/raid1/www/Hosts/bankrupt/TCRAP_Public/030423.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
A S I A P A C I F I C
Wednesday, April 23 2003, Vol. 6, No. 79
Headlines
A U S T R A L I A
AUSTAR UNITED: CHAMP Investment Finalized
AUSTAR UNITED: Discloses New Registered Office Address
AUSTRALIAN PLANTATION: Posts Top 20 Shareholders
CHAOS GROUP: Restructuring Entails Retail, Label Businesses Sale
FLOWCOM LIMITED: Releases General Meeting Results
GASNET AUSTRALIA: Restructuring Won't Affect Ratings, Says S&P
QUIKTRAK NETWORKS: Joannou, Cotton Resign as Directors
TRANZ RAIL: S&P Downgrades Rating to 'CCC'; Still on WatchNeg
C H I N A & H O N G K O N G
ASIA RESOURCES: Parallel Trading To Start Thursday
CDC SOFTWARE: Achieves Settlement With Sagent
DODO INTERNATIONAL: Winding Up Hearing Scheduled April 30
JADE UNION: Winding Up Sought by Hoo Cheong
MANSION HOLDINGS: Implementing Capital Reorganization
MANSION HOLDINGS: Proposes Name Change
RIVERA (HOLDINGS): 2002 Net Loss Narrows to HK$28,638
TECHNOLGY VENTURE: Widens 2002 Operations Loss to HK$147.869M
I N D O N E S I A
BANK LIPPO: IBRA Gives Management Three-Month Window
PT DANAREKSA: Issuing Rp500B Bonds to Refinance Debts
* IBRA Completes PPAP2 Exercise
J A P A N
ALL NIPPON: Cancels Kansai-Singapore Flights
DAIEI INC.: Misses Parent Pretax Profit Goal
HUIS TEN: Receives 12 Offers to Rehabilitate Sasebo Theme Park
JAPAN AIRLINES: Seeks Employees to Take Temporary Leave in May
JAPAN AIRLINES: Ups Discount Fares by 3%
SEIBU DEPARTMENT: Slashing 250 Jobs
SEIYU LTD.: Cuts Full-time Jobs by 40%
K O R E A
CHOHUNG BANK: Due Diligence Results Imminent
HYNIX SEMICONDUCTOR: Japanese Rival to Seek Formal Govt Protest
HYNIX SEMICONDUCTOR: Taiwanese Chipmakers File Complaint
KOREA THRUNET: Selecting M&A Adviser by Mid-May
KUMHO GROUP: Sells Majority Ownership in Tire Business
SK GROUP: Another Unit Figures in Yet Another Accounting Scandal
SK GLOBAL: Denies Hiding $2.8B in Losses Abroad
SK GLOBAL: Emergency Meeting Set on Tuesday
M A L A Y S I A
BRISDALE HOLDINGS: Replies to KLSE's Winding Up Petition Query
CEMPAKA MEWAH: Wound-Up Voluntarily
HIAP AIK: Boustead Johan Files Notice Against Unit
MECHMAR CORPORATION: Bonus Point Withdraws Winding-Up Petition
MYCOM BERHAD: Files Court Convened Meeting Application
NALURI BERHAD: Proposes RM690.5M Capital Repayment
PAN PACIFIC: SC's Proposed Restructuring Scheme Approval Pending
PENAS CORPORATION: May 17 Court Convened Meeting Scheduled
PENAS CORPORATION: SC Conditionally OKs Proposed Offer for Sale
PLUS EXPRESSWAYS: Seeks Shareholders' Mandate Approval
PUNCAK PERMATA: Under Creditors' Voluntary Winding-Up
RAHMAN HYDRAULIC: Posts Clarification Notice Re March 10 EGM
RAHMAN HYDRAULIC: Summons In Chambers Hearing Set on Thursday
TAI WAH: Proposed Private Placement Application Submitted
TECHNO ASIA: Reevaluates Certain Fixed Assets
P H I L I P P I N E S
MANILA ELECTRIC: Asks Court to Reconsider Refund Order
MANILA ELECTRIC: Sees 2002 Net Loss on Flat Revenue, SPPA Losses
NATIONAL BANK: Annual Stockholders' Meeting Set for May 27
PHILIPPINE AIRLINES: Cuts Profit Target by Half
S I N G A P O R E
CHARTERED SEMICONDUCTOR: Predicts Higher 2nd Quarter Revenues
NEPTUNE ORIENT: New Appointments For APL Logistics
SEATOWN CORPORATION: Unit Applies to Stay Proceedings
SNP CORPORATION: Voluntary Winding Up of Units
T H A I L A N D
JASMINE INT'L: Court Moves Plan Consideration Hearing to May 28
JASMINE INT'L: Official Receiver Adjourns JIOC Creditors Meeting
MODERN HOME: Reduces Registered Capital to Bt84.977M
MODERN HOME: SET Still Suspends Securities Trading
PRASIT PATANA: Seeks Further Extension on 2002 F/S Submission
THAI PETROCHEMICAL: Bankruptcy Court Orders EPL Removal
THAI PETROCHEMICAL: Issues Q103 Profit Clarification
- - - - - - - -
=================
A U S T R A L I A
=================
AUSTAR UNITED: CHAMP Investment Finalized
-----------------------------------------
Austar United Communications Limited (AUSTAR) announced Tuesday
the completion of the transaction under which Castle Harlan
Australian Mezzanine Partners (CHAMP) has become a partner with
UnitedGlobalCom Inc (UGC) in the joint ownership of 81.3 percent
of AUSTAR's shares.
Under the transaction, CHAMP acquired the interest of the US
bondholder creditors of United Australia Pacific Inc (UAP), one
of the companies in the chain of ownership between AUSTAR and
UGC, for a consideration of US$34.5 million. In return, CHAMP
assumed UAP's majority interest in United Austar Inc. (UAI),
which in turn owns 80.7 percent of AUSTAR. UnitedGlobalCom Inc
(UGC) is the other shareholder in UAI, and separately owns an
additional 0.6 percent of AUSTAR. Therefore, CHAMP and UGC will
jointly control 81.3 percent of AUSTAR.
"We are delighted to welcome CHAMP as AUSTAR's joint substantial
shareholder," said John Porter, Chief Executive Officer. "This
represents a new era for our company. We now have significant
support from both a global media company, UGC, as well as a new
group of locally-based, highly motivated and astute investors,
CHAMP."
CHAMP representatives will shortly join UGC representatives on
the board of AUSTAR. There will be no changes to the management
team of AUSTAR, with John Porter remaining the Chief Executive
Officer.
In accordance with ASIC requirements, CHAMP will undertake a
follow-on offer to the remaining 18.7 percent of public
shareholders of AUSTAR, expected to commence in May 2003. The
offer price will be 16 cents.
UGC and CHAMP have also stated their intention, on completion of
the follow-on offer, to fully underwrite a pro rata renounceable
rights issue by AUSTAR expected to be in the amount of $63.5
million, priced at the follow-on offer. Proceeds from the rights
issue will be used to provide working capital to support
AUSTAR's continuing operations.
CONTACT INFORMATION: Deanne Weir
GROUP DIRECTOR
Corporate Development & Legal Affairs
Austar United Communications
Telephone: 9295 0103
E-mail: dweir@austar.com.au
AUSTAR UNITED: Discloses New Registered Office Address
------------------------------------------------------
The contact details for Austar United Communication Limited have
changed. AUSTAR's new contact details are as follows:
NEW LOCATION: Level 1, 46-52 Mountain Street
Ultimo NSW 2007
NEW FAX: 02 9295 0163
POSTAL ADDRESS REMAINS UNCHANGED: Locked Bag A3940
Sydney South, NSW, 1235
CONTACTS: Emma Foster
CORPORATE AFFAIRS MANAGER
Telephone: 02 9295 0139
E-mail: efoster@austar.com.au
AUSTRALIAN PLANTATION: Posts Top 20 Shareholders
------------------------------------------------
Australian Plantation Timber Limited posted its twenty largest
holders of ordinary shares as at 31/01/2003:
NO OF SHARES % OF
CAPITAL
HELD
1. Integrated Tree Cropping Limited 39,581,235 49.87
2. Mr Mervyn Kitay
11,904,757 15.00
3. JP Morgan Nominees Australia Ltd 2,824,820 3.56
4. WA Forest Management Pty Ltd 2,516,944 3.17
5. Lemra Pty Ltd 1,001,207 1.26
6. Mr Trevor Dean 339,394 0.43
7. Mr Rinze Arjen Brandsma 309,072 0.39
8. UCA Growth Fund Ltd 300,000 0.38
9. RBC Global Services Limited 204,910 0.26
10. Commonwealth Custodial Services Limited 195,290 0.25
11. Mr Rodney Joseph Adkins 190,000 0.24
12. Mr Ian Paul Crockett 165,000 0.21
13. Mr Peter Forbes Maclaren 157,320 0.20
14. Westpac Custodian Nominees Limited 140,510 0.18
15. Mrs Anne-Marie Adkins 123,670 0.16
16. Mr Brian Tully & Ms Margaret Tully 120,696 0.15
17. AM Group Pty Ltd 110,000 0.14
18. Mr Terry Lillis & Ms Alison Lillis 105,843 0.13
19. Mr Brian Russell Tully 102,205 0.13
20. Balmoral Custodians Pty Ltd 100,000 0.13
60,492,873 76.22
The Troubled Company Reporter - Asia Pacific reported last month
that Australian Plantation booked a profit after tax of
$30.5 million for the six months ended 31 December 2002. The
profit comprised a once-off net gain of $30.7 million arising
from the cancellation of debts as part of the Deed of Company
Arrangement (DOCA) approved by creditors and shareholders in the
first half of 2002.
CHAOS GROUP: Restructuring Entails Retail, Label Businesses Sale
----------------------------------------------------------------
Chaos Group Ltd on Tues announced restructuring to allow
exclusive focus on the growth of its Data Management division,
Microview. The restructure involves the sale of the Company's
retail and label businesses through a management buyout.
The decision to focus on the data management business and exit
the entertainment distribution business was taken as a result of
slower than expected growth in online retail, consistent
competitive pressure on retail and wholesale margins and the
downturn in music sales generally. In considering the Company's
opportunities, the Board came to the view that shareholder value
would be better served through more focus on growth in the data
management business. This market has continued to show strong
signs of growth and the Company has capitalized on this with the
introduction of high volume scanning and document management
software solutions last year.
Chaos Group Ltd Chairman Ian McGregor stated, It is clear that
data management now represents the Company's best opportunity to
grow earnings on behalf of shareholders. The Board unanimously
recommends acceptance of the proposed management buyout to
shareholders as it provides the Company an exit from
entertainment distribution at fair value in current market
conditions. Further, the inclusion of an ongoing revenue share
allows the Company to benefit from any future upside should
market conditions in this sector improve. The decision to
recommend the management buyout proposal followed discussions
and bids from a variety of competitive and interested parties.
It is noted that due to a conflict of interest Mr Rob Appel did
not participate in the consideration of alternative bids and did
not vote as a Director on the resolution to recommend acceptance
of the management bid.
By exiting the entertainment division the minimum benefits the
Company will receive for goodwill, stock and in other savings is
approximately $1.91M. Subject to Shareholder approval,
ChaosMusic and associated online brands, the Gaslight Music
store in Melbourne and the Company's DVD Label division will be
sold to senior management headed by CEO and ChaosMusic founder
Rob Appel on the following general terms:
Chaos Group Ltd (CHS) shall agree to transfer all assets and
rights associated with the Chaos Entertainment Division (Web,
Label and Gaslight) to a Company nominated by Rob Appel (Newco).
