchaser is principally involved in the manufacturingof injection moulded rubber components for the automotive industry. Flexible has a paid-up equity of United States Dollar 11,000,000.00. The directors are:

1)� Douglas Reid

2)� Glen Reid

3)� James Reid

4)� David Reid

5)� Sharon Grant

6)� Ron Dzierzawski

7)� Kathy Wlosinski

8)� Tom Dolan

2.3������������������� Basis of arriving at the Sale consideration

The Sale Consideration was arrived at on a willing buyer – willing seller basis after taking into consideration the following:

(i)����������������� The Audited Net Tangible Assets (NTA) of Hibon as at 31 December2011 amounted to RM7,520,555.

(ii)��������������� For the financial period 6 months ended 30 June 2012 , Hibon’s unaudited NTA stood at ��RM8,236,084.

2.4����������������� Expected Gain or Loss to the Group

The Groupwill derive a gain on disposal of RM351,354 being the differential between the book value of the investment and the Sale Consideration on aproportional basis.

2.5������������������ Liabilities to be Assumed

There are no liabilities to be assumed by either party as the Sale Shares are free from encumbrances, trust, assignment or adverse claims.

2.6���������������� Original Cost and Date of Investment

The original cost of investment of RM608,646 was made between July 2002 and March 2006.

3.������������������ SALIENT TERMS OF THE DISPOSAL

The salient terms and conditions of the disposal are set out below:-

(i)����������������� The Purchase Consideration for the Sale Shares is RM960,000 to be settled wholly in cash.

(ii)��������������� The parties mutually agree that the completion of the sale and purchase of the Sale Shares is when all the conditions as set out in clause 4 of the Share Sale Agreement are satisfied and upon full payment of the purchase consideration.

(iii)�������������� The Purchaser shall have the option to purchase an additional 240,000 ordinary shares in Hibon at RM5.00 per share at any time prior to 1 April 2014.

(iv)������������� Both the Purchase and the Vendor shall be at liberty to sell back or buy back the Sale Shares after 1 April 2014 by written notice 9 months in advance. The Agreed Buy back price shall be the purchase consideration (without any interest) together with the after tax profits accumulated proportional to the investment period, payable within 30 days.

4.������������������ RATIONALE FOR THE DISPOSAL

The disposal of the Sale Shares to Flexible, which is involved in similar business as Hibon, will��bring about closer co-operation and better sales.

5.������������������ RISK FACTORS

The Board does not foresee any risk in relation to the Disposal.

6.������������������ FINANCIAL EFFECTS OF THE DISPOSAL

6.1��������������� Share Capital and substantial shareholder

The disposal has no effect on the issued and paid-up share capital of Kossan and the Company’s substantial shareholders’ shareholding as the Sale Consideration is settled wholly in cash.

6.2��������������� Earnings

The Disposal will have no material effect on the earnings of the Company save for the gain on disposal of RM351,354 for the financial year ending 31 December 2012.

6.3��������������� Net assets and gearing

The Disposal will have no material effect on Kossan’s consolidated net assets and gearing.

6.4��������������� Utilisation of the Sale Consideration

The proceeds will be absorbed into the Company as working capital.

7.������������������ APPROVALS REQUIRED

The Disposal is not subject to the approval of shareholders of the Company as the percentage ratio is less than 25% based on the disposal value against the Net Assets of the Company at 31 December 2011� (0.19%) or any regulatory authorities.

8.������������������ DIRECTORS’ AND SUBSTANTIAL SHAREHOLDERS’ INTEREST

None of the Directors, substantial shareholders of Kossan and/or persons connected to them have any interest, direct or indirect, in the Disposal.

9.������������������ DIRECTORS’ OPINION

The Directors of the Company, having considered all aspects of the Disposal including its rationale, are of the opinion that the Disposal is in the best interest of the Company and its shareholders.

10.�������������� HIGHEST PERCENTAGE RATIO APPLICABLE TO THE DISPOSAL PURSUANT TO PARAGRAPH 10.02(G) OF THE MMLR

The highest percentage ratio applicable to the Disposal pursuant to Paragraph 10.02 (g) of the MMLR is 0.19% under the non-related party transactions.

11.�������������� ESTIMATED TIME FRAMEFOR COMPLETION

The Disposal is completed at the SPA dated 3 September 2012.

12.�������������� DOCUMENTS FOR INSPECTION�����

The Sale and Purchase Agreement is available for inspection at the registered office of the Company at Wisma Kossan, Lot 782 Jalan Sungai Putus, Off Batu 3 � Jalan Kapar, 42100 Klang during normal office hours on any weekday (except public holiday) for a period of one (1) month from the date of this announcement.

This Announcement is dated 3 September 2012.



SKPRES - Changes in Sub. S-hldr's Int. (29B) - RENOWN MILLION SDN BHD

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameSKP RESOURCES BHD  
Stock Name SKPRES  
Date Announced3 Sept 2012  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-120903-A51A1

Particulars of substantial Securities Holder

NameRENOWN MILLION SDN BHD
AddressNO. 5A JALAN ROTAN CUCUR, TAMAN SRI JAYA, 83000 BATU PAHAT, JOHOR
NRIC/Passport No/Company No.568595-U
Nationality/Country of incorporationMALAYSIA
Descriptions (Class & nominal value)ORDINARY SHARES OF RM0.10 EACH
Name & address of registered holderRENOWN MILLION SDN BHD
NO. 5A JALAN ROTAN CUCUR, TAMAN SRI JAYA, 83000 BATU PAHAT, JOHOR

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed29/08/2012
7,000,000
0.375 
Disposed30/08/2012
6,000,000
0.375 
Disposed03/09/2012
6,000,000
0.375 

Circumstances by reason of which change has occurredDISPOSAL OF SHARES IN OPEN MARKET
Nature of interestDIRECT
Direct (units)276,800,975 
Direct (%)30.76 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change276,800,975
Date of notice03/09/2012


SKPRES - Changes in Sub. S-hldr's Int. (29B) - DATO' GAN KIM HUAT

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameSKP RESOURCES BHD  
Stock Name SKPRES  
Date Announced3 Sept 2012  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-120903-A4F49

Particulars of substantial Securities Holder

NameDATO' GAN KIM HUAT
AddressS-5-3A SURIA STONOR, NO. 2 LORONG STONOR, 50450 KUALA LUMPUR
NRIC/Passport No/Company No.471215-01-5439
Nationality/Country of incorporationMALAYSIAN
Descriptions (Class & nominal value)ORDINARY SHARES OF RM0.10 EACH
Name & address of registered holderRENOWN MILLION SDN BHD
NO. 5A JALAN ROTAN CUCUR, TAMAN SRI JAYA, 83000 BATU PAHAT, JOHOR

GRACEFUL ASSESSMENT SDN BHD
NO. 5A JALAN ROTAN CUCUR, TAMAN SRI JAYA, 83000 BATU PAHAT, JOHOR

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed29/08/2012
9,575,500
0.375 
Disposed30/08/2012
8,193,900
0.375 
Disposed03/09/2012
6,884,800
0.375 

Circumstances by reason of which change has occurredDISPOSAL OF 7,000,000 SHARES AND 2,575,500 SHARES IN OPEN MARKET BY RENOWN MILLION SDN BHD AND GRACEFUL ASSESSMENT SDN BHD RESPECTIVELY ON 29/08/2012

DISPOSAL OF 6,000,000 SHARES AND 2,193,900 SHARES IN OPEN MARKET BY RENOWN MILLION SDN BHD AND GRACEFUL ASSESSMENT SDN BHD RESPECTIVELY ON 30/08/2012

DISPOSAL OF 6,000,000 SHARES AND 884,800 SHARES IN OPEN MARKET BY RENOWN MILLION SDN BHD AND GRACEFUL ASSESSMENT SDN BHD RESPECTIVELY ON 03/09/2012
Nature of interestINDIRECT
Direct (units)106,188,376 
Direct (%)11.8 
Indirect/deemed interest (units)532,098,115 
Indirect/deemed interest (%)59.12 
Total no of securities after change638,286,491
Date of notice03/09/2012


SKPRES - Changes in Sub. S-hldr's Int. (29B) - GRACEFUL ASSESSMENT SDN BHD

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameSKP RESOURCES BHD  
Stock Name SKPRES  
Date Announced3 Sept 2012  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-120903-A527E

Particulars of substantial Securities Holder

NameGRACEFUL ASSESSMENT SDN BHD
AddressNO. 5A JALAN ROTAN CUCUR, TAMAN SRI JAYA, 83000 BATU PAHAT, JOHOR
NRIC/Passport No/Company No.533055-V
Nationality/Country of incorporationMALAYSIA
Descriptions (Class & nominal value)ORDINARY SHARES OF RM0.10 EACH
Name & address of registered holderGRACEFUL ASSESSMENT SDN BHD
NO. 5A JALAN ROTAN CUCUR, TAMAN SRI JAYA, 83000 BATU PAHAT, JOHOR

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed29/08/2012
2,575,500
0.375 
Disposed30/08/2012
2,193,900
0.375 
Disposed03/09/2012
884,800
0.375 

Circumstances by reason of which change has occurredDISPOSAL OF SHARES IN OPEN MARKET
Nature of interestDIRECT
Direct (units)81,240,800 
Direct (%)9.03 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change81,240,800
Date of notice03/09/2012


SKPRES - Changes in Director's Interest (S135) - DATO' GAN KIM HUAT

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameSKP RESOURCES BHD  
Stock Name SKPRES  
Date Announced3 Sept 2012  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoCC-120903-A4E76

Information Compiled By KLSE

Particulars of Director

NameDATO' GAN KIM HUAT
AddressS-5-3A, SURIA STONOR, NO. 2, LORONG STONOR, 50450 KUALA LUMPUR
Descriptions(Class & nominal value)ORDINARY SHARES OF RM0.10 EACH

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Disposed
29/08/2012
9,575,500
0.375 
Disposed
30/08/2012
8,193,900
0.375 
Disposed
03/09/2012
6,884,800
0.375 

Circumstances by reason of which change has occurredDISPOSAL OF 7,000,000 SHARES AND 2,575,500 SHARES IN OPEN MARKET BY RENOWN MILLION SDN BHD AND GRACEFUL ASSESSMENT SDN BHD RESPECTIVELY ON 29/08/2012

DISPOSAL OF 6,000,000 SHARES AND 2,193,900 SHARES IN OPEN MARKET BY RENOWN MILLION SDN BHD AND GRACEFUL ASSESSMENT SDN BHD RESPECTIVELY ON 30/08/2012

DISPOSAL OF 6,000,000 SHARES AND 884,800 SHARES IN OPEN MARKET BY RENOWN MILLION SDN BHD AND GRACEFUL ASSESSMENT SDN BHD RESPECTIVELY ON 03/09/2012
Nature of interestINDIRECT
Consideration (if any) 

Total no of securities after change

Direct (units)106,188,376 
Direct (%)11.8 
Indirect/deemed interest (units)532,098,115 
Indirect/deemed interest (%)59.12 
Date of notice03/09/2012

Remarks :
Deemed interested in Renown Million Sdn Bhd and Graceful Assessment Sdn Bhd, by virtue of Section 6A(4) of the Companies Act, 1965.

This announcement also serves to comply with Paragraph 14.09(a) of the Main Market Listing Requirements ("MMLR") for dealings outside closed periods in addition to Paragraph 9.19(18) of MMLR.


