Sample Disclosure – Note On Significant Event During The Year On Lifting Of PN 17 Status (9 March 2011)

Note On Significant Event During The Year – Lifting Of PN 17 Status

The Company had previously announced on 8 April 2008 that it intended to undertake a regularisation scheme to address its status under the Amended Practice Note 17/2005 of the Listing Requirements issued by Bursa Malaysia Securities Berhad (“PN 17”). The regularisation scheme was approved by the shareholders of the Company at the Extraordinary Meeting held on 8 June 2009.

As part of the regularisation scheme, order from the High Court confirming the par value reduction of the ordinary shares of the Company pursuant to the requirements of Section 64 of the Companies Act, 1965 was obtained on 8 July 2009.

The regularisation scheme was completed on 8 September 2009 followed by the lifting of the PN 17 status of the Company by Bursa Malaysia Securities Berhad on 15 September 2009.

The details of the regularisation scheme are as follows:-

  • A total of RMX,XXX,XXX nominal Redeemable Convertible Unsecured Loan Stocks – A (“RCULS-A”) were issued on 1 August 2009 from its renounceable rights issue. The RCULS-A were subsequently  converted on 7 September 2009 into XX,XXX,XXX new ordinary shares of RM0.25 each at the conversion rate of five ordinary shares of RM0.25 each for RM1 nominal value of RCULS-A held.
  • A total of RM175 million ordinary shares of RM0.25 each (the “DEF Consideration Shares”) and 43.75 million nominal value of 3% Redeemable Convertible Unsecured Loan Stocks – B (“RCULS-B”) were issued on 7 September 2009 respectively as consideration for the acquisition of 100% equity interest in DEF Sdn. Bhd.. The DEF Consideration Shares were subsequently listed and quoted on Bursa Malaysia with effect from 8 September 2009.
  • The issued and fully paid-up share capital upon the completion of the regularisation scheme on 8 September 2009 stood at XXX,XXX,XXX ordinary shares of RM0.25 each totalling RMXX,XXX,XXX.

Sample Disclosure – Note On Significant Event During The Year On Affected Listed Issuer Status (1 December 2010)

Significant Event – Affected Listed Issuer Status

Pursuant to the Listing Requirements (“LR”) of Bursa Malaysia Securities Berhad (“Bursa Securities”) in relation to the Amended Practice Note No. 17/2005 (“PN 17”), the Company had on 20 February 2009 announced that it is deemed an Affected Listed Issuer as defined in PN 17 as the Group and the Company have defaulted in their interest payments as announced in pursuant to Practice Note No. 1/2001 (“PN 1”).

As an Affected Listed Issuer, the Company is required to comply with the following obligations pursuant to paragraph 3.1 (a)(ii) of the Amended PN17:

a)    To announce details of the regularisation plan as referred to in paragraph 8.14C(3) of the Listing Requirements and the announcement must fulfil the requirements set out in paragraph 3.1A of the Amended PN17/2005;

b)    To submit the regularisation plan to Bursa Securities and other relevant authorities (“Approving Authorities”), for approval within eight months from the date of the announcement; and to implement the regularisation plan within the time frame stipulated by the relevant Approving Authority;

c)    To announce the status of its plan to regularise its condition and the number of months to the relevant timeframes referred thereto, as  may be applicable, on a monthly basis until further notice from Bursa Securities; and

d)    To announce its compliance or non-compliance with a particular obligation imposed pursuant to the Amended PN17/2005 on an immediate basis.

In the event that the Company fails to comply with the obligation to regularise its condition, all its listed securities shall be suspended from trading from the 5th market day after the submission time frame or implementation time frame, as the case may be, and delisting procedures shall be taken against the Company by Bursa Securities.