June 26, 2014

Company announcements: PCHEM, OLDTOWN, SUNWAY, CSL, ECONBHD, MUHIBAH, ASTRO, AMTEK, ASTINO

PCHEM - 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 NamePETRONAS CHEMICALS GROUP BERHAD  
Stock Name PCHEM  
Date Announced26 Jun 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoPC-140626-66180

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 shares of RM0.10 each
Name & address of registered holderCitigroup Nominees (Tempatan) Sdn Bhd
Employees Provident FUND BOARD

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired20/06/2014
975,000
 

Circumstances by reason of which change has occurredPurchase of shares in the open market
Nature of interestDirect
Direct (units)975,000 
Direct (%)0.01 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change955,035,100
Date of notice23/06/2014

Remarks :
Form 29B dated 23 June 2014 was received by the Company on 26 June 2014.


OLDTOWN - OTHERS (Amended Announcement)

Announcement Type: General Announcement
Company NameOLDTOWN BERHAD  
Stock Name OLDTOWN  
Date Announced26 Jun 2014  
CategoryGeneral Announcement
Reference NoCK-140626-61090

TypeAnnouncement
SubjectOTHERS
DescriptionOLDTOWN BERHAD (“OLDTOWN” or THE “COMPANY”)
MASTER LICENSE AGREEMENT BETWEEN KOPITIAM ASIA PACIFIC SDN BHD AND PT OLDTOWN INDONESIA

Introduction

The Board of Directors of Oldtown wishes to announce that Kopitiam Asia Pacific Sdn Bhd (Company No. 196428-X) (“KAP” or “the Licensor”), a wholly-owned subsidiary of Oldtown shall be executing a second Master License Agreement (“the Agreement” or “the MLA”) with PT Oldtown Indonesia (“the Master Licensee”) on 22 June 2014.

Background Information on PT Oldtown Indonesia

PT Oldtown Indonesia is incorporated in the Republic of Indonesia on 13 August 2010 in the Republic of Indonesia as a private company limited company under its present name. PT Oldtown Indonesia is currently licensed to establish and operate OLDTOWN WHITE COFFEE outlets and grant sub-licenses to sub-licensees in the territory of Jawa and Bali, Indonesia via the first Master License Agreement dated 15 September 2010.

Old Town (M) Sdn Bhd, a wholly-owned subsidiary of Oldtown Berhad is presently holding 19% of the total equity interest in PT Oldtown Indonesia. The other shareholders, PT Parama Samaya and Mr Lee Kai Yuen hold 65% and 16% of the total equity interest in PT Oldtown Indonesia, respectively.

Background Information on Kopitiam Asia Pacific SdnBhd

Kopitiam Asia Pacific Sdn Bhd was incorporated in Malaysia on 10 April 1990 as a private limited company and is having its authorised share capital of RM 5,000,000 divided into 5,000,000 ordinary shares of RM1.00 each of which 1,250,000 ordinary shares have been issued and fully paid-up. Kopitiam Asia Pacific Sdn Bhd is principally engaged in the business of franchisor of cafe outlets and provision of management services.

Salient Terms of the Agreement

The Licensor is engaged in the business of operating restaurants (“the Business”) under the name of “OLDTOWN WHITE COFFEE” (“Trade Name”) and has developed the business system in connection with the operation of the Business utilizing and comprising the Trade Mark, Trade Name, Know-how and any other Intellectual Property, and certain standard operational procedures, plans directions, specifications, methods, management, training, Point of Sale Systems and advertising techniques whether specified in the Manuals or otherwise (“the System”).

The Licensor grants to the Master Licensee and the Master Licensee accepts during the term of the Agreement:-

(a) an exclusive right to operate Direct License for the rest of the Republic of Indonesia (“the Territory”);

(b) a non-exclusive right, to use the Trade Name, to use the Trade Mark, to operate the System; to sell the Approved Products and to provide the Services within the Territory and

(c) an exclusive right to grant Sub-Licenses to licensees in the Territory and to enter into Sub-License Agreement for the purpose of setting up a network of Outlets in the Territory for the operation of the Business under the Trade Name and the Trade Mark and using the System and selling the Approved Products.

In consideration of the Licensor granting the rights therein in the Agreement to the Master Licensee, the Master Licensee agrees to pay the following to the Licensor without any demand, deduction, and counter-claim or set-off (save and except for the License fees where it shall be without deduction for any withholding taxes, duties, levies or any other taxes):-

(i)

License Fee (non-refundable)

USD125,000

(ii)

Outlet Opening Fee

USD10,000 in respect of each Direct License Outlet and USD15,000 in respect of each sub-licensed Outlet upon outlet Approval being granted by the Licensor

(iii)

Royalty

Three percent (3%) of the Monthly Gross Sales

(iv)

Market Development Fund

One percent (1%) of the Monthly Gross Sales

United States Dollars : “USD”

The duration of the MLA is five (5) years and may be renewed for another five (5) years subject to the fulfillment of the conditions as stated in the Agreement.

Within 12 months from the date of opening of the 50th outlet, the Master Licensee shall at its own cost and expense, establish, build and operate a Distribution Centre and a Central Kitchen which shall be established,built and operated strictly in accordance with the Licensor’s specifications and instructions.

A guarantee and indemnity to indemnify and keep indemnified the Licensor from and against all and any claims, damages and expenses whatsoever arising out of or as a result of any breach or non-observance or non-performance of those obligations or incurred by the Licensor in the course of taking any proceedings or remedial action in relation to any matter the subject of the Master License Agreement shall be executed by a Commissioner of PTOldtown Indonesia in favor of the Licensor.

Rationale

The Licensor has initially executed a Master License Agreement with PT Oldtown Indonesia in 2010 for the establishment and operation of outlets in the territory of Bali and Jawa, Indonesia. PT Oldtown Indonesia is currently operating three Direct License outlets in Indonesia

OLDTOWN wishes to expand further into the rest of the Indonesian market. The Licensor has built up a substantial reputation and goodwill in the Business and the Trade Name, the granting of license to the Master Licensee will enable the expansion of a network of outlets in Indonesia. This is part of the international expansion of the Company and is likely to lead to an increase in the Company’s earnings in the future.

Directors’ Statement

The Directors of OLDTOWN, having considered all aspects of the execution of the MLA, are of the opinion that it is in the best interest of OLDTOWN Group.

Effects of the execution of the Agreement

The execution of the MLA is not expected to have any material effect on the earnings or net assets of Oldtown and its subsidiary companies for the financial year ending 31 March 2015.

Interest of Directors, Major Shareholders and persons connected to them

Mr. Lee Kai Yuen is the nephew of Mr. Lee Siew Heng, a Director and major shareholder of OLDTOWN.

Save as disclosed above, none of the other Directors and/or major shareholders and persons connected to them has any interest direct or indirect in the MLA.

This announcement is dated 26 June 2014.

Remarks:

This announcement shall supersede the announcement (Reference No. CK-140620-50348) made to Bursa Malaysia Securities Berhad earlier on 20 June 2014.

The amendments are as follows:

(1) Salient Terms of the Agreement

The Outlet Opening Fee is USD10,000 in respect of each Direct License Outlet and USD15,000 in respect of each sub-licensed Outlet upon outlet Approval being granted by the Licensor.

(2) Rationale

The Licensor has initially executed a Master License Agreement with PT Oldtown Indonesia in 2010 instead 2011 as previously stated in the announcment on 20 June 2014.



OLDTOWN - Changes in Sub. S-hldr's Int. (29B) - Franklin Resources, Inc.

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameOLDTOWN BERHAD  
Stock Name OLDTOWN  
Date Announced26 Jun 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCK-140626-35550

Particulars of substantial Securities Holder

NameFranklin Resources, Inc.
AddressOne Franklin Parkway
San Mateo, CA 94403-1906
NRIC/Passport No/Company No.484026
Nationality/Country of incorporationUnited States
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holderCitigroup Nominees (Asing) Sdn Bhd
10, Jalan Munshi Abdullah
50100 Kuala Lumpur

Citigroup Nominees (Tempatan) Sdn Bhd
Level 42, Menara Citibank
165 Jalan Ampang
50450 Kuala Lumpur

HSBC Nominees (Asing) Sdn Bhd
No. 2, Leboh Ampang
50100 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired23/06/2014
244,900
 
Acquired24/06/2014
63,800
 

Circumstances by reason of which change has occurredAll shares are purchased on the open market for investment purposes only.
The shares are beneficially held by a group of funds and managed accounts that are managed by investment advisers directly and indirectly owned by Franklin Resources, Inc.
Nature of interestDirect
Direct (units)30,251,500 
Direct (%)6.68 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change30,251,500
Date of notice25/06/2014

Remarks :
The Notices of Change in the Interest of Substantial Shareholder (Form 29B) dated 25 June 2014 were received by the Company on 26 June 2014.


