June 18, 2014

Company announcements: SYF, IRETEX, MINETEC, TGOFFS, DIALOG, HAIO, TALIWRK

SYF - Notice of Interest Sub. S-hldr (29A) - Insas Plaza Sdn Bhd

Announcement Type: Notice of Interest of Substantial Shareholder Pursuant to Form 29A of the Companies Act. 1965
Company NameSYF RESOURCES BERHAD  
Stock Name SYF  
Date Announced18 Jun 2014  
CategoryNotice of Interest of Substantial Shareholder Pursuant to Form 29A of the Companies Act. 1965
Reference NoCK-140618-96820

Particulars of Substantial Securities Holder

NameInsas Plaza Sdn Bhd
AddressNo. 45-5 The Boulevard
Mid Valley City
Lingkaran Syed Putra
59200 Kuala Lumpur
NRIC/Passport No/Company No.150118-V
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary Shares of RM0.25 each
Name & address of registered holderInsas Plaza Sdn Bhd
No. 45-5 The Boulevard
Mid Valley City
Lingkaran Syed Putra
59200 Kuala Lumpur

Date interest acquired & no of securities acquired

CurrencyMalaysian Ringgit (MYR)
Date interest acquired12/06/2014
No of securities27,500,000
Circumstances by reason of which Securities Holder has interestPurchase of shares via Direct Business Transaction
Nature of interestDirect
Price Transacted ($$)

Total no of securities after change

Direct (units) 
Direct (%) 
Indirect/deemed interest (units)27,500,000 
Indirect/deemed interest (%)10.02 
Date of notice17/06/2014

Remarks :
Form 29A dated 17/06/2014 was received on 18/06/2014.


SYF - Notice of Interest Sub. S-hldr (29A) - Dato' Thong Kok Khee

Announcement Type: Notice of Interest of Substantial Shareholder Pursuant to Form 29A of the Companies Act. 1965
Company NameSYF RESOURCES BERHAD  
Stock Name SYF  
Date Announced18 Jun 2014  
CategoryNotice of Interest of Substantial Shareholder Pursuant to Form 29A of the Companies Act. 1965
Reference NoCK-140618-46753

Particulars of Substantial Securities Holder

NameDato' Thong Kok Khee
Address74 Jalan Setiakasih
Damansara Heights
50490 Kuala Lumpur
NRIC/Passport No/Company No.541211-08-5713
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM0.25 each
Name & address of registered holderInsas Plaza Sdn Bhd
No. 45-5 The Boulevard
Mid Valley City
Lingkaran Syed Putra
59200 Kuala Lumpur

Date interest acquired & no of securities acquired

CurrencyMalaysian Ringgit (MYR)
Date interest acquired12/06/2014
No of securities27,500,000
Circumstances by reason of which Securities Holder has interestDeemed Interest Pursuant to Section 6A of the Companies Act, 1965.
Nature of interestIndirect
Price Transacted ($$)

Total no of securities after change

Direct (units) 
Direct (%) 
Indirect/deemed interest (units)27,500,000 
Indirect/deemed interest (%)10.02 
Date of notice17/06/2014

Remarks :
Form 29A dated 17/06/2014 was received on 18/06/2014.


IRETEX - Changes in Director's Interest (S135) - Na Chiang Seng

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameIRE-TEX CORPORATION BERHAD  
Stock Name IRETEX  
Date Announced18 Jun 2014  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoCC-140618-45060

Information Compiled By KLSE

Particulars of Director

NameNa Chiang Seng
Address14 Jalan Satu, Taman Kepong, 52100 Kuala Lumpur.
Descriptions(Class & nominal value)Warrants

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Disposed
16/06/2014
2,142,856
 

Circumstances by reason of which change has occurredDisposal of warrants
Nature of interestDirect interest
Consideration (if any) 

Total no of securities after change

Direct (units)
Direct (%)
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Date of notice18/06/2014

Remarks :
1. This announcement serves as an announcement pursuant to Paragraph 14.09 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad.
2. The above disposal represents 3.65% of the total 58,751,722 warrants.


MINETEC - Others

Announcement Type: General Announcement
Company NameMINETECH RESOURCES BERHAD  
Stock Name MINETEC  
Date Announced18 Jun 2014  
CategoryGeneral Announcement
Reference NoCC-140618-55987

TypeReply to query
Reply to Bursa Malaysia's Query Letter - Reference IDZO-140617-62267
SubjectOthers
DescriptionMINETECH RESOURCES BERHAD ("MRB" or "the Company")
Writ of Summons and Statement of Claim filed by Diman Kuari Sdn Bhd against K.S. Chin Minerals Sdn Bhd
- High Court of Malaya at Kuala Lumpur (Civil Suit No. 22NCVC-252-05/2014)
Query Letter Contents We refer to your Company's announcement dated 13 June 2014 in respect of the
aforesaid matter.

