November 14, 2012

Company announcements: GHLSYS, UMCCA, AHB, KEN, DENKO, FITTERS, KKB

GHLSYS - MULTIPLE PROPOSALS

Announcement Type: General Announcement
Company NameGHL SYSTEMS BERHAD  
Stock Name GHLSYS  
Date Announced14 Nov 2012  
CategoryGeneral Announcement
Reference NoMB-121114-34883

TypeAnnouncement
SubjectMULTIPLE PROPOSALS
DescriptionGHL SYSTEMS BERHAD (“GHL” OR “COMPANY”)

(I) PROPOSED CAPITAL REDUCTION;
(II) PROPOSED RIGHTS ISSUE;
(III) PROPOSED EXEMPTION;
(IV) PROPOSED EXECUTIVES’ SHARE SCHEME;
(V) PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL; AND
(VI) PROPOSED M&A AMENDMENTS

(COLLECTIVELY REFERRED TO AS “PROPOSALS”)

This announcement is dated 14 November 2012.

On behalf of the Board of Directors of GHL (“Board”), AmInvestment Bank Berhad (“AmInvestment Bank”) wishes to announce that GHL proposes to undertake the following proposals:-

(i) Proposed capital reduction of the issued and paid-up share capital of GHL pursuant to Section 64(1) of the Companies Act, 1965 (“Act”), involving the cancellation of RM0.30 of the par value of every existing ordinary share of RM0.50 each in GHL (“Share(s)”) (“Proposed Capital Reduction”);

(ii) Proposed renounceable rights issue of up to 36.35 million new ordinary shares of RM0.20 each (“Rights Shares”) on the basis of one (1) Right Share for every four (4) GHL Shares held after the Proposed Capital Reduction on an entitlement date to be determined later (“Entitlement Date”) (“Proposed Rights Issue”);

(iii) Proposed exemption under Paragraph 16.1 of Practice Note 9 of the Malaysian Code on Take-overs and Mergers 2010 (“Code”) to Mr. Loh Wee Hian (“Mr. Loh”) and the parties acting in concert with him (“PAC”) from the obligation to extend a mandatory take-over offer for the remaining GHL Shares not already held by them which may arise pursuant to the Rights Issue (“Proposed Exemption”);

(iv) Proposed establishment of an executives’ share scheme up to fifteen percent (15%) of the issued and paid-up share capital of the Company (excluding treasury shares) at any point in time ("Proposed Executives’ Share Scheme”);

(v) Proposed increase in GHL’s authorised share capital from RM100.00 million comprising 200.00 million GHL Shares to RM500.00 million comprising 2,500.00 million GHL Shares (“Proposed Increase in Authorised Share Capital”); and

(vi) Proposed amendments to the Memorandum and Articles of Association (“M&A”) of GHL (“Proposed M&A Amendments”).

(Collectively referred to as “Proposals”)

Further details on the Proposals are set out in the attachment below.

Attachments

GHL_Proposals.pdf
290 KB



UMCCA - Changes in Sub. S-hldr's Int. (29B) - Aberdeen Asset Management PLC and its subsidiaries ("The Group")

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameUNITED MALACCA BERHAD  
Stock Name UMCCA  
Date Announced14 Nov 2012  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoUM-121114-67755

Particulars of substantial Securities Holder

NameAberdeen Asset Management PLC and its subsidiaries ("The Group")
Address10 Queen's Terrace, Aberdeen, AB10 1YG, Scotland
NRIC/Passport No/Company No.82015
Nationality/Country of incorporationScotland
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holderAberdeen Asset Management Asia Limited - 14,920,650
21 Church Street #01-01
Capital Square Two
Singapore 049480

Aberdeen Asset Management Inc. - 381,500
103 Springer Building, 3411
Silverside Road, Wilmington,
Delaware 19810 USA

Aberdeen Asset Management Sdn Bhd - 11,621,900
Suite 1005, 10th Floor,
Wisma Hamzah-Kwong Hing,
No. 1, Leboh Ampang
50100 Kuala Lumpur

Aberdeen International Fund Managers Limited - 10,015,150
Rm 2605-06, 26/F
Alexandra Hosue 18
Chater Road, Central,
Hongkong

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Others09/11/2012
0
 

Description of other type of transactionChange in percentage of shareholding arising from an increase in the issued and paid-up capital of United Malacca Berhad from 203,999,601 to 204,342,201
Circumstances by reason of which change has occurredAn investment position taken in connection with Aberdeen Asset Management PLC Group's ordinary business in fund management
Nature of interestDeemed interest
Direct (units)
Direct (%)
Indirect/deemed interest (units)26,542,550 
Indirect/deemed interest (%)12.9892 
Total no of securities after change26,542,550
Date of notice12/11/2012

