July 22, 2013

Company announcements: BJFOOD, CLIQ, LBS, DNONCE, KOSSAN, FREIGHT

BJFOOD - Changes in Sub. S-hldr's Int. (29B) - Berjaya Group Berhad

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameBERJAYA FOOD BERHAD  
Stock Name BJFOOD  
Date Announced22 Jul 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoBF-130719-7B81F

Particulars of substantial Securities Holder

NameBerjaya Group Berhad
AddressLot 13-01A, Level 13 (East Wing), Berjaya Times Square, No. 1, Jalan Imbi, 55100 Kuala Lumpur.
NRIC/Passport No/Company No.7308-X
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Name & address of registered holderBerjaya Group Berhad, Level 12, Berjaya Times Square, No. 1, Jalan Imbi, 55100 Kuala Lumpur.

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed17/07/2013
1,000,000
 
Disposed18/07/2013
2,000,000
 
Disposed18/07/2013
2,000,000
 

Circumstances by reason of which change has occurredBeneficial Interest
(1) and (2)-Disposal via open market.
(3)-Disposal via direct deal.
Nature of interestDirect Interest
Direct (units)176,019,860 
Direct (%)67 
Indirect/deemed interest (units)200,000 
Indirect/deemed interest (%)0.08 
Total no of securities after change176,219,860
Date of notice22/07/2013

Remarks :
Deemed interest through:-

No. of Shares held
---------------------------
Berjaya Philippines Inc 200,000
======



BJFOOD - Changes in Sub. S-hldr's Int. (29B) - Berjaya Corporation Berhad

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameBERJAYA FOOD BERHAD  
Stock Name BJFOOD  
Date Announced22 Jul 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoBF-130719-7B96C

Particulars of substantial Securities Holder

NameBerjaya Corporation Berhad
AddressLot 13-01A, Level 13 (East Wing), Berjaya Times Square, No. 1, Jalan Imbi, 55100 Kuala Lumpur.
NRIC/Passport No/Company No.554790-X
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Name & address of registered holderBerjaya Group Berhad, Level 12, Berjaya Times Square, No. 1, Jalan Imbi, 55100 Kuala Lumpur.

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed17/07/2013
1,000,000
 
Disposed18/07/2013
2,000,000
 
Disposed18/07/2013
2,000,000
 

Circumstances by reason of which change has occurredDeemed interested by virtue of its 100% equity interest in Berjaya Group Berhad and its deemed interest in Berjaya Philippines Inc
(1) and (2)-Disposal via open market.
(3)-Disposal via direct deal.
Nature of interestDeemed Interest
Direct (units) 
Direct (%) 
Indirect/deemed interest (units)176,219,860 
Indirect/deemed interest (%)67.08 
Total no of securities after change176,219,860
Date of notice22/07/2013

Remarks :
Deemed interest through:-
No. of Shares held
--------------------------
1) Berjaya Group Berhad 176,019,860
2) Berjaya Philippines Inc 200,000
-------------------------
176,219,860
=============


BJFOOD - Changes in Sub. S-hldr's Int. (29B) - Tan Sri Dato' Seri Vincent Tan Chee Yioun

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameBERJAYA FOOD BERHAD  
Stock Name BJFOOD  
Date Announced22 Jul 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoBF-130719-7BA1B

Particulars of substantial Securities Holder

NameTan Sri Dato' Seri Vincent Tan Chee Yioun
Address28, Jalan Bukit Seputeh, Seputeh Heights, Taman Seputeh, 58000 Kuala Lumpur.
NRIC/Passport No/Company No.520223-01-5779
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Name & address of registered holderBerjaya Group Berhad, Level 12, Berjaya Times Square, No. 1, Jalan Imbi, 55100 Kuala Lumpur.