Newco will pay CHS an estimated $1.2m for stock and a guaranteed
minimum performance payment of $500,000. This performance
payment will comprise of an initial payment of $250,000 and
additional minimum payments over 3 years totaling $250,000. The
final payment amounts over and above the minimum of $500,000 are
to be calculated as a percentage of each of the revenue streams
passed over for a period of 3 years from Completion Newco shall
be entitled to rename itself Chaos Group Pty Ltd. CHS will
announce its name change at a later date.
On completion Rob Appel and Greg Murison will step down from the
positions of CEO and CFO of the listed Company in order to
concentrate on the management of Newco.
Following the transaction the Microview Executive Management
team will report directly to the Board. Full details of the
proposed sale and name change will be sent to shareholders in
the coming weeks.
For further information regarding this announcement please
contact Chaos Group Ltd Chairman Mr Ian McGregor on 0405 487
900.
ABOUT CHAOS GROUP
Chaos Group Pty Ltd (ASX Code -- CHS) is an Information
Technology Company, which operates systems to deliver
entertainment distribution and data management. Its data
management division website is situated at www.microview.com.au
Its retail division includes the www.chaosmusic.com and
www.chaosdvd.com websites and the Gaslight Music store at 85
Bourke St Melbourne. Chaos also operates a DVD label division,
which licenses and markets DVD product for local and
international distribution.
FLOWCOM LIMITED: Releases General Meeting Results
-------------------------------------------------
As required by section 251AA(2) of the Corporations Act, Flowcom
Limited provided the following statistics in respect to each
motion on the agenda. In respect to each motion the total number
of votes exercisable by all validly appointed proxies, and the
results of voting on each motion, were as follows:
Issue of shares to Crown Financial Limited, Mr Anthony Huntley
and Kathbe Pty Ltd
Votes where the proxy directed to vote 'for' the motion
76,972,657
Votes where the proxy was directed to vote 'against' the motion
165,800
In addition, the number of votes where the proxy was directed
to abstain from voting on the motion was 5,326,000
The motion was carried on a show of hands an ordinary
resolution.
GRANT OF CALL OPTIONS AND ISSUE OF CALL OPTION SHARES TO
ALLOTTEES
Votes where the proxy directed to vote 'for' the motion
76,755,857
Votes where the proxy was directed to vote 'against' the motion
187,800
In addition, the number of votes where the proxy was directed to
abstain from voting on the motion was 5,370,800
The motion was carried on a show of hands an ordinary
resolution.
ENTRY INTO PUT OPTION AND ISSUE OF PUT OPTION SHARES TO
ALLOTTEES
Votes where the proxy directed to vote 'for' the motion
76,720,857
Votes where the proxy was directed to vote 'against' the motion
222,800
In addition, the number of votes where the proxy was directed to
abstain from voting on the motion was 5,370,800
The motion was carried on a show of hands an ordinary
resolution.
APPOINTMENT OF MR ANTHONY JOHN HUNTLEY AS A DIRECTOR
Votes where the proxy directed to vote 'for' the motion
81,859,857
Votes where the proxy was directed to vote 'against' the motion
44,800
In addition, the number of votes where the proxy was directed to
abstain from voting on the motion was 5,364,800
The motion was carried on a show of hands an ordinary
resolution.
APPOINTMENT OF MR CHRISTOPHER ROBERT RYAN AS A DIRECTOR
Votes where the proxy directed to vote 'for' the motion
81,757,857
Votes where the proxy was directed to vote 'against' the motion
146,800
In addition, the number of votes where the proxy was directed to
abstain from voting on the motion was 5,364,800
The motion was carried on a show of hands an ordinary
resolution.
On February 27, Troubled Company Reporter - Asia Pacific
reported that FlowCom Limited signed the final agreements with
Crown Financial Pty Limited - CapX Limited supporting the Debt
Restructure. The agreements, following shareholder approval,
will enable both reduction of debt (via a debt-equity
conversion), and an injection of working capital through share
placement.
GASNET AUSTRALIA: Restructuring Won't Affect Ratings, Says S&P
--------------------------------------------------------------
Standard & Poor's Ratings Services on Thursday said its 'BBB'
long-term and 'A-2' short-term ratings on the Victorian gas
transmission business, GasNet Australia (Operations) Pty Ltd.
(GasNet Australia), are unaffected by the proposed corporate
restructure of the GasNet group if the restructure, as explained
to Standard & Poor's, proceeds. The company's 'AAA' rated
credit-wrapped issues will also be unaffected by the
restructure.
Unit holders of the GasNet Australia Trust are being asked to
support a restructure of the group to preserve the ability of
the Trust to make tax-efficient distributions, and provide
additional flexibility to grow the business through possible
acquisitions of other infrastructure assets. While the
restructure is likely to be of benefit to equity holders,
protection for lenders to the group are provided for by way of
covenants in existing bond documentation. Although an
affirmation of the ratings is likely, it will nevertheless
remain subject to the successful execution of the proposed
restructure and receipt of final signed documents.
"Although the proposed restructure will add greater complexity
to its corporate structure, the group will continue to largely
rely on the stable and secure cash flows from its gas-
transmission business for debt servicing," said Laurie Conheady,
associate director, Corporate & Infrastructure Finance Ratings.
"Any move by the company to diverge from its relatively strong
business position through the acquisition of a higher-risk
infrastructure asset and/or move to largely debt fund a
material asset acquisition may put pressure on the ratings," Mr
Conheady added.
QUIKTRAK NETWORKS: Joannou, Cotton Resign as Directors
------------------------------------------------------
Further to Quiktrak Networks Limited's advice on 2 April 2003
regarding a marketing and organizational restructuring, the
Company now advises that Messrs P A Joannou and R J Cotton have
tendered their resignations as Directors of the Company.
The Troubled Company Reporter - Asia Pacific reported that the
selective reduction of capital for QuikTrak Networks Limited by
way of an in specie distribution of shares in QuikTrak Networks
PLC (Quiktrak PLC) was effective from Thursday 17 April 2003.
Wrights Investors' Service reports that at the end of 2002, the
Company had negative working capital, as current liabilities
were A$57.88 million while total current assets were only
A$55.48 million. It has paid no dividends during the last 12
months and company also reported losses during the previous 12
months.
TRANZ RAIL: S&P Downgrades Rating to 'CCC'; Still on WatchNeg
-------------------------------------------------------------
Standard & Poor's Rating Services lowered on Tuesday its long-
term rating on Tranz Rail Holdings Ltd. (Tranz Rail) and those
of its guaranteed issues to 'CCC' from 'B-' following a public
statement by Carter Holt Harvey Ltd. (CHH, BBB/Stable/A-2) that
it would not be buying any rolling stock from Tranz Rail in the
immediate future. The asset sale to CHH was expected to yield
about NZ$10.7 million before June 2003 and was crucial to Tranz
Rail's ability to meet its scheduled debt-interest expense, and
the NZ$21 million Aratere ferry lease payment in June 2003. If
Tranz Rail is unable to execute alternative asset sales of
material magnitude in the near term, the company will have no
option but to seek further support from its lending banks before
the end of June 2003 to meet the liabilities.
Resolution of the CreditWatch will depend on Tranz Rail's
ability to continue to enjoy a supportive relationship with its
banks. Although there is speculation of possible intervention
and support from the New Zealand government, the nature and
period of such support would be crucial in determining the
credit impact on Tranz Rail. It is possible that if Tranz Rail
loses the support of its banks the rating would be lowered
further.
================================
C H I N A & H O N G K O N G
================================
ASIA RESOURCES: Parallel Trading To Start Thursday
--------------------------------------------------
Market participants are requested to note the parallel trading
in the ordinary shares of Asia Resources Holdings Limited will
commence at 9:30 a.m. on Thursday, 24 April 2003 under the
following particulars:
Stock Code Stock Short Name Board Lot Certificate Color
---------- ---------------- --------- -----------------
899 ASIA RES-NEW 10,000 shares Blue
2925 ASIA RES-OLD 200 shares Light Blue
Settlement of trading at each counter shall be in respect of the
shares traded at the respective counters.
Wrights Investors Service reports that at the end of 2002, Asia
Resources had negative working capital, as current liabilities
were HK$55.67 million while total current assets were only
HK$29.05 million. It has reported losses during the previous 12
months and has not paid any dividends during the previous 2
fiscal years.
CDC SOFTWARE: Achieves Settlement With Sagent
---------------------------------------------
CDC Software Corporation, a subsidiary and software unit of
chinadotcom corporation announced on Monday that, it has closed
upon a settlement agreement with Sagent Technology, Inc., with
respect to the occurrence of certain events of default under
Sagent's US$7 million asset-based senior secured loan to CDC
Software. CDC Software has been repaid in full together with an
agreed upon sum related to the termination of its warrants and
other rights. As a result of this settlement, mutual releases
have been exchanged and all litigation between CDC Software and
Sagent has been discontinued.
About CDC Software
CDC Software is the software unit of chinadotcom corporation, a
leading integrated enterprise solutions company in Asia. CDC
Software integrates a series of chinadotcom's self-developed
products developed in the two software development centers in
China, which include PowerBooks, PowerHRP (Human Resources and
Payroll), PowerATS (Attendance Tracking System), Power-eHR,
PowerPay+, PowerCRM and Power eDM (a double-byte e-mail
marketing technology). In addition, the company also
broadens its serving offerings in software arenas by
establishing strategic partnerships with leading international
software vendors to localize and resell their software products
in the Greater China region.
chinadotcom's software arm currently has 600+ enterprise
software customers in the Asia Pacific region with over 1,000
installations. Selected multinational and domestic customers
include ACNeilsen, Carrefour, Legend Computer, Microsoft (China)
Co., Ltd., Shenzhen Airlines, Swire Beverages and Shangri La
Hotels and Resorts.
For more information about chinadotcom corporation and CDC
Software, please visit the Web site http://www.corp.china.com.
DODO INTERNATIONAL: Winding Up Hearing Scheduled April 30
---------------------------------------------------------
The High Court of Hong Kong will hear on April 30, 2003 at 9:30
in the morning the petition seeking the winding up of Dodo
International Limited.
Peter Geoffrey de Krassel of 51 Sheung Sze Wan, Sai Kung, New
Territories, Hong Kong filed the petition on January 16, 2003
and was amended on the 3rd day of April 2003. Stephenson Harwood
& Lo represents the petitioner.
Creditors and other interested parties are encouraged to attend
the hearing. They only need to notify in writing Stephenson
Harwood & Lo, which holds office on the 18th Floor Edinburgh
Tower, The Landmark, 15 Queen's Road Central, Hong Kong.
JADE UNION: Winding Up Sought by Hoo Cheong
-------------------------------------------
Hoo Cheong Building Construction Company Limited is seeking the
winding up of Jade Union Investment Limited. The petition was
filed on April 4, 2003 and will be heard before the High Court
of Hong Kong on June 11, 2003.
Hoo Cheong holds its registered office at 16th Floor, Podium
Plaza, 5 Hanoi Road, Tsimshatsui, Kowloon, Hong Kong.
MANSION HOLDINGS: Implementing Capital Reorganization
-----------------------------------------------------
Mansion Holdings Limited intends to put forward for approval by
the Shareholders the Capital Reorganization comprising:
(i) the Capital Reduction under which the nominal value of
the issued Shares will be reduced from HK$0.10 each to HK$0.01
each by canceling HK$0.09 of the paid up capital on each issued
Share;
(ii) the Share Premium Reduction pursuant to which an amount
of approximately HK$257,073,000 standing to the credit of the
share premium account of the Company will be reduced;
(iii) the Share Subdivision under which each of the
authorized but unissued Shares (including the unissued Shares
arising from the Capital Reduction) will be re-designated and
subdivided into ten New Shares;
(iv) the transfer of the credit arising in the books of the
Company from the Capital Reduction and the Share Premium
Reduction which is expected to be in the aggregate amount of
HK$651,492,508 to the contributed surplus account of the
Company where the directors of the Company be authorized
apply such surplus in the contributed surplus account to
eliminate the accumulated losses of the Company and to apply the
balance of the contributed surplus account in accordance with
the laws of Bermuda and the bye-laws of the Company; and
(v) the Authorized Capital Reduction under which the
authorized capital of the Company will be reduced from
HK$2,000,000,000 to HK$750,000,000 by canceling 125,000,000,000
unissued New Shares upon completion of the Capital Reduction and
Share Subdivision.
