November 28, 2012

Company announcements: SMISCOR, FITTERS

SMISCOR - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameSMIS CORPORATION BERHAD  
Stock Name SMISCOR  
Date Announced28 Nov 2012  
CategoryChange in Boardroom
Reference NoCC-121127-DB554

Date of change30/11/2012
NameMohamed Ghazali Bin Kamal Baharein
Age66
NationalityMalaysian
DesignationChairman & Director
DirectorateIndependent & Non Executive
Type of changeResignation
ReasonThe resignation of Mohamed Ghazali Bin Kamal Baharein as Chairman and Independent Non-Executive Director of the Company is pursuant to Recommendation 3.2, Principle 3 of the Malaysian Code on Corporate Governance 2012 which states that the tenure of an independent director should not exceed a cumulative term of nine years and his resignation will take effect on 30 November 2012. Mohamed Ghazali Bin Kamal Baharein was appointed to the Board of Directors of the Company on 2 February 2002.
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
QualificationsNot Applicable 
Working experience and occupation Not Applicable 
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 subsidiariesNone 


SMISCOR - Change in Audit Committee

Announcement Type: Change in Audit Committee
Company NameSMIS CORPORATION BERHAD  
Stock Name SMISCOR  
Date Announced28 Nov 2012  
CategoryChange in Audit Committee
Reference NoCC-121127-4A2BB

Date of change30/11/2012
NamePauline Teh @ Pauline Teh Abdullah
Age42
NationalityMalaysian
Type of changeResignation
DesignationMember of Audit Committee
DirectorateIndependent & Non Executive
QualificationsNot Applicable 
Working experience and occupation Not Applicable 
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 subsidiariesNone 
Composition of Audit Committee (Name and Directorate of members after change)Danny Ng Siew L'Leong, Senior Independent Non-Executive Director - Chairman of Audit Committee
Foo Lee Khean, Independent Non-Executive Director - Member of Audit Committee
Wern Li Morsingh, Independent Non-Executive Director - Member of Audit Committee

Remarks :
The resignation of Pauline Teh @ Pauline Teh Abdullah as member of the Audit Committee of the Company will take effect on 30 November 2012.


SMISCOR - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameSMIS CORPORATION BERHAD  
Stock Name SMISCOR  
Date Announced28 Nov 2012  
CategoryChange in Boardroom
Reference NoCC-121127-D2F2E

Date of change30/11/2012
NamePauline Teh @ Pauline Teh Abdullah
Age42
NationalityMalaysian
DesignationDirector
DirectorateIndependent & Non Executive
Type of changeResignation
ReasonThe resignation of Pauline Teh @ Pauline Teh Abdullah as Independent Non-Executive Director of the Company is pursuant to Recommendation 3.2, Principle 3 of the Malaysian Code on Corporate Governance 2012 which states that the tenure of an independent director should not exceed a cumulative term of nine years and her resignation will take effect on 30 November 2012. Pauline Teh @ Pauline Teh Abdullah was appointed to the Board of Directors of the Company on 2 February 2002.
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
QualificationsNot Applicable 
Working experience and occupation Not Applicable 
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 subsidiariesNone 


SMISCOR - Change in Audit Committee

Announcement Type: Change in Audit Committee
Company NameSMIS CORPORATION BERHAD  
Stock Name SMISCOR  
Date Announced28 Nov 2012  
CategoryChange in Audit Committee
Reference NoCC-121127-72966

Date of change28/11/2012
NameWern Li Morsingh
Age39
NationalityMalaysian
Type of changeAppointment
DesignationMember of Audit Committee
DirectorateIndependent & Non Executive
Qualifications1. Commissioner of Oath
2. Singaporean Bar
3. Postgraduate Certified Diploma in Accounting and Finance from the Association of Certified Chartered Accountants
4. Malaysian Bar
5. Utter Barrister of Gray's Inn
6. Bachelor of Laws (Hons) from King's College London 
Working experience and occupation Since 2007 to current
Partner of Aznin, Wern Li & Associates

March 2003 to December 2006
Legal Assistant in the financial services department of Kadir, Andri & Partners

2000 to 2002
Foreign Lawyer in the corporate department of Drew & Napier
Legal Assistant in the corporate department of Colin Ng & Partners

