February 20, 2013

Company announcements: SHELL, TURIYA, ANCOM, TM, AIRPORT

SHELL - Change of Address

Announcement Type: Change of Address
Company NameSHELL REFINING COMPANY (FEDERATION OF MALAYA) BERHAD  
Stock Name SHELL  
Date Announced20 Feb 2013  
CategoryChange of Address
Reference NoCC-130220-38392

Change descriptionRegistered 
Old address 10th Floor
Menara Hap Seng
No. 1 & 3, Jalan P. Ramlee
50250 Kuala Lumpur 
New addressLevel 8, Symphony House
Block D13
Pusat Dagangan Dana 1
Jalan PJU 1A/46
47301 Petaling Jaya
Selangor Darul Ehsan 
Name of Registrar 
Telephone no03-78418000 
Facsimile no03-78418199 
E-mail address 
Effective date18/02/2013 


TURIYA - Change in Audit Committee

Announcement Type: Change in Audit Committee
Company NameTURIYA BERHAD  
Stock Name TURIYA  
Date Announced20 Feb 2013  
CategoryChange in Audit Committee
Reference NoTT-130130-52340

Date of change20/02/2013
NameJayapalasingam Kandiah
Age65
NationalityMalaysian
Type of changeRetirement
DesignationChairman of Audit Committee
DirectorateIndependent & Non Executive
QualificationsBachelor of Law Degree, University of London
Certificate of Legal Practice, Malaysia
Member of Malaysian Institute of Certified Public Accountants
Member of Malaysian Institute of Accountants (MIA) 
Working experience and occupation He has been in practice as a Chartered Accountant since 1975 and is currently a partner in SSY Partners and Noordin Jaafar Chartered Accountants, member firms of Nexia International. He is currently the review partner overseeing the Transaction Services including insolvencies, mergers and restructuring. 
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)Ahmed Salamah Mohamed Khalil Abu Seyam(Chairman)
Independent & Non-Executive Director

Haji Jalalullail bin Othman @ Osman
Independent & Non-Executive Director

Gomathi @ Usha Nathan A. Vaidyanathan
Independent & Non-Executive Director


TURIYA - Change in Audit Committee

Announcement Type: Change in Audit Committee
Company NameTURIYA BERHAD  
Stock Name TURIYA  
Date Announced20 Feb 2013  
CategoryChange in Audit Committee
Reference NoTT-130130-53246

Date of change20/02/2013
NameAhmed Salamah Mohamed Khalil Abu Seyam
Age36
NationalityBahraini
Type of changeRedesignation
Previous PositionMember of Audit Committee
New PositionChairman of Audit Committee
DirectorateIndependent & Non Executive
QualificationsBachelor of Arts (Accounting) from the University of Bahrain and holds a Diploma in Advanced Islamic Banking from the Bahrain Institution for Banking and Finance.
Working experience and occupatio 
Working experience and occupation He has more than 10 years of experience in banking sector and has held various positions in Ithmaar Bank (formerly known as Shamil Bank of Bahrain), Kuwait Turkish Evkaf Finance House, Ahli United Bank and National Bank of Bahrain. 
Directorship of public companies (if any)Nil 
Family relationship with any director and/or major shareholder of the listed issuerNil 
Any conflict of interests that he/she has with the listed issuerNil 
Details of any interest in the securities of the listed issuer or its subsidiariesNil 
Composition of Audit Committee (Name and Directorate of members after change)Ahmed Salamah Mohamed Khalil Abu Seyam (Chairman)
Independent & Non-Executive Director

Gomathi @ Usha Nathan A. Vaidyanathan
Independent & Non-Executive Director

Haji Jalalullail bin Othman @ Osman
Independent & Non-Executive Director


TURIYA - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameTURIYA BERHAD  
Stock Name TURIYA  
Date Announced20 Feb 2013  
CategoryChange in Boardroom
Reference NoTT-130131-58858

Date of change20/02/2013
NameJayapalasingam Kandiah
Age65
NationalityMalaysian
Type of changeRedesignation
Previous PositionNon-Executive Director
New PositionNon-Executive Director
DirectorateNon Independent & Non Executive
QualificationsBachelor of Law Degree, University of London
Certificate of Legal Practice, Malaysia
Member of Malaysian Institute of Certified Public Accountants
Member of Malaysian Institute of Accountants (MIA)  
Working experience and occupation He has been in practice as a Chartered Accountant since 1975 and is currently a partner in SSY Partners and Noordin Jaafar Chartered Accountants, member firms of Nexia International. He is currently the review partner overseeing the Transaction Services including insolvencies, mergers and restructuring. 
Directorship of public companies (if any)Nil 
Family relationship with any director and/or major shareholder of the listed issuerHe is named joined Executor and Trustee of the Estate of late C Harichandra, who is a substantial shareholder and the shares are in the course of being transmitted to the name of the joint Executors and Trustees. 
Any conflict of interests that he/she has with the listed issuerHe is named joined Executor and Trustee of the Estate of late C Harichandra, who is a substantial shareholder and the shares are in the course of being transmitted to the name of the joint Executors and Trustees. 
Details of any interest in the securities of the listed issuer or its subsidiariesMr Jayapalasingam Kandiah holds 70,000 units of Turiya Berhad's shares under his name. 


TURIYA - PUBLIC SHAREHOLDINGS SPREAD

Announcement Type: General Announcement
Company NameTURIYA BERHAD  
Stock Name TURIYA  
Date Announced20 Feb 2013  
CategoryGeneral Announcement
Reference NoTT-130219-52195

TypeAnnouncement
SubjectPUBLIC SHAREHOLDINGS SPREAD
DescriptionTURIYA BERHAD ("TURIYA" or "the Company")
- Non-Compliance With the Public Shareholding Spread Requirement Pursuant To Paragraph 8.02 of The Main Market Listing Requirements Of Bursa Malaysia Securities Berhad

Further to the Company’s latest announcement on 15 January 2013 on the above subject matter, the Company wish to announce that the Company has yet to comply with Paragraph 8.02(1) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa”) in relation to the public shareholding spread requirement. The public shareholding spread of the Company ("PSS") as at 31 January 2013 stood at 22.81%.

Bursa had on 14 January 2013 rejected our application for an extension of time of 6 months until 30 June 2013 to comply with the public shareholding spread requirement pursuant to Paragraph 8.02(1) of the Listing Requirements ("extension"). The Company has made an appeal to Bursa for the said extension via letters dated
25 January 2013 and 19 February 2013, which is currently pending Bursa’s approval.

In an effort to meet the public shareholding spread requirement, the Company will continue to monitor the level of public shareholdings spread and explore any viable options available. In the meantime one of the major substantial shareholder, namely Empire Holdings Ltd has already disposed 825,000 shares as at 31 January 2013 in its continuous effort to meet the PSS as reflected in the table below:-

Description

As at 31.12.2012

As at 31.01.2013

PSS

22.46%

22.81%

Public shareholding

4,593 

4,593

The Company will make the necessary requisite future announcements in relation to the status of its efforts to comply with the public shareholding spread requirements in compliance with the Listing Requirements.

This announcement is dated 20 February 2013.


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

Announcement Type: Financial Results
Company NameTURIYA BERHAD  
Stock Name TURIYA  
Date Announced20 Feb 2013  
CategoryFinancial Results
Reference NoTT-130220-31680

Financial Year End31/03/2013
Quarter3
Quarterly report for the financial period ended31/12/2012
The figureshave not been audited
  • 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
1Revenue
9,748
8,807
32,165
27,222
2Profit/(loss) before tax
-648
-196
2,517
2,864
3Profit/(loss) for the period
-705
-198
2,326
2,862
4Profit/(loss) attributable to ordinary equity holders of the parent
-818
-206
2,099
2,911
5Basic earnings/(loss) per share (Subunit)
-0.36
-0.09
0.92
1.27
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 ($$)
0.7700
0.7500
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


TURIYA - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):RECURRENT RELATED PARTY TRANSACTIONS

Announcement Type: General Announcement
Company NameTURIYA BERHAD  
Stock Name TURIYA  
Date Announced20 Feb 2013  
CategoryGeneral Announcement
Reference NoTT-130220-34036

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RECURRENT RELATED PARTY TRANSACTIONS
DescriptionTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RECURRENT RELATED PARTY TRANSACTIONS (“RRPT”) OF A REVENUE NATURE

Pursuant to Paragraph 10.09 (1) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad ("Main LR"), the Board of Directors of Turiya Berhad ("Turiya" or the "Company") wishes to announce that in the ordinary course of transaction the Company has entered into a Recurrent Related Party Transaction (“RRPT”) of a revenue nature for the period from April to December 2012 as disclosed below:

RELATED PARTIES

The Related Parties are as follows: 

Related Parties

Relationship with Turiya

1.

Turiya-CH Management Services Sdn Bhd (“Turiya-CH”)

Turiya-CH is a wholly-owned subsidiary of Turiya (51%)

RRPT TRANSACTION

The details and value of the said RRPT for the period between April until December 2012 are as follows:-

Name Of Related Party

Transacting Party

Nature of Transaction

Estimated Amount of Transaction

from 1.4.2012

to 31.12.2012

(RM)

Subsidiary:-

Turiya-CH


Turiya


Management Fees paid/payable


1,050,000

 Related Parties:-

1.Chase Perdana Sdn Bhd

 

Turiya

 

 

Management Fees & Office Rental received/receivable

 


866,000


2. Academic Medical Centre Sdn Bhd


Turiya


Management  Fees Support Services Office Rental received/receivable

 


1,821,000

RATIONALE

The Recurrent RPTs that the Group intends to enter into are all in the ordinary course of business and are necessary for the Group’s day-to-day operations. These Recurrent RPTs are likely to occur with some degree of frequency and arise at any time or from time to time. These Recurrent RPTs will be entered into on an arm’s length basis and on normal commercial terms not more favourable to the Related Parties than those generally available to the public and are not to the detriment of the Company’s minority shareholders.

Besides facilitating a smoother and more efficient conduct of the Company’s business, this would substantially reduce administrative time, inconvenience and expenses associated with the convening of such meetings. It would also enable the Company to meet the corporate objectives of the Company and to realise business opportunities, as and when Recurrent RPTs may arise, in a more timely and effective manner.

DIRECTORS' AND/OR MAJOR SHAREHOLDERS' INTERESTS

(a) (a) Empire Holdings Ltd (“Empire”) is a major shareholder of Turiya Berhad has an indirect interest in AMC by virtue of its wholly-owned subsidiary, Chase Perdana Sdn Bhd major shareholding in AMC;

(b) Tan Sri Datuk Dr. Mohan M.K. Swami, J.P., is:
i. The director and major shareholder of Empire, a major shareholder of Turiya;
ii. The Executive Chairman and major shareholder of Turiya Berhad by virtue of his major shareholding in Empire; and
iii. 
The Executive Chairman and major shareholder of AMC, by virtue of his major shareholding in Empire, an indirect major shareholder of AMC.

Save as disclosed above none of the directors and/or major shareholders have any equity interest, direct or indirect, in the said RRPT.

FINANCIAL EFFECTS

The said RRPT will not have any material effect on the issued and paid up share capital, the net tangible assets and the earnings per share of the Company.

Statement of the Audit Committee of Turiya

The Audit Committee of Turiya is of the opinion that the said RRPT are necessary for the day to day operations of Turiya Group who provide the support services and are intended to meet the business needs on the best possible terms. The said RRPT are made in the ordinary course of business at arm’s length and on normal commercial terms which are not more favorable to the related party than those generally available to the public. The transactions are not detrimental to the interest of the minority shareholders.