The Board intends to apply the credit of HK$530,562,000 arising
from the Capital Reduction and the Share Premium Reduction of
the Company to eliminate all of the accumulated losses of the
Company which was HK$530,562,000 as at 31st December, 2001 with
reference to the audited financial statements of the Company for
the year ended 31st December, 2001.
The Shares are presently traded in board lots of 10,000. It is
proposed that following the implementation of the Capital
Reorganization, the New Shares will remain traded in board lots
of 10,000. There will not be any odd lots of the New Share
arising solely from the implementation of the Capital
Reorganization and no odd lot trading arrangement is required.
EFFECT OF THE CAPITAL REORGANISATION
The Board is of the view that other than the expenses incurred
relating to the implementation of the Capital Reorganization,
implementation of the Capital Reorganization will not, by
itself, materially alter the net asset value, business
operations, management or financial position of the Group and is
in the interests of the Company and Shareholders as a whole.
CONDITIONS OF THE CAPITAL REORGANISATION
The Capital Reorganization is conditional upon, among other
things, the fulfillment of the following conditions:
(a) the passing of relevant resolution(s) by Shareholders at
the SGM to approve the Capital Reorganization;
(b) the Listing Committee of the Stock Exchange granting
approval for the listing of and permission to deal in the New
Shares; and
(c) compliance by the Company with the requirements of
Section 46 of the Companies Act 1981 of Bermuda, including the
publication of a legal notice in relation to the Capital
Reduction and the Share Premium Reduction in an appointed
newspaper in Bermuda.
MANSION HOLDINGS: Proposes Name Change
--------------------------------------
Mansion Holdings Limited proposed to change the name of the
Company to "Sun Innovation Holdings Limited.
The Company's name change would reflect the new era
and business strategy of the change of new management and the
controlling shareholder of the Company on 14th March, 2003. The
proposal for name change will reflect a new image of the
Company.
The Group will continue to carry on its existing business
following the proposed name change. The Directors will from time
to time review the performance and the business operations of
the Group and will continue to identify business opportunities
with attractive return with the aim of maximizing the return of
the Company.
CONDITIONS OF CHANGE OF COMPANY NAME
The proposed change of name of the Company is subject to the
satisfaction of the following conditions:
(a) the passing of a special resolution by Shareholders at
the SGM to approve the proposed change of company name; and
(b) the approval by the Registrar of Companies in Bermuda
being obtained for the proposed change of name.
EFFECT ON CHANGE OF NAME
The proposed change of name of the Company will not affect any
of the rights of the Shareholders and will have no impact on the
existing contracts, business, or day to day operation of the
Company. The existing share certificates in issue bearing the
current name of the Company will continue to be evidence of
title to the shares of the Company under the new name upon the
change of name becoming effective and will be valid for trading,
settlement and registration purpose.
GENERAL
The Company will apply to the Listing Committee of the Stock
Exchange for the listing of and permission to deal in the New
Shares.
A further announcement will be made by the Company to inform
Shareholders, among other things, of any odd lot trading
arrangement, the expected timetable for the implementation of
the Capital Reorganization and the arrangements for the trading
of odd lots and exchange of certificates thereof.
A circular containing, among other things, details of the
Capital Reorganization and the proposed change of company name
together with the notice for the SGM will be dispatched to the
Shareholders as soon as practicable and a further announcement
regarding the proposed change of company name will be made as
and when appropriate.
RIVERA (HOLDINGS): 2002 Net Loss Narrows to HK$28,638
-----------------------------------------------------
Rivera (Holdings) Limited announced its results announcement
summary for the year-end date December 31, 2002:
Currency: HKD
Auditors' Report: Unqualified
(Audited)
(Audited) Last
Current Corresponding
Period Period
from 1/1/2002 from 1/1/2001
to 31/12/2002 to 31/12/2001
Note ('000) ('000)
Turnover : 254 486
Profit/(Loss) from Operations : (25,892) (333,056)
Finance cost : (1,690) (6,745)
Share of Profit/(Loss) of
Associates : (1,083) 3,981
Share of Profit/(Loss) of
Jointly Controlled Entities : N/A N/A
Profit/(Loss) after Tax & MI : (28,638) (539,336)
% Change over Last Period : N/A %
EPS/(LPS)-Basic (in dollars) : (0.0163) (0.4024)
-Diluted (in dollars) : N/A (0.4024)
Extraordinary (ETD) Gain/(Loss) : N/A N/A
Profit/(Loss) after ETD Items : (28,638) (539,336)
Final Dividend : Nil Nil
per Share
(Specify if with other : N/A N/A
options)
B/C Dates for
Final Dividend : N/A
Payable Date : N/A
B/C Dates for (-)
General Meeting : N/A
Other Distribution for : N/A
Current Period
B/C Dates for Other
Distribution : N/A
Remarks:
1. Unrealized holding loss on investments in securities of
HK$315,990,000 was reclassified under loss from operations to
conform with the current year's presentation.
2. LOSS PER SHARE
The calculation of the basic loss per share is based on the
Group's net loss for the year ended 31st December, 2002 of
approximately HK$28,638,000 (2001: HK$539,336,000) and on the
weighted average number of 1,762,178,825 shares (2001: the
number of 1,340,455,426 shares) in issue during the year.
There were no dilution on the Group's loss for the year ended
31st December, 2002 as there were no dilutive potential shares
outstanding during the year.
The computation of the diluted loss per share of the Group for
the year ended 31st December, 2001 has not assumed the exercise
of options outstanding during the year because their exercise
would reduce the loss per share for the year.
TECHNOLGY VENTURE: Widens 2002 Operations Loss to HK$147.869M
-------------------------------------------------------------
Technology Venture Holdings Limited posted a summary on its
financial statement for the year-end date December 31, 2002:
Currency: HKD
Auditors' Report: Unqualified
(Audited)
(Audited) Last
Current Corresponding
Period Period
from 01/01/2002 from 01/01/2001
to 31/12/2002 to 31/12/2001
Note ('000) ('000)
Turnover : 343,868 576,387
Profit/(Loss) from Operations : (133,886) (82,099)
Finance cost : (1,294) (2,224)
Share of Profit/(Loss) of
Associates : N/A N/A
Share of Profit/(Loss) of
Jointly Controlled Entities : N/A N/A
Profit/(Loss) after Tax & MI : (147,869) (88,808)
% Change over Last Period : N/A %
EPS/(LPS)-Basic (in dollars) : (0.33) (0.25)
-Diluted (in dollars) : N/A N/A
Extraordinary (ETD) Gain/(Loss) : N/A N/A
Profit/(Loss) after ETD Items : (147,869) (88,808)
Final Dividend : NIL NIL
per Share
(Specify if with other : N/A N/A
options)
B/C Dates for
Final Dividend : N/A
Payable Date : N/A
B/C Dates for (-)
General Meeting : N/A
Other Distribution for : N/A
Current Period
B/C Dates for Other
Distribution : N/A
Remarks:
Loss per share
The calculation of basic loss per share is based on the net loss
from ordinary activities attributable to shareholders for the
year of HK$147,869,000 (2001: HK$88,808,000) and the weighted
average of 445,291,710 (2001: 362,000,000) ordinary shares in
issue during the year.
Diluted loss per share amounts for the years ended 31 December
2002 and 2001 have not been disclosed as the share options
outstanding during these years had an anti-dilutive effect on
the basic loss per share for these years.
The effects of the Company's shares issuable for the settlement
of the additional consideration for the acquisitions of certain
subsidiaries have not been included in the computation of
diluted loss per share as the shares to be so issued would be
fairly priced and are assumed to be neither dilutive nor anti-
dilutive.
=================
I N D O N E S I A
=================
BANK LIPPO: IBRA Gives Management Three-Month Window
----------------------------------------------------
The Indonesian Bank Restructuring Agency (IBRA) decided to give
the management of Bank Lippo a three-month time period to
improve its performance. Replacement in mid-level management
would be the consequence of any failure.
According to IBRA Vice Chairman for Bank Restructuring I Nyoman
Sender, "Management could resort to restructuring or sales to
improve the bank NPL position while the taken over assets (AYDA)
could also be put on selective sales but the price should be
kept good. If Bank Lippo management could not do well in it,
they should get out of their posts." He asserted there would be
no rights issue for Bank Lippo to raise the bank capital
position.
Bisnis Indonesia said since the previous extraordinary
shareholder meeting (RULBPS) on April 15, 2003, which failed to
reach quorum for AYDA sales, the bank would once again hold
another RULBPS in two weeks carrying the same agenda of
acquiring shareholder's approval.
"We'll in the meeting decide whether it would all be sold at
once or what. LoI with the IMF requires AYDA sales to be
conducted this year as AYDA of BII and Bank Permata would also
go on sales this year," Nyoman said.
Vice President Director of Bank Lippo Antonius Napitupulu
confirmed that mid-level management would be replaced if failing
to improve the performance.
"We put performance improvement out of financial report and AYDA
on top priority," Napitupulu said.
PT DANAREKSA: Issuing Rp500B Bonds to Refinance Debts
-----------------------------------------------------
PT Danareksa is planning to issue bonds worth Rp500 billion this
year to refinancing of its short-term liabilities despite
strengthening working capital, Bisnis Indonesia reports, quoting
company President Director Zas Ureawan.
"We want to pay our short term debt to, among others,
Jamsostek," Zas Ureawan said but declined to mention how much it
would be.
An unnamed Bisnis source said the refinancing is closely related
to the company debt restructuring. It also revealed that
Danareksa would hire two underwriters to assist in managing the
planned emission, one of which is PT Danareksa Sekuritas.
Danareksa, which restructured its Freely Transferable Loan worth
US$ 174 million last year, has made buyback to US$17 million of
the total US$ 174 million debt despite putting US$34 million in
division of cash collateral. The company is offered with the
chance for another restructuring to its remaining US$ 123
million debt. Creditors have agreed to give it a rescheduling
until December 2007 for US$74 million debt aside from buyback to
US$49 million debt.
Wahzary Wardaya, Danareksa Sekuritas' Managing Director for
Investment Banking, confirmed that one of the two underwriters
is Danareksa Sekuritas, but undisclosed the other candidate.
"Surely the other one would be a local securities company."
Danareksa is optimizing and intensifying business in the field
of financial advisory, underwriting, and share emission to reach
the targeted growth.
Zas said the Company expects to settle the debt in Aces Group by
the second half of the year.
* IBRA Completes PPAP2 Exercise
------------------------------
Indonesia Bank Restructuring Agency has completed the Property
Asset Sales Program 2 (PPAP2) with the winner nomination for 7
(seven) assets after a re-bid due to the same bidding price
among the participants. The list of winners is available at IBRA
website www.bppn.go.id.
In the re-bid process, the final bidding price submitted for 7
re-bid assets is Rp59.45 billion. Earlier, the names of winners
were announced on 24 March 2003 for 713 assets with the bidding
price value submitted to IBRA of Rp588.39 billion.
Through PPAP 2, IBRA succeeded to sell 720 property assets at
total projected revenue of about Rp647.84 billion.