In this connection, kindly furnish Bursa Securities with the following
additional information for public release:-

1. The details of the circumstances leading to the filing of the Summons and
Claim against K.S. Chin Minerals Sdn Bhd ("KSCM").

2. Whether KSCM is a major subsidiary.

3. The total cost of investment in KSCM.

4. The expected losses, if any arising from the Summons and Claim.

Please furnish Bursa Securities with your reply within one (1) market day from
the date hereof.

Yours faithfully



WAN CHOON YEN
Sr. Manager, Issuers
Listing Division
Regulation

/ZO

copy to:- General Manager & Head, Market Surveillance Department, Securities
Commission (via fax)

We refer to the announcement made by the Company on 13 June 2014 in relation to the Writ of Summons and Statement of Claim filed by Diman Kuari Sdn Bhd (“DKSB” or “the Plaintiff”) against (“KSCM” or “the Defendant”) (“Summons and Claim”) and the letter of query from Bursa Malaysia Securities Berhad (“Bursa Securities”) vide its facsimile dated 17 June 2014.


The Board of Directors of MRB wishes to announce the additional information as required by Bursa Securities pursuant to the query.

 

(1) On 13 January 2005, KSCM and DKSB executed 2 agreements, i.e. Diman Kuari Agreement and Asset Purchase Agreement. KSCM was to take over the quarry works and operations and acquired the plant and equipment owned by DKSB. The duration of the Diman Kuari Agreement is from 13 January 2005 till 12 August 2019. Further, KSCM agreed to pay DKSB a minimum monthly tribute which shall not be less than RM50,000 per month. The quarry operations on several lands (Quarry Lands) belonging to 3rd parties and DKSB was to ensure KSCM was entitled to quiet possession of the Quarry Lands for the operations of the Quarry Works. DKSB is to ensure that the tenure of the Quarry Lands is extended and remains valid for the duration of the Diman Kuari Agreement.

 

On 10 September 2012, a stop-work order was issued to KSCM since part of the Quarry Land where the land lease had expired and not renewed where the Primary Crusher Plant operated and the same had to be ceased with immediate effect.

 

On 29 November 2012, KSCM terminated the Diman Kuari Agreement due to the fundamental breach committed by DKSB for non-renewal of the part of the Quarry Lands.

 

On 21 January 2013, DKSB issued a demand stating KSCM breached the Diman Kuari Agreement and demanded amongst others for a sum of RM600,000.00 being the Agreed Liquidated Damages, outstanding tributes and for delivery of vacant possession of the Quarry Land within 6 months.

 

On 22 February 2013, KSCM’s solicitors denied the demand issued by DKSB and instead demanded that DKSB pay a sum of RM600,000.00 being the Agreed Liquidated Damages since it was DKSB who had breached the agreement.

 

Thereafter, DKSB’s solicitors filed the Summons and Claim against KSCM on 27 May 2014. KSCM’s solicitors are currently preparing the Statement of Defence and Counter-Claim against DKSB.

 

The KSCM’s solicitors filed the Memorandum of Appearance on 6 June 2014 and attended the Case Management on 9 June 2014 and obtained directions from Court in respect of the conduct of the case. The High Court has now fixed a further Case Management date on 17 July 2014.

 

(2) KSCM is not a major subsidiary of MRB.

 

(3) The total cost of investment in KSCM is RM2,342,563.99 consists of Quarry Development Cost.

 

(4) The Directors of the Company are of the opinion that the expected losses, if any, arising from this Summons and Claim is RM1,907,750.00 including the Plaintiff's total claims and Defendant's legal cost.

 

This announcement is dated 18 June 2014.



TGOFFS - OTHERS TANJUNG OFFSHORE BERHAD (“TANJUNG” OR THE “COMPANY”) PROPOSED ACQUISITION OF THE MARINE OFFSHORE BUSINESSES OF THE VENDOR GROUP BY TANJUNG (“PROPOSED ACQUISITION”)

Announcement Type: General Announcement
Company NameTANJUNG OFFSHORE BERHAD  
Stock Name TGOFFS  
Date Announced18 Jun 2014  
CategoryGeneral Announcement
Reference NoMI-140618-64635

TypeAnnouncement
SubjectOTHERS
DescriptionTANJUNG OFFSHORE BERHAD (“TANJUNG” OR THE “COMPANY”)

PROPOSED ACQUISITION OF THE MARINE OFFSHORE BUSINESSES OF THE VENDOR GROUP BY TANJUNG (“PROPOSED ACQUISITION”)

This announcement should be read in conjunction with the earlier announcement in relation to the Proposed Acquisition on 5 June 2014 (“Announcement”). Unless otherwise defined, all the definitions used in this announcement shall have the same meaning as the words and expressions used in the Announcement.

