AIRASIA - Changes in Sub. S-hldr's Int. (29B) - WELLINGTON MANAGEMENT COMPANY, LLP
| Company Name | AIRASIA BERHAD |
| Stock Name | AIRASIA |
| Date Announced | 25 Apr 2013 |
| Category | Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965 |
| Reference No | CM-130425-A410F |
Particulars of substantial Securities Holder
| Name | WELLINGTON MANAGEMENT COMPANY, LLP |
| Address | 280 CONGRESS STREET, BOSTON, MA 02210, U.S.A. |
| NRIC/Passport No/Company No. | N/A |
| Nationality/Country of incorporation | MASSACHUSETTS, U.S.A. |
| Descriptions (Class & nominal value) | ORDINARY SHARES OF RM0.10 EACH |
| Name & address of registered holder | 1. Cartaban Nominees (Asing) Sdn. Bhd. - 101,444,773 2. Citigroup Nominees (Asing) Sdn. Bhd. - 4,364,825 3. HSBC Nominees (Asing) Sdn. Bhd. - 57,830,115 4. JP Morgan Chase Bank N.A. - 40,476,850 5. Master Trust Bank of Japan Ltd. - 4,197,600 6. Mellon Bank, N.A. - 22,189,703 7. RBC Dexia Investor Services - 12,027,325 8. Danske Bank A/S - 1,192,600 |
Details of changes
Currency: Malaysian Ringgit (MYR)
| Remarks : |
| Wellington Management Company, LLP is registered as an investment advisor with the United States Securities and Exchange Commission under Section 203 of the Investment Advisors Act of 1940, as amended and acts as discretionary investment manager on behalf of various separate accounts. This announcement is based on the information in the Notice of Change in the Interests of Substantial Shareholder dated 24/04/2013 of Wellington Management Company, LLP received by the registered office of AirAsia Berhad on 25/04/2013. |
PERWAJA - Change in Audit Committee
| Company Name | PERWAJA HOLDINGS BERHAD |
| Stock Name | PERWAJA |
| Date Announced | 25 Apr 2013 |
| Category | Change in Audit Committee |
| Reference No | PH-130425-54101 |
| Date of change | 25/04/2013 |
| Name | Ravi Manchanda |
| Age | 54 |
| Nationality | Singaporean |
| Type of change | Appointment |
| Designation | Member of Audit Committee |
| Directorate | Non Independent & Non Executive |
| Qualifications | Ravi Manchanda received his tertiary education at Dundee University, Scotland where he studied Bachelor of Arts in Degree Accountancy and Operational Research. He qualified as a Chartered Accountant with the Institute of Chartered Accountants of Scotland in 1985 and has been a member since then. |
| Working experience and occupation | Ravi Manchanda is currently the Group Chief Executive Officer of Maju Holdings Sdn Bhd and all its subsidiaries. Prior to joining Maju Group, Ravi was the Managing Director of Wholesale Banking, Origination Client Coverage, Standard Chartered Bank (SCB) and also the Chairman of SCB's Seeing is Believing corporate social responsibility effort for Singapore. In August 2006, he was appointed as the Director of Head Corporate Banking Coverage at Deutsche Bank Singapore. Prior to that, he was the Managing Director of The 1 Group plc. specializing in corporate finance, capital markets, trade finance, factoring, credit insurance and private equity. He launched the first Vedic Astrological mobile platform in India and floated the first Singapore company on AIM, UK. His experience also includes being the Chief Executive and Chief Operations Officer at a commodities Trading House in London, 5 years as Chief Executive Officer and Director of International Operations at BY Design Group, New York and 9 years at KPMG Peat Marwick, where he rose from an Audit Trainee rising to Senior Manager. He is a Trustee and Proborno Advisor to two Educational Schools in Zambia and Leicester. He loves reading and likes interacting with people in general. He also likes to converse in Mandarin and wants to improve his conversational Malay. |
| Directorship of public companies (if any) | Kinsteel Bhd |
