Company announcements: SHCHAN, TCHONG, UMW, NYLEX, FAREAST, COMPUGT, CANONE

SHCHAN - MATERIAL LITIGATION

Announcement Type: General Announcement

Company Name	SIN HENG CHAN (MALAYA) BERHAD
Stock Name	SHCHAN
Date Announced	22 Feb 2013
Category	General Announcement
Reference No	SH-130221-43995

Type	Announcement
Subject	MATERIAL LITIGATION
Description	KUCHING HIGH COURT COMPANIES (WINDING-UP_ PETITION NO. 28-15-07-111 ("THE PETITION")
Further to our earlier announcement dated 20 February 2013, Sin Heng Chan (Malaya) Berhad ("SHCMB") wishes to clarify that whilst the order of the High Court in Kuching has been entered on 25 January 2013, the withdrawals of both appeals related thereto were effected only on 18 February 2013. Hence, the making of the previous anouncement on 20 February 2013. This announcement is dated 22 February 2013.

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TCHONG - Changes in Sub. S-hldr's Int. (29B) - Employees Provident Fund Board

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965

Company Name	TAN CHONG MOTOR HOLDINGS BERHAD
Stock Name	TCHONG
Date Announced	22 Feb 2013
Category	Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference No	TC-130222-3D8D5

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 RM0.50 each
Name & address of registered holder	Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board 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	19/02/2013	300,000

Circumstances by reason of which change has occurred	Acquisition
Nature of interest	Direct
Direct (units)	43,344,400
Direct (%)	6.6396
Indirect/deemed interest (units)	0
Indirect/deemed interest (%)	0
Total no of securities after change	43,344,400
Date of notice	20/02/2013

Remarks :

Form 29B dated 20/02/2013 from Employees Provident Fund Board was received by the Company on 22/02/2013. The percentage shareholding of Employees Provident Fund Board's direct interest is computed based on the share capital of the Company (less treasury shares) of 652,815,000 shares.

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UMW - OTHERS WSP HOLDINGS LIMITED – EXECUTION OF AN AGREEMENT AND PLAN OF MERGER AS PART OF ITS GOING PRIVATE EXERCISE

Announcement Type: General Announcement

Company Name	UMW HOLDINGS BERHAD
Stock Name	UMW
Date Announced	22 Feb 2013
Category	General Announcement
Reference No	UH-130222-52336

Type	Announcement
Subject	OTHERS
Description	WSP HOLDINGS LIMITED – EXECUTION OF AN AGREEMENT AND PLAN OF MERGER AS PART OF ITS GOING PRIVATE EXERCISE
UMW wishes to announce that WSP Holdings Limited (“WSP”), a 22.3%-owned associate company in the UMW Group, listed on the New York Stock Exchange (“NYSE”) had, on 21st February 2013, announced to the NYSE that it has entered into an Agreement and Plan of Merger with WSP OCTG GROUP Ltd (“WSP OCTG”), a company owned by H.D.S. Investments LLC, a limited liability company incorporated in the State of Washington, and JM OCTG GROUP Ltd (“JM OCTG”), a company with limited liability and a direct wholly-owned subsidiary of WSP OCTG, in respect of a merger exercise. Details of the merger exercise are as per WSP’s announcement/press release made to the NYSE attached hereto as Appendix A. This announcement is dated 22nd February 2013. cc - Securities Commission (Corporate Finance & Investment Division)

Attachments WSPHoldingsLtd_PR_20130221.pdf 93 KB

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NYLEX - Notice of Shares Buy Back - Immediate Announcement

Announcement Type: Notice of Shares Buy Back - Immediate Announcement

Company Name	NYLEX (MALAYSIA) BERHAD
Stock Name	NYLEX
Date Announced	22 Feb 2013
Category	Notice of Shares Buy Back - Immediate Announcement
Reference No	NN-130222-58206