STATEMENT BY THE BOARD OF DIRECTORS

The Board of Directors of Turiya having considered all aspects of the said RRPT is of the opinion that the said RRPT is in the best interest of the Company and are not detrimental to the minority shareholders of the Company.

APPROVALS REQUIRED

The said RRPT is not subject to the approval of shareholders of the Company or any relevant authorities.




ANCOM - Notice of Person Ceasing (29C) - Tan Sri Azman Hashim

Announcement Type: Notice of Person Ceasing to be a Substantial Shareholder Pursuant to Form 29C of the Companies Act. 1965
Company NameANCOM BERHAD  
Stock Name ANCOM  
Date Announced20 Feb 2013  
CategoryNotice of Person Ceasing to be a Substantial Shareholder Pursuant to Form 29C of the Companies Act. 1965
Reference NoAA-130220-51226

Particulars of substantial Securities Holder

NameTan Sri Azman Hashim
Address2 Jalan Teberau 1
Ukay Heights
68000 Ampang
NRIC/Passport No/Company No.390717-10-5069
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary shares of RM1.00 each
Date of cessation18/12/2012
Name & address of registered holderECML Nominees (Tempatan) Sdn Bhd for ECM Libra Financial Group Berhad
Ground Floor, West Wing, Bangunan ECM Libra
8 Jalan Damansara Endah
Damansara Heights
50490 Kuala Lumpur
CurrencyMalaysian Ringgit (MYR)
Number of securities disposed650,000 
Price Transacted ($$) 
Circumstances by reason of which a person ceases to be a substantial securities HolderInterest via disposal of shares by ECM Libra Financial Group Berhad
Nature of interestIndirect
Date of notice20/12/2012


TM - 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 NameTELEKOM MALAYSIA BERHAD  
Stock Name TM  
Date Announced20 Feb 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoTM-130220-3B9B6

Particulars of substantial Securities Holder

NameEmployees Provident Fund Board
AddressTingkat 19, Bangunan KWSP, Jalan Raja Laut, 50350 Kuala Lumpur.
NRIC/Passport No/Company No.EPF Act 1991
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary Share of RM0.70 each
Name & address of registered holder1) Employees Provident Fund Board
Tingkat 19, Bangunan KWSP
Jalan Raja Laut, 50350 Kuala Lumpur.

2) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

3) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (KIB)
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

4) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (RHB INV)
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

5) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (AM INV)
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

6) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (MAYBAN)
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

7) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (ALLIANCE)
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

8) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (NOMURA)
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

9) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (CIMB PRI)
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

10) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (ARIM)
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

11) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (TEMPLETON)
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed15/02/2013
601,800
 

Circumstances by reason of which change has occurredDisposal of 601,800 shares by Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board.
Nature of interestDirect
Direct (units)549,901,600 
Direct (%)15.37 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change549,901,600
Date of notice18/02/2013

Remarks :
The notice was received by Telekom Malaysia Berhad on 20 February 2013.


AIRPORT - 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 NameMALAYSIA AIRPORTS HOLDINGS BERHAD  
Stock Name AIRPORT  
Date Announced20 Feb 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoMA-130220-27880

Particulars of substantial Securities Holder

NameEmployees Provident Fund Board
AddressTingkat 19, Bangunan KWSP, Jalan Raja Laut, 50350 Kuala Lumpur
NRIC/Passport No/Company No.EPF ACT 1991
Nationality/Country of incorporationIncorporated in Malaysia
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holderCitigroup Nominees (Tempatan) Sdn Bhd -
Employees Provident Fund Board
Employees Provident Fund Board (HDBS)
Level 42, Menara Citibank, 165 Jalan Ampang, 50450 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed15/02/2013
326,500
 
Disposed15/02/2013
41,000
 

Circumstances by reason of which change has occurredDisposal of shares by the EPF Board and its portfolio manager
Nature of interestDirect
Direct (units)142,351,288 
Direct (%)11.6961 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change142,351,288
Date of notice18/02/2013

Remarks :
The announcement is based on the Form 29B dated 18 February 2013 which was received on 20 February 2013.


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