| Family relationship with any director and/or major shareholder of the listed issuer | Nil |
| Any conflict of interests that he/she has with the listed issuer | Nil |
| Details of any interest in the securities of the listed issuer or its subsidiaries | Nil |
| Composition of Audit Committee (Name and Directorate of members after change) | Shamsudin @ Samad Bin Kassim - Chairman Tan Sri Mohd Bakri Bin Haji Omar - Member Dato' Siew Mun Chuang - Member Ravi Manchanda - Member |
PETGAS - Changes in Sub. S-hldr's Int. (29B) - EMPLOYEES PROVIDENT FUND BOARD
| Company Name | PETRONAS GAS BERHAD |
| Stock Name | PETGAS |
| Date Announced | 25 Apr 2013 |
| Category | Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965 |
| Reference No | PG-130425-AD15D |
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 | Malaysian |
| Descriptions (Class & nominal value) | Ordinary Share of RM1.00/share |
| Name & address of registered holder | CITIGROUP NOMINEES (TEMPATAN) SDN BHD 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) |
| Disposed | 22/04/2013 | 83,700 |
| Remarks : |
| The direct interest of 266,663,300 shares comprising: a) 254,019,100 shares held by Citigroup Nominees (Tempatan) Sdn. Bhd; b) 1,497,600 shares held EPF Board; c) 665,100 shares held by Employees Provident Fund Board ( AMUNDI) d) 302,500 shares held by Employees Provident Fund Board (KIB); e) 1,651,900 shares held by Employees Provident Fund Board (HDBS); f) 346,000 shares held by Employees Provident Fund Board (RHB INV); g) 532,100 shares held by Employees Provident Fund Board (AM INV); h) 270,000 shares held by Employees Provident Fund Board (MAYBAN); i) 4,116,700 shares held by Employees Provident Fund Board (NOMURA); j) 2,842,300 shares held by Employees Provident Fund Board (CIMB PRI); k) 420,000 shares held by Employees Provident Fund Board (ARIM); Received Form 29B on 25 April 2013 |
PETGAS - Changes in Sub. S-hldr's Int. (29B) - KUMPULAN WANG PERSARAAN (DIPERBADANKAN)
| Company Name | PETRONAS GAS BERHAD |
| Stock Name | PETGAS |
| Date Announced | 25 Apr 2013 |
| Category | Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965 |
| Reference No | PG-130425-B9907 |
Particulars of substantial Securities Holder
| Name | KUMPULAN WANG PERSARAAN (DIPERBADANKAN) |
| Address | Aras 4, 5 & 6, Menara Yayasan Tun Razak, 200, Jalan Bukit Bintang 55100 Kuala Lumpur |
| NRIC/Passport No/Company No. | KWAPACT6622007 |
| Nationality/Country of incorporation | Malaysian |
| Descriptions (Class & nominal value) | Ordinary Share of RM1.00/share |
| Name & address of registered holder | Kumpulan Wang Persaraan (Diperbadankan) Aras 4, 5 & 6, Menara Yayasan Tun Razak, 200, Jalan Bukit Bintang 55100 Kuala Lumpur |
Details of changes
Currency: Malaysian Ringgit (MYR)
| Type of transaction | Date of change | No of securities | Price Transacted (RM) |
| Disposed | 19/04/2013 | 500,000 | |
| Disposed | 19/04/2013 | 3,200 |
| Remarks : |
| Received Form 29B on 25 April 2013 |
TWSPLNT - TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)
| Company Name | TRADEWINDS PLANTATION BERHAD |
| Stock Name | TWSPLNT |
| Date Announced | 25 Apr 2013 |
| Category | General Announcement |
| Reference No | TP-130425-52039 |
| Type | Announcement |
| Subject | TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS) |
