April 26, 2013

Company announcements: TM, HOHUP, PESTECH

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

Announcement Type: General Announcement
Company NameTELEKOM MALAYSIA BERHAD  
Stock Name TM  
Date Announced26 Apr 2013  
CategoryGeneral Announcement
Reference NoTM-130426-63534

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS
DescriptionDEFINITIVE AGREEMENT ON THE PROVISION OF TM’s UNIFI SERVICE TO REALISE THE INTERNET CONNECTED HOME CONCEPT BETWEEN TELEKOM MALAYSIA BERHAD (“TM”) AND UEM LAND BERHAD (“UEML”)
1. INTRODUCTION
      We refer to our earlier announcement dated 4 December 2012 in relation to the Collaboration Agreement between TM, UEML and Iskandar Investment Berhad (“IIB”) on the provision of communication and ICT infrastructure and telecommunication services of a Smart and Connected Nusajaya in Iskandar Malaysia (“CA”).

      Pursuant to the said CA, TM had today entered into a Definitive Agreement (“DA”) with UEML for TM to provide UniFi high speed broadband packages to approximately 4,000 property owners within certain identified development areas to realise UEML’s aspiration to establish the said areas as a regional city with world class infrastructure.

2. PARTICULARS OF THE TRANSACTION
      Under the terms of the DA, the parties shall collaborate, inter-alia, in the following areas (“the Projects”):-

      a) Provisioning of UniFi services to approximately 4,000 new units in the following UEML developments (“New Developments”):
      (i) Nusa Bayu
      (ii) Nusa Idaman
      (iii) East Ledang
      (iv) Puteri Harbour

      b) Provisioning of UniFi infrastructure to UEML projects in Ledang Heights, Ujana Apartment, Port of Puteri Harbour Ferry Terminal and Southern Industrial and Logistics Clusters.

      The total residential units to be provided with UniFi high speed broadband packages under the DA are expected to have a total committed package value of RM13.5 million.

      The term of duration of the DA will be up until the completion of the final phase of the New Developments which is targeted by 31 December 2016. The Parties have the option to renew the DA subject to mutual agreement.

3. RATIONALE OF THE DA
      The signing of the DA will pave the way towards realising the aspiration of a ‘Nusajaya smart city’. Following this agreement, TM will play an integral role in establishing the eco-system that will elevate Nusajaya into becoming Malaysia’s model of a completely modern digital city by bringing in world class telecommunications and ICT services, placing Nusajaya as a strategic commercial hub in the region.
4. BRIEF INFORMATION ON THE PARTIES

4.1 TM

      TM, a public listed company duly incorporated in Malaysia on 12 October 1984, with an authorised share capital of RM3,528,003,015 divided into 5,040,000,020 ordinary shares of RM0.70 each, 1 Special Rights Redeemable Preference Share of RM1.00, 2,000 Class C Non-Convertible Redeemable Preference Shares (“NCRPS”) of RM1.00 each and 1,000 Class D NCRPS of RM1.00 each. The issued and paid-up share capital of the Company is RM2,504,184,312 comprising 3,577,401,980 ordinary shares of RM0.70 each, 1 Special Rights Redeemable Preference Share of RM1.00, 2,000 Class C NCRPS of RM1.00 each and 925 Class D NCRPS of RM1.00 each.

      The principal activities of TM are the establishment, maintenance and provision of telecommunications and related services.

4.2 UEM Land
      UEM Land was incorporated in Malaysia on 7 October 1982 as a public limited company under the name of Renong Berhad. It was listed on Bursa Malaysia Securities Berhad ("Bursa Securities") on 27 January 1984 and subsequently delisted from the Main Board of Bursa Securities on 14 November 2003. It was also listed on the Stock Exchange of Singapore Ltd on 31 January 1984 and subsequently delisted from the Official List of the Stock Exchange of Singapore Ltd on 1 January 1990.

      On 27 December 2003, it was converted into a private limited company following a group wide restructuring scheme by its holding company, UEM Group Berhad. On 9 April 2008, UEM Land was re-converted into a public company.

      The present authorised share capital of UEM Land is RM2,500,000,000 comprising 2,450,000,000 ordinary shares of RM1.00 each and 50,000,000 redeemable convertible preference shares of RM1.00 each, and the issued and paid up share capital of UEM Land is RM464,468,113 comprising 464,468,113 ordinary shares of RM1.00 each

      The principal activities of UEM Land are property development, project investment, project procurement and management, and strategic investment holding.