SUNWAY - GENERAL MEETINGS: OUTCOME OF MEETING

Announcement Type: General Meetings
Company NameSUNWAY BERHAD  
Stock Name SUNWAY  
Date Announced26 Jun 2014  
CategoryGeneral Meetings
Reference NoSS-140618-53189

Type of MeetingAGM
IndicatorOutcome of Meeting
Date of Meeting26/06/2014
Time03:30 PM
VenueGrand Bahamas, Level 12, Sunway Resort Hotel & Spa, Persiaran Lagoon, Bandar Sunway, 47500 Subang Jaya, Selangor Darul Ehsan
Outcome of Meeting

We wish to announce that all the resolutions as set out in the Notice of the 4th Annual General Meeting dated 4 June 2014 were duly approved by the shareholders of Sunway Berhad today. Ordinary Resolutions 1 to 8 and 10 were voted by way of show of hand, whilst Ordinary Resolution 9 was voted by way of poll.


The poll results of Ordinary Resolution 9 are as follows:-


Ordinary Resolution 9

For

Against

No. of shares

%

No. of shares

%

Proposed Shareholders’ Mandate for Recurrent Related Party Transactions of a Revenue or Trading Nature

321,645,780

99.98

50,978

0.02

This announcement is dated 26 June 2014.



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

Announcement Type: General Announcement
Company NameCHINA STATIONERY LIMITED  
Stock Name CSL  
Date Announced26 Jun 2014  
CategoryGeneral Announcement
Reference NoCK-140626-44402

TypeAnnouncement
SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS OUTSIDE CLOSED PERIOD
DescriptionNotification of dealings by Principal Officer pursuant to Paragraph 14.09 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad

In accordance with Paragraph 14.09 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, China Stationery Limited wishes to announce the following dealings in securities by the Principal Officer:-

Name of Principal Officer

Date of Disposal

Average disposal price per share (RM)

No. of Shares Involved

% of Shares

Direct

Indirect

Chin Siew Weng

25.06.2014

0.125

-

100,000*

0.008

*shares held by his mother.



ECONBHD - Initial Public Offering

Announcement Type: Initial Public Offering (IPO)
Company NameECONPILE HOLDINGS BERHAD  
Stock Name ECONBHD  
Date Announced26 Jun 2014  
CategoryInitial Public Offering (IPO)
Reference NoMI-140626-38274

Date of listing30/06/2014

Enlarged issued and paid up share capital in the following

Units535,000,010
CurrencyMYR 107,000,002.000
Par Value ($$)MYR 0.200
Stock code5253
Stock nameECONBHD
ISIN codeMYL5253OO009
Board Main Market
SectorCONSTRUCTION
Do you wish to list any child stock / new type of securities in conjunction with the IPO?No


MUHIBAH - GENERAL MEETINGS: OUTCOME OF MEETING

Announcement Type: General Meetings
Company NameMUHIBBAH ENGINEERING (M) BHD  
Stock Name MUHIBAH  
Date Announced26 Jun 2014  
CategoryGeneral Meetings
Reference NoCC-140623-66166

Type of MeetingAGM
IndicatorOutcome of Meeting
Date of Meeting26/06/2014
Time03:30 PM
VenueConcorde Hotel Shah Alam, Concorde II, Level 2, No. 3, Jalan Tengku Ampuan Zabedah C9/C, 40100 Shah Alam, Selangor Darul Ehsan
Outcome of Meeting

MUHIBBAH ENGINEERING (M) BHD ("MEB" or "the Company")

The Board of Directors of MEB wishes to announce that all the following resolutions proposed at the Forty-First Annual General Meeting of the Company held on 26 June 2014, were decided on show of hands were duly carried:-

RESOLUTION 1 - ORDINARY

Declaration of a First and Final Tax Exempt Dividend of 9% (4.50 sen) per ordinary share of RM0.50 each in respect of the financial year ended 31 December 2013.

RESOLUTION 2 - ORDINARY

Re-election of En Sobri bin Abu as Director of the Company.

RESOLUTION 3 - ORDINARY

Re-election of Mr Mac Chung Jin as Director of the Company.

