BURSA ANNOUNCEMENTS
Date : 22 March 2012
TALIWORKS CORPORATION BERHAD (“Taliworks” or “the Company”) - Signing of Joint Venture Agreement between LGB Engineering Sdn. Bhd. (formerly known as L.G.B. Engineering Sdn. Bhd.) (“LGBE”) and the Company (hereinafter be referred to individually as “the Party” and collectively as “the Parties” as the context may require) in relation to a project known as “Projek Menaik Taraf Skim Sungai Selangor Fasa 1 Sebagai Projek Mitigasi Kekurangan Bekalan Air di Selangor, Wilayah Persekutuan Kuala Lumpur dan Putrajaya (Package 2: Construction and Completion of Raw Water Pumping Main and Interconnection at Matang Pagar Reservoir)” (hereinafter referred to as the “Project”)
| TALIWORKS CORPORATION BERHAD |
| Type | Reply to query |
| Reply to Bursa Malaysia's Query Letter - Reference ID | NM-120316-46096 |
| Subject | TALIWORKS CORPORATION BERHAD (“Taliworks” or “the Company”) - Signing of Joint Venture Agreement between LGB Engineering Sdn. Bhd. (formerly known as L.G.B. Engineering Sdn. Bhd.) (“LGBE”) and the Company (hereinafter be referred to individually as “the Party” and collectively as “the Parties” as the context may require) in relation to a project known as “Projek Menaik Taraf Skim Sungai Selangor Fasa 1 Sebagai Projek Mitigasi Kekurangan Bekalan Air di Selangor, Wilayah Persekutuan Kuala Lumpur dan Putrajaya (Package 2: Construction and Completion of Raw Water Pumping Main and Interconnection at Matang Pagar Reservoir)” (hereinafter referred to as the “Project”) |
| Description | We refer to Bursa Malaysia Berhad's letter dated 20 March 2012 (Ref No. NM-120316-46096) on the above matter and the following are the additional information as requested:- 1. The Project is not expected to have any material effect on the net assets per share and gearing of the Company. 2. The value of the Project is RM20.32 million. 3. The Company is to fund its portion of the total costs of the Project from progressive claims made against the employer i.e. the Selangor State Government. Any shortfall in working capital is expected to be funded from internally generated funds. The Company’s share of the value of the Project is estimated to be RM9.14 million based on the forty five percent (45%) participation in the joint venture. 4. Mr. Lim Chin Sean, a director and substantial shareholder of the Company is deemed interested in the joint venture by virtue of his indirect shareholdings in LGBE. Dato’ Lim Chee Meng, a substantial shareholder of the Company is deemed interested in the joint venture by virtue of his indirect shareholdings in LGBE. Save as disclosed above, none of the other directors or major shareholders of the Company has any interest, direct or indirect in the joint venture. 5. The highest percentage ratio applicable to the JVA pursuant to Paragraph 10.02(g) of the Main Market Listing Requirements is 1.69%. 6. The Audit Committee of the Company is of the view that the JVA is in the best interest of the Company, fair, reasonable and on normal commercial terms and not detrimental to the interest of the minority shareholders since the joint venture with LGBE as the lead partner is in line with the requirement of the Project that the lead partner be a “Class A” contractor with Pusat Perkhidmatan Kontraktor (PKK) which requirement Taliworks does not comply. 7. The total amount transacted with LGBE for the preceding twelve (12) months is Nil. This announcement is dated 22 March 2012. |
| Query Letter Contents | We refer to your announcement dated 15 March 2012 in respect of the above captioned matter. In this connection, kindly furnish Bursa Securities with the following additional information for public release :- 1. The effect of the Project on Taliworks Corporation Berhad ("Taliworks") group's net assets per share and gearing. 2. The value of the Works and other ancillary works as necessary for the completion of the Works as specified under the JVA in relation to the Project . 3. Taliworks' source(s) of funding for its portion of the total costs of the Works, and the breakdown thereof. 4. Whether persons connected with a director or major shareholder have any interest, direct or indirect, in the JVA and the nature and extent of their interests. 5. The highest percentage ratio applicable to the JVA pursuant to paragraph 10.02(g) of the Main Market Listing Requirements. 6. A statement setting out the following: a) whether the audit committee of Taliworks is of the view that the JVA is:- i) in the best interest of Taliworks; ii) fair, reasonable and on normal commercial terms; and iii) not detrimental to the interest of the minority shareholders, together with the basis for its views; b) where the audit committee has sought an independent advice in forming its views, a statement to that effect; and c) where the views of the audit committee are different from the opinion of the independent adviser, if any, the reasons for the difference. 7. The total amount transacted with the same related party for the preceeding 12 months. Kindly furnish Bursa Securities with your reply within one (1) market day from the date hereof. Yours faithfully TAN YEW ENG Head, Issuers Listing Division Regulation TYE/NMA c.c:- Head, Market Surveillance Department, Market Supervision Division, Securities Commission (via fax) |
Announcement Info
| Company Name | TALIWORKS CORPORATION BERHAD |
| Stock Name | TALIWRK |
| Date Announced | 22 Mar 2012 |
| Category | General Announcement |
| Reference No | CS-120322-75E16 |