Remarks :
Received notice on 14 November 2012


UMCCA - Changes in Sub. S-hldr's Int. (29B) - Aberdeen Asset Management Sdn Bhd

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameUNITED MALACCA BERHAD  
Stock Name UMCCA  
Date Announced14 Nov 2012  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoUM-121114-67496

Particulars of substantial Securities Holder

NameAberdeen Asset Management Sdn Bhd
AddressSuite 1005, 10th Floor,
Wisma Hamzah-Kwong Hing,
No. 1, Leboh Ampang
50100 Kuala Lumpur
NRIC/Passport No/Company No.690313-D
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holderAMMB Nominees (Tempatan) Sdn Bhd - 1,217,300

Citibank - Berhad - 3,783,450

Citibank- Malaysia - 5,756,850

Malayan Banking Berhad - 864,300

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Others09/11/2012
0
 

Description of other type of transactionChange in percentage of shareholding arising from an increase in the issued and paid-up capital of United Malacca Berhad from 203,999,601 to 204,342,201
Circumstances by reason of which change has occurredAn investment position taken in connection with Aberdeen Asset Management Sdn Bhd's ordinary business in fund management
Nature of interestDeemed interest
Direct (units)
Direct (%)
Indirect/deemed interest (units)11,621,900 
Indirect/deemed interest (%)5.6874 
Total no of securities after change11,621,900
Date of notice12/11/2012

Remarks :
Received notice on 14 November 2012


UMCCA - Changes in Sub. S-hldr's Int. (29B) - Aberdeen Asset Management Asia Limited

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameUNITED MALACCA BERHAD  
Stock Name UMCCA  
Date Announced14 Nov 2012  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoUM-121114-67139

Particulars of substantial Securities Holder

NameAberdeen Asset Management Asia Limited
Address21 Church Street #01-01
Capital Square Two
Singapore 049480
NRIC/Passport No/Company No.199105448E
Nationality/Country of incorporationSingapore
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holderBNP Paribas Securities Services - 12,995,150

BNP Paribas Trust Services Singapore Limited - 1,544,000

Nothern Trust - Chicago - 185,000

State Street Bank & Trust Company - Boston - 196,500

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Others09/11/2012
0
 

Description of other type of transactionChange in percentage of shareholding arising from an increase in the issued and paid-up capital of United Malacca Berhad from 203,999,601 to 204,342,201
Circumstances by reason of which change has occurredAn investment position taken in connection with Aberdeen Asset Management Asia Limited's ordinary business in fund management
Nature of interestDeemed interest
Direct (units)
Direct (%)
Indirect/deemed interest (units)14,920,650 
Indirect/deemed interest (%)7.3017 
Total no of securities after change14,920,650
Date of notice12/11/2012

Remarks :
Received notice on 14 November 2012


AHB - Change of Address

Announcement Type: Change of Address
Company NameAHB HOLDINGS BERHAD  
Stock Name AHB  
Date Announced14 Nov 2012  
CategoryChange of Address
Reference NoCC-121114-87D49

Change descriptionRegistered 
Old address Suite 11.1A, Level 11, Menara Weld, 76 Jalan Raja Chulan, 50200 Kuala Lumpur 
New addressLot 6.05 Level 6, KPMG Tower, 8 First Avenue, Bandar Utama, 47800 Petaling Jaya, Selangor Darul Ehsan 
Name of Registrar 
Telephone no03-7720 1188 
Facsimile no03-7720 1111 
E-mail address 
Effective date14/11/2012 


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

Announcement Type: General Announcement
Company NameKEN HOLDINGS BERHAD  
Stock Name KEN  
Date Announced14 Nov 2012  
CategoryGeneral Announcement
Reference NoOD-121114-63489

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionProposed acquisition of 3,970,635 ordinary shares of RM1.00 each in Gadini Sdn Bhd (“Gadini”) representing the entire issued and paid-up share capital of Gadini from Malaysia Building Society Berhad for a total cash consideration of RM56,171,399 (“Proposed Acquisition”)

We refer to the announcements dated 18 July 2012, 23 July 2012, 1 August 2012, 27 September 2012 and 15 October 2012.

On behalf of the Board of Directors of Ken Holdings Berhad, HwangDBS Investment Bank Berhad is pleased to announce that the Proposed Acquisition was completed today.

This announcement is dated 14 November 2012.