Refer to the Troubled Company Reporter - Asia Pacific Thursday,
March 27 2003, Vol. 6, No. 6 issue, for details of the PPAP2.
=========
J A P A N
=========
ALL NIPPON: Cancels Kansai-Singapore Flights
--------------------------------------------
All Nippon Airways (ANA) will cancel its once-weekly flights
between Osaka's Kansai International Airport and Singapore on
May 7-31 as passenger numbers plunged due to the epidemic of
severe acute respiratory syndrome (SARS), Kyodo News reports.
The frequency of ANA flights between Narita airport near Tokyo
and Hong Kong will remain at one per week, down from the usual
two, until May 16.
DAIEI INC.: Misses Parent Pretax Profit Goal
--------------------------------------------
Daiei Inc.'s parent-only pretax profit surged 2.9 percent on-
year to 14.53 billion yen ($121.4 million), but well below the
20 billion yen profit it had targeted, Dow Jones said on Friday.
The ailing supermarket chain operator blamed the protracted
weakness in consumption trends for the failure to restore its
mainline retail operations to health.
In 2002, Daiei booked a group net profit of 135.39 billion yen,
a dramatic turnaround from the hefty 332.51 billion yen loss
posted a year ago. The better results are mainly due to smaller
restructuring-related charges and a total of 170 billion yen in
debt waivers from its main lenders.
HUIS TEN: Receives 12 Offers to Rehabilitate Sasebo Theme Park
--------------------------------------------------------------
At least 12 local and foreign companies have signified their
intentions to rehabilitate theme park operator, Huis Ten Bosch
Co, Administrator Shigeaki Momoo told Kyodo News late last week.
The companies include, among others, Oriental Land Co, operator
of the Tokyo Disneyland and Tokyo DisneySea theme parks;
Ripplewood Holdings LLC, a U.S. investment fund; and a corporate
revival fund led by Mizuho Securities Co. Mr. Momoo says six of
the companies are local, while others are based
overseas.
Kyodo News says the Tokyo District Court could allow
reconstruction work under the Corporate Rehabilitation Law as
early as April 30, but sources from within the firm say some of
the bidders are asking for more time to examine the Company's
books.
Mr. Momoo picked the 12 based on a questionnaire sent to
domestic and overseas companies and investment funds to check
whether they are willing to help Huis Ten Bosch's
rehabilitation, the newswire says.
The Company operates a Dutch theme park in Sasebo, Nagasaki
Prefecture.
JAPAN AIRLINES: Seeks Employees to Take Temporary Leave in May
--------------------------------------------------------------
Japan Airlines System Corporation will ask some of its flight
attendants to take unpaid leave next month, as it cuts back on
international flights due to weak demand after the Iraq war and
the outbreak of severe acute respiratory syndrome (SARS), The
Nihon Keizai Shimbun and Asia Pulse reported Wednesday.
Volunteers can use its temporary leave of absence for any
purpose, including travel, language study abroad, or resting. It
will likely continue to seek volunteers for June because air
travel demand is expected to remain depressed in the near
future.
JAPAN AIRLINES: Ups Discount Fares by 3%
----------------------------------------
Japan Airlines System Corporation and All Nippon Airways Co.
will increase their JAL Goku and GET international economy-class
discount fares by 3 percent starting Friday, according to Kyodo
News on Tuesday. The move follows the International Air
Transport Association's decision to raise fares due to higher
fuel costs in the wake of the war in Iraq.
SEIBU DEPARTMENT: Slashing 250 Jobs
-----------------------------------
Seibu Department Stores Limited will dismiss about 250 full-time
workers at its four outlets to be closed later this year as part
of its restructuring scheme, the Nihon Keizai Shimbun and Kyodo
News reported Tuesday. The stores are located in Kawasaki,
Kanagawa Prefecture; Hakodate, Hokkaido; Sendai, Miyagi
Prefecture; and Toyohashi, Aichi Prefecture.
SEIYU LTD.: Cuts Full-time Jobs by 40%
--------------------------------------
Seiyu Limited will slash 2,500 jobs or 40 percent of its
workforce over the next three years as part of its cost cutting
scheme, the Nihon Keizai Shimbun and Kyodo News reported Friday.
In May, the supermarket chain operator will resume its early-
retirement program in which full-time staffers aged 40 and older
are encouraged to leave the Company with a special allowance of
5 million yen in addition to regular severance pay.
=========
K O R E A
=========
CHOHUNG BANK: Due Diligence Results Imminent
--------------------------------------------
Accounting firm Shinhan Accounting Corporation will submit the
results of its due diligence on Chohung Bank to the government
by early next week, the Korea Herald reports, citing the
Financial Supervisory Commission. The Korea Deposit Insurance
Corp., which owns 80.04 percent of Chohung Bank, will use the
due diligence results as a reference for negotiating detailed
terms with preferred bidder Shinhan Financial Group.
Previously, Morgan Stanley, which is advising the government on
the sale, estimated Chohung Bank's price per share at between
4,600 won and 6,400 won. That range is higher than the 4,370 won
to 5,511 won estimated by Shinhan Financial, but lower than
7,473 won and 8,280 won suggested by Chohung Bank.
HYNIX SEMICONDUCTOR: Japanese Rival to Seek Formal Govt Protest
---------------------------------------------------------------
Japan's Elpida Memory Inc. plans to ask the Japanese government
to protest the alleged state subsidy being given to South Korean
rival, Hynix Semiconductor, Dow Jones said over the weekend.
The Japanese chipmaker is the latest Company to raise a howl
over Hynix's funding, says the newswire. Four other Taiwanese
companies are also planning to similarly ask Taiwan to protest
South Korea's anticompetitive practice. They include Nanya,
Winbond Electronics Corp., Powerchip Semiconductor Corp. and
Mosel Vitelic Inc. They plan to file a formal petition by end
of April.
Elpida is a joint venture between NEC Corp. and Hitachi Ltd. in
the field of dynamic random access memory, or DRAM. Powerchip
has ties with Elpida.
HYNIX SEMICONDUCTOR: Taiwanese Chipmakers File Complaint
--------------------------------------------------------
Taiwan's semiconductor manufacturers filed a complaint against
Hynix Semiconductor, demanding to impose countervailing duty for
alleged dumping charges, Financial Times said on Monday.
Industry analysts said that it would deal a severe blow to Hynix
since Taiwan, European Union and the United States together
constitute more than 50 percent of the Company's export sales.
Taiwan accounts for 10-15 percent of Hynix's entire
semiconductor exports, or 220 billion won-330 billion won.
KOREA THRUNET: Selecting M&A Adviser by Mid-May
-----------------------------------------------
Korea Thrunet, currently under court receivership, will select a
financial adviser by mid-May to move forward with a merger and
acquisition plan, Dow Jones reports. The Company is majority
owned by Trigem Computer Inc.
At the end of 2002, Korea Thrunet had total liabilities of
KRW822.3 billion. Korea Thrunet shares were delisted from Nasdaq
National Market early April.
KUMHO GROUP: Sells Majority Ownership in Tire Business
------------------------------------------------------
Kumho Group has spun off its tire business by forming a joint
venture with the Military Mutual Aid Association, the pension
fund for military personnel.
According to the Digital Chosun, the new Company will be 50
percent owned by the pension fund, while Kumho Industries, a
core subsidiary of the group, will take 30 percent. The balance
of the shareholding will be distributed to Korean and foreign
investors. The paper says the new firm will have an initial
capital of KRW500 billion
The group had earlier tried to sell the tire manufacturing
business to a U.S. consortium of Carlyle and JP Morgan, but
talks bogged down August last year. Sale proceeds will be used
to plug Kumho Industries' debt and lower its debt-to-equity
ratio to 130 percent from the current 390 percent.
One of the top 10 tire producers in the world, the unit was
founded in 1960. Its products are exported to 160 countries,
generating sales of KRW1.43 trillion last year. The subsidiary
employs about 5,200, the paper says.
SK GROUP: Another Unit Figures in Yet Another Accounting Scandal
----------------------------------------------------------------
Samil Accounting Corporation, the independent auditor of SK
Shipping, filed last week a "qualified opinion", expressing
dissatisfaction over the firm's accounting of a KRW239.2 billion
commercial paper issue, Asia Pulse said over the weekend.
According to the newswire, an auditor usually issues a qualified
opinion when it finds something wrong with the financial
statements of a Company or the Company refuses to submit
requested documents.
Sources told Asia Pulse, SK Shipping had written off the
commercial papers as short-term loans, while an additional 29
papers issued to a person, who had special relations with the
Company, had been written off as losses.
"SK Shipping failed to respond to our request for the
presentation of documents related to the write-off," the
accounting firm said in its opinion filed with Financial
Supervisory Service.
The revelation, says Asia Pulse, represents another blow to the
nation's third largest conglomerate whose image has been
tarnished by SK Global's accounting irregularities in March. SK
Global is the group's trading affiliate.
The bulk of SK Shipping's short-term borrowing worth KRW293.5
billion will come due in the first half of the year, which could
undercut its ability to repay debts, Asia Pulse said, citing
Samil's report.
SK GLOBAL: Denies Hiding $2.8B in Losses Abroad
-----------------------------------------------
SK Global Co. denied on Tuesday media reports that it had hidden
an extra 3.4 trillion won ($2.82 billion) of losses at overseas
units, according to Reuters on Tuesday, citing SK Group
spokesman Lim Soon-kil. The Company shocked South Korea in early
March with the unearthing of a $1.2 billion accounting fraud
scandal. In the wake of the accounting scandal, SK Global
unveiled a plan to raise a total of 4.2 trillion won over the
next five years via asset sales and through business operations.
SK GLOBAL: Emergency Meeting Set on Tuesday
-------------------------------------------
Creditors of SK Global Co. plan an emergency meeting for April
22 after a newspaper reported that an unnamed executive had
revealed an additional $2.8 billion in losses, Reuters said
yesterday. SK Global, which is already reeling from a $1.2
billion accounting scandal, denied that it had hidden the extra
3.4 trillion won ($2.8 billion) in losses in overseas
operations.
In March, local creditors agreed to freeze payments on 6.7
trillion won of SK Global's debt until June 18 to prevent the
firm from defaulting, and are now seeking a similar move by
overseas lenders.
===============
M A L A Y S I A
===============
BRISDALE HOLDINGS: Replies to KLSE's Winding Up Petition Query
--------------------------------------------------------------
Brisdale Holdings Berhad, in reference to Query Letter by KLSE
reference ID: NM-030416-54474 on the Advertisement of Notice of
Winding-Up Petition on its wholly-owned subsidiary Brisdale
Development Sdn Bhd (BDSB), replied as follows:
"The Petitioners, Tiew Ai Beng and Chin Sook Kean have by two
(2) separate Sale & Purchase Agreements both dated 21 September
1996 brought two (2) separate action against Brisdale
Development Sdn Bhd (BDSB) vide Johor Bahru High Court
Originating Summons No. MT 2-24-206-2001 and MT 2-24-195-2001
for rescission of contract, refund all monies paid and damages
alleging that BDSB has breached the contract for not delivering
the properties on the date specified in the Sale & Purchase
Agreements.
"On 5 November 2001, the Petitioners obtained two (2) Orders
against BDSB vide Johor Bahru High Court Summons No. MT 2-24-
206-2001 and MT 2-24-195-2001 for the sum of RM215,661-81
together with interest thereon at the rate of 8% per annum from
6 November 2001 till the date of full realization.
"On 18 December 2002 the Petitioners have through their
solicitors delivered a Notice pursuant to Section 218 of the
Companies Act, 1965 dated 18 December 2002 to BDSB demanding the
said Judgment Sum to be paid within 21 days from the receipt of
the Notice. The Petitioners did not receive any payment and upon
the expiry of the Notice, the Petitioners filed and served the
Winding-Up Petition on BDSB.