Date of buy back	22/02/2013
Description of shares purchased	Ordinary Shares of RM1.00 each
Currency	Malaysian Ringgit (MYR)
Total number of shares purchased (units)	2,200
Minimum price paid for each share purchased ($$)	0.485
Maximum price paid for each share purchased ($$)	0.485
Total consideration paid ($$)	1,109.33
Number of shares purchased retained in treasury (units)	2,200
Number of shares purchased which are proposed to be cancelled (units)	0
Cumulative net outstanding treasury shares as at to-date (units)	1,208,924
Adjusted issued capital after cancellation (no. of shares) (units)	0
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%)	0.62

Remarks :

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FAREAST - Quarterly rpt on consolidated results for the financial period ended 31/12/2012

Announcement Type: Financial Results

Company Name	FAR EAST HOLDINGS BERHAD
Stock Name	FAREAST
Date Announced	22 Feb 2013
Category	Financial Results
Reference No	FE-130222-55167

Financial Year End	31/12/2012
Quarter	4
Quarterly report for the financial period ended	31/12/2012
The figures	have not been audited

Attachments Financial Statements 31 Dec 2012.pdf 99 KB Notes to the Financial Statements 31 Dec 2012.pdf 520 KB

Remarks :

• Default Currency
• Other Currency

Currency: Malaysian Ringgit (MYR)

SUMMARY OF KEY FINANCIAL INFORMATION 31/12/2012

		INDIVIDUAL PERIOD		CUMULATIVE PERIOD
		CURRENT YEAR QUARTER	PRECEDING YEAR CORRESPONDING QUARTER	CURRENT YEAR TO DATE	PRECEDING YEAR CORRESPONDING PERIOD
		31/12/2012	31/12/2011	31/12/2012	31/12/2011
		$$'000	$$'000	$$'000	$$'000
1	Revenue	120,674	118,587	452,362	479,254
2	Profit/(loss) before tax	16,162	43,474	121,975	156,162
3	Profit/(loss) for the period	7,981	38,043	93,580	129,740
4	Profit/(loss) attributable to ordinary equity holders of the parent	4,253	34,284	84,465	119,686
5	Basic earnings/(loss) per share (Subunit)	3.02	24.91	59.90	86.95
6	Proposed/Declared dividend per share (Subunit)	0.00	0.00	0.33	0.35
		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 ($$)	7.1700		6.8800

Remarks :

Note: Item no.6 - Proposed/Declared dividend per share (subunit) For Cumulative Quarter :Current Year To Date - The total dividend declared is thirty two point five (32.50) sen per share. The above figures of two decimal points are due to the template generated.

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:

Country	Base Unit	Subunit
Malaysia	Ringgit	Sen
United States	Dollar	Cent
United Kingdom	Pound	Pence

Currency:

SUMMARY OF KEY FINANCIAL INFORMATION 31/12/2012

		INDIVIDUAL PERIOD		CUMULATIVE PERIOD
		CURRENT YEAR QUARTER	PRECEDING YEAR CORRESPONDING QUARTER	CURRENT YEAR TO DATE	PRECEDING YEAR CORRESPONDING PERIOD
		$$'000	$$'000	$$'000	$$'000
1	Revenue
2	Profit/(loss) before tax
3	Profit/(loss) for the period
4	Profit/(loss) attributable to ordinary equity holders of the parent
5	Basic earnings/(loss) per share (Subunit)
6	Proposed/Declared dividend per share (Subunit)
		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 ($$)

Remarks :

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:

Country	Base Unit	Subunit
Malaysia	Ringgit	Sen
United States	Dollar	Cent
United Kingdom	Pound	Pence

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COMPUGT - Changes in Director's Interest (S135) - Goh Kheng Peow

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965

Company Name	COMPUGATES HOLDINGS BERHAD
Stock Name	COMPUGT
Date Announced	22 Feb 2013
Category	Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference No	CP-130222-B1749

Information Compiled By KLSE

Particulars of Director

Name	Goh Kheng Peow
Address	No. 80 Jalan SS23/9 47301 Petaling Jaya Selangor Darul Ehsan
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	22/02/2013	23,000,000	0.095

Circumstances by reason of which change has occurred	Disposal of shares via open market
Nature of interest	Direct
Consideration (if any)