We refer to the article entitled “Tanjung Offshore Reverse Takeover Opposed” that appeared in the The Star on 18 June 2014.

On behalf of the Board of Directors of Tanjung, AFFIN Investment Bank Berhad wishes to clarify that since the signing of the Heads of Agreements (“HOAs”) with the Vendor Group on 5 June 2014, Tanjung is working closely with the Vendor Group to finalise the terms and conditions of the corporate proposals with the intention of signing the conditional sale and purchase agreements (“SPAs”) within 3 months’ time from the date of the HOAs or such other period as the parties may mutually agree upon. The Company takes cognisance of the views expressed in The Star article and has every intention to ensure that the final terms of the corporate proposals shall be in the best interests of Tanjung and its shareholders.

In respect of the non-compete clause that it had entered into with Ekuiti Nasional Berhad (“Ekuinas”) in 2012, Tanjung would like to inform and clarify that the Company is engaging with Ekuinas on this matter. Tanjung will undertake the necessary measures to procure all approvals required for the completion of the Proposed Acquisition.

Further announcements on any material developments on this matter will be made in due course.     

This announcement is dated 18 June 2014.



DIALOG - 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 NameDIALOG GROUP BERHAD  
Stock Name DIALOG  
Date Announced18 Jun 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoDG-140618-DE9FF

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
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)
Disposed13/06/2014
1,000,000
 
Acquired13/06/2014
500,000
 

Circumstances by reason of which change has occurredPurchase and Disposal of shares.
Nature of interestDirect
Direct (units)292,183,535 
Direct (%)12 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change292,183,535
Date of notice18/06/2014

Remarks :
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (Disposed 1,000,000 shares) - 229,621,694 shares
Employees Provident Fund Board - 1,500,000 shares
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident FD BD (KIB) - 1,385,054 shares
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident FD BD (HDBS) (Acquired 500,000 shares) - 9,583,400 shares
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident FD BD (CIMB PRI) - 9,346,167 shares
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident FD BD (AM INV) - 11,665,000 shares
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident FD BD (NOMURA) - 18,232,220 shares
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident FD BD (ARIM) - 2,000,000 shares
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident FD BD (MAYBAN) - 350,000 shares
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident FD BD (AMUNDI) - 8,500,000 shares

Total No. of shares -292,183,535 shares


HAIO - Notice of Shares Buy Back - Immediate Announcement

Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company NameHAI-O ENTERPRISE BERHAD  
Stock Name HAIO  
Date Announced18 Jun 2014  
CategoryNotice of Shares Buy Back - Immediate Announcement
Reference NoCP-140618-27E12

Date of buy back18/06/2014
Description of shares purchasedOrdinary Shares of RM0.50 each
CurrencyMalaysian Ringgit (MYR)
Total number of shares purchased (units)8,000
Minimum price paid for each share purchased ($$)2.500
Maximum price paid for each share purchased ($$)2.500
Total consideration paid ($$)20,110.00
Number of shares purchased retained in treasury (units)8,000
Number of shares purchased which are proposed to be cancelled (units)0
Cumulative net outstanding treasury shares as at to-date (units)6,367,288
Adjusted issued capital after cancellation
(no. of shares) (units)
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%)3.15


TALIWRK - Change in Audit Committee

Announcement Type: Change in Audit Committee
Company NameTALIWORKS CORPORATION BERHAD  
Stock Name TALIWRK  
Date Announced18 Jun 2014  
CategoryChange in Audit Committee
Reference NoCS-140613-60188

Date of change18/06/2014
NameEncik Sulaiman Bin Salleh
Age69
NationalityMalaysian
Type of changeRetirement
DesignationChairman of Audit Committee
DirectorateIndependent & Non Executive
QualificationsEncik Sulaiman Bin Salleh qualified as an Accountant with the Association of Chartered Certified Accountants (United Kingdom) and is currently a member of the Malaysian Institute of Accountants. 
Working experience and occupation Encik Sulaiman Bin Salleh ("En. Sulaiman") was attached to Malaysia National Insurance Berhad (“MNIB”) from 1972 to early 2000 during which time he has held various senior management positions, before assuming the position of Chief Executive Officer from 1996 to February 2000. Prior to joining MNIB, he was the Accountant for Kuala Lumpur Glass Manufacturing and Examiner of the Inland Revenue Department from 1969 to 1972. 
Directorship of public companies (if any)1) Amalgamated Industrial Steel Berhad
2) Malayan Banking Berhad Group
3) PTB Unit Trust Berhad 
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 subsidiaries42,800 (Direct) 
Composition of Audit Committee (Name and Directorate of members after change)Mr. Soong Chee Keong (Member, Independent Non-Executive Director)

Remarks :
The composition of the Audit Committee is not in compliance with Paragraph 15.09(1)(a) of the Main Market Listing Requirements as the Audit Committee currently has only one member. The Board will identify suitable candidates to be appointed as members of the Audit Committee in due course.