"We also wish to inform that on 30 May 1995, BDSB has entered
into an "Complex Development Agreement" (the Agreement) with
Abra Development Sdn Bhd (ABRA) wherein ABRA agreed to undertake
the development of the commercial complex comprising individual
parcels of shops and office units on the Complex Land measuring
approximately 2.323 acres situated next to Stadium Larkin, Johor
Bahru, Johor. The units purchased by the Petitioners are part of
the units developed by ABRA as per the Agreement.
"Consequent to the Agreement, a Letter of Indemnity dated 29
November 1995 was entered between BDSB and ABRA whereby ABRA has
agreed to indemnify BDSB against all losses suffered by BDSB as
a result of any claims brought by any purchaser against BDSB
under the Sale & Purchase Agreement(s) entered or to be entered
into between BDSB and the purchaser(s) in respect of the units
purchased by the Petitioners.
"Pursuant to the above, BDSB has made an arrangement for ABRA to
settle the claim by the Petitioners. Further, due to the fact
that BDSB is 65% owned subsidiary company of Pembangunan
Brisdale Sdn Bhd (a wholly owned subsidiary of Brisdale Holdings
Berhad) which is in possession of assets currently realizable
and available to meet its current liabilities, the Board of
Directors are of the opinion that this matter will be settled
amicably."
Below is the KLSE's Query Letter content:
"We refer to the above Notice of Winding-Up Petition, appearing
in The Malay Mail on Wednesday, 16 April 2003, a copy of which
is enclosed for your reference. In this connection, kindly
furnish the Exchange immediately with the following
information for public release:
1. The date the petition was served on BDSB.
2. The date of presentation of the petition.
3. The particulars of the claim under the petition, including
the amount claimed for under the petition and the interest rate.
4. The total cost of investment in BDSB by Brisdale Holdings
Berhad.
5. The details of the default or circumstances leading to the
filing of the winding-up petition.
6. The operational and financial impact on the Group, if any,
arising from the petition.
7. The expected losses, if any, arising from the petition.
8. The steps that your Company/BDSB has taken and will take with
regards to the winding-up petition.
9. The hearing date for the winding-up petition.
Yours faithfully,
INDERJIT SINGH
Senior Manager
Listing Operations
IS/NMA"
CEMPAKA MEWAH: Wound-Up Voluntarily
----------------------------------
The Special Administrators of Sri Hartamas Berhad (Special
Administrators Appointed)(SHB), being the holding company of
Cempaka Mewah Sdn Bhd (In Liquidation) (CMSB or the Company),
wish to inform that CMSB has been wound-up by way of creditors'
voluntary winding-up on 17 April 2003 in accordance with the
Company's workout proposal dated 19 November 2001.
As announced to the Exchange on 21 March 2003, the directors of
CMSB had on 21 March 2003 resolved:
* that the Company cannot by reason of its liabilities
continue its business and that it be wound up voluntarily;
* that pursuant to Section 255 of the Companies Act, 1965,
Gan Ah Tee and Ooi Woon Chee c/o KPMG Corporate Services Sdn
Bhd, 8th Floor KPMG, Jalan Dungun, Damansara Heights, 50490
Kuala Lumpur, be and are hereby appointed jointly and/or
severally as Provisional Liquidators for the purpose of the
winding up; and
* that separate meeting of members and creditors of the
Company be convened on 17 April 2003 pursuant to Section
255(1)(b) of the Companies Act, 1965.
At an Extraordinary General Meeting (EGM) of the members of the
Company convened on 17 April 2003, the following resolutions
were duly passed:
SPECIAL RESOLUTION
That it has been proved to the satisfaction of the EGM that the
Company cannot by reason of its liabilities continue its
business, and that it is advisable to wind-up the same and that
accordingly the Company be wound-up voluntarily.
ORDINARY RESOLUTION
That Gan Ah Tee and Ooi Woon Chee c/o KPMG Corporate Services
Sdn Bhd, 8th Floor, Wisma KPMG, Jalan Dungun, Damansara Heights,
50490 Kuala Lumpur, be and are hereby jointly and/or severally
appointed as Liquidators for the purpose of such winding-up.
In a creditors' meeting held on 17 April 2003 immediately
following the EGM, the creditors have confirmed the appointment
of Gan Ah Tee and Ooi Woon Chee as Liquidators of the Company.
To assist the Liquidators in discharging their duties in the
winding up process, the creditors had appointed a Committee of
Inspection.
The liquidation will not have any material operational and
financial impact on Sri Hartamas Group of Companies.
HIAP AIK: Boustead Johan Files Notice Against Unit
--------------------------------------------------
Hiap Aik Construction Berhad announced that Boustead Johan
Edaran Sdn Bhd of No. 2 Jalan 3/32A, Off Jalan Batu 6 1/2, Jalan
Kepong, 52100 Kuala Lumpur has filed a Notice pursuant to
Section 218 of the Companies Act 1965 against Subang Jaya Tiling
& Construction Sdn Bhd, a wholly owned subsidiary of Hiap Aik
Construction Berhad (Special Administrators Appointed) on 4
April 2003 for the sum of RM72,776.49 as at 4 April 2003.
MECHMAR CORPORATION: Bonus Point Withdraws Winding-Up Petition
--------------------------------------------------------------
Mechmar Corporation (Malaysia) Berhad is pleased to inform that
both parties, MechMar Corporation (Malaysia) Berhad and Bonus
Point Investment Pte Ltd have mutually agreed to withdraw their
respective legal action filed pertaining to their dispute. Bonus
Point have accordingly withdrawn their entire winding up
petition against the Company effective 18 April 2003.
On September last year, the Troubled Company Reporter - Asia
Pacific reported that MechMar Corporation has in paid RM4
million towards repayment of outstanding principal due to a
syndicated term loan managed by Utama Merchant Bank Berhad
thereby reducing the term loan to RM27 million. Repayment is as
per agreed schedules, which is attached at
http://www.bankrupt.com/misc/TCRAP_Mechmar0906.xls,for
reference.
Wrights Investors' Service reports that at the end of 2000, the
Company had negative working capital, as current liabilities
were Rm410.53 million while total current assets were only
RM192.22 million. It has paid no dividends during the last 12
months and has also reported losses during the previous
12 months.
MYCOM BERHAD: Files Court Convened Meeting Application
------------------------------------------------------
The Board of Directors of Mycom Berhad wishes to announce that
the Company had filed on April 418, 2003 an application to the
High Court of Malaya pursuant to Section 176(1) of the Companies
Act 1965 to seek a Court Order to convene a meeting between
Mycom and its members to facilitate the implementation of a
proposed scheme of arrangement involving a proposed capital
reduction and consolidation, a proposed share premium account
reduction and a proposed revaluation reserve account reduction
to be undertaken as part of the Proposed Restructuring Scheme.
NALURI BERHAD: Proposes RM690.5M Capital Repayment
--------------------------------------------------
On behalf of the Special Administrators (SA) of Naluri Berhad
(Special Administrators Appointed), Alliance Merchant Bank
Berhad (Alliance) announced that the SA have decided that it is
in the best interest of all the stakeholders of Naluri for
Naluri to proceed with a capital repayment of at least
RM690,516,320 on the basis of RM1.00 for each existing Naluri
Share.
The abovementioned capital repayment exercise is subject to the
approval of the Securities Commission (SC) for the utilization
of the proceeds arising from the disposal of Malaysia Airlines
System Berhad for the capital repayment and the Company
submitting its plans for the revitalization of its business and
performance for the SC's perusal.
Further, Alliance wishes to announce that on 18 April 2003, the
Company received a notice from the KLSE informing Naluri that
the Company is determined as having inadequate level of
operations in accordance with Practice Note 10/2001 of the
Listing Requirements of the KLSE (KLSE Listing Requirements)
(Notice).
The assets of Naluri on a consolidated basis consist of 70% or
more of cash and/or short-term investments following the
reclassification of Naluri's investment in 69,072,000 ordinary
shares of RM1.00 each in Celcom (Malaysia) Berhad from "Long
Term Other Investments" to "Short Term Investments".
Naluri is required to comply with the following:
1. Naluri must within nine (9) months from the date of the
Initial Announcement make an announcement to the KLSE of a
detailed proposal, the implementation of which will enable the
affected listed issuer to ensure a level of operations that is
adequate to warrant continued trading and/or listing on the
Official List. This announcement must fulfill the requirements
set out in paragraph (3) below (Requisite Announcement);
2. Upon announcement of the detailed proposal to ensure
adequate level of operations, Naluri must submit the same to the
relevant authorities for approval within two (2) months from the
date of the Requisite Announcement or the date of the Initial
Announcement;
3. Upon submission of the detailed proposal to the relevant
authorities, in accordance with paragraph (2) above, Naluri must
obtain all approvals necessary for the implementation of such
detailed proposal within four (4) months from the date of such
detailed proposal for approval
In the event that Naluri fails to comply with any of the
obligations imposed on it by the KLSE pursuant to Practice Note
10/2001 of the KLSE Listing Requirements, the KLSE may have the
trading in Naluri's securities suspended and subsequently de-
list the securities of Naluri from the KLSE.
The SA of the Company will continue their efforts to evaluate
proposals to ensure an adequate level of operations for Naluri.
PAN PACIFIC: SC's Proposed Restructuring Scheme Approval Pending
----------------------------------------------------------------
Pan Pacific Asia Berhad refers to the announcements dated 17
December 2002, 10 February 2003 and 27 February 2003 in relation
to the Proposed Restructuring Scheme.
Pursuant to Paragraph 4.1 (c) of Practice Note 4 of the Listing
Requirements of the Kuala Lumpur Stock Exchange, Alliance
Merchant Bank Berhad, on behalf of the Board of Directors of
PPAB, announced that approval from the Securities Commission for
the Proposed Restructuring Scheme of PPAB is still pending.
The approval from the Foreign Investment Committee and the
Ministry of International Trade and Industry for the Proposed
Restructuring Scheme had since been obtained on 30 January 2003
and 27 February 2003 respectively.
For details of the Proposed Restructuring Scheme, refer to The
Troubled Company Reporter - Asia Pacific, Friday, December
20, 2002, Vol. 5, No. 252 issue.
PENAS CORPORATION: May 17 Court Convened Meeting Scheduled
----------------------------------------------------------
AmMerchant Bank Berhad (formerly known as Arab-Malaysian
Merchant Bank Berhad), on behalf of Penas Corporation Berhad,
hereby announce the notice for the Court convened meeting of its
shareholders pursuant to the provisions of Section 176 of the
Companies Act, 1965 (the Court Convened Meeting) for the purpose
of considering and if thought fit to approve (with or without
modification(s)) a proposed restructuring scheme (the "Proposed
Restructuring Scheme") and that such Court Convened Meeting to
be held at Meeting Room, Lot PT2539-2548, Langkap Light
Industrial Estate, Jalan Chui Chak, 36700 Langkap, Perak on
Saturday, the 17th day of May 2003 at 9:00 in the morning.
A copy of the notice of meeting can be found at
http://bankrupt.com/misc/TCRAP_PenasCCM0423.doc.