Total no of securities after change
Direct (units)	551,532,810
Direct (%)	25.84
Indirect/deemed interest (units)	86,463,000
Indirect/deemed interest (%)	4.05
Date of notice	22/02/2013

Remarks :

Total number of securities held after change are as follows:- Direct Interest --------------- Goh Kheng Peow : 335,010 (RHB Investment Bank Berhad) Kenanga Nominees (Tempatan) Sdn. Bhd. : 63,000,000 Pledged Securities Account for Goh Kheng Peow Kenanga Nominees (Tempatan) Sdn. Bhd., Sarawak Branch : 61,465,500 Pledged Securities Account for Goh Kheng Peow RHB Capital Nominees (Tempatan) Sdn. Bhd. :40,945,400 Pledged Securities Account for Goh Kheng Peow RHB Nominees (Tempatan) Sdn. Bhd. : 24,711,300 Pledged Securities Account for Goh Kheng Peow Malacca Equity Nominees (Tempatan) Sdn. Bhd. : 37,324,000 Pledged Securities Account for Goh Kheng Peow Mayban Nominees (Tempatan) Sdn. Bhd. : 75,000,000 Pledged Securities Account for Goh Kheng Peow Mayban Securities Nominees (Tempatan) Sdn. Bhd. : 57,000,000 Pledged Securities Account for Goh Kheng Peow KAF Nominees (Tempatan) Sdn. Bhd. : 51,000,000 Pledged Securities Account for Goh Kheng Peow A.A. Anthony Nominees (Tempatan) Sdn. Bhd. : 58,123,900 Pledged Securities Account for Goh Kheng Peow AllianceGroup Nominees (Tempatan) Sdn. Bhd. : 50,000,000 Pledged Securities Account for Goh Kheng Peow EB Nominees (Tempatan) Sdn. Bhd. : 32,627,700 Pledged Securities Account for Goh Kheng Peow ------------------- Total 551,532,810 =================== Indirect Interest ----------------- See Thoo Chan*: 3,530,000 Kenanga Investment Bank Berhad RHB Nominees (Tempatan) Sdn. Bhd. : 51,642,600 Pledged Securities Account for See Thoo Chan* RHB Capital Nominees (Tempatan) Sdn. Bhd. : 20,582,400 Pledged Securities Account for See Thoo Chan (CEB)* Malacca Equity Nominees (Tempatan) Sdn. Bhd. : 10,000,000 Pledged Securities Account for See Thoo Chan * Keane Goh Yan Han# : 708,000 ------------------ Total 86,463,000 ================== Notes : * Deemed interest by virtue of his relationship with See Thoo Chan, his spouse # Deemed interest by virtue of his relationship with Keane Goh Yan Han, his son. The disposal of 1.078% equity by Goh Kheng Peow is made during the closed period and is being announced in compliance with Chapter 14 of the Main Market Listing Requirements.

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COMPUGT - Changes in Director's Interest (S135) - See Thoo Chan

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965

Company Name	COMPUGATES HOLDINGS BERHAD
Stock Name	COMPUGT
Date Announced	22 Feb 2013
Category	Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference No	CP-130222-B173E

Information Compiled By KLSE

Particulars of Director

Name	See Thoo Chan
Address	No. 80 Jalan SS23/9 47301 Petaling Jaya Selangor Darul Ehsan
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	22/02/2013	23,000,000	0.095

Circumstances by reason of which change has occurred	Disposal of shares via open market
Nature of interest	Indirect
Consideration (if any)

Total no of securities after change
Direct (units)	85,755,000
Direct (%)	4.02
Indirect/deemed interest (units)	552,240,810
Indirect/deemed interest (%)	25.88
Date of notice	22/02/2013

Remarks :