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed17/07/2013
1,000,000
 
Disposed18/07/2013
2,000,000
 
Disposed18/07/2013
2,000,000
 

Circumstances by reason of which change has occurredDeemed interested by virtue of his interest in Berjaya Corporation Berhad, the holding company of Berjaya Group Berhad and ultimate holding company of Berjaya Philippines Inc
(1) and (2)-Disposal via open market.
(3)-Disposal via direct deal.
Nature of interestDeemed Interest
Direct (units)1,000,000 
Direct (%)0.38 
Indirect/deemed interest (units)176,219,860 
Indirect/deemed interest (%)67.08 
Total no of securities after change177,219,860
Date of notice22/07/2013

Remarks :
Deemed interest through:-
No of shares held
__________________

1) Berjaya Group Berhad 176,019,860
2) Berjaya Philippines Inc 200,000
------------------
176,219,860
========


CLIQ - Change in Audit Committee

Announcement Type: Change in Audit Committee
Company NameCLIQ ENERGY BERHAD  
Stock Name CLIQ  
Date Announced22 Jul 2013  
CategoryChange in Audit Committee
Reference NoCK-130722-F45CF

Date of change22/07/2013
NameDato' Azmi bin Mohd Ali
Age53
NationalityMalaysian
Type of changeResignation
DesignationMember of Audit Committee
DirectorateIndependent & Non Executive
QualificationsHe holds a Master of Law (LLM) degree in US & Global Business Law from Suffolk University, Boston, US in 2011 and Bachelor of Law (LL.B) (Honours) from University of Malaya in 1984.  
Working experience and occupation Dato' Azmi is a corporate lawyer with 29 years experience and extensive expertise in areas of mergers and acquisitions, joint ventures, corporate restructuring, privatisation, banking and finance, project finance and energy, oil and gas. He is also experienced in dealing with cross-border transactions as he has represented various companies in cross border transactions involving the US, UK, Germany, France, Japan, Hong Kong, Saudi Arabia, Austria, Switzerland and Australia, amongst others.

He started his legal career in 1984 with PETRONAS and had spent approximately 6 years as an in-house counsel including inhe E&P Division where he was involved in numerous projects such as production sharing contracts, gas sales agreements, joint development authorities and petrochemical projects, amongst others. He left PETRONAS as the Head of Gas/New Ventures, Upstream Legal Department in October 1990 to work as a lawyer in a boutique law firm of T. Tharu & Associates which specialises in corporate and commercial law until May 1995. From May 1995 to August 2000, he was a Partner of Hisham, Sobri and Kadir in Department of Corporate, Commercial and Special Projects. Currently, he is a senior partner of Azmi & Associates, a corporate and commercial law firm of 60 lawyers based in Malaysia which he co-founded in September 2000. He has also been nominated and recognised by various industry publications such as AsiaLaw Leading Lawyers, Asia Pacific Legal 500 and Asian Legal Business for his achievements.

He presently sits on the boards of Sime Darby Berhad and Chemical Company of Malaysia Berhad as a Non-Independent Non-Executive Director. He is also an Independent Non-Executive Director of Perbadanan Nasional Berhad and a Non-Executive Director of Pernec Corporation Berhad. He is also a member of Association of International Petroleum Negotiators.

He has also served as an Adjunct Professor of Law to IIUM Law School in Malaysia.

He was recently appointed as a member of the Board of Trustees for UTM Endowment Fund. 
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)The Audit Committee members are:
(1) Dato' Rosman Bin Abdullah (Chairman, Independent Non-Executive Director)
(2) En Abd. Hamid Bin Ibrahim (Member, Independent Non-Executive Director)
(3) Mr Andrew Alexander Young (Member, Independent Non-Executive Director)


CLIQ - Change in Audit Committee

Announcement Type: Change in Audit Committee
Company NameCLIQ ENERGY BERHAD  
Stock Name CLIQ  
Date Announced22 Jul 2013  
CategoryChange in Audit Committee
Reference NoCK-130722-58660

Date of change22/07/2013
NameAndrew Alexander Young
Age58
NationalityAustralian
Type of changeAppointment
DesignationMember of Audit Committee
DirectorateIndependent & Non Executive
QualificationsHe graduated with a Bachelor of Engineering (Chemical) from University of Melbourne in 1976 and a Master of Business Administration (Hons) from University of Rochester, New York in 1992.  
Working experience and occupation He has more than 37 years experience in the oil and gas industry having held technical, leading management and board positions in major and small E&P operating companies and contract service companies in many hydrocarbon provinces of the world.