PENAS CORPORATION: SC Conditionally OKs Proposed Offer for Sale
---------------------------------------------------------------
Further to the announcement made on 9 December 2002 regarding
the Penas Corporation Berhad's Proposals, which refers to the
following:
(1) Proposed Composite Scheme of Arrangement and
Compromise Repayment to Pencorp's Creditors and
Members Pursuant to Section 176 of the Companies Act
1965 (Proposed Scheme);
(2) Proposed Acquisitions of Vintage Tiles Industries Sdn Bhd
(VTI) and Vintage Tiles Holdings Sdn Bhd (VTH) (Collectively
Vintage Group) By VTI Vintage Berhad (VVB) (Proposed Acquisition
of Vintage Group);
(3) Proposed Disposal of Pencorp;
(4) Proposed Public Issue and Proposed Offer for Sale;
(5) Proposed Placement of Irredeemable Convertible
Unsecured Loan Stocks (ICULS); and
(6) Proposed Transfer of Listing Status of Pencorp to VVB.
AmMerchant Bank Berhad (formerly known as Arab-Malaysian
Merchant Bank Berhad) on behalf of Penas Corporation Berhad, is
pleased to announce that the Securities Commission (SC) has vide
its letter dated 18 April 2003 approved the details of the
proposed offer for sale by the Vendors of Vintage Group of up to
10,000,000 Shares in VVB at an offer price of RM1.00 per Share
through placement to potential investors to be nominated by VVB
(Proposed Offer for Sale) which is necessary to meet the 25%
public spread requirement.
The approval of the SC is subject to:
i) the Shares to be offered pursuant to the Proposed Offer
for Sale are required to be offered/placed to public investors
in accordance with the SC Guidelines on Issues / Offer of
Securities; and
ii) Pencorp/VVB furnishing to the SC a final list of the
placees of the Proposed Offer for Sale.
The details of the Proposed Offer for Sale and the interested
party are as shown in Table 1 at
http://bankrupt.com/misc/TCRAP_Penas0423.doc.
PLUS EXPRESSWAYS: Seeks Shareholders' Mandate Approval
------------------------------------------------------
Plus Expressways Berhad proposes to seek the approval of its
shareholders for a mandate regarding recurrent related party
transaction(s) of a revenue or trading nature, which is (are)
necessary for the day-to-day operations and is (are) in the
ordinary course of business of the PEB Group, which involve(s)
the interest, direct or indirect, of certain related parties
(save and except for recurrent related party transactions
arising out of or in connection with or as a result of
agreements or contracts entered into by the PEB Group prior to
its listing and more particularly set out in the prospectus
dated 10 June 2002) (Recurrent Transactions).
DETAILS OF THE PROPOSED SHAREHOLDERS' MANDATE
The details of the Recurrent Transactions would be disclosed in
the circular to shareholders to be issued in due course.
RATIONALE OF THE PROPOSED SHAREHOLDERS' MANDATE
The Proposed Shareholders' Mandate will enable the PEB Group to
carry out Recurrent Transactions necessary for the PEB Group's
day-to-day operations, which are time-sensitive in nature, and
will eliminate the need to announce and to convene separate
general meetings on each occasion to seek prior approval of
shareholders for the Recurrent Transactions.
FINANCIAL EFFECTS OF THE PROPOSED SHAREHOLDERS' MANDATE
The Proposed Shareholders' Mandate will not have any effect on
the issued and paid-up share capital and major shareholders'
shareholdings of PEB, and is not expected to have a material
effect on the net tangible assets per share and earnings per
share of the PEB Group.
CONDITIONS OF THE PROPOSED SHAREHOLDERS' MANDATE
The Proposed Shareholders' Mandate is subject to and conditional
upon approval of Shareholders of PEB at the forthcoming Annual
General Meeting to be convened in order to comply with Paragraph
10.09 of the Listing Requirements of the Kuala Lumpur Stock
Exchange.
DIRECTORS' AND MAJOR SHAREHOLDERS' INTEREST
The interest of the Directors and major shareholders of PEB in
the Proposed Shareholders' Mandate would be disclosed in the
circular to the shareholders.
PUNCAK PERMATA: Under Creditors' Voluntary Winding-Up
-----------------------------------------------------
The Special Administrators of Sri Hartamas Berhad (SHB), being
the holding company of Puncak Permata Sdn Bhd (In Liquidation)
(PPSB or the Company), informed that PPSB has been wound-up by
way of creditors' voluntary winding-up on 17 April 2003 in
accordance with the Company's workout proposal dated 30 November
2001.
As announced to the Exchange on 21 March 2003, the directors of
PPSB had on 21 March 2003 resolved:
* that the Company cannot by reason of its liabilities
continue its business and that it be wound up voluntarily;
* that pursuant to Section 255 of the Companies Act, 1965,
Gan Ah Tee and Ooi Woon Chee c/o KPMG Corporate Services Sdn
Bhd, 8th Floor KPMG, Jalan Dungun, Damansara Heights, 50490
Kuala Lumpur, be and are hereby appointed jointly and/or
severally as Provisional Liquidators for the purpose of the
winding up; and
* that separate meeting of members and creditors of the
Company be convened on 17 April 2003 pursuant to Section
255(1)(b) of the Companies Act, 1965.
At an Extraordinary General Meeting (EGM) of the members of the
Company convened on 17 April 2003, the following resolutions
were duly passed:
SPECIAL RESOLUTION
That it has been proved to the satisfaction of the EGM that the
Company cannot by reason of its liabilities continue its
business, and that it is advisable to wind-up the same and that
accordingly the Company be wound-up voluntarily.
ORDINARY RESOLUTION
That Gan Ah Tee and Ooi Woon Chee c/o KPMG Corporate Services
Sdn Bhd, 8th Floor, Wisma KPMG, Jalan Dungun, Damansara Heights,
50490 Kuala Lumpur, be and are hereby jointly and/or severally
appointed as Liquidators for the purpose of such winding-up.
In a creditors' meeting held on 17 April 2003 immediately
following the EGM, the creditors have confirmed the appointment
of Gan Ah Tee and Ooi Woon Chee as Liquidators of the Company.
To assist the Liquidators in discharging their duties in the
winding up process, the creditors had appointed a Committee of
Inspection.
The liquidation will not have any material operational and
financial impact on Sri Hartamas Group of Companies.
RAHMAN HYDRAULIC: Posts Clarification Notice Re March 10 EGM
------------------------------------------------------------
Rahman Hydraulic Tin Berhad (Special Administrators Appointed)
wishes to make the following announcement on clarifications
pertaining to the Extraordinary General Meeting of RHTB convened
on 10 March 2003:
EXTRAORDINARY GENERAL MEETING OF RAHMAN HYDRAULIC TIN BERHAD
(SPECIAL ADMINISTRATORS APPOINTED) CONVENED ON 10 MARCH 2003
Introduction
Rahman Hydraulic Tin Berhad (RHTB) was placed under special
administration on 16 June 2000 in accordance with the Pengurusan
Danaharta Nasional Berhad Act 1998 (the Danaharta Act) by the
appointment of Special Administrators by Pengurusan Danaharta
Nasional Berhad. The Special Administrators discovered that
prior to their appointment, the Board of Directors of RHTB had
failed to comply with certain requirements of the Articles of
Association of RHTB, the Companies Act 1965 and Listing
Requirements of the Kuala Lumpur Stock Exchange (KLSE)
(hereinafter collectively referred to as the "non-compliance").
The non-compliance are in relation to the following matters:
(a) Failure to convene Annual General Meetings for the years
1997, 1998 and 1999;
(b) Failure to furnish its Annual Reports for 1997, 1998 and
1999 on time, as well as certain quarterly reports as required
by the KLSE;
(c) Failure to convene a general meeting to obtain
stockholders' approval for the acquisition of 57,771,000
ordinary shares in Kuala Lumpur Industries Holdings Berhad
(Special Administrators Appointed) (KLIH) in 1997-98 for a total
cash consideration of RM202,112,374 (the KLIH Shares
Acquisition); and
(d) Failure to convene a general meeting to obtain
stockholders' approval for the acquisition, through its wholly-
owned subsidiary, Exaland Corporation Sdn Bhd, of a six-storey
commercial building known as Bangunan Bee Hin in 1997 for a cash
consideration of RM4.5 million from Bee Hin Holdings Sdn Bhd
(Special Administrators Appointed), a wholly-owned subsidiary of
Kuala Lumpur Industries Holdings Berhad (Special Administrators
Appointed) (the Acquisition of Bangunan Bee Hin).
RHTB has rectified the non-compliance of Items (a) and (b)
above. In relation to Items (c) and (d), RHTB convened an
Extraordinary General Meeting (EGM) of stockholders on 10 March
2003 as required by the KLSE, for the stockholders to consider
and, if thought fit, ratify the KLIH Shares Acquisition and the
Acquisition of Bangunan Bee Hin. At the EGM, the stockholders
chose not to ratify both the abovementioned Acquisitions.
Implications Of The Non-Ratification
RHTB has received legal advice that the rejection by the
stockholders of RHTB of the KLIH Shares Acquisition and the
Acquisition of Bangunan Bee Hin, whose Acquisitions were entered
into by the Board of Directors of RHTB at the material time of
the Acquisitions as named in the RHTB Circular to Stockholders
dated 21 February 2003, allows RHTB to take appropriate recovery
action against the directors of RHTB at the material time for
losses due to the non-compliance of the Articles of Association
of RHTB, the Companies Act 1965 and Listing Requirements of the
Kuala Lumpur Stock Exchange.
CONTACT INFORMATION: Adam Primus Abdullah
Special Administrator of RHTB
Tel: 03 - 2147 2911
Below are the Frequently Asked Questions:
FREQUENTLY ASKED QUESTIONS (FAQs) relating to the KLIH Shares
Acquisition and the Acquisition of Bangunan Bee Hin
1 What does the non-ratification by the stockholders of the KLIH
Shares Acquisition and the Acquisition of Bangunan Bee Hin mean?
The stockholders have basically rejected the Board's decision to
acquire the KLIH Shares and Bangunan Bee Hin.
2 Does the non-ratification allow RHTB to reverse the effect of
the Acquisitions?
Save for suing the directors at the material time of the
Acquisitions for losses suffered by RHTB, RHTB will not be able
to reverse the Acquisitions. Third parties who have dealt with
RHTB are, in law, not affected by the non-compliance or the non-
ratification.
3 How does the non-ratification of the KLIH Shares Acquisition
affect the RM250 million loan used to purchase the 56,000,000
KLIH shares?
The non-ratification of the KLIH Shares Acquisition does not
affect the loan. The loan was disbursed for the purchase of the
56,000,000 KLIH shares at the request of the Board of Directors
of RHTB at the material time, in which the powers to borrow are
vested with them pursuant to the Articles of Association of
RHTB.
4 Does the non-ratification of the KLIH Shares Acquisition
affect the appointment of the Special Administrators?
The non-ratification of the KLIH Shares Acquisition does not
affect the appointment of the Special Administrators as the
Special Administrators have been properly appointed pursuant to
the Danaharta Act.
5 Why was the identity of the vendors of the KLIH shares not
disclosed in the RHTB Circular to Stockholders dated 21 February
2003?
RHTB established that the company's purchase of the 56,000,000
KLIH shares on 14 July 1997 was conducted as an off-market
married deal via a stockbroking company in East Malaysia and a
brokerage firm in Hong Kong (SAR). The identity of the vendors
of the KLIH shares was not disclosed in the Circular because
RHTB was not able to establish the underlying vendors of the
transaction.
6 Please comment on the recent press report on the plan of some
minority stockholders to call for an EGM with the purpose of
removing the directors appointed by the Special Administrators
and to elect their own.
Stockholders holding at least one-tenth of the issued share
capital of RHTB have the right to call for a meeting of RHTB
under the Companies Act 1965 and the Articles of Association of
RHTB. However, since RHTB is under special administration, the
Board of Directors cannot exercise any function as an officer of
the Company. Control of RHTB's affairs and assets will continue
to remain with the Special Administrators.