Total number of securities held after change are as follows:- Direct Interest --------------- See Thoo Chan : 3,530,000 Kenanga Investment Bank Berhad RHB Nominees (Tempatan) Sdn. Bhd. : 51,642,600 Pledged Securities Account for See Thoo Chan RHB Capital Nominees (Tempatan) Sdn. Bhd. : 20,582,400 Pledged Securities Account for See Thoo Chan (CEB) Malacca Equity Nominees (Tempatan) Sdn. Bhd. : 10,000,000 Pledged Securities Account for See Thoo Chan ----------------- Total 85,755,000 ================= Indirect Interest ----------------- Goh Kheng Peow : 335,010* (RHB Investment Bank Berhad) Kenanga Nominees (Tempatan) Sdn. Bhd. : 63,000,000* Pledged Securities Account for Goh Kheng Peow Kenanga Nominees (Tempatan) Sdn. Bhd., Sarawak Branch : 61,465,500* Pledged Securities Account for Goh Kheng Peow RHB Capital Nominees (Tempatan) Sdn. Bhd. :40,945,400* Pledged Securities Account for Goh Kheng Peow RHB Nominees (Tempatan) Sdn. Bhd. : 24,711,300* Pledged Securities Account for Goh Kheng Peow Malacca Equity Nominees (Tempatan) Sdn. Bhd. : 37,324,000* Pledged Securities Account for Goh Kheng Peow Mayban Nominees (Tempatan) Sdn. Bhd. : 75,000,000* Pledged Securities Account for Goh Kheng Peow Mayban Securities Nominees (Tempatan) Sdn. Bhd.: 57,000,000* Pledged Securities Account for Goh Kheng Peow KAF Nominees (Tempatan) Sdn. Bhd. : 51,000,000* Pledged Securities Account for Goh Kheng Peow A.A. Anthony Nominees (Tempatan) Sdn. Bhd. : 58,123,900* Pledged Securities Account for Goh Kheng Peow AllianceGroup Nominees (Tempatan) Sdn. Bhd. : 50,000,000* Pledged Securities Account for Goh Kheng Peow EB Nominees (Tempatan) Sdn. Bhd. : 32,627,700* Pledged Securities Account for Goh Kheng Peow Keane Goh Yan Han# : 708,000 ------------------- Total 552,240,810 =================== Notes : * Deemed interest by virtue of her relationship with Goh Kheng Peow, her spouse # Deemed interest by virtue of her relationship with Keane Goh Yan Han, her son The disposal of 1.078% equity by Goh Kheng Peow is made during the closed period and is being announced in compliance with Chapter 14 of the Main Market Listing Requirements.

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COMPUGT - Changes in Sub. S-hldr's Int. (29B) - Goh Kheng Peow

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965

Company Name	COMPUGATES HOLDINGS BERHAD
Stock Name	COMPUGT
Date Announced	22 Feb 2013
Category	Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference No	CP-130222-B1747

Particulars of substantial Securities Holder

Name	Goh Kheng Peow
Address	No. 80, Jalan SS23/9 47301 Petaling Jaya Selangor Darul Ehsan
NRIC/Passport No/Company No.	600304-10-5063
Nationality/Country of incorporation	Malaysian
Descriptions (Class & nominal value)	Ordinary Shares of RM0.10 each
Name & address of registered holder	Goh Kheng Peow (Disposed 10,000,000 shares) -Kenanga Investment Bank Bhd Lot 240, Second Floor, The Curve No. 6 Jalan PJU 7/3, Mutiara Damansara 47800 Petaling Jaya Selangor Darul Ehsan Goh Kheng Peow (Disposed 13,000,000 shares) -A.A. Anthony Securities Sdn. Bhd. N3, Plaza Damas 60, Jalan Sri Hartamas 1 Sri Hartamas 50480 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction	Date of change	No of securities	Price Transacted (RM)
Disposed	22/02/2013	23,000,000	0.095

Circumstances by reason of which change has occurred	Disposal of shares via open market
Nature of interest	Direct
Direct (units)	551,532,810
Direct (%)	25.84
Indirect/deemed interest (units)	86,463,000
Indirect/deemed interest (%)	4.05
Total no of securities after change	637,995,810
Date of notice	22/02/2013

Remarks :