5. FINANCIAL EFFECT

5.1 Share capital and substantial shareholders’ shareholdings
      The DA will not have any effect on the issued and paid-up share capital as well as the substantial shareholders’ shareholdings of TM.

5.2 Earnings and Net Assets
      The DA is not expected to have any material effect to the earnings and net assets of TM Group for the financial year ending 31 December 2013.

      However, the DA is expected to contribute positively to the future earnings of TM.

6. APPROVALS REQUIRED
      The DA is not subject to shareholders’ or any government authorities’ approval.

7. DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTEREST
      Save as disclosed below, none of the Directors and other major shareholders of TM and/or persons connected to them has any interest, whether direct or indirect, in the Projects:-
      a) Khazanah Nasional Berhad (“Khazanah”), a major shareholder of TM, is also a common major shareholder of UEM Land Holdings Berhad, the holding company of UEML;
      b) Tunku Dato’ Mahmood Fawzy Tunku Muhiyiddin, a nominee Director of Khazanah; and
      c) Nik Rizal Kamil bin Nik Ibrahim Kamil, alternate director to Tunku Dato’ Mahmood Fawzy Tunku Muhiyiddin.

8. AUDIT COMMITTEE STATEMENT
      The Board Audit Committee of TM, (save for Tunku Dato’ Mahmood Fawzy bin Tunku Muhiyiddin, an Interested Director by virtue of his position as a nominee Director of Khazanah, a common major shareholder), having considered all aspects of the proposed Internet Connected Home Agreement, is of the view that the Agreement is in the best interest of TM, fair and reasonable and on normal commercial terms, and is not detrimental to the interest of the minority shareholders of TM.

      The above view is arrived at after having considered the rationale of the DA and the accretive value it brings to TM, existing smart partnerships agreements with other property developers, the future positive recurring annual earnings to TM Group and potential new customers to be obtained from this collaboration.

9. BOARD OF DIRECTORS’ STATEMENT
      The Board of Directors of TM having considered the recommendations of the Board Audit Committee and the rationale of the DA, is of the view that the transaction is in the best interest of TM, fair and reasonable and on normal commercial terms and not detrimental to TM minority shareholders’ interest.

10. HIGHEST PERCENTAGE RATIO APPLICABLE PURSUANT TO PARAGRAPH 10.02 (g) OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD (“Main LR”)
      Pursuant to paragraph 10.02 (g) of the Main LR, the highest percentage ratio applicable to the DA is 0.20%.

11. TOTAL AMOUNT TRANSACTED WITH THE SAME RELATED PARTY FOR THE PRECEDING 12 MONTHS
      In the preceding 12 months, apart from the provision of normal telecommunication services amounting to RM0.2 Million, there were no other transactions with UEM Land Holdings Berhad Group.

This announcement is dated 26 April 2013.


HOHUP - DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS):DEALINGS DURING CLOSED PERIOD

Announcement Type: General Announcement
Company NameHO HUP CONSTRUCTION COMPANY BHD  
Stock Name HOHUP  
Date Announced26 Apr 2013  
CategoryGeneral Announcement
Reference NoCS-130426-D1D87

TypeAnnouncement
SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS DURING CLOSED PERIOD
DescriptionHO HUP CONSTRUCTION COMPANY BERHAD ("Ho Hup" or "The Company")
- DEALINGS IN SECURITIES OF HO HUP DURING CLOSED PERIOD PURSUANT TO PARAGRAPH 14.08(d) OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD
Pursuant to Paragraph 14.08 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the Company wishes to announce that Mr. Wong Kit-Leong, the Executive Director of the Company, had given notice of his indirect dealings in the securities of the Company during closed period, details as set out in the table below:-
Ordinary Shares of RM1.00 each

Date of Transaction
No. of shares acquired/(disposed)
Percentage (%)
Price per Share (RM)
Consideration (RM)
26/04/2013
330,000*
0.32
0.781568
257,917.44

*Acquisition of 330,000 shares by Formis Holdings Berhad.

(Deemed interested by virtue of his substantial interest in Red Zone Development Sdn. Bhd., which in turn owned 19.36% equity interest in Formis Resources Berhad, the holding company of Formis Holdings Berhad pursuant to Section 6A of the Companies Act, 1965)

This announcement is dated 26 April 2013.


HOHUP - OTHERS HO HUP CONSTRUCTION COMPANY BERHAD ("Ho Hup" or "The Company") - VALIDATION OF ARRANGEMENT

Announcement Type: General Announcement
Company NameHO HUP CONSTRUCTION COMPANY BHD  
Stock Name HOHUP  
Date Announced26 Apr 2013  
CategoryGeneral Announcement
Reference NoCS-130426-D1D84

TypeAnnouncement
SubjectOTHERS
DescriptionHO HUP CONSTRUCTION COMPANY BERHAD ("Ho Hup" or "The Company")
- VALIDATION OF ARRANGEMENT
The Board of Directors of Ho Hup wishes to announce that the High Court of Malaya at Kuala Lumpur had on 23 April 2013 inter-alia granted the following orders under Section 176 of the Companies Act, 1965:-

1. Ho Hup and Bukit Jalil Development Sdn. Bhd. be given leave to charge the piece of freehold land measuring approximately 243,000 square meters and held under title Geran 42277 Lot No. 36101 in the Mukim of Petaling, District of Kuala Lumpur and State of Wilayah Persekutuan Kuala Lumpur; and

2. Consequently that the Charge to be executed by Bukit Jalil Development Sdn. Bhd., a 70% subsidiary company of Ho Hup, to secure financing from identified lenders be validated.

This announcement is dated 26 April 2013.


HOHUP - Changes in Sub. S-hldr's Int. (29B) - Wong Kit-Leong

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameHO HUP CONSTRUCTION COMPANY BHD  
Stock Name HOHUP  
Date Announced26 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCS-130426-D1D86

Particulars of substantial Securities Holder

NameWong Kit-Leong
Address1, Jalan Setia Nusantara U13/22F, Setia Ecopark, 40170 Shah Alam, Selangor Darul Ehsan
NRIC/Passport No/Company No.710506-03-5523
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary shares of RM1.00 each
Name & address of registered holderFormis Holdings Berhad
16th Floor, KH Tower,
8 Lorong P.Ramlee,
50250 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired26/04/2013
330,000
 

Circumstances by reason of which change has occurredAcquisiton of shares by Formis Holdings Berhad through open market.
Nature of interestIndirect
Direct (units) 
Direct (%) 
Indirect/deemed interest (units)22,090,000 
Indirect/deemed interest (%)21.66 
Total no of securities after change22,090,000
Date of notice26/04/2013

Remarks :
The indirect interest of Mr. Wong Kit-Leong is as follows:-

Formis Holdings Berhad - 22,090,000

(Deemed interested by virtue of his substantial interest in Red Zone Development Sdn. Bhd., which in turn owned 19.36% equity interest in Formis Resources Berhad, the holding company of Formis Holdings Berhad pursuant to Section 6A of the Companies Act, 1965)


HOHUP - Changes in Director's Interest (S135) - Wong Kit-Leong

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameHO HUP CONSTRUCTION COMPANY BHD  
Stock Name HOHUP  
Date Announced26 Apr 2013  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoCS-130426-D1D85

Information Compiled By KLSE

Particulars of Director

NameWong Kit-Leong
Address1, Jalan Setia Nusantara U13/22F, Setia Ecopark, 40170 Shah Alam, Selangor Darul Ehsan
Descriptions(Class & nominal value)Ordinary shares of RM1.00 each

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Acquired
26/04/2013
330,000
 

Circumstances by reason of which change has occurredAcquisition of shares by Formis Holdings Berhad through open market.
Nature of interestIndirect
Consideration (if any) 

Total no of securities after change

Direct (units)
Direct (%)
Indirect/deemed interest (units)22,090,000 
Indirect/deemed interest (%)21.66 
Date of notice26/04/2013

Remarks :
The indirect interest of Mr. Wong Kit-Leong is as follows:-

Formis Holdings Berhad - 22,090,000
(Deemed interested by virtue of his substantial interest in Red Zone Development Sdn. Bhd., which in turn owned 19.36% equity interest in Formis Resources Berhad, the holding company of Formis Holdings Berhad pursuant to Section 6A of the Companies Act, 1965)


PESTECH - Changes in Director's Interest (S135) - Lim Ah Hock

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NamePESTECH INTERNATIONAL BERHAD  
Stock Name PESTECH  
Date Announced26 Apr 2013  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoCS-130426-C018F

Information Compiled By KLSE

Particulars of Director

NameLim Ah Hock
AddressNo. 7, Jalan Permas 3/22, Bandar Baru Permas Jaya, 81750 Masai, Johor Bahru, Johor Darul Takzim
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)
Disposed
26/04/2013
500,000
1.770 

Circumstances by reason of which change has occurredDisposal of shares to institutional fund
Nature of interestDirect
Consideration (if any)RM885,000.00 

Total no of securities after change

Direct (units)35,750,800 
Direct (%)41.63 
Indirect/deemed interest (units)200,800 
Indirect/deemed interest (%)0.23 
Date of notice26/04/2013

Remarks :
Indirect Interest:-
VESTECH Projects Sdn. Bhd. - 200,800


PESTECH - DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS):DEALINGS DURING CLOSED PERIOD

Announcement Type: General Announcement
Company NamePESTECH INTERNATIONAL BERHAD  
Stock Name PESTECH  
Date Announced26 Apr 2013  
CategoryGeneral Announcement
Reference NoCS-130426-C0194

TypeAnnouncement
SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS DURING CLOSED PERIOD
DescriptionPESTECH INTERNATIONAL BERHAD ("PESTECH" or "the Company")
- DEALINGS IN SECURITIES OF PESTECH DURING CLOSED PERIOD PURSUANT TO PARAGRAPH 14.08(d) OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD
Pursuant to Paragraph 14.08 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the Company wishes to announce that Mr. Lim Pay Chuan, the Executive Director/Chief Executive Officer of the Company, had given notice of his dealings in the securities of the Company during closed period, details as set out in the table below:-
Ordinary Shares of RM0.50 each

Date of Transaction
No. of shares acquired/(dispose of)
Percentage (%)
Price per Share (RM)
Consideration (RM)
26/04/2013
(500,000)*
0.58
1.77
885,000.00

* Disposal of shares to institutional fund.

This announcement is dated 26 April 2013.


PESTECH - Changes in Director's Interest (S135) - Lim Pay Chuan

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NamePESTECH INTERNATIONAL BERHAD  
Stock Name PESTECH  
Date Announced26 Apr 2013  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoCS-130426-C0192

Information Compiled By KLSE

Particulars of Director

NameLim Pay Chuan
AddressNo. 346, Jalan Yong Pak Kian, Ujong Pasir, 75050 Melaka
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)
Disposed
26/04/2013
500,000
1.770 

Circumstances by reason of which change has occurredDisposal of shares to institutional fund
Nature of interestDirect
Consideration (if any)885,000.00 

Total no of securities after change

Direct (units)23,048,700 
Direct (%)26.84 
Indirect/deemed interest (units)200,800 
Indirect/deemed interest (%)0.23 
Date of notice26/04/2013

Remarks :
Indirect Interest:-
VESTECH Projects Sdn. Bhd. - 200,800


PESTECH - Changes in Sub. S-hldr's Int. (29B) - Lim Ah Hock

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NamePESTECH INTERNATIONAL BERHAD  
Stock Name PESTECH  
Date Announced26 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCS-130426-C0190

Particulars of substantial Securities Holder

NameLim Ah Hock
AddressNo. 7, Jalan Permas 3/22, Bandar Baru Permas Jaya, 81750 Masai, Johor Bahru, Johor Darul Takzim
NRIC/Passport No/Company No.520222-04-5263
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Name & address of registered holderLim Ah Hock
No. 7, Jalan Permas 3/22,
Bandar Baru Permas Jaya,
81750 Masai,
Johor Bahru,
Johor Darul Takzim

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed26/04/2013
500,000
1.770 

Circumstances by reason of which change has occurredDisposal of shares to institutional fund
Nature of interestDirect
Direct (units)35,750,800 
Direct (%)41.63 
Indirect/deemed interest (units)200,800 
Indirect/deemed interest (%)0.23 
Total no of securities after change35,951,600
Date of notice26/04/2013

Remarks :
Indirect Interest:-
VESTECH Projects Sdn. Bhd. - 200,800


PESTECH - Changes in Sub. S-hldr's Int. (29B) - Lim Pay Chuan

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NamePESTECH INTERNATIONAL BERHAD  
Stock Name PESTECH  
Date Announced26 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCS-130426-C0193

Particulars of substantial Securities Holder

NameLim Pay Chuan
AddressNo. 346, Jalan Yong Pak Kian, Ujong Pasir, 75050 Melaka
NRIC/Passport No/Company No.700920-04-5015
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Name & address of registered holderLim Pay Chuan
No. 346, Jalan Yong Pak Kian,
Ujong Pasir,
75050 Melaka

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed26/04/2013
500,000
1.770 

Circumstances by reason of which change has occurredDisposal of shares to institutional fund
Nature of interestDirect
Direct (units)23,048,700 
Direct (%)26.84 
Indirect/deemed interest (units)200,800 
Indirect/deemed interest (%)0.23 
Total no of securities after change23,249,500
Date of notice26/04/2013

Remarks :
Indirect Interest:-
VESTECH Projects Sdn. Bhd. - 200,800


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