MSWG Weekly Newsletter 09 December 2016

Friday, 9 December, 2016

09 December 2016

MESSAGE FROM THE CEO

When I left the Employees Provident Fund (EPF) in 2009 to take on the position of CEO at the Minority Shareholders Watchdog Group (MSWG), I never would have imagined that I would stay here for eight amazing years.

In this time period, I believe my team and I at MSWG had indeed achieved significant progress in terms of giving the minority shareholder a level of voice and influence.

Through our presence and questions at AGMs, investigations into corporate proposals, research initiatives, media highlights and annual corporate governance (CG) scorecards have brought about a certain level of transparency and thus accountability and responsibility to Bursa Malaysia-listed companies.

Today, our capital markets have grown to a point where corporate performance is not only measured in terms of returns to the controlling owners but also their commensurate benefit to the wider stakeholder community such as employees, the media, their communities and business partners.

Our listed corporations have come to adopt a much longer-term viewpoint of their business practices, which can only be beneficial from an investment and sustainability standpoint.

Perhaps our biggest achievement is the fact that our listed corporations today have a self-starting philosophy when it comes to CG, something that MSWG, Bursa and the Securities Commission have always tried to achieve. Having said that, we still have a long way to go on the CG front.

The need for better-quality and more-qualified independent directors remains a priority, while our boards could still do with more Independence and diversity of work experience, gender and race. Our current gender diversity numbers of below 15 percent for the top 100 companies is still a far cry from the Government’s target of 30 percent.

And while our larger corporations are now well-versed in CG, smaller, less-liquid listed companies need to up their game to match their larger contemporaries. However, stating that in scouring through the annual reports of the small and mid-cap stocks we have seen marked improvements in their disclosures.  I am sure that over time we will achieve these much-vaunted objectives.

As we have always said, good CG practices are never forced. They come from within, and I think we have started a very positive ball rolling on this front.

Of course, none of MSWG’s achievements would have been possible without a good team, and I would like to take this opportunity to thank all my staff and our associates, who have helped MSWG come so far in such a short space of time. Also to the regulators, Securities Commission, CMDF and Bursa I appreciate your valuable support.  Thank You from the bottom of my heart!

And to the new CEO, I welcome you to the role and wish you all the best of luck.

I would like to also take the opportunity to highlight that the fifth edition of our ASEAN-CG Awards Ceremony will be held on Thursday 15 December from 10.00 am to 2.30 pm at the Sime Darby Convention Centre.

As we always do, we will be announcing our 2016 findings and results of the level of corporate governance in Malaysia using our unique ASEAN CG Scorecard methodology, the details of which have become highly news and noteworthy to the media and corporate players in recent years.

I hope to see you there!

 

Regards,

Rita


MSWG’S QUICKTAKE TRANSACTION

MALAYSIA PACKAGING INDUSTRY BERHAD (“MAYPAK”)

Maypak announced that the takeover offer has closed on 5 December 2016 (“Closing Date”) and the  offeror has received acceptances in respect of the Offer resulting in the Offeror holding not less than nine-tenths (9/10) of the total issued and paid-up share capital of Maypak as at the Closing Date;

In accordance with Paragraph 9.19(48) of the Main Market Listing Requirements of Bursa Malaysia (“MMLR”) and with the fact that the offeror does not intend to maintain the listing status of Maypak and will not undertake any steps to address the shortfall in the public spread, Bursa Malaysia will suspend the trading of Maypak Shares upon the expiry of five (5) market days from the Closing Date. The suspension shall be effective on 14 December 2016.

[Source: Maypak’s announcement on Bursa Malaysia’s website on 5 December 2016]

MSWG’S COMMENTS:

We had previously on 23 September 2016 stated that the first offer of RM0.65 was at a significant discount up to 50.8% to the latest net asset per share of RM1.32. The offer price was eventually revised to RM1.00 and we had seen up to 79.6% of the shares held by the offerees accepted the offer which rendered the total shareholding of the offeror increased up to 90.81% as at 5 December 2016.

In view of the above, we wish to remind offerees of Maypak who are yet to accept the offer to consider again whether they should accept offer base on their assessment on the risk and reward trade-off for holding delisted shares.


MSWG’S WATCHLIST

ASIAMET EDUCATION GROUP BERHAD (“ASIAMET”)

Asiamet announced that the company had on 5 December 2016 entered into a conditional share sale agreement with SMRT Holdings Berhad and SMR Education Sdn Bhd for the acquisition by Asiamet of 20,000,000 ordinary shares of RM1.00 each in CUCMS Education Sdn Bhd from SMRT and SMR Education Sdn Bhd for an aggregate purchase consideration of RM166.0 million.

[Source: Asiamet’s announcement on Bursa Malaysia’s website on 5 December 2016]

 

REGULATOR’S REPRIMAND LIST OF THE WEEK

No

Regulator

Companies

Reasons

1

Bursa Malaysia

SKP Resources Berhad (SKP)

Bursa Malaysia has reprimanded SKP and imposed a total fine of RM200,000 on its three executive directors (i.e. Dato’ Gan Kim Huat, Gan Poh San and Chia Choong Kim) for breaching the Main Market Listing Requirements of Bursa Malaysia, as SKP failed to make an immediate announcement to the market when the company secured a new material contract. [Date: 29 November 2016]

2

Bursa Malaysia

MY E.G. Services Berhad (MYEG)

Bursa Malaysia has reprimanded MYEG and imposed a fine of RM50,000 on its Managing Director, Wong Thean Soon for breaching the Main Market Listing Requirements of Bursa Malaysia, as MYEG failed to ensure that no disclosure of material information is made on an individual or selective basis to analysts, shareholders, journalists or other persons unless such information has previously been fully disclosed and disseminated to the public. [Date: 30 November 2016]

3

Bursa Malaysia

Malaysia Steel Works (KL) Bhd (Masteel)

Bursa Malaysia publicly reprimands Masteel and 3 executive directors (i.e. Dato’ Sri Tai Hean Leng @ Tek Hean Leng, Lee Kean Binh and Lau Yoke Leong) for breaches of the Main Market Listing Requirements of Bursa Malaysia. In addition, the 3 executive directors of MASTEEL are fined a total of RM130,500. [Date: 8 December 2016]


LOCAL NEWS AND DEVELOPMENTS

Bank Negara Malaysia announces measures to boost forex market liquidity

http://www.theedgemarkets.com/my/article/bank-negara-malaysia-announces-measures-boost-forex-market-liquidity?type=Corporate

MBSB mum over merger with Asian Finance Bank Bhd

http://www.themalaymailonline.com/money/article/mbsb-mum-over-merger-with-asian-finance-bank-bhd

Malaysia November palm oil stocks seen posting sharpest rise in 5 months

http://www.thestar.com.my/business/business-news/2016/12/05/malaysia-november-palm-oil-stocks-seen-posting-sharpest-rise-in-5-months/

Collaboration between SC and MIMOS on Big Data Capability in Capital Market

https://www.sc.com.my/post_archive/collaboration-between-sc-and-mimos/

SC and bank probe Vivocom research report, analyst relieved of duties

http://www.thestar.com.my/business/business-news/2016/12/01/sc-and-bank-begin-probe-on-vivocom-research-report/

Malaysian manufacturing -- stuck in a rut with nowhere to go?

http://www.theedgemarkets.com/my/article/malaysian-manufacturing-stuck-rut-nowhere-go?type=Corporate

SC has to step up efforts to fight market abuses

http://www.theedgemarkets.com/my/article/sc-has-step-efforts-fight-market-abuses?type=Corporate

Top Glove, DiGi among four companies in new business integrity alliance

http://www.theedgemarkets.com/my/article/top-glove-digi-among-four-companies-new-business-integrity-alliance?type=Corporate


GLOBAL NEWS AND DEVELOPMENTS

Eurozone manufacturing picks up as weaker euro bolsters exports

http://www.thestar.com.my/business/business-news/2016/12/02/eurozone-manufacturing-picks-up-as-weaker-euro-bolsters-exports/

QE plans thrown up in the air with Renzi’s defeat

http://www.thestar.com.my/business/business-news/2016/12/06/qe-plans-thrown-up-in-the-air-with-renzis-defeat/

'Fintech' poses challenges for banking-sector stability - BOJ's Kuroda

http://www.theedgemarkets.com/my/article/fintech-poses-challenges-banking-sector-stability-bojs-kuroda?type=Corporate

Wall St rises, buoyed by economic data; Dow sets high

http://www.theedgemarkets.com/my/article/wall-st-rises-buoyed-economic-data-dow-sets-high?type=Corporate

Indian economy grows 7.3% in Sept quarter - government

http://www.thestar.com.my/business/business-news/2016/11/30/indian-economy-grows-7pt3pc-in-sept-quarter---government/

Global factories had bumper November but growth may have peaked

http://www.theedgemarkets.com/my/article/global-factories-had-bumper-november-growth-may-have-peaked?type=Corporate


MSWG Analysts

Lya Rahman, General Manager, Corporate Services, [email protected]
Rebecca Yap, Head, Corporate Monitoring [email protected]
Quah Ban Aik, Head, Corporate Monitoring [email protected]
Norhisam Sidek, Manager, Corporate Monitoring [email protected]
Wong Kin Wing, Manager, Corporate Monitoring, [email protected]
Hoo Ley Beng, Manager, Corporate Monitoring [email protected] 
Nor Khalidah Khalil, Analyst, Corporate Monitoring [email protected]
Vinodth Ramasamy, Analyst, Corporate Monitoring [email protected]


DISCLOSURE OF INTERESTS

•           With regard to the companies mentioned, MSWG holds a minimum number of shares in all these companies covered in this newsletter save for Malaysia Packaging Industry Berhad.


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