Total number of securities held after change is as follows:- Direct Interest --------------- Goh Kheng Peow : 335,010 (RHB Investment Bank Berhad) Kenanga Nominees (Tempatan) Sdn. Bhd. : 63,000,000 Pledged Securities Account for Goh Kheng Peow Kenanga Nominees (Tempatan) Sdn. Bhd., Sarawak Branch : 61,465,500 Pledged Securities Account for Goh Kheng Peow RHB Capital Nominees (Tempatan) Sdn. Bhd. :40,945,400 Pledged Securities Account for Goh Kheng Peow RHB Nominees (Tempatan) Sdn. Bhd. : 24,711,300 Pledged Securities Account for Goh Kheng Peow Malacca Equity Nominees (Tempatan) Sdn. Bhd. : 37,324,000 Pledged Securities Account for Goh Kheng Peow Mayban Nominees (Tempatan) Sdn. Bhd. : 75,000,000 Pledged Securities Account for Goh Kheng Peow Mayban Securities Nominees (Tempatan) Sdn. Bhd. : 57,000,000 Pledged Securities Account for Goh Kheng Peow KAF Nominees (Tempatan) Sdn. Bhd. : 51,000,000 Pledged Securities Account for Goh Kheng Peow A.A. Anthony Nominees (Tempatan) Sdn. Bhd. : 58,123,900 Pledged Securities Account for Goh Kheng Peow AllianceGroup Nominees (Tempatan) Sdn. Bhd. : 50,000,000 Pledged Securities Account for Goh Kheng Peow EB Nominees (Tempatan) Sdn. Bhd. : 32,627,700 Pledged Securities Account for Goh Kheng Peow ------------------ Total 551,532,810 ================== Indirect Interest ----------------- See Thoo Chan*: 3,530,000 Kenanga Investment Bank Berhad RHB Nominees (Tempatan) Sdn. Bhd. : 51,642,600 Pledged Securities Account for See Thoo Chan* RHB Capital Nominees (Tempatan) Sdn. Bhd. : 20,582,400 Pledged Securities Account for See Thoo Chan (CEB)* Malacca Equity Nominees (Tempatan) Sdn. Bhd. : 10,000,000 Pledged Securities Account for See Thoo Chan * Keane Goh Yan Han# : 708,000 ------------------ Total 86,463,000 ================== Notes : * Deemed interest by virtue of his relationship with See Thoo Chan, his spouse # Deemed interest by virtue of his relationship with Keane Goh Yan Han, his son

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COMPUGT - Changes in Sub. S-hldr's Int. (29B) - See Thoo Chan

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965

Company Name	COMPUGATES HOLDINGS BERHAD
Stock Name	COMPUGT
Date Announced	22 Feb 2013
Category	Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference No	CP-130222-B1730

Particulars of substantial Securities Holder

Name	See Thoo Chan
Address	No. 80 Jalan SS23/9 47301 Petaling Jaya Selangor Darul Ehsan
NRIC/Passport No/Company No.	610708-05-5508
Nationality/Country of incorporation	Malaysian
Descriptions (Class & nominal value)	Ordinary Shares of RM0.10 each
Name & address of registered holder	Goh Kheng Peow (Disposed 10,000,000 shares) -Kenanga Investment Bank Bhd Lot 240, Second Floor, The Curve No. 6 Jalan PJU 7/3, Mutiara Damansara 47800 Petaling Jaya Selangor Darul Ehsan Goh Kheng Peow (Disposed 13,000,000 shares) -A.A. Anthony Securities Sdn. Bhd. N3, Plaza Damas 60, Jalan Sri Hartamas 1 Sri Hartamas 50480 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction	Date of change	No of securities	Price Transacted (RM)
Disposed	22/02/2013	23,000,000	0.095

Circumstances by reason of which change has occurred	Disposal of shares via open market
Nature of interest	Indirect
Direct (units)	85,755,000
Direct (%)	4.02
Indirect/deemed interest (units)	552,240,810
Indirect/deemed interest (%)	25.88
Total no of securities after change	637,995,810
Date of notice	22/02/2013

Remarks :