| Description | TRADEWINDS PLANTATION BERHAD (“TWP” OR “COMPANY”) UNCONDITIONAL TAKE-OVER OFFER BY PERSPECTIVE LANE (M) SDN BHD, KELANA VENTURES SDN BHD, SEAPORT TERMINAL (JOHORE) SDN BHD AND ACARA KREATIF SDN BHD (COLLECTIVELY, THE “JOINT OFFERORS”) THROUGH MAYBANK INVESTMENT BANK BERHAD (“MAYBANK IB”) TO ACQUIRE: (I) ALL THE REMAINING ORDINARY SHARES OF RM1.00 EACH IN TWP (“TWP SHARES”) NOT ALREADY OWNED BY THE JOINT OFFERORS AND TRADEWINDS (M) BERHAD, BEING THE PERSON ACTING IN CONCERT WITH THE JOINT OFFERORS (“PAC”), AND SUCH NUMBER OF NEW TWP SHARES THAT MAY BE ISSUED AND ALLOTTED PRIOR TO THE CLOSING DATE PURSUANT TO THE CONVERSION OF THE OUTSTANDING IRREDEEMABLE CONVERTIBLE UNSECURED LOAN STOCKS OF TWP (“TWP ICULS”) (“OFFER SHARES”) FOR A CASH OFFER PRICE OF RM5.00 PER OFFER SHARE (“SHARES OFFER”); AND (II) ALL THE OUTSTANDING TWP ICULS NOT ALREADY OWNED BY THE JOINT OFFERORS AND THE PAC (“OFFER ICULS”) FOR A CASH OFFER PRICE OF RM3.13 PER OFFER ICULS (“ICULS OFFER”) (COLLECTIVELY REFERRED TO AS THE “OFFER”) |
We refer to the Company’s previous announcements in relation to the Offer with the latest dated 11 April 2013. We wish to announce that the Company received the attached press notice today from Maybank IB, on behalf of the Joint Offerors, stating that the Offer has closed at 5.00 p.m. (Malaysian time) on Thursday, 25 April 2013 (“Closing Date”). The level of acceptances of the Offer as at 5.00 p.m. (Malaysian time) on the Closing Date is set out in the attached press notice. This announcement is dated 25 April 2013.
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OCTAGON - Change in Audit Committee
| Company Name | OCTAGON CONSOLIDATED BERHAD |
| Stock Name | OCTAGON |
| Date Announced | 25 Apr 2013 |
| Category | Change in Audit Committee |
| Reference No | OC-130425-54375 |
| Date of change | 25/04/2013 |
| Name | Tan Sri Dato’ Nik Ibrahim Kamil Bin Tan Sri Nik Ahmad Kamil |
| Age | 71 |
| Nationality | Malaysian |
| Type of change | Resignation |
| Designation | Chairman of Audit Committee |
| Directorate | Independent & Non Executive |
| Qualifications | He graduated with a Bachelor of Science degree in Economics and Business Administration from Georgetown University, Washington D.C., United States of America (“USA”). |
| Working experience and occupation | He has extensive managerial and business experience ranging from mining, petroleum, media, manufacturing, investment banking and finance, port management, trading to golf resort development industries. He commenced his career as Assistant Company Secretary with Associated Mines Sdn. Bhd. and subsequently joined Shell Malaysia Sdn. Bhd. Later, he joined the New Strait Times Press (M) Berhad (“NSTP”) as an Assistant General Manager and was with the company over twenty years, where his last position held was as the Managing Director of the NSTP group. |
| Directorship of public companies (if any) | He is currently the Independent and Non-Executive Chairman of OCB Berhad and the Non-Executive Chairman of LionGold Corporation Limited, a company listed on the Singapore Stock Exchange. |
| Family relationship with any director and/or major shareholder of the listed issuer | Nil |
| Any conflict of interests that he/she has with the listed issuer | Nil |
| Details of any interest in the securities of the listed issuer or its subsidiaries | Nil |
| Composition of Audit Committee (Name and Directorate of members after change) | (i) Datuk Wan Kassim Bin Ahmed - Independent Non-Executive Director (ii) Raymond Fam Chye Soon - Independent Non-Executive Director |
| Remarks : |
| Tan Sri Dato' Nik Ibrahim Kamil has also resigned as the Chairman of the Board and Remuneration Committee, as well as a member of the Nomination Committee. |
OCTAGON - Change in Boardroom
| Company Name | OCTAGON CONSOLIDATED BERHAD |
| Stock Name | OCTAGON |
| Date Announced | 25 Apr 2013 |
| Category | Change in Boardroom |
| Reference No | OC-130425-54906 |
| Date of change | 25/04/2013 |
| Name | Tan Sri Dato’ Nik Ibrahim Kamil Bin Tan Sri Nik Ahmad Kamil |
| Age | 71 |
| Nationality | Malaysian |
| Designation | Chairman |
| Directorate | Independent & Non Executive |
| Type of change | Resignation |
| Reason | Due to other work and family commitments. |