SCOMI - Notice of Interest Sub. S-hldr (29A) - Dato' Siew Mun Chuang

Announcement Type: Notice of Interest of Substantial Shareholder Pursuant to Form 29A of the Companies Act. 1965
Company NameSCOMI GROUP BERHAD  
Stock Name SCOMI  
Date Announced3 Sept 2012  
CategoryNotice of Interest of Substantial Shareholder Pursuant to Form 29A of the Companies Act. 1965
Reference NoSG-120903-64451

Particulars of Substantial Securities Holder

NameDato' Siew Mun Chuang
Address22 Changkat Semantan 1
Semantan Villas, Bukit Damansara
50490 Kuala Lumpur
NRIC/Passport No/Company No.530910-10-6209
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Share of RM0.10 each
Name & address of registered holderCIMSEC Nominees (Tempatan) Sdn Bhd CIMB for Siew Mun Chuang (Private Banking)
5th Floor, Bangunan CIMB, Jalan Semantan, Damansara Heights, 50490 Kuala Lumpur

CIMSEC Nominees (Tempatan) Sdn Bhd CIMB Bank for Siew Mun Chuan (MY 1275)
5th Floor, Bangunan CIMB, Jalan Semantan, Damansara Heights, 50490 Kuala Lumpur

Date interest acquired & no of securities acquired

CurrencyMalaysian Ringgit (MYR)
Date interest acquired28/08/2012
No of securities2,900,000
Circumstances by reason of which Securities Holder has interestAcquisition of shares in open market
Nature of interestDirect Interest
Price Transacted ($$)

Total no of securities after change

Direct (units)62,497,900 
Direct (%)5.299 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Date of notice03/09/2012


TIENWAH - Change in Audit Committee

Announcement Type: Change in Audit Committee
Company NameTIEN WAH PRESS HOLDINGS BERHAD  
Stock Name TIENWAH  
Date Announced3 Sept 2012  
CategoryChange in Audit Committee
Reference NoCC-120903-53068

Date of change03/09/2012
NameLim Meng Kwong
Age60
NationalityMalaysian
Type of changeRedesignation
Previous PositionMember of Audit Committee
New PositionChairman of Audit Committee
DirectorateIndependent & Non Executive
QualificationsMember of the Malaysian Institute of Accountants ("MIA") and
Master in Business Administration from the Cranfield Institute of Management, United Kingdom 
Working experience and occupation Mr Lim Meng Kwong is currently the Special Projects Director of a listed conglomerate and previously was the head of the Group Investment Division of the conglomerate holding the position as Senior General Manager .

Prior to joining the listed conglomerate, he was working in the Corporate Finance Division in a leading local merchant bank and has various financial and audit experience both in Malaysia and the United Kingdom.
 
Directorship of public companies (if any)Berjaya Assets 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  
Composition of Audit Committee (Name and Directorate of members after change)1) Mr Lim Meng Kwong - Independent Non-Executive Director (Chairman)
2) Mr Goh Seng Chuan - Independent Non-Executive Director (Member)
3) Mej. Jen (B) Datuk Abdul Kadir Bin Nordin - Non-Independent Non-Executive Director (Member)


BONIA - Changes in Sub. S-hldr's Int. (29B) - Chiang Sang Sem

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameBONIA CORPORATION BERHAD  
Stock Name BONIA  
Date Announced3 Sept 2012  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoBC-120903-64124

Particulars of substantial Securities Holder

NameChiang Sang Sem
Address23 Jalan Jaya
Taman Midah, Cheras
56000 Kuala Lumpur
NRIC/Passport No/Company No.530619-04-5121
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary shares of RM0.50 each
Name & address of registered holderFREEWAY TEAM SDN BHD
4th Floor
No. 62 Jalan Kilang Midah
Taman Midah, Cheras
56000 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired28/08/2012
35,031,300
2.040 

Circumstances by reason of which change has occurredPurchase of shares via direct business transactions
Nature of interestIndirect interest
Direct (units)2,367,000 
Direct (%)1.17 
Indirect/deemed interest (units)94,907,726 
Indirect/deemed interest (%)47.08 
Total no of securities after change97,274,726
Date of notice28/08/2012

Remarks :
Deemed interested through his substantial shareholdings in Freeway Team Sdn Bhd, Bonia Holdings Sdn Bhd, Kontrak Kosmomaz Sdn Bhd, SGP Investment Pte Ltd and Golden Shine Finance Limited by virtue of Section 6A of the Companies Act, 1965.


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