Total number of securities held after change is as follows:- Direct Interest --------------- See Thoo Chan : 3,530,000 Kenanga Investment Bank Berhad RHB Nominees (Tempatan) Sdn. Bhd. : 51,642,600 Pledged Securities Account for See Thoo Chan RHB Capital Nominees (Tempatan) Sdn. Bhd. : 20,582,400 Pledged Securities Account for See Thoo Chan (CEB) Malacca Equity Nominees (Tempatan) Sdn. Bhd. : 10,000,000 Pledged Securities Account for See Thoo Chan ----------------- Total 85,755,000 ================= Indirect Interest ----------------- Goh Kheng Peow : 335,010* (RHB Investment Bank Berhad) Kenanga Nominees (Tempatan) Sdn. Bhd. : 63,000,000* Pledged Securities Account for Goh Kheng Peow Kenanga Nominees (Tempatan) Sdn. Bhd., Sarawak Branch : 61,465,500* Pledged Securities Account for Goh Kheng Peow RHB Capital Nominees (Tempatan) Sdn. Bhd. :40,945,400* Pledged Securities Account for Goh Kheng Peow RHB Nominees (Tempatan) Sdn. Bhd. : 24,711,300* Pledged Securities Account for Goh Kheng Peow Malacca Equity Nominees (Tempatan) Sdn. Bhd. : 37,324,000* Pledged Securities Account for Goh Kheng Peow Mayban Nominees (Tempatan) Sdn. Bhd. : 75,000,000* Pledged Securities Account for Goh Kheng Peow Mayban Securities Nominees (Tempatan) Sdn. Bhd.: 57,000,000* Pledged Securities Account for Goh Kheng Peow KAF Nominees (Tempatan) Sdn. Bhd. : 51,000,000* Pledged Securities Account for Goh Kheng Peow A.A. Anthony Nominees (Tempatan) Sdn. Bhd. : 58,123,900* Pledged Securities Account for Goh Kheng Peow AllianceGroup Nominees (Tempatan) Sdn. Bhd. : 50,000,000* Pledged Securities Account for Goh Kheng Peow EB Nominees (Tempatan) Sdn. Bhd. : 32,627,700* Pledged Securities Account for Goh Kheng Peow Keane Goh Yan Han# : 708,000 ------------------- Total 552,240,810 =================== Notes : * Deemed interest by virtue of her relationship with Goh Kheng Peow, her spouse # Deemed interest by virtue of her relationship with Keane Goh Yan Han, her son

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CANONE - BURSA MALAYSIA SECURITIES PUBLICLY REPRIMANDS CAN-ONE BERHAD AND FINES SEVEN DIRECTORS A TOTAL OF RM350,000

Announcement Type: Listing Circular

Company Name	CAN-ONE BERHAD
Stock Name	CANONE
Date Announced	22 Feb 2013
Category	Listing Circular
Reference No	CW-130222-57540

LISTING'S CIRCULAR NO. L/Q : 67133 OF 2013

Bursa Malaysia Securities Berhad (Bursa Malaysia Securities) has publicly reprimanded Can-One Berhad (CANONE) and its seven directors for breaching the Bursa Malaysia Securities Main Market Listing Requirements (Main LR). In addition, the seven directors were fined a total of RM350,000.

CANONE was publicly reprimanded for breaching paragraph 9.16(1)(a) of the Main LR in respect of CANONE’s announcement dated 5 January 2012 which was issued by the Company in response to the unusual market activity query (UMA Query) from Bursa Malaysia Securities.

On 5 January 2012, the Federal Court had communicated its decision to allow the appeal by the Liquidator of Kian Joo Holdings Sdn Bhd (In Liquidation) (KJHSB) to proceed with the completion of the sale of 146,131,500 ordinary shares of RM0.25 each held by KJHSB in Kian Joo Can Factory Berhad (KIANJOO) at RM1.65 per share for an aggregate consideration of RM241,116,975 to Can-One International Sdn. Bhd., a wholly-owned subsidiary of CANONE (the Proposed Acquisition). On the same day, unusual market activity query (UMA Query) was issued by Bursa to CANONE arising from the increase in the price and volume traded in the shares of CANONE on that day. Despite CANONE and its directors being aware of the Federal Court’s decision, in response to the UMA query, the Company in its announcement dated 5 January 2012 had represented that:-

• There was no corporate development relating to CANONE Group’s business and affairs that had not been previously announced that might account for the unusual market activity including those in the stage of negotiation/discussion;
• The Board of Directors was not aware of any rumour or report concerning the business and affairs of CANONE Group that might account for the unusual market activity; and
• CANONE was not aware of any other possible explanation to account for the unusual market activity.