June 1999 to May 2000
Legal Assistant in the corporate department of Cheang & Ariff

September 1997 to May 1999
Legal Assistant in the intellectual property department of Raja, Darryl & Loh 
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 subsidiariesNone 
Composition of Audit Committee (Name and Directorate of members after change)Danny Ng Siew L'Leong, Senior Independent Non-Executive Director - Chairman of Audit Committee
Pauline Teh @ Pauline Teh Abdullah, Independent Non-Executive Director - Member of Audit Committee
Foo Lee Khean, Independent Non-Executive Director - Member of Audit Committee
Wern Li Morsingh, Independent Non-Executive Director - Member of Audit Committee


SMISCOR - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameSMIS CORPORATION BERHAD  
Stock Name SMISCOR  
Date Announced28 Nov 2012  
CategoryChange in Boardroom
Reference NoCC-121127-DD93C

Date of change28/11/2012
NameWern Li Morsingh
Age39
NationalityMalaysian
Type of changeAppointment
DesignationDirector
DirectorateIndependent & Non Executive
Qualifications1. Commissioner of Oath
2. Singaporean Bar
3. Postgraduate Certified Diploma in Accounting and Finance from the Association of Certified Chartered Accountants
4. Malaysian Bar
5. Utter Barrister of Gray's Inn
6. Bachelor of Laws (Hons) from King's College London 
Working experience and occupation Since 2007 to current
Partner of Aznin, Wern Li & Associates

March 2003 to December 2006
Legal Assistant in the financial services department of Kadir, Andri & Partners

2000 to 2002
Foreign Lawyer in the corporate department of Drew & Napier
Legal Assistant in the corporate department of Colin Ng & Partners

June 1999 to May 2000
Legal Assistant in the corporate department of Cheang & Ariff

September 1997 to May 1999
Legal Assistant in the intellectual property department of Raja, Darryl & Loh 
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 subsidiariesNone 


SMISCOR - Quarterly rpt on consolidated results for the financial period ended 30/9/2012

Announcement Type: Financial Results
Company NameSMIS CORPORATION BERHAD  
Stock Name SMISCOR  
Date Announced28 Nov 2012  
CategoryFinancial Results
Reference NoCC-121127-64797

Financial Year End31/12/2012
Quarter3
Quarterly report for the financial period ended30/09/2012
The figureshave not been audited
  • Default Currency
  • Other Currency

Currency: Malaysian Ringgit (MYR)

SUMMARY OF KEY FINANCIAL INFORMATION
30/09/2012

 
INDIVIDUAL PERIOD
CUMULATIVE PERIOD
CURRENT YEAR QUARTER
PRECEDING YEAR
CORRESPONDING
QUARTER
CURRENT YEAR TO DATE
PRECEDING YEAR
CORRESPONDING
PERIOD
30/09/2012
30/09/2011
30/09/2012
30/09/2011
$$'000
$$'000
$$'000
$$'000
1Revenue
28,570
32,079
87,822
81,591
2Profit/(loss) before tax
-8
1,499
3,727
4,307
3Profit/(loss) for the period
-406
838
1,968
2,363
4Profit/(loss) attributable to ordinary equity holders of the parent
-373
636
1,890
1,736
5Basic earnings/(loss) per share (Subunit)
-0.88
1.51
4.48
4.11
6Proposed/Declared dividend per share (Subunit)
0.00
0.00
0.00
0.00


AS AT END OF CURRENT QUARTER
AS AT PRECEDING FINANCIAL YEAR END
7
Net assets per share attributable to ordinary equity holders of the parent ($$)
1.6500
1.6100
Definition of Subunit:

In a currency system, there is usually a main unit (base) and subunit that is a fraction amount of the main unit.
Example for the subunit as follows:

CountryBase UnitSubunit
MalaysiaRinggitSen
United StatesDollarCent
United KingdomPoundPence


FITTERS - Changes in Director's Interest (S135) - Zahedi Bin Haji Mohd Zain

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameFITTERS DIVERSIFIED BERHAD  
Stock Name FITTERS  
Date Announced28 Nov 2012  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoCC-121128-F2D2D