| Details of any disagreement that he/she has with the Board of Directors | No |
| Whether there are any matters that need to be brought to the attention of the shareholders | No |
| Qualifications | He graduated with a Bachelor of Science degree in Economics and Business Administration from Georgetown University, Washington D.C., United States of America (“USA”). |
| Working experience and occupation | He has extensive managerial and business experience ranging from mining, petroleum, media, manufacturing, investment banking and finance, port management, trading to golf resort development industries. He commenced his career as Assistant Company Secretary with Associated Mines Sdn. Bhd. and subsequently joined Shell Malaysia Sdn. Bhd. Later, he joined the New Strait Times Press (M) Berhad (“NSTP”) as an Assistant General Manager and was with the company for over twenty years, where his last position held was as the Managing Director of the NSTP group. |
| Directorship of public companies (if any) | He is currently the Independent and Non-Executive Chairman of OCB Berhad and the Non-Executive Chairman of LionGold Corporation Limited, a company listed on the Singapore Stock Exchange. |
| Family relationship with any director and/or major shareholder of the listed issuer | Nil |
| Any conflict of interests that he/she has with the listed issuer | Nil |
| Details of any interest in the securities of the listed issuer or its subsidiaries | Nil |
| Remarks : |
| Tan Sri Dato' Nik Ibrahim Kamil has also resigned as the Chairman of the Audit Committee and Remuneration Committee, as well as a member of the Nomination Committee. |
OCTAGON - GENERAL MEETINGS: OUTCOME OF MEETING
| Company Name | OCTAGON CONSOLIDATED BERHAD |
| Stock Name | OCTAGON |
| Date Announced | 25 Apr 2013 |
| Category | General Meetings |
| Reference No | OC-130425-67881 |
| Type of Meeting | AGM |
| Indicator | Outcome of Meeting |
| Date of Meeting | 25/04/2013 |
| Time | 10:00 AM |
| Venue | Danau 3, Kota Permai Golf and Country Club, No.1, Jalan 31/100A, Kota Kemuning, 40460 Shah Alam, Selangor Darul Ehsan |
| Outcome of Meeting |
We refer to the announcement on the Notice of the Thirteenth Annual General Meeting of Octagon Consolidated Berhad ("the Company") dated 3 April 2013. The Board of Directors of the Company is pleased to announce that at the Thirteen Annual General Meeting ("AGM”) of the Company held on Thursday, 25 April 2013, the shareholders of the Company have received and accepted the Audited Financial Statements of the Company for the financial year ended 31 October 2012, and have approved the following resolutions by a show of hands:- (i) Resolution 2 - Re-election of Datuk Wan Kassim Bin Ahmed; (ii) Resolution 3 - Re-election of Mr. Lim See Leng; (iii) Resolution 5 - Re-appointment of Messrs. Baker Tilly Ac as Auditors; (iv) Resolution 6 - Authority to Directors to issue ordinary shares pursuant to Section 132D of the Companies Act, 1965; (v) Resolution 7 - Proposed renewal of shareholders' mandate for recurrent related party transaction of a revenue or trading nature; and (vi) Resolution 8 - Continuing in office as an Independent Non-Executive Director. The said Resolution 8 was approved with amendment and will read as follows:- "To retain Datuk Wan Kassim Bin Ahmed as Independent Non-Executive Director of the Company."
The Board of Directors of the Company also wish to announce that Resolution 4 for the re-appointment of Tan Sri Dato' Nik Ibrahim Kamil Bin Tan Sri Nik Ahmad Kamil pursuant to Section 129 (6) of the Companies Act, 1965 was cancelled and not put to the shareholders for consideration at the AGM as the said Tan Sri Dato' Nik Ibrahim Kamil Bin Tan Sri Nik Ahmad Kamil has declined to be re-appointed.
In addition to the above, the Board of Directors of the Company also wish to announce that Resolution 1 to approve the payment of Directors' fees for the financial year ended 31 October 2012 was duly approved by way of poll at the AGM and the results, which was scrutinized by our Independent Auditors, were as follows:- (i) 50,568,946 shares representing 54.7% voted in favour of the resolution; (ii) 41,157,900 shares representing 44.5% voted against the resolution; and (iii) 697,400 shares representing 0.8% were spoiled votes. This announcement is dated 25 April 2013. |
MKLAND - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):NON RELATED PARTY TRANSACTIONS
| Company Name | MK LAND HOLDINGS BERHAD |
| Stock Name | MKLAND |
| Date Announced | 25 Apr 2013 |
| Category | General Announcement |
| Reference No | CK-130423-62249 |
| Type | Announcement |
| Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS |
| Description | M K LAND HOLDINGS BERHAD ("MK LAND" OR "THE COMPANY") SALE OF 9.59-ACRE LAND |
The Board of Directors of M K Land Holdings Berhad ("the Board") wishes to announce that on 25 April 2013, Medan Prestasi Sdn Bhd, a wholly owned subsidiary ("MPSB" or "Vendor") has entered into a Sale and Purchase Agreement ("the Agreement") with Jaya Megah Building & Engineering Sdn. Bhd. ("JMBESB" or "Purchaser") to dispose of a piece of leasehold land held under PN 22373, Lot 70309, Mukim Sungai Buloh, Daerah Petaling, Negeri Selangor measuring in total area approximately 38,811 square meters (9.59 acres) ("the Land") for a sale price of RM83,548,080.00 (Ringgit Malaysia Eighty Three Million Five Hundred Forty Eight Thousand And Eighty Only) calculated at the rate of RM200/-p.s.f ("the Disposal") as per the terms and conditions as stated in the Agreement. Further details of the announcement are set out in the attached file. This announcement is dated 25 April 2013. | |
MKLAND - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):NON RELATED PARTY TRANSACTIONS
| Company Name | MK LAND HOLDINGS BERHAD |
| Stock Name | MKLAND |
| Date Announced | 25 Apr 2013 |
| Category | General Announcement |
| Reference No | CK-130423-56727 |
| Type | Announcement |
| Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS |
| Description | M K LAND HOLDINGS BERHAD ("MKLHB" OR "THE COMPANY") TERMINATION OF THE EQUITY JOINT VENTURE AGREEMENT BETWEEN RITMA MANTAP SDN BHD, MKN EMBASSY DEVELOPMENT SDN BHD, EMBASSY GROUP INTERNATIONAL AND MK EMBASSY LAND SDN BHD IN RELATION TO THE DEVELOPMENT OF AFFORDABLE HOUSING DEVELOPMENT IN BANGALORE, INDIA |
1. INTRODUCTION 1.1 We refer to the announcement made on 16 September 2009 with regards to the Equity Joint Venture Agreement ("EJVA") between Ritma Mantap Sdn. Bhd. ("RMSB"), a wholly owned subsidiary of M K Land Holdings Berhad ("MKLHB" or "the Company"), MKN Embassy Development Sdn Bhd ("MEDSB"), Star Dreams, an indirect subsidiary of Embassy Group of Companies and Milan Gateway Sdn Bhd whose principal object is to develop the affordable housing and high end integrated projects in Bangalore, India ("the Project"). 1.2 The Board of Directors of M K Land Holdings Berhad ("the Board") wishes to announce that RMSB, MEDSB, Embassy Group International ("EGI") and MK Embassy Land Sdn Bhd (formerly known as Milan Gateway Sdn Bhd) ("MELSB") had on 25 April 2013 entered into a Termination Agreement ("Termination") to mutually terminate the EJVA dated 16 September 2009. 1.3 As part of the corporate restructuring exercise undertaken by Embassy Group of Companies, the shares held under Star Dreams were transferred to Embassy Group International, a company within the Embassy Group of Companies. 2. SALIENT TERMS OF THE TERMINATION AGREEMENT 2.1. The termination of the EJVA will take efect from the date of the Termination. 2.2 The Parties have agreed to a mutual termination of the EJVA with no liability or obligation to pay any compensation to any Party. 3. RATIONALE FOR THE TERMINATION The Parties have agreed to enter into the Termination Agreement in view of the rising cost of land and increasing construction costs coupled with a highly competitive real estate market in India, the objective for which the EJVA was entered into is no longer viable. 4. FINANCIAL EFFECTS OF THE TERMINATION The Termination is not expected to have any material effect on MKLHB earning per share and net assets for the financial year ending 30 June 2013. This announcement is dated 25 April 2013. | |
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