RESOLUTION 4 - ORDINARY

Re-election of Ms Lee Poh Kwee as Director of the Company.

RESOLUTION 5 - ORDINARY

Re-election of En Mazlan bin Abdul Hamid as Director of the Company.

RESOLUTION 6 - ORDINARY

Re-election of Dato' Mohamad Kamarudin bin Hassan as Director of the Company.

RESOLUTION 7 - ORDINARY

Re-appointment of Tan Sri Zakaria bin Abdul Hamid as Director of the Company.

RESOLUTION 8 - ORDINARY

Re-appointment of Mr Mac Ngan Boon @ Mac Yin Boon as Director of the Company.

RESOLUTION 9 - ORDINARY

Re-appointment of Mr Ooi Sen Eng as Director of the Company.

RESOLUTION 10 - ORDINARY

Re-appointment of Messrs Crowe Horwath as the Company’s Auditors for the ensuing year and to authorise the Directors to fix their remuneration.

RESOLUTION 11 - ORDINARY

Retain Tan Sri Zakaria bin Abdul Hamid as Independent Non-Executive Director of the Company.

RESOLUTION 12 - ORDINARY

Authority for Directors to issue and allot shares in the Company pursuant to Section 132D of the Companies Act, 1965.

RESOLUTION 13 - ORDINARY

Proposed Renewal of Authority for Share Buy-Back.

RESOLUTION 14 - ORDINARY

Proposed Renewal of the Existing and New Shareholders’ Mandate for Recurrent Related Party Transactions of a Revenue or Trading Nature.

This announcement is dated 26 June 2014.


ASTRO - MATERIAL LITIGATION

Announcement Type: General Announcement
Company NameASTRO MALAYSIA HOLDINGS BERHAD  
Stock Name ASTRO  
Date Announced26 Jun 2014  
CategoryGeneral Announcement
Reference NoAM-140626-10B9A

TypeAnnouncement
SubjectMATERIAL LITIGATION
DescriptionHIGH COURT OF HONG KONG SPECIAL ADMINISTRATIVE REGION COURT OF FIRST INSTANCE CONSTRUCTION AND ARBITRATION PROCEEDINGS NO 45 OF 2010

We refer to our announcements dated 29 January 2013, 8 February 2013, 22 February 2013, 12 March 2013 and 4 November 2013 and to the disclosure in our Quarterly Report on Consolidated Results For the First Quarter ended 30 April 2014. Astro Malaysia Holdings Berhad (“Company”) wishes to update on the garnishee proceedings in Hong Kong between MEASAT Broadcast Network Systems Sdn Bhd (“MBNS”), a wholly-owned subsidiary of the Company and other plaintiffs (“Plaintiffs”) and AcrossAsia Limited (“Garnishee”).

As previously disclosed, the Garnishee and PT First Media Tbk (“PTFM”) had obtained an unconditional stay of the execution of the garnishee order absolute from the Hong Kong High Court pending the application by PTFM to set aside the garnishee order. The Plaintiffs then filed an application for leave to appeal to the Court of Appeal against the unconditional stay of execution of the garnishee order.

The Court of Appeal has on 25 June 2014 dismissed the Plaintiffs’ application for leave to appeal against the unconditional stay of execution of the garnishee order.

This announcement is dated 26 June 2014.



AMTEK - UNUSUAL MARKET ACTIVITY

Announcement Type: General Announcement
Company NameAMTEK HOLDINGS BERHAD  
Stock Name AMTEK  
Date Announced26 Jun 2014  
CategoryGeneral Announcement
Reference NoCS-140626-41EA4

TypeReply to query
Reply to Bursa Malaysia's Query Letter - Reference IDIJ-140626-51623
SubjectUNUSUAL MARKET ACTIVITY
DescriptionUNUSUAL MARKET ACTIVITY
AMTEK HOLDINGS BERHAD ("AMTEK or "the Company")
Query Letter Contents We draw your attention to the recent price rise of your Company’s shares
(“trading activity”).