7 It was also reported that stockholders are disappointed with
the Workout Proposal, in particular the asset recovery efforts
by the Special Administrators. Some stockholders claimed that
the Pinang Tunggal Estate, which RHTB sold for RM80 million cash
at RM16 million below its net book value, is worth much more.
Please comment.
The Special Administrators of RHTB had prepared the Workout
Proposal pursuant to Section 44 of the Danaharta Act with the
view that the Workout Proposal represents the best option for
RHTB under the circumstances and serves the best interest of the
stakeholders. In accordance with the Danaharta Act, the
Independent Advisers who confirmed that the Workout Proposal, in
their view, is reasonable in that it has taken sufficiently into
account the interests of the stakeholders, i.e. the creditors
and stockholders, reviewed the Workout Proposal.
RHTB (in Special Administration) invited the public to acquire
any assets (including the Pinang Tunggal Estate) of the Company
in February 2002 in an open and transparent manner under
Pengurusan Danaharta Nasional Berhad guidelines. The successful
offeror, Perbadanan Kemajuan Negeri Kedah, made the highest
offer. The sale price of RM80 million exceeds the forced sale
value of RM72 million, as determined by independent professional
valuers, Messrs Choo & Co.
8 Will RHTB commence legal proceedings against the Board of
Directors of RHTB at the material time as named in the RHTB
Circular to Stockholders dated 21 February 2003?
Yes, RHTB shall be commencing appropriate legal action against
the directors of RHTB at the material time to recover losses
suffered by RHTB. RHTB has also reported the non-compliance of
the Companies Act 1965 to the Companies Commission of Malaysia
in accordance with Section 54 of the Danaharta Act.
RAHMAN HYDRAULIC: Summons In Chambers Hearing Set on Thursday
-------------------------------------------------------------
Further to the announcement on 16 April 2003 in relation to the
Kuala Lumpur High Court Originating Summons No. D5- 24- 184-
2002 Speed Operations Sdn Bhd & Anor v RHTB & 3 Ors.
Rahman Hydraulic Tin Berhad (Special Administrators Appointed)
wishes to announce that the Summons In Chambers is fixed for
hearing on 24 April 2003.
Further developments will be announced in due course.
TAI WAH: Proposed Private Placement Application Submitted
---------------------------------------------------------
Further to Tai Wah Garments Manufacturing Berhad's earlier
announcement in relation to the Proposed Private Placement.
Alliance Merchant Bank Berhad wishes to announce, on behalf of
the Board of Directors of TWGB, that the applications to the
Securities Commission and other relevant authorities in respect
of the Proposed Private Placement, which forms part of the
Proposed Restructuring Exercise, have been submitted on 17 April
2003.
Proposed Private Placement's details can be found at Troubled
Company Reporter - Asia Pacific, Wednesday, April 16 2003, Vol.
6, No. 75 issue.
TECHNO ASIA: Reevaluates Certain Fixed Assets
---------------------------------------------
Techno Asia Holdings Berhad (Special Administrators Appointed)
wishes to announce the details of the recent revaluation
exercise conducted on certain fixed assets of the Company and
its subsidiaries placed under special administration, the
details of which are as follows:
a) The revaluation of the fixed assets marked (1), (4) and
(5) in the attached Schedule A was commissioned by the Special
Administrators in response to a request by the Securities
Commission (SC) for fresh independent value appraisals to be
conducted on certain assets of the Tecasia Group, for the
purposes of the workout proposals formulated for the Company and
several of its subsidiaries, namely Mount Austin Properties Sdn.
Bhd. - Special Administrators Appointed (MAPSB), Cempaka Sepakat
Sdn. Bhd. - Special Administrators Appointed (CSSB) and Ganda
Plantations (Perak) Sdn. Bhd. - Special Administrators Appointed
(GPPSB), as stipulated in the SC's letter dated 4 December,
2002, which was announced to the Kuala Lumpur Stock Exchange on
even date.
Further, following a request by a Secured Creditor of MAPSB
(which holds a charge on the two parcels of vacant land marked
(2) and (3) in the attached Schedule A), to effect the transfers
and set-offs of the lands, pursuant to the approved workout
proposal of MAPSB, at higher transfer values, the net book
values of the lands have accordingly been increased in the draft
audited accounts of Tecasia for the financial year ended 31
December, 2002, to reflect the higher revised transfer values.
b) The valuation of these fixed assets is not subject to the
approval of the SC. However, submission will be made to the SC
for incorporation of the revised values of the fixed assets
marked (1), (4) and (5) in Schedule A into the workout proposals
of MAPSB, CSSB and GPPSB, for the purpose of the proposed set-
offs and transfers detailed therein. The higher revised transfer
values of the fixed assets marked (2) and (3) in Schedule A have
already been approved by the SC on 4 December, 2002.
c) The revaluation surplus/(deficit) for each revalued asset
is indicated in the Schedule A.
d) The revaluation surplus arising from the valuation of
these fixed assets will be incorporated into the audited
accounts of the Company for the financial year ended 31
December, 2002. At this juncture, the Company is in the process
of finalizing its draft audited accounts for the financial year
ended 31 December, 2002. For the purposes of this announcement,
the effect of the valuation on the net tangible assets per share
of the Company is illustrated in Schedule B found, based on
figures extracted from the draft audited accounts of the Company
for the financial year ended 31 December, 2002.
e) The name of the valuer, where applicable, is indicated in
the notes attached to Schedule A.
f) The dates of valuation, where applicable, are indicated in
the notes attached to Schedule A.
g) The values placed on the assets by the valuer, where
applicable, are indicated separately in the attached Schedule A.
Schedule A and Schedule B can be found at
http://bankrupt.com/misc/TCRAP_TECASIA0423a.docand
http://bankrupt.com/misc/TCRAP_TECASIA0423b.xls,respectively.
=====================
P H I L I P P I N E S
=====================
MANILA ELECTRIC: Asks Court to Reconsider Refund Order
------------------------------------------------------
Manila Electric Co. (Meralco) is asking the Supreme Court to
again reconsider its ruling ordering the power distributor to
refund excess charges it had collected from customers since
1994, AFX Asia reports, citing Meralco lawyers. The Supreme
Court earlier denied Meralco's motion for reconsideration with
finality.
Meralco President Jesus Francisco had said the Company would go
bankrupt if forced to make a one-time cash payment of as much as
28 billion pesos to its customers.
MANILA ELECTRIC: Sees 2002 Net Loss on Flat Revenue, SPPA Losses
----------------------------------------------------------------
Manila Electric Co. (Meralco) will expect a net loss this year
due to flat revenue and losses arising from its inability to
fully collect deferred purchased power adjustment (PPA) charges.
"We'll most likely post losses for 2002, but the exact amount is
still being determined," Manila Electric Co President Jesus
Francisco told AFX-Asia. Meralco may release its 2002 results
this week or next week.
Meralco treasurer Daniel Tagaza said the projected 700 million-
peso profits for last year could still become a net loss if the
Company is unable to resolve the issue on the PPA collections.
NATIONAL BANK: Annual Stockholders' Meeting Set for May 27
----------------------------------------------------------
Further to Circular for Brokers No. 0823-2003 dated March 21,
2003, Philippine National Bank (PNB) furnished the Exchange a
copy of its SEC Form 17-IS (Definitive Information Statement) in
connection with its Annual Stockholders' Meeting which will be
held on Tuesday, May 27, 2003, at 8:00 a.m., at the Ballroom,
Upper Lobby, Century Park Hotel, 599 Pablo Ocampo Sr. St.,
Malate, Manila. The Agenda, as stated in the Notice of Meeting,
shall be as follows:
1. Call to Order
2. Secretary's Proof of Notice and Quorum
3. Approval of the Minutes of the 2002 Annual Stockholders'
Meeting held on June 25, 2002
4. Report of the President on the Results of Operations for
the Year 2002
5. Approval of the 2002 Annual Report
6. Ratification of All Acts and Proceedings of the Board of
Directors and Corporate Officers since the 2002 Annual
Stockholders' Meeting
7. Election of Directors
8. Appointment of External Auditor
9. Other Matters
10. Adjournment
As previously announced, "Only stockholders of record as of
April 28, 2003 will be entitled to vote at this meeting."
The Bank, in the same Notice, further stated "if you cannot
personally attend the meeting, you may designate your authorized
representative by submitting a PROXY to the Office of the
Corporate Secretary not later than 5:00 p.m. on May 22, 2003."
For a copy of the press release, go to
http://www.pse.org.ph/html/disclosure/pdf/dc2003_1192_PNB.pdf
PHILIPPINE AIRLINES: Cuts Profit Target by Half
-----------------------------------------------
Philippine Airlines (PAL) saw its net profit in the last fiscal
year cut to about half a billion pesos, only about half of its
initial target of 1 billion pesos - due to the SARS crisis and
the war in Iraq, the Philippine Star reports, citing PAL
President Avelino Zapanta. He did not give details on the actual
profit figures.
The airline had suffered a net loss of P1.61 billion in the
previous fiscal year due to the effects of the September 11,
2001 terror attacks in the United States. The airline has been
rocked by misfortune in recent years, briefly shutting down for
the first time in 52 years in 1998 amid labor disputes. It later
entered into receivership and got an infusion of fresh capital.
The airline hopes to be out of receivership by 2004.
DebtTraders reports that Philippine Airlines' 7.601 percent
floating rate note due in 2000 (PHPA00PHN1) trades between 15
and 20. For real-time bond pricing, go to
http://www.debttraders.com/price.cfm?dt_sec_ticker=PHPA00PHN1
=================
S I N G A P O R E
=================
CHARTERED SEMICONDUCTOR: Predicts Higher 2nd Quarter Revenues
-------------------------------------------------------------
State-run contract chipmaker, Chartered Semiconductor
Manufacturing, predicts better results in the next three months
even as it records its ninth consecutive straight quarterly
loss.
The firm posted a net loss of US$75.7 million for the three
months ended March 31, according to The Star. These figures,
however, are within analysts' expectations and much lower than
the US$128.4 million recorded in the year-ago period.
Despite the loss, the Company is expecting revenues to improve
in the next quarter, although it still predicts a net loss of
between US$97 million and US$107 million. Revenues, however,
are expected to hit US$114 million to US$120 million. For the
quarter to end-March, the Company generated revenues of US$103.8
million, up 23.1 percent from a year ago.
"We saw increased demand in all segments of our business,
particularly in the computer segment," Chartered CEO Chia Song
Hwee said in a conference call recently.
The Company expects to use about 53 percent of its total factory
capacity in the second quarter, compared with 45 percent in the
first quarter 2003 and 39 percent in the fourth quarter 2002.
Chartered needs at least a 70 percent utilization rate to break
even, the paper says.
NEPTUNE ORIENT: New Appointments For APL Logistics
--------------------------------------------------
Global supply chain management Company APL Logistics (APLL) has
completed its senior management reorganization, begun last year,
with the appointment of Daniel C. Ryan as head of its Europe
region, based in London.
In making the announcement, APLL CEO, Hans Hickler, said, "The
APLL organization in Europe has grown by leaps and bounds. We
now need to ensure we build on that strong foundation and work
with our customers to meet their needs. Dan's skills and
experience will help us do that."
Mr. Ryan was most recently President of the Middle East region
of APLL's sister Company, APL. He has held a number of executive
positions in the organization including in the logistics area
and has worked in the United States, the Middle East and Asia.
He takes over from Vice President for Europe, Thomas Poulsen,
who is leaving the Company.
"We are delighted Dan is joining our organization," said Mr
Hickler. "We are very much focused on growing our capabilities
in Europe, including leveraging the synergies between the liner
organization and our own where it provides a significant value-
add to customers and Dan will be a strong contributor to that
effort."