Information Compiled By KLSE

Particulars of Director

NameZahedi Bin Haji Mohd Zain
Address81, Jalan Athinahapan, Taman Tun Dr. Ismail, 60000 Kuala Lumpur
Descriptions(Class & nominal value)Ordinary Shares of RM0.50 each

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Others
27/11/2012
58,200
0.530 
Others
27/11/2012
41,250
0.530 

Description of other type of transactionConversion of warrants 2007/2012 into shares
Circumstances by reason of which change has occurredConversion of 99,450 warrants into 99,450 ordinary shares
Nature of interestIndirect Interest
Consideration (if any) 

Total no of securities after change

Direct (units)4,516 
Direct (%)0.002 
Indirect/deemed interest (units)276,637 
Indirect/deemed interest (%)0.11 
Date of notice28/11/2012

Remarks :
Indirect Interest: -

Name of Total no. of shares Percentage
Registered held after change (%)
Holders
________________ ________________ __________

Sijas Holdings 129,075 0.05*
Sdn Bhd

Saleha & Anak-Anak 147,562 0.06*
Holdings Sdn Bhd
-------------------------- ------------------
276,637 0.11*
============= =========

*The percentage of shareholding was calculated based on total number of issued shares of 283,882,626 excluding treasury shares of 17,340,500 shares as at 27 November 2012.

This Notice was received by the Company on 28 November 2012.


FITTERS - Changes in Director's Interest (S135) - Dato' Wong Swee Yee

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameFITTERS DIVERSIFIED BERHAD  
Stock Name FITTERS  
Date Announced28 Nov 2012  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoCC-121127-BD973

Information Compiled By KLSE

Particulars of Director

NameDato' Wong Swee Yee
Address27, Jalan Daya 2
Taman Daya Kepong
52100 Kuala Lumpur
Descriptions(Class & nominal value)Ordinary Shares of RM0.50 each

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Others
27/11/2012
65,475
0.530 

Description of other type of transactionConverstion of warrants 2007/2012 into shares
Circumstances by reason of which change has occurredConversion of 65,475 warrants into 65,475 ordinary shares
Nature of interestDirect Interest
Consideration (if any) 

Total no of securities after change

Direct (units)63,945,642 
Direct (%)23.99 
Indirect/deemed interest (units)1,538,656 
Indirect/deemed interest (%)0.57 
Date of notice28/11/2012

Remarks :
Direct Interest: -

Name of Total no. of shares Percentage
Registered held after change (%)
Holders
________________ ________________ __________

Dato' Wong Swee Yee 24,225 0.01

Alliancegroup Nominees 42,400,000 15.91
(Tempatan) Sdn. Bhd.

HDM Nominees 622,217 0.23
(Tempatan) Sdn. Bhd.

EB Nominees 20,899,200 7.84
(Tempatan) Sdn. Bhd.

-------------------------- ------------------
63,945,642 23.99#
============= =========

Indirect Interest: -

Name of Total no. of shares Percentage
Registered held after change (%)
Holders
________________ ________________ __________

Datin Goh Hooi Yin 1,481,625 0.55*

Wong Swee Seong 57,031 0.02*

-------------------------- ------------------
1,538,656 0.57#
============= =========

*Deemed interested in his spouse, Datin Goh Hooi Yin's, his brother, Mr. Wong Swee Seong's, direct shareholdings in FITTERS Diversified Berhad by virtue of Section 134(12)(c) of the Companies Act, 1965.

#The percentage of shareholding was calculated based on total number of issued shares of 283,882,626 excluding treasury shares of 17,340,500 shares as at 27 November 2012.

This Notice was received by the Company on 28 November 2012.