As such, CANONE’s announcement dated 5 January 2012 (issued at 7.20 p.m.) was inaccurate, not factual and hence, in contravention of its disclosure obligation under the Listing Requirements.

The following directors of CANONE at the material time were found to have breached paragraph 16.13(b) of the Main LR for permitting knowingly, or where they had reasonable means of obtaining such knowledge, CANONE to release the inaccurate announcement and commit the above breach. The penalties imposed are as follows:-

No.	Name	Penalties
1.	William Maurice Samson Independent Non-Executive Chairman	Public Reprimand & Fine of RM50,000
2.	Yeoh Jin Hoe Managing Director	Public Reprimand & Fine of RM50,000
3.	Chee Khay Leong Executive Director	Public Reprimand & Fine of RM50,000
4.	Ooi Teik Huat Executive Director	Public Reprimand & Fine of RM50,000
5.	Yeoh Jin Beng Non-Independent Non-Executive Director	Public Reprimand & Fine of RM50,000
6.	Razmi bin Alias Non-Independent Non-Executive Director	Public Reprimand & Fine of RM50,000
7.	See Ewe Lin Independent Non-Executive Director	Public Reprimand & Fine of RM50,000

Bursa Malaysia Securities views the contravention seriously in view of the importance of timely and accurate disclosure of material information to enable the market to be fully apprised of the state of affairs of the listed company to enable proper informed investment decision which is critical to preserve and sustain market integrity and investor confidence.

The finding of breach and imposition of the above penalties on CANONE and its directors were made pursuant to paragraph 16.19 of the Main LR upon completion of due process and after taking into consideration all facts and circumstances of the matter including the following:-

A. The materiality of the breach as follows:-

(i) The Federal Court’s decision was material vis- -vis CANONE particularly as it affected CANONE’s ability to proceed with the completion of the Proposed Acquisition which was material to investors and shareholders to facilitate informed investment decision as:-
• CANONE would be KIANJOO’s largest shareholder upon completion of the Proposed Acquisition;
• The Proposed Acquisition was expected to contribute positively to the earnings of the CANONE Group for the future financial years; and
• The purchase consideration of RM241 million for the Proposed Acquisition represented 184% of CANONE’s net assets as at 31 December 2007 and the balance purchase consideration of RM217 million to be paid for completion of the Proposed Acquisition in the light of the Federal Court’s decision represented 114% of CANONE’s net assets as at 31 December 2010;
  
(ii) CANONE’s share price and volume traded as follows:-
• There was high volume of CANONE’s shares traded on 5, 6 and 9 January 2012 i.e. from the day of the Federal Court’s decision until the day after CANONE’s announcement of the decision on 6 January 2012; and
• In aggregate, CANONE’s share price had increased significantly by 71.7% or RM0.76 from RM1.06 on 4 January 2012 to RM1.82 on 9 January 2012; and
  
(iii) The importance of accurate and timely disclosures by listed companies to its shareholders and investors including a listed company’s response / announcement to an UMA Query which would be relied upon by shareholders and investors in making informed investment decision. In particular, with regards to CANONE, the negative implication and detrimental impact on the shareholders and investors who might have taken certain trading positions based on the announcement dated 5 January 2012 which was inaccurate and misleading.

B. The knowledge, role, responsibilities and conduct of the directors including that:-

(i) The directors were all aware of the Federal Court’s decision, the unusual market activity, the UMA Query from Bursa Malaysia Securities and CANONE’s response to the UMA Query vide announcement dated 5 January 2012; and

(ii) As such, it was unreasonable and unacceptable for the directors to proceed to approve or authorised the release of the response / announcement dated 5 January 2012 which denied knowledge of any corporate development / rumour / possible explanation relating to the company’s business and affairs that may account for the unusual market activity.

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