In light of the above and in order for investors to be able to make informed
investment decisions, you are requested to respond, after making due enquiry
with your directors, major shareholders and such other relevant persons, to
the following queries immediately for public release in accordance with
paragraph 9.11 of Listing Requirements :-

1. Whether there is any corporate development relating to your Group’s
business and affairs that has not been previously announced that may account
for the trading activity including those in the stage of
negotiation/discussion. If yes, kindly provide the details including status of
the corporate development to enable investors to make informed investment
decision;
2. Whether there is any rumour or report concerning the business and affairs of
the Group that may account for the trading activity and in this respect, you
are required to comply with Paragraphs 9.09 and 9.10 of Bursa Securities LR;
3. Whether you are aware of any other possible explanation to account for the
trading activity; and
4. Whether you are in compliance with the Bursa Securities LR, in particular
Paragraph 9.03 of the Bursa Securities LR on immediate disclosure obligations.

Please note that the contents of the announcement must be endorsed by the Board
of Directors of the Company and the announcement must reach Bursa Securities
immediately via Bursa LINK.
Yours faithfully



HENG TECK HENG
Vice President, Issuers
Listing Division
Regulation

IJ

We refer to the letter dated 26 June 2014 from Bursa Malaysia Securities Berhad (“Bursa Securities”) in relation to the price rise in the Company’s share price today (“Trading Activity”).

The Company would like to confirm that after making due enquiry with the Directors and major shareholder of the Company seeking the cause of the Trading Activity, the Company is not aware of any of the following:


1. any corporate development relating to AMTEK Group’s business and affairs that has not been previously announced including those in the stage of negotiation/discussion that would account for the Trading Activity


2. any rumour or report concerning AMTEK Group’s business and affairs that would account for the Trading Activity; and


3. any other possible explanation that would account for the Trading Activity.


The Company will make the necessary announcement(s) to Bursa Securities of any further material development in compliance with paragraph 9.03 of the Main Market Listing Requirements of Bursa Securities.


This announcement is dated 26 June 2014.



ASTINO - NEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS):BONUS ISSUES

Announcement Type: General Announcement
Company NameASTINO BERHAD  
Stock Name ASTINO  
Date Announced26 Jun 2014  
CategoryGeneral Announcement
Reference NoMI-140626-62191

TypeAnnouncement
SubjectNEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS)
BONUS ISSUES
DescriptionASTINO BERHAD (“ASTINO” OR THE “COMPANY”)

(I) PROPOSED BONUS ISSUE OF UP TO 137,059,000 NEW ORDINARY SHARES OF RM0.50 EACH IN ASTINO (“ASTINO SHARE(S)” OR “SHARE(S)”) (“BONUS SHARE(S)”) TO BE CREDITED AS FULLY PAID-UP ON THE BASIS OF ONE (1) BONUS SHARE FOR EVERY ONE (1) EXISTING ASTINO SHARE HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER (“PROPOSED BONUS ISSUE”);

(II) PROPOSED INCREASE IN THE AUTHORISED SHARE CAPITAL OF ASTINO FROM RM100,000,000 COMPRISING 200,000,000 ASTINO SHARES TO RM200,000,000 COMPRISING 400,000,000 ASTINO SHARES (“PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL”); AND

(III) PROPOSED AMENDMENTS TO THE MEMORANDUM OF ASSOCIATION OF ASTINO (“PROPOSED AMENDMENTS”)

(COLLECTIVELY REFERRED TO AS THE “PROPOSALS”)

(Unless otherwise stated, all definitions and terms used in this announcement shall have the same meanings as defined in the announcement dated 2 June 2014).

Reference is made to the announcements dated 2 June 2014 and 20 June 2014 in relation to the Proposals.

On behalf of the Board of Directors of Astino, RHB Investment Bank (“RHBIB”) is pleased to announce that Bursa Securities had, vide its letter dated 26 June 2014, resolved to approve the listing and quotation of up to 137,059,000 new ordinary shares of RM0.50 each in Astino to be issued pursuant to the Proposed Bonus Issue, subject to the following conditions:

(i) Astino and RHBIB must fully comply with the relevant provisions under the Main Market Listing Requirements pertaining to the implementation of the Proposed Bonus Issue;

(ii) Astino and RHBIB to inform Bursa Securities upon the completion of the Proposed Bonus Issue;

(iii) Astino to furnish Bursa Securities with a written confirmation of its compliance with the terms and conditions of Bursa Securities’ approval once the Proposed Bonus Issue is completed; and

(iv) Astino and RHBIB are required to make the relevant announcements pursuant to Paragraph 6.35(2)(a)&(b) and 6.35(4) of the Main Market Listing Requirements.

This announcement is dated 26 June 2014.



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