FITTERS - Changes in Director's Interest (S135) - Datin Goh Hooi Yin

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameFITTERS DIVERSIFIED BERHAD  
Stock Name FITTERS  
Date Announced28 Nov 2012  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoCC-121127-BD989

Information Compiled By KLSE

Particulars of Director

NameDatin Goh Hooi Yin
Address27, Jalan Daya 2
Taman Daya Kepong
52100 Kuala Lumpur
Descriptions(Class & nominal value)Warrants of RM0.10 each

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Others
27/11/2012
65,475
0.530 

Description of other type of transactionConversion of warrants 2007/2012 into shares
Circumstances by reason of which change has occurredConversion of 65,475 warrants into 65,475 ordinary shares by her spouse, Dato' Wong Swee Yee
Nature of interestIndirect Interest
Consideration (if any) 

Total no of securities after change

Direct (units)
Direct (%)
Indirect/deemed interest (units)14,091,859 
Indirect/deemed interest (%)45.61 
Date of notice28/11/2012

Remarks :
Indirect Interest: -

Name of Total no. of warrants Percentage
Registered held after change (%)
Holders
________________ ________________ __________

Dato' Wong Swee Yee 3,405,459 11.02

Alliancegroup Nominees 10,000,000 32.37
(Tempatan) Sdn. Bhd.

RHB Capital Nominees 686,400 2.22
(Tempatan) Sdn. Bhd.
-------------------------- ------------------
14,091,859 45.6182
============= =========

This Notice was received by the Company on 28 November 2012.


FITTERS - Changes in Sub. S-hldr's Int. (29B) - Dato' Wong Swee Yee

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameFITTERS DIVERSIFIED BERHAD  
Stock Name FITTERS  
Date Announced28 Nov 2012  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-121127-BD988

Particulars of substantial Securities Holder

NameDato' Wong Swee Yee
Address27, Jalan Daya 2
Taman Daya Kepong
52100 Kuala Lumpur
NRIC/Passport No/Company No.570919-10-5161
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Name & address of registered holderDato' Wong Swee Yee
27, Jalan Daya 2
Taman Daya Kepong
52100 Kuala Lumpur

Allliancegroup Nominees (Tempatan) Sdn. Bhd.
3rd Floor, Menara Multi-Purpose Capital Sequare
No. 8, Jalan Munshi Abdullah
50100 Kuala Lumpur

HDM Nominees (Tempatan) Sdn. Bhd.
Levels 2, 3, 4, 7 & 9
Wisma Sri Pinang 60 Green Hall
10200 Georgetown
Penang

EB Nominees (Tempatan) Sdn. Bhd.
Ground Floor, Wisma Cyclecarri
288, Jalan Raja Laut
50350 Kuala Lumpur

Datin Goh Hooi Yin
27, Jalan Daya 2
Taman Daya Kepong
52100 Kuala Lumpur

Wong Swee Seong
No. 58-1, Jalan Damar SD 15/3
PJU 9, Bandar Sri Damansara
52200 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Others27/11/2012
65,475
0.530 

Description of other type of transactionConversion of warrants 2007/2012 into shares
Circumstances by reason of which change has occurredConversion of 65,475 warrants into 65,475 ordinary shares
Nature of interestDirect Interest
Direct (units)63,945,642 
Direct (%)23.99 
Indirect/deemed interest (units)1,538,656 
Indirect/deemed interest (%)0.57 
Total no of securities after change65,482,298
Date of notice28/11/2012

Remarks :
Direct Interest: -

Name of Total no. of shares Percentage
Registered held after change (%)
Holders
________________ ________________ __________

Dato' Wong Swee Yee 24,225 0.01

Alliancegroup Nominees 42,400,000 15.91
(Tempatan) Sdn. Bhd.

HDM Nominees 622,217 0.23
(Tempatan) Sdn. Bhd.

EB Nominees 20,899,200 7.84
(Tempatan) Sdn. Bhd.
-------------------------- ------------------
63,945,642 23.99#
============= =========

Indirect Interest: -

Name of Total no. of shares Percentage
Registered held after change (%)
Holders
________________ ________________ __________

Datin Goh Hooi Yin 1,481,625 0.55*

Wong Swee Seong 57,031 0.02*

-------------------------- ------------------
1,538,656 0.57#
============= =========

*Deemed interested in his spouse, Datin Goh Hooi Yin's and his brother, Mr. Wong Swee Seong's, direct shareholdings in FITTERS Diversified Berhad by virtue of Section 134(12)(c) of the Companies Act, 1965.

#The percentage of shareholding was calculated based on total number of issued shares of 283,882,626 excluding treasury shares of 17,340,500 shares as at 27 November 2012.

This Notice is received by the Company on 28 November 2012.


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