DENKO - MATERIAL LITIGATION

Announcement Type: General Announcement
Company NameDENKO INDUSTRIAL CORPORATION BERHAD  
Stock Name DENKO  
Date Announced14 Nov 2012  
CategoryGeneral Announcement
Reference NoCU-121114-40F81

TypeAnnouncement
SubjectMATERIAL LITIGATION
DescriptionKuala Lumpur High Court Civil Suit No. 22NCVC-970-08/2012 (“the Suit”)
1. Ng Swee Yong (“1st Plaintiff”);
2. Ng Choy Wan (“2nd Plaintiff”);
3. Lim Ngak Ee (“3rd Plaintiff”); and
4. Zainuddin Bin Yahya (“4th Plaintiff”) vs.
Denko Industrial Corporation Berhad (“Denko” or the “Company”) ("Defendant")
Reference is made to the announcement dated 11 September 2012 and 25 October 2012 in relation to the legal action commenced against the Company by Ng Swee Yong, Ng Choy Wan, Lim Ngak Ee and Zainuddin bin Yahya (the ‘Plaintiffs’).
Denko wishes to announce that the Company was informed by the Company’s solicitors that, on 12 November 2012 the Court had given case management directions as part of the preparation for trial of the abovecaptioned matter. The Court had also indicated that the trial dates will be fixed on the next case management on 21 December 2012.

Further announcement on further material developments of the above case will be made as appropriate.

This announcement is dated 14 November 2012.



FITTERS - Notice of Shares Buy Back - Immediate Announcement

Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company NameFITTERS DIVERSIFIED BERHAD  
Stock Name FITTERS  
Date Announced14 Nov 2012  
CategoryNotice of Shares Buy Back - Immediate Announcement
Reference NoCC-121114-A7F76

Date of buy back14/11/2012
Description of shares purchasedOrdinary shares of RM0.50 each
CurrencyMalaysian Ringgit (MYR)
Total number of shares purchased (units)1,368,000
Minimum price paid for each share purchased ($$)0.640
Maximum price paid for each share purchased ($$)0.650
Total consideration paid ($$)880,364.67
Number of shares purchased retained in treasury (units)1,368,000
Number of shares purchased which are proposed to be cancelled (units)0
Cumulative net outstanding treasury shares as at to-date (units)8,328,400
Adjusted issued capital after cancellation
(no. of shares) (units)
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%)3.69


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

Announcement Type: General Announcement
Company NameKKB ENGINEERING BERHAD  
Stock Name KKB  
Date Announced14 Nov 2012  
CategoryGeneral Announcement
Reference NoCC-121114-238DE

TypeAnnouncement
SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS OUTSIDE CLOSED PERIOD
DescriptionPursuant to Paragraph 14.09 of the Main Market Listing Requirements, KKB Engineering Berhad ("the Company") wishes to announce that the Company has received notifications dated 14 November 2012 from the following directors of the Company as outlined below:
(1) Dato Kho Kak Beng
Date of Acquisition
Nature of dealing
Consideration (RM)
No. of shares acquired
8 November 2012
Acquisition through open market by Kho Kak Beng Holding Company Sdn. Bhd. RM7,350.00
5,000 (0.00%)
(2) Kho Pok Tong
Date of Acquisition
Nature of dealing
Consideration (RM)
No. of shares acquired
8 November 2012
Acquisition through open market by Kho Kak Beng Holding Company Sdn. Bhd. RM7,350.00
5,000 (0.00%)

(3) Kho Poh Lin
Date of Acquisition
Nature of dealing
Consideration (RM)
No. of shares acquired
8 November 2012
Acquisition through open market by Kho Kak Beng Holding Company Sdn. Bhd. RM7,350.00
5,000 (0.00%)


KKB - Changes in Sub. S-hldr's Int. (29B) - Kho Pok Tong

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameKKB ENGINEERING BERHAD  
Stock Name KKB  
Date Announced14 Nov 2012  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-121114-24A37

Particulars of substantial Securities Holder

NameKho Pok Tong
AddressNo. 14, Jalan Three Hills Park, Off Jalan Pending, 93300 Kuching, Sarawak
NRIC/Passport No/Company No.680710-13-5033
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary shares of RM0.50 each
Name & address of registered holderKho Kak Beng Holding Company Sdn. Bhd.
Lot 2069, Section 66, Bintawa Industrial Estate, Jalan Utama, 93450 Kuching, Sarawak

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired08/11/2012
5,000
1.470 

Circumstances by reason of which change has occurredDeemed interested by virtue of his substantial interest in Kho Kak Beng Holding Company Sdn. Bhd.
Nature of interestIndirect Interest
Direct (units)578,600 
Direct (%)0.22 
Indirect/deemed interest (units)103,174,720 
Indirect/deemed interest (%)40.02 
Total no of securities after change103,753,320
Date of notice14/11/2012

Remarks :
(i) 578,600 shares are registered in the name of Kho Pok Tong.
(ii) Deemed interested by virtue of 103,174,720 shares held by Kho Kak Beng Holding Company Sdn. Bhd. in which Kho Pok Tong has substantial interest.


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