Mr. Hickler thanked Mr Poulsen for his work in expanding the
organization in Europe, particularly through merger and
acquisition activity, and wished him well for the future.
Acting CEO of APL, Ron Widdows said, "While we are sorry to see
Dan leave APL after more than 15 years, both APL and APLL will
benefit from the sharing of experience."
In related organizational changes, Mr. Widdows also announced
the appointment of Ong Tuen Suan to the role of Regional Vice
President for APL Middle East/East Africa and Managing Director
of APL United Arab Emirates (UAE), based in Dubai.
"The Middle East/East Africa region, which is being rolled back
under one APL Asia/Middle East umbrella, is a growing market for
APL and with the changing political environment in the region,
there are some significant challenges ahead," Mr. Widdows said.
"Suan's 12 years experience, and in particular his most recent
role as Vice President, Liner Controller over the past three
years, have developed his already strong analytical and
organizational skills and prepared him well for his new
position."
Mr. Widdows said that, additionally, combining the regional
leadership role with that of head of APL UAE created useful
synergies both commercially and operationally.
Mr. Ong has worked in the United States, the Philippines and
Singapore during his career. He will report to APL's head of
Greater China, Brian Lutt, who is currently also overseeing the
re-combined Asia/Middle East region.
SEATOWN CORPORATION: Unit Applies to Stay Proceedings
-----------------------------------------------------
The Board of Directors of Seatown Corporation Ltd announced that
Tri-Mix Pte Ltd, its wholly owned subsidiary, has on 3 April
2003 filed an application with the High Court of Singapore
staying certain proceedings against it under Section 210(10) of
the Companies Act, Cap. 50 of the Singapore Statutes (the "Act.
The hearing is scheduled on 23 April 2003.
SNP CORPORATION: Voluntary Winding Up of Units
----------------------------------------------
SNP Corporation Ltd wishes to announce that its subsidiaries:
a) SNP Editions Pte Ltd Editions, a wholly-owned subsidiary
of SNP Panpac Pte Ltd, which is in turn a subsidiary of the
Company; and
b) SNP Sirivatana Co Pte Ltd Sirivatana
Have been placed under members' voluntary winding-up on 17 April
2003.
Editions and Sirivatana were incorporated in Singapore on 28
November 1990 and 8 November 1994 respectively and both
subsidiaries had been dormant since 1 January 2001.
The winding-up will not have any material impact on the net
tangible assets per share and earnings per share of the Group.
===============
T H A I L A N D
===============
JASMINE INT'L: Court Moves Plan Consideration Hearing to May 28
---------------------------------------------------------------
Cheangwatana Planner Co., Ltd., as the Planner of Jasmine
International Public Company Limited, informed that that, as the
Central Bankruptcy Court held a session to consider to approve
the Plan on 17 April 2003 at 9:00 a.m., certain creditors of the
Company has lodged petitions against the Plan approval during
such session, and, thus the Central Bankruptcy Court has
postponed considering the plan on Wednesday 28th May 2003 at
9:00 in the morning.
Should there be any progress, the Company will promptly inform
shareholders accordingly.
JASMINE INT'L: Official Receiver Adjourns JIOC Creditors Meeting
----------------------------------------------------------------
Pakkret Planner Co., Ltd, the Administration Planner of Jasmine
International Overseas Company Limited (JIOC), a subsidiary of
Jasmine International Public Company Limited (JASMIN), which
JASMIN holds 87.32 percent of the available shares, reported
that the Official Receiver would convene the Creditors' meeting
to consider the Plan on Friday 2nd May 2003 at 9:30 in the
morning.
The Planner further informed that the Central Bankruptcy Court
has scheduled a session to consider the Plan on Monday 26th May
2003 at 9:00 in the morning.
Should there be any progress, the Company will promptly inform
accordingly.
MODERN HOME: Reduces Registered Capital to Bt84.977M
----------------------------------------------------
In reference to the fact that Modern Home Development Public
Co., Ltd. has filed the petition for business rehabilitation of
the Company with the Central Bankruptcy Court on September 25,
2000 and the Central Bankruptcy Court has granted an order to
approve the rehabilitation plan on September 27, 2001 and also
appointed Modern Home Planner Co., Ltd. as the Plan
Administrator.
Modern Home Planner Company Limited, Plan Administrator for
Modern Home Development public Company Limited, reported on the
decrease of Company's capital, whereby the registered capital
will be reduced from Bt5,000,000,000 to Bt84,977,256 and the
paid-up capital will be reduced from Bt2,188,680,840 to
Bt84,977,256.
The Company has been registered for reducing the company's
capital at the Ministry of Commerce since January 29, 2003
MODERN HOME: SET Still Suspends Securities Trading
--------------------------------------------------
The Stock Exchange of Thailand (SET) first posted an
"NP" sign (Notice Pending) on Modern Home Development Public
Company Limited (M-HOME) on 4 March 2003 because it had failed
to submit its financial statement for the period ending 31
December 2002 by the specified deadline, and the SET posted an
"SP" sign on 11 March 2003 because M-HOME failed to submit its
financial statement within five working days after the SET first
posted an "NP" sign against its securities.
However, M-HOME has publicly released to the SET and investors
its audited financial statements for the period ending 31
December 2002. Since its auditor issued a Disclaimer of Opinion
on its financial statements, it can be considered that the
numbers (indicating the financial status and operating results
of the company presented in its financial statements) did not
reflect the actual position of the company and the Securities
and Exchange Commission (SEC) probably issues an instruction
that they are obliged to amend its financial statements.
The SET has posted "SP" sign for suspended trading on M-HOME for
the second trading session on 17 April 2003 until the company
has disseminated its financial statements and clarifications
about the auditor's opinion to enable shareholders and general
investors to have sufficient time to scrutinize the auditor's
opinion relating to the results in financial statements,
including the company's clarification as a whole.
PRASIT PATANA: Seeks Further Extension on 2002 F/S Submission
-------------------------------------------------------------
Prasit Patana Public Company Limited refers to its letter with
Ref # 033/023/2003 dated 5th March 2003 in which the COmpany
advised that the SEC had approved an extension of time for the
company to lodge its annual financial statements for the year
ended December 31, 2002 to April 17, 2003.
PricewaterhouseCoopers Corporate Restructuring Limited, as the
Plan Administrator of Prasit Patana Public Company Limited,
informed that the company is not yet able to lodge the financial
statements and has requested from the SEC a further extension of
time to Monday April 28, 2003.
THAI PETROCHEMICAL: Bankruptcy Court Orders EPL Removal
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Effective Planners Limited (EPL) confirmed on Monday that the
Central Bankruptcy Court has ordered its removal from the
position of Plan Administrator of Thai Petrochemical Industry
Public Company Limited.
The court noted that EPL had all the requisite qualifications to
serve as Plan Administrator of TPI and had not done any damage
to the company or acted dishonestly.
According to the court, the two primary reasons for EPL's
removal were TPI's not meeting EBITDA projection levels, which
were provided in the plan and accepted by TPI's creditors as
simply forecasts, not as minimum threshold levels that had to be
achieved under all circumstances. Secondly, the court cited that
EPL had not increased production levels at TPI's Rayong refinery
complex to 125,000 barrels per day. Under EPL's control, TPI did
increase its refinery production from an average of 65,000
barrels per day to approximately 100,000 barrels per day. The
figure of 125,000 barrels per day was merely one of the numerous
assumptions used in formulating the forecasts accompanying the
plan.
"Our position on both these matters is that all TPI stakeholders
were aware that these figures, for both TPI's EBITDA and
production levels, were non-binding forecasts, and only
forecasts, not bottomline figures that under all circumstances
must be achieved," stated Mr. Peter Gothard, Managing Director
of Effective Planners Limited. "The petrochemical industry is
inherently volatile and market swings have a pronounced affect
on the company's performance. Because of this, the assumptions
on which the forecasts were prepared some four years ago have
turned out to be different in reality. That is perfectly normal
in any business."
In its judgment, the court has also encouraged TPI's creditors,
who will shortly select a permanent plan administrator for TPI,
to nominate a party that is acceptable to the debtor for this
role.
"While we respect the court's decision, it is obviously a
disappointment for us, not least as it comes just as TPI has
recorded its first quarterly net profit in years and its highest
monthly EBITDA figure, in March 2003, on record," added Mr.
Gothard.
EPL's legal advisors as well as those of the Committee of
Creditors of TPI have consistently expressed the highest
confidence in EPL's legal position with respect to all items
raised in the petition to remove EPL as plan administrator of
TPI.
These same legal advisors have repeatedly expressed their
opinion that EPL has faithfully adhered to all responsibilities,
requirements and processes in faithfully implementing TPI's
rehabilitation plan.
EPL will completely follow all of the court's instructions
concerning the transfer of authorities and responsibilities to
the interim plan administrator.
"We will immediately begin consultations with the Committee of
Creditors and the Official Receiver in order to facilitate and
practically execute the required change in control. At the same
time, we will review the court's decision with our legal counsel
to explore the practical implications of this decision and
possible legal options, including an appeal," added Mr. Gothard.
CONTACT INFORMATION: Aziam Burson-Marsteller
James/Waraporn/Satida
Tel. 0 2252 9871-7
THAI PETROCHEMICAL: Issues Q103 Profit Clarification
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Thai Petrochemical Industry Public Company Limited (TPI) refers
to the reviewed consolidated financial statements for the first
quarter ended March 31, 2003.
For the first quarter ended March 31, 2003, the consolidated net
profit was Bt322.53 million. This compares to the consolidated
net loss of the same period of prior year of Bt456.89 million,
which results in a difference of Bt779.42 million. The following
items can account for the majority of this change:
1. Sales revenue and Gross margin
The company and its subsidiaries had sales revenue for the first
quarter ended March 31, 2003 of Bt21,835.88 million, while the
figure for the prior year was Bt16,262.61 million. The increase
of Bt5,573.27 million or 34.27 percent was reflected upturn of
global market oil price especially in February and March 2003,
as a result of the United States - Iraq conflict and other
market factors.
Furthermore, the percentage of gross margin to sales revenue was
higher by 3.47 percent in comparison with the prior year
(percentage of gross margin was 17.68 percent for the first
quarter of 2003 and 14.21 percent for the first quarter of
2002). As a result, the company and its subsidiaries
recorded a gross margin of Bt 3,859.99 million in the first
quarter of 2003 which was Bt1,549.36 million higher than the
gross margin of Bt2,310.63 million recorded in the first
quarter of 2002.
2. Foreign exchange gains
The company and its subsidiaries had a gain on foreign exchange
of Bt439.31 million for the first quarter of 2003, while the
same period in 2002 the gain on foreign exchange was Bt1,208.97
million. This was the result of movements of the value of the
Thai Baht against the US Dollar during the relevant periods.
3. Interest income
Interest income of TPI and its subsidiaries for the first three
months of 2003 was Bt20.18 million which was significantly lower
than the Bt133.99 million recorded for the first quarter of
2002. This reduction is the result of the company ceasing to
accrue interest in its accounts on amounts due by related
parties in accordance with the accounting standards. The company
has fully provided for the related party loans in question as
doubtful debts.
4. Rehabilitation expenses
The rehabilitation expenses for the first quarter ended March
31, 2003 were Bt124.40 million which was 20.47 percent lower
than the same period of the prior year. The rehabilitation
expenses include bank charges, plan administrator fees, security
expenses, legal fees and Creditor Steering Committee fees.
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter -- Asia Pacific is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Trenton, NJ
USA, and Beard Group, Inc., Washington, DC USA. Lyndsey Resnick,
Maria Vyrna Nineza-Merlin, Maria Cristina Pernites-Lao, Editors.
Copyright 2003. All rights reserved. ISSN: 1520-9482.
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