After graduating, he joined Esso Australia Ltd in 1976 as a Production Engineer before rising to Reservoir Engineering Manager, overseeing the Gippsland Basin reservoirs. During this time he also developed and presented in-house courses on Economics and Profitability to Esso Aust. and Esso Malaysia staff.

He then joined Bridge Oil Ltd in 1984 moving into the position of General Manager of Production & Engineering until his departure in 1994. During these 11 years he was involved in growing the operations to include onshore and offshore Australia, Indonesia, Argentina, a long distance pipeline operation in Queensland (Surat Basin to Gladstone) and extensive operations in onshore USA, until the acquisition of Bridge by an America company.

From end 1994 through 1996 he served as Chief Operating Officer for the New Zealand Natural Gas Corporation. Specifically he was very involved in the change of the operation from government-owned to privatisation and listing. The operation involved Gas & LPG extraction plants and a high-pressure pipeline system throughout the north island.

He moved back to Australia in early 1997 as the Managing Director for the listed Australian company, Century Drilling Ltd (and after being acquired, Divisional General Manager for the holding company, Downer Resources Ltd) until 1999. A highlight of his time with Century was his improvement in the Company's safety record to zero lost time injuries for 2 full years. He introduced an innovative contracting philosophy to the drilling industry coupling mineral drilling practices with oil & gas.

Between 1999 and 2004 he was the Australasian Regional Director for Gaffney Cline & Associates, an international management consulting company. In this role he was involved in preparing Company Prospectus' (raising equity for several newly listed companies), as an independent witness in legal cases, and as a strategic advisor to Governments and Companies.

In 2005, he was appointed as the Managing Director of Anzon Australia Limited which was listed on the Australian Securities Exchange and Anzon Energy Ltd which was listed on the AIM of the London Stock Exchange, until their acquisition by ROC Oil Ltd in late 2008. Anzon was awarded one of the top 5 most innovative offshore operations in the world by the Oil & Gas Journal in 2005. The development of the Basker-Manta fields was highly acclaimed, as they had been undeveloped since discovery by Shell some 23 years earlier.

In 2009 as the inaugural Managing Director, he led the start up of an oil and gas service company (analysing rock properties using CT scanning) called DigitalCore Pty Ltd including startup activities in the Middle East.

Since 2011, he has served as an industry consultant providing services such as independent review and audit of strategy, projects, conceptual design, corporate structures and economics to oil and gas companies in various regions such as Asia, Middle East, North America and Eastern Europe.

He is presently an independent Non-Executive Director of Cue Energy Resources Limited which is listed on the Australian Securities Exchange, New Zealand Stock Exchange and Port Moresby Stock Exchange and independent Non-Executive Director of New Guinea Energy Limited which is listed on the Australian Securities Exchange and Port Moresby Stock Exchange.

Andrew is widely and closely connected to the international oil and gas community through his extensive activities in international oil and gas related organisations such as Australian Petroleum Production and Exploration Association (APPEA) and Society of Petroleum Engineers (SPE) including as the President of the International SPE in 2003 traveling extensively as an industry ambassador to most of the oil & gas provinces around the world. He served earlier on the Board of Directors of the SPE representing the Asia Pacific Region from 1993 to 1996 and was the founder of the SPE’s office for Asia Pacific in Kuala Lumpur in 1996. He is presently a Non-Executive Director of the non-profit organisation National Safety Council of Australia (NSCA),the SPE Foundation and a member of the Australian Institute of Company Directors (AICD). Andrew is a recipient of a number of international awards including SPE Young Member Outstanding Services (1987), SPE Asia Pacific Regional Services Award (1998), SPE Distinguished Member (2000) and most recently was awarded SPE Honorary Member (2012).  
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)The Audit Committee members are:
(1) Dato' Rosman Bin Abdullah (Chairman, Independent Non-Executive Director)
(2) En Abd. Hamid Bin Ibrahim (Member, Independent Non-Executive Director)
(3) Mr Andrew Alexander Young (Member, Independent Non-Executive Director)


LBS - Changes in Director's Interest (S135) - DATO' SERI LIM BOCK SENG

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameLBS BINA GROUP BERHAD  
Stock Name LBS  
Date Announced22 Jul 2013  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoLB-130722-C6A8E

Information Compiled By KLSE

Particulars of Director

NameDATO' SERI LIM BOCK SENG
Address83, Jalan SS7/2, Kelana Jaya, 47301 Petaling Jaya, 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
17/07/2013
595,000
 

Circumstances by reason of which change has occurredExercised of Options in his own name and by the children under the Employee Share Options Scheme of the Company
Nature of interestDirect & Indirect
Consideration (if any) 

Total no of securities after change

Direct (units) 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Date of notice22/07/2013

Remarks :
Other securities of LBS held as at 22.07.2013:-
Total LBS shares : 850,000 shares (own name) and 3,669,500 shares (held through spouse & children)
Total Options under ESOS : 550,000 options
Total LBS 2008/2018 Warrants : 140,000 warrants (own name) and 904,000 warrants (held through spouse)


LBS - DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS):DEALINGS OUTSIDE CLOSED PERIOD

Announcement Type: General Announcement
Company NameLBS BINA GROUP BERHAD  
Stock Name LBS  
Date Announced22 Jul 2013  
CategoryGeneral Announcement
Reference NoLB-130722-6F593

TypeAnnouncement
SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS OUTSIDE CLOSED PERIOD
DescriptionLBS Bina Group Berhad ("LBS")
Dealings by Director of LBS Outside Closed Period

Pursuant to Paragraph 14.09(a) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, Dato’Seri Lim Bock Seng, Chairman of LBS had transacted in the securities of LBS as set out in the Table below:

Date of Transaction

No. of shares Acquired

% of shares Acquired

Price
(RM per share)

Total no. of shares held after change

% of shares held after change

Circumstances by reason of which the change occurred

17.07.2013

500,000

0.13

1.00

850,000

0.22

Exercised of Options under the Employee Share Option Scheme of the Company.

This announcement is dated 22 July 2013.

 

 

 

 

 

 



DNONCE - MATERIAL LITIGATION

Announcement Type: General Announcement
Company NameD'NONCE TECHNOLOGY BHD  
Stock Name DNONCE  
Date Announced22 Jul 2013  
CategoryGeneral Announcement
Reference NoCP-130722-58934

TypeAnnouncement
SubjectMATERIAL LITIGATION
DescriptionD'nonce Technology Bhd. ("DTB" or "the Company") - Material Litigation involving the claim made by Mr Goh Hong Lim, the ex Managing Director of DTB

Reference is made to the Quarterly Report on consolidated results for the financial period ended 28 February 2013 of the Company, that was announced on 25 April 2013 with regards to the material litigation involving the claim made by Mr Goh Hong Lim (“GHL”), the ex-Managing Director of D’nonce Technology Bhd (“DTB”), through the Industrial Court Case No. 9/4-2896/2006. It was announced that the Industrial Court has on 3 April 2013 dismissed the claim and GHL can seek for a judicial review within 90 days from the date of the decision. The Industrial Court decision was that GHL was not a workman as defined under the Industrial Relations Act 1967.

GHL had also filed a Writ and Statement of Claim in the Penang High Court which was substantially similar to the Statement of Case that GHL filed in the Industrial Court. On the advice from DTB’s solicitors, DTB has taken the stand that the application to the Penang High Court was a duplicity and this was further confirmed by the decision of the Penang High Court judge who has allowed the DTB’s application to strike out the claim. GHL then filed a Notice of Appeal to the Court of Appeal.


The Court of Appeal had on 24 June 2013 heard the appeal made by GHL and through DTB’s solicitors, DTB was informed that the Court of Appeal allowed the appeal. However, the Court of appeal has not delivered its written grounds of judgement at this point.  

DTB has on 19 July 2013 filed an application to the Federal Court that DTB be granted leave to appeal to the Federal Court against the decision of the Court of Appeal which was given on 24 June 2013.

This announcement is dated 22 July 2013.




KOSSAN - OTHERS Corporate Guarantee of USD 32 million for General Banking Facilities

Announcement Type: General Announcement
Company NameKOSSAN RUBBER INDUSTRIES BERHAD  
Stock Name KOSSAN  
Date Announced22 Jul 2013  
CategoryGeneral Announcement
Reference NoKR-130722-63509

TypeAnnouncement
SubjectOTHERS
DescriptionCorporate Guarantee of USD 32 million for General Banking Facilities

The Board of Directors of Kossan Rubber Industries Bhd. (48166-W) (“Kossan”) wishes to announce that it will execute a fresh corporate guarantee of USD 32 million in favour of Co-operatieve Centrale Raiffeisen-Boerenleenbank B.A., Labuan Branch in respect of additional Short Term Advance (STA) of USD 10 million and existing facilities of STA of USD 13 million and Short Term Loan (STL) of USD 9 million. The revised facilities will be extended to the following subsidiaries:

(a)

STL to Wear Safe (Malaysia) Sdn. Bhd.

USD

9 million

(b)

STA to

USD

23 million

(i)

Kossan Latex Industries (M) Sdn. Bhd.

(ii)

Perusahaan Getah Asas Sdn. Bhd.

(iii)

Wear Safe (Malaysia) Sdn. Bhd.

(iv)

Ideal Quality Sdn. Bhd.

USD

32 million

The STA can be interchangeably used by each of the four subsidiary stated above subject to a maximum of USD 10 million per subsidiary.

The existing corporate guarantee of USD25million will be cancelled and replace by a fresh corporate guarantee of USD32 million.

The said banking facilities are to part finance capital expenditure and general working capital for the said subsidiaries.

The said Corporate Guarantee will not have any significant effect on the earnings per share, net assets per share, share capital and substantial shareholder’ shareholdings of the Company for the current financial year.

This announcement is dated 22 July 2013



FREIGHT - DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS):DEALINGS OUTSIDE CLOSED PERIOD

Announcement Type: General Announcement
Company NameFREIGHT MANAGEMENT HOLDINGS BERHAD  
Stock Name FREIGHT  
Date Announced22 Jul 2013  
CategoryGeneral Announcement
Reference NoCK-130722-2C74B

TypeAnnouncement
SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS OUTSIDE CLOSED PERIOD
DescriptionPursuant to Chapter 14 of the Main Market Listing Requirements ("MMLR") of Bursa Malaysia Securities Berhad ("Bursa Securities") on dealings in securities, Freight Management Holdings Bhd ("Company" or "FMHB") had received notification from Chew Chong Keat, a Director of the Company, in relation to his dealings in FMHB shares (Paragraph 14.06(a) of the MMLR of Bursa Securities) outside closed period. kindly refer to the table below for further information.

Date of Change

Number of Shares Acquired/Disposed

% of the Securities

Transaction Price

Remarks

Direct

Indirect

17/07/2013

(2,000,000)

0

1.192

RM1.45

Disposal of Shares



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