TALIWRK - Change in Audit Committee

Announcement Type: Change in Audit Committee
Company NameTALIWORKS CORPORATION BERHAD  
Stock Name TALIWRK  
Date Announced18 Jun 2014  
CategoryChange in Audit Committee
Reference NoCS-140613-59409

Date of change18/06/2014
NameY. Bhg. Dato' Hj Mohd Sinon Bin Mudakir
Age63
NationalityMalaysian
Type of changeRetirement
DesignationMember of Audit Committee
DirectorateIndependent & Non Executive
QualificationsY. Bhg. Dato' Hj Mohd Sinon Bin Mudakir graduated with a Bachelor of Economics (Hons) degree from University Malaya in 1974 and obtained a Master of Business Administration from University of Dallas in 1991. 
Working experience and occupation From 1974 to 1996, Y. Bhg. Dato' Hj Mohd Sinon Bin Mudakir ("Dato' Sinon") served in various government ministries including the Ministry of Entrepreneur Development, Ministry of Primary Industries and Ministry of Trade & Industry. He was also a Minister-Counsellor for the Permanent Mission of Malaysia to the United Nations, New York from 1992 to 1996.

From August 1996, Dato' Sinon served as Deputy State Secretary (Development) / Director of State Development and Economic Planning Unit of the Selangor State Government where his responsibilities and work experience included, amongst others,economic/social development planning, local authorities development, regional development, tourism and entrepreneur development.

Dato' Sinon served as the Chief Executive Officer for Perbadanan Urus Air Selangor Berhad from June 2002 to January 2005. Thereafter, he was the Deputy Secretary General (Development) of the Ministry of Works from July 2005 until May 2006. 
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 subsidiaries285,000 (Direct) 
Composition of Audit Committee (Name and Directorate of members after change)Mr. Soong Chee Keong (Member, Independent Non-Executive Director)

Remarks :
The composition of the Audit Committee is not in compliance with Paragraph 15.09(1)(a) of the Main Market Listing Requirements as the Audit Committee currently has only one member. The Board will identify suitable candidates to be appointed as members of the Audit Committee in due course.


TALIWRK - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameTALIWORKS CORPORATION BERHAD  
Stock Name TALIWRK  
Date Announced18 Jun 2014  
CategoryChange in Boardroom
Reference NoCS-140613-58940

Date of change18/06/2014
NameY. Bhg. Tan Sri Dato' Seri Ong Ka Ting
Age57
NationalityMalaysian
Type of changeRedesignation
Previous PositionNon-Executive Director
New PositionOthers
DirectorateIndependent & Non Executive
QualificationsY. Bhg. Tan Sri Dato’ Seri Ong Ka Ting holds a Bachelor of Science (Honours) degree and a Diploma in Education respectively from University of Malaya, Malaysia. He was conferred Guest Professor of Xiamen University, People's Republic of China since September 2008 and an Honorary Doctor of Laws Degree by Campbell University in December 2008.  
Working experience and occupation Y. Bhg. Tan Sri Dato’ Seri Ong Ka Ting ("Tan Sri Ong") has held various senior appointments in the Malaysian Government Administration from November 1986 until his retirement in March 2008 including the positions of Parliamentary Secretary for the Ministry of Health, Parliamentary Secretary for the Ministry of Home Affairs, Deputy Minister for the Ministry of Home Affairs and Minister for the Ministry of Housing and Local Government. He was the President of Malaysian Chinese Association from 2003 to 2008, Chairman of Tunku Abdul Rahman College Council from June 2004 to September 2011 and Member of Parliament for Pontian, Tanjong Piai and Kulai constituencies in Johor since October 1990 to April 2013.

Tan Sri Ong is currently the Prime Minister’s Special Envoy to the People's Republic of China and the Chairman of the Malaysia-China Business Council.  
Directorship of public companies (if any)IOI Properties Group Berhad  
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 subsidiaries3,000,000 (Direct)  

Remarks :
Y. Bhg. Tan Sri Dato’ Seri Ong Ka Ting was redesignated from Chairman/Independent Non-Executive Director to Chairman/Senior Independent Non-Executive Director of Taliworks Corporation Berhad with effect from 18 June 2014.


2 comments: