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THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to the course of action to take, you should consult your stockbroker, solicitor, accountant, bank manager or other professional adviser immediately.
Bursa Malaysia Securities Berhad ("Bursa Securities") has not perused the sections pertaining to the Proposed Exemption (as defined herein) and Part B of this Circular prior to its issuance. The Securities Commission Malaysia and Bursa Securities take no responsibility for the contents of this Circular, make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Circular.
MULPHA INTERNATIONAL BHD (Company No.: 19764-T)
(Incorporated in Malaysia under the Companies Act, 1965)
CIRCULAR TO SHAREHOLDERS
IN RELATION TO
PART A
I. PROPOSED RENOUNCEABLE TWO (2)-CALL RIGHTS ISSUE OF 1,066,826,679 NEW ORDINARY SHARES OF RM0.50 EACH IN MULPHA INTERNATIONAL BHD ("MULPHA") ("MULPHA SHARE(S)") ("RIGHTS SHARE(S)") ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY TWO (2) EXISTING MULPHA SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER, AT AN INDICATIVE ISSUE PRICE OF RM0.50 PER RIGHTS SHARE, OF WHICH THE INDICATIVE FIRST CALL OF RM0.25 PER RIGHTS SHARE IS PAYABLE IN CASH ON APPLICATION AND THE INDICATIVE SECOND CALL OF RM0.25 PER RIGHTS SHARE IS TO BE CAPITALISED FROM THE SHARE PREMIUM RESERVES OF THE COMPANY ("PROPOSED RIGHTS ISSUE"); AND
II. PROPOSED EXEMPTION TO YONG PIT CHIN, MOUNT GLORY INVESTMENTS LIMITED AND THE PERSONS ACTING IN CONCERT WITH THEM FROM THE OBLIGATION TO UNDERTAKE A MANDATORY TAKE-OVER OFFER FOR ALL THE REMAINING MULPHA SHARES NOT ALREADY HELD BY THEM UPON COMPLETION OF THE PROPOSED RIGHTS ISSUE PURSUANT TO PARAGRAPH 16.1 OF PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010 ("PROPOSED EXEMPTION")
PART B
INDEPENDENT ADVICE LETTER TO THE NON-INTERESTED SHAREHOLDERS OF MULPHA IN RELATION TO THE PROPOSED EXEMPTION
AND
NOTICE OF EXTRAORDINARY GENERAL MEETING
Adviser for Part A Independent Adviser for Part B
RHB Investment Bank Berhad
(Company No. 19663-P) (A Participating Organisation of Bursa Malaysia Securities Berhad)
The Notice of the Extraordinary General Meeting ("EGM") of Mulpha International Bhd ("Company"), which is scheduled to be held at Level 11, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Friday, 12 February 2016 at 2.30 p.m., together with the Proxy Form are enclosed herein.
You are entitled to attend, speak and vote at the EGM or appoint a proxy or proxies to attend, speak and vote for and on your behalf. In such event, you are requested to complete, sign and return the enclosed Proxy Form in accordance to the instructions printed thereon at the registered office of the Company at PH2, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than 48 hours before the date and time fixed for holding the EGM as indicated below. The lodging of the Proxy Form shall not preclude you from attending, speaking and voting in person at the EGM should you subsequently wish to do so.
Last date and time for lodging the Proxy Form …….…………. : Wednesday, 10 February 2016 at 2.30 p.m.
Date and time of the EGM ..................................................…. : Friday, 12 February 2016 at 2.30 p.m.
This Circular is dated 22 January 2016
THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to the course of action to take, you should consult your stockbroker, solicitor, accountant, bank manager or other professional adviser immediately.
Bursa Malaysia Securities Berhad ("Bursa Securities") has not perused the sections pertaining to the Proposed Exemption (as defined herein) and Part B of this Circular prior to its issuance. The Securities Commission Malaysia and Bursa Securities take no responsibility for the contents of this Circular, make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Circular.
MULPHA INTERNATIONAL BHD (Company No.: 19764-T)
(Incorporated in Malaysia under the Companies Act, 1965)
CIRCULAR TO SHAREHOLDERS
IN RELATION TO
PART A
I. PROPOSED RENOUNCEABLE TWO (2)-CALL RIGHTS ISSUE OF 1,066,826,679 NEW ORDINARY SHARES OF RM0.50 EACH IN MULPHA INTERNATIONAL BHD ("MULPHA") ("MULPHA SHARE(S)") ("RIGHTS SHARE(S)") ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY TWO (2) EXISTING MULPHA SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER, AT AN INDICATIVE ISSUE PRICE OF RM0.50 PER RIGHTS SHARE, OF WHICH THE INDICATIVE FIRST CALL OF RM0.25 PER RIGHTS SHARE IS PAYABLE IN CASH ON APPLICATION AND THE INDICATIVE SECOND CALL OF RM0.25 PER RIGHTS SHARE IS TO BE CAPITALISED FROM THE SHARE PREMIUM RESERVES OF THE COMPANY ("PROPOSED RIGHTS ISSUE"); AND
II. PROPOSED EXEMPTION TO YONG PIT CHIN, MOUNT GLORY INVESTMENTS LIMITED AND THE PERSONS ACTING IN CONCERT WITH THEM FROM THE OBLIGATION TO UNDERTAKE A MANDATORY TAKE-OVER OFFER FOR ALL THE REMAINING MULPHA SHARES NOT ALREADY HELD BY THEM UPON COMPLETION OF THE PROPOSED RIGHTS ISSUE PURSUANT TO PARAGRAPH 16.1 OF PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010 ("PROPOSED EXEMPTION")
PART B
INDEPENDENT ADVICE LETTER TO THE NON-INTERESTED SHAREHOLDERS OF MULPHA IN RELATION TO THE PROPOSED EXEMPTION
AND
NOTICE OF EXTRAORDINARY GENERAL MEETING
Adviser for Part A Independent Adviser for Part B
RHB Investment Bank Berhad
(Company No. 19663-P) (A Participating Organisation of Bursa Malaysia Securities Berhad)
The Notice of the Extraordinary General Meeting ("EGM") of Mulpha International Bhd ("Company"), which is scheduled to be held at Level 11, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Friday, 12 February 2016 at 2.30 p.m., together with the Proxy Form are enclosed herein.
You are entitled to attend, speak and vote at the EGM or appoint a proxy or proxies to attend, speak and vote for and on your behalf. In such event, you are requested to complete, sign and return the enclosed Proxy Form in accordance to the instructions printed thereon at the registered office of the Company at PH2, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than 48 hours before the date and time fixed for holding the EGM as indicated below. The lodging of the Proxy Form shall not preclude you from attending, speaking and voting in person at the EGM should you subsequently wish to do so.
Last date and time for lodging the Proxy Form …….…………. : Wednesday, 10 February 2016 at 2.30 p.m.
Date and time of the EGM ..................................................…. : Friday, 12 February 2016 at 2.30 p.m.
This Circular is dated 22 January 2016
THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to the course of action to take, you should consult your stockbroker, solicitor, accountant, bank manager or other professional adviser immediately.
Bursa Malaysia Securities Berhad ("Bursa Securities") has not perused the sections pertaining to the Proposed Exemption (as defined herein) and Part B of this Circular prior to its issuance. The Securities Commission Malaysia and Bursa Securities take no responsibility for the contents of this Circular, make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Circular.
MULPHA INTERNATIONAL BHD (Company No.: 19764-T)
(Incorporated in Malaysia under the Companies Act, 1965)
CIRCULAR TO SHAREHOLDERS
IN RELATION TO
PART A
I. PROPOSED RENOUNCEABLE TWO (2)-CALL RIGHTS ISSUE OF 1,066,826,679 NEW ORDINARY SHARES OF RM0.50 EACH IN MULPHA INTERNATIONAL BHD ("MULPHA") ("MULPHA SHARE(S)") ("RIGHTS SHARE(S)") ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY TWO (2) EXISTING MULPHA SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER, AT AN INDICATIVE ISSUE PRICE OF RM0.50 PER RIGHTS SHARE, OF WHICH THE INDICATIVE FIRST CALL OF RM0.25 PER RIGHTS SHARE IS PAYABLE IN CASH ON APPLICATION AND THE INDICATIVE SECOND CALL OF RM0.25 PER RIGHTS SHARE IS TO BE CAPITALISED FROM THE SHARE PREMIUM RESERVES OF THE COMPANY ("PROPOSED RIGHTS ISSUE"); AND
II. PROPOSED EXEMPTION TO YONG PIT CHIN, MOUNT GLORY INVESTMENTS LIMITED AND THE PERSONS ACTING IN CONCERT WITH THEM FROM THE OBLIGATION TO UNDERTAKE A MANDATORY TAKE-OVER OFFER FOR ALL THE REMAINING MULPHA SHARES NOT ALREADY HELD BY THEM UPON COMPLETION OF THE PROPOSED RIGHTS ISSUE PURSUANT TO PARAGRAPH 16.1 OF PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010 ("PROPOSED EXEMPTION")
PART B
INDEPENDENT ADVICE LETTER TO THE NON-INTERESTED SHAREHOLDERS OF MULPHA IN RELATION TO THE PROPOSED EXEMPTION
AND
NOTICE OF EXTRAORDINARY GENERAL MEETING
Adviser for Part A Independent Adviser for Part B
RHB Investment Bank Berhad
(Company No. 19663-P) (A Participating Organisation of Bursa Malaysia Securities Berhad)
The Notice of the Extraordinary General Meeting ("EGM") of Mulpha International Bhd ("Company"), which is scheduled to be held at Level 11, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Friday, 12 February 2016 at 2.30 p.m., together with the Proxy Form are enclosed herein.
You are entitled to attend, speak and vote at the EGM or appoint a proxy or proxies to attend, speak and vote for and on your behalf. In such event, you are requested to complete, sign and return the enclosed Proxy Form in accordance to the instructions printed thereon at the registered office of the Company at PH2, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than 48 hours before the date and time fixed for holding the EGM as indicated below. The lodging of the Proxy Form shall not preclude you from attending, speaking and voting in person at the EGM should you subsequently wish to do so.
Last date and time for lodging the Proxy Form …….…………. : Wednesday, 10 February 2016 at 2.30 p.m.
Date and time of the EGM ..................................................…. : Friday, 12 February 2016 at 2.30 p.m.
This Circular is dated 22 January 2016
THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to the course of action to take, you should consult your stockbroker, solicitor, accountant, bank manager or other professional adviser immediately.
Bursa Malaysia Securities Berhad ("Bursa Securities") has not perused the sections pertaining to the Proposed Exemption (as defined herein) and Part B of this Circular prior to its issuance. The Securities Commission Malaysia and Bursa Securities take no responsibility for the contents of this Circular, make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Circular.
MULPHA INTERNATIONAL BHD (Company No.: 19764-T)
(Incorporated in Malaysia under the Companies Act, 1965)
CIRCULAR TO SHAREHOLDERS
IN RELATION TO
PART A
I. PROPOSED RENOUNCEABLE TWO (2)-CALL RIGHTS ISSUE OF 1,066,826,679 NEW ORDINARY SHARES OF RM0.50 EACH IN MULPHA INTERNATIONAL BHD ("MULPHA") ("MULPHA SHARE(S)") ("RIGHTS SHARE(S)") ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY TWO (2) EXISTING MULPHA SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER, AT AN INDICATIVE ISSUE PRICE OF RM0.50 PER RIGHTS SHARE, OF WHICH THE INDICATIVE FIRST CALL OF RM0.25 PER RIGHTS SHARE IS PAYABLE IN CASH ON APPLICATION AND THE INDICATIVE SECOND CALL OF RM0.25 PER RIGHTS SHARE IS TO BE CAPITALISED FROM THE SHARE PREMIUM RESERVES OF THE COMPANY ("PROPOSED RIGHTS ISSUE"); AND
II. PROPOSED EXEMPTION TO YONG PIT CHIN, MOUNT GLORY INVESTMENTS LIMITED AND THE PERSONS ACTING IN CONCERT WITH THEM FROM THE OBLIGATION TO UNDERTAKE A MANDATORY TAKE-OVER OFFER FOR ALL THE REMAINING MULPHA SHARES NOT ALREADY HELD BY THEM UPON COMPLETION OF THE PROPOSED RIGHTS ISSUE PURSUANT TO PARAGRAPH 16.1 OF PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010 ("PROPOSED EXEMPTION")
PART B
INDEPENDENT ADVICE LETTER TO THE NON-INTERESTED SHAREHOLDERS OF MULPHA IN RELATION TO THE PROPOSED EXEMPTION
AND
NOTICE OF EXTRAORDINARY GENERAL MEETING
Adviser for Part A Independent Adviser for Part B
RHB Investment Bank Berhad
(Company No. 19663-P) (A Participating Organisation of Bursa Malaysia Securities Berhad)
The Notice of the Extraordinary General Meeting ("EGM") of Mulpha International Bhd ("Company"), which is scheduled to be held at Level 11, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Friday, 12 February 2016 at 2.30 p.m., together with the Proxy Form are enclosed herein.
You are entitled to attend, speak and vote at the EGM or appoint a proxy or proxies to attend, speak and vote for and on your behalf. In such event, you are requested to complete, sign and return the enclosed Proxy Form in accordance to the instructions printed thereon at the registered office of the Company at PH2, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than 48 hours before the date and time fixed for holding the EGM as indicated below. The lodging of the Proxy Form shall not preclude you from attending, speaking and voting in person at the EGM should you subsequently wish to do so.
Last date and time for lodging the Proxy Form …….…………. : Wednesday, 10 February 2016 at 2.30 p.m.
Date and time of the EGM ..................................................…. : Friday, 12 February 2016 at 2.30 p.m.
This Circular is dated 22 January 2016
THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to the course of action to take, you should consult your stockbroker, solicitor, accountant, bank manager or other professional adviser immediately.
Bursa Malaysia Securities Berhad ("Bursa Securities") has not perused the sections pertaining to the Proposed Exemption (as defined herein) and Part B of this Circular prior to its issuance. The Securities Commission Malaysia and Bursa Securities take no responsibility for the contents of this Circular, make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Circular.
MULPHA INTERNATIONAL BHD (Company No.: 19764-T)
(Incorporated in Malaysia under the Companies Act, 1965)
CIRCULAR TO SHAREHOLDERS
IN RELATION TO
PART A
I. PROPOSED RENOUNCEABLE TWO (2)-CALL RIGHTS ISSUE OF 1,066,826,679 NEW ORDINARY SHARES OF RM0.50 EACH IN MULPHA INTERNATIONAL BHD ("MULPHA") ("MULPHA SHARE(S)") ("RIGHTS SHARE(S)") ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY TWO (2) EXISTING MULPHA SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER, AT AN INDICATIVE ISSUE PRICE OF RM0.50 PER RIGHTS SHARE, OF WHICH THE INDICATIVE FIRST CALL OF RM0.25 PER RIGHTS SHARE IS PAYABLE IN CASH ON APPLICATION AND THE INDICATIVE SECOND CALL OF RM0.25 PER RIGHTS SHARE IS TO BE CAPITALISED FROM THE SHARE PREMIUM RESERVES OF THE COMPANY ("PROPOSED RIGHTS ISSUE"); AND
II. PROPOSED EXEMPTION TO YONG PIT CHIN, MOUNT GLORY INVESTMENTS LIMITED AND THE PERSONS ACTING IN CONCERT WITH THEM FROM THE OBLIGATION TO UNDERTAKE A MANDATORY TAKE-OVER OFFER FOR ALL THE REMAINING MULPHA SHARES NOT ALREADY HELD BY THEM UPON COMPLETION OF THE PROPOSED RIGHTS ISSUE PURSUANT TO PARAGRAPH 16.1 OF PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010 ("PROPOSED EXEMPTION")
PART B
INDEPENDENT ADVICE LETTER TO THE NON-INTERESTED SHAREHOLDERS OF MULPHA IN RELATION TO THE PROPOSED EXEMPTION
AND
NOTICE OF EXTRAORDINARY GENERAL MEETING
Adviser for Part A Independent Adviser for Part B
RHB Investment Bank Berhad
(Company No. 19663-P) (A Participating Organisation of Bursa Malaysia Securities Berhad)
The Notice of the Extraordinary General Meeting ("EGM") of Mulpha International Bhd ("Company"), which is scheduled to be held at Level 11, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Friday, 12 February 2016 at 2.30 p.m., together with the Proxy Form are enclosed herein.
You are entitled to attend, speak and vote at the EGM or appoint a proxy or proxies to attend, speak and vote for and on your behalf. In such event, you are requested to complete, sign and return the enclosed Proxy Form in accordance to the instructions printed thereon at the registered office of the Company at PH2, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than 48 hours before the date and time fixed for holding the EGM as indicated below. The lodging of the Proxy Form shall not preclude you from attending, speaking and voting in person at the EGM should you subsequently wish to do so.
Last date and time for lodging the Proxy Form …….…………. : Wednesday, 10 February 2016 at 2.30 p.m.
Date and time of the EGM ..................................................…. : Friday, 12 February 2016 at 2.30 p.m.
This Circular is dated 22 January 2016
THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to the course of action to take, you should consult your stockbroker, solicitor, accountant, bank manager or other professional adviser immediately.
Bursa Malaysia Securities Berhad ("Bursa Securities") has not perused the sections pertaining to the Proposed Exemption (as defined herein) and Part B of this Circular prior to its issuance. The Securities Commission Malaysia and Bursa Securities take no responsibility for the contents of this Circular, make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Circular.
MULPHA INTERNATIONAL BHD (Company No.: 19764-T)
(Incorporated in Malaysia under the Companies Act, 1965)
CIRCULAR TO SHAREHOLDERS
IN RELATION TO
PART A
I. PROPOSED RENOUNCEABLE TWO (2)-CALL RIGHTS ISSUE OF 1,066,826,679 NEW ORDINARY SHARES OF RM0.50 EACH IN MULPHA INTERNATIONAL BHD ("MULPHA") ("MULPHA SHARE(S)") ("RIGHTS SHARE(S)") ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY TWO (2) EXISTING MULPHA SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER, AT AN INDICATIVE ISSUE PRICE OF RM0.50 PER RIGHTS SHARE, OF WHICH THE INDICATIVE FIRST CALL OF RM0.25 PER RIGHTS SHARE IS PAYABLE IN CASH ON APPLICATION AND THE INDICATIVE SECOND CALL OF RM0.25 PER RIGHTS SHARE IS TO BE CAPITALISED FROM THE SHARE PREMIUM RESERVES OF THE COMPANY ("PROPOSED RIGHTS ISSUE"); AND
II. PROPOSED EXEMPTION TO YONG PIT CHIN, MOUNT GLORY INVESTMENTS LIMITED AND THE PERSONS ACTING IN CONCERT WITH THEM FROM THE OBLIGATION TO UNDERTAKE A MANDATORY TAKE-OVER OFFER FOR ALL THE REMAINING MULPHA SHARES NOT ALREADY HELD BY THEM UPON COMPLETION OF THE PROPOSED RIGHTS ISSUE PURSUANT TO PARAGRAPH 16.1 OF PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010 ("PROPOSED EXEMPTION")
PART B
INDEPENDENT ADVICE LETTER TO THE NON-INTERESTED SHAREHOLDERS OF MULPHA IN RELATION TO THE PROPOSED EXEMPTION
AND
NOTICE OF EXTRAORDINARY GENERAL MEETING
Adviser for Part A Independent Adviser for Part B
RHB Investment Bank Berhad
(Company No. 19663-P) (A Participating Organisation of Bursa Malaysia Securities Berhad)
The Notice of the Extraordinary General Meeting ("EGM") of Mulpha International Bhd ("Company"), which is scheduled to be held at Level 11, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Friday, 12 February 2016 at 2.30 p.m., together with the Proxy Form are enclosed herein.
You are entitled to attend, speak and vote at the EGM or appoint a proxy or proxies to attend, speak and vote for and on your behalf. In such event, you are requested to complete, sign and return the enclosed Proxy Form in accordance to the instructions printed thereon at the registered office of the Company at PH2, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than 48 hours before the date and time fixed for holding the EGM as indicated below. The lodging of the Proxy Form shall not preclude you from attending, speaking and voting in person at the EGM should you subsequently wish to do so.
Last date and time for lodging the Proxy Form …….…………. : Wednesday, 10 February 2016 at 2.30 p.m.
Date and time of the EGM ..................................................…. : Friday, 12 February 2016 at 2.30 p.m.
This Circular is dated 22 January 2016
THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to the course of action to take, you should consult your stockbroker, solicitor, accountant, bank manager or other professional adviser immediately.
Bursa Malaysia Securities Berhad ("Bursa Securities") has not perused the sections pertaining to the Proposed Exemption (as defined herein) and Part B of this Circular prior to its issuance. The Securities Commission Malaysia and Bursa Securities take no responsibility for the contents of this Circular, make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Circular.
MULPHA INTERNATIONAL BHD (Company No.: 19764-T)
(Incorporated in Malaysia under the Companies Act, 1965)
CIRCULAR TO SHAREHOLDERS
IN RELATION TO
PART A
I. PROPOSED RENOUNCEABLE TWO (2)-CALL RIGHTS ISSUE OF 1,066,826,679 NEW ORDINARY SHARES OF RM0.50 EACH IN MULPHA INTERNATIONAL BHD ("MULPHA") ("MULPHA SHARE(S)") ("RIGHTS SHARE(S)") ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY TWO (2) EXISTING MULPHA SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER, AT AN INDICATIVE ISSUE PRICE OF RM0.50 PER RIGHTS SHARE, OF WHICH THE INDICATIVE FIRST CALL OF RM0.25 PER RIGHTS SHARE IS PAYABLE IN CASH ON APPLICATION AND THE INDICATIVE SECOND CALL OF RM0.25 PER RIGHTS SHARE IS TO BE CAPITALISED FROM THE SHARE PREMIUM RESERVES OF THE COMPANY ("PROPOSED RIGHTS ISSUE"); AND
II. PROPOSED EXEMPTION TO YONG PIT CHIN, MOUNT GLORY INVESTMENTS LIMITED AND THE PERSONS ACTING IN CONCERT WITH THEM FROM THE OBLIGATION TO UNDERTAKE A MANDATORY TAKE-OVER OFFER FOR ALL THE REMAINING MULPHA SHARES NOT ALREADY HELD BY THEM UPON COMPLETION OF THE PROPOSED RIGHTS ISSUE PURSUANT TO PARAGRAPH 16.1 OF PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010 ("PROPOSED EXEMPTION")
PART B
INDEPENDENT ADVICE LETTER TO THE NON-INTERESTED SHAREHOLDERS OF MULPHA IN RELATION TO THE PROPOSED EXEMPTION
AND
NOTICE OF EXTRAORDINARY GENERAL MEETING
Adviser for Part A Independent Adviser for Part B
RHB Investment Bank Berhad
(Company No. 19663-P) (A Participating Organisation of Bursa Malaysia Securities Berhad)
The Notice of the Extraordinary General Meeting ("EGM") of Mulpha International Bhd ("Company"), which is scheduled to be held at Level 11, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Friday, 12 February 2016 at 2.30 p.m., together with the Proxy Form are enclosed herein.
You are entitled to attend, speak and vote at the EGM or appoint a proxy or proxies to attend, speak and vote for and on your behalf. In such event, you are requested to complete, sign and return the enclosed Proxy Form in accordance to the instructions printed thereon at the registered office of the Company at PH2, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than 48 hours before the date and time fixed for holding the EGM as indicated below. The lodging of the Proxy Form shall not preclude you from attending, speaking and voting in person at the EGM should you subsequently wish to do so.
Last date and time for lodging the Proxy Form …….…………. : Wednesday, 10 February 2016 at 2.30 p.m.
Date and time of the EGM ..................................................…. : Friday, 12 February 2016 at 2.30 p.m.
This Circular is dated 22 January 2016
THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to the course of action to take, you should consult your stockbroker, solicitor, accountant, bank manager or other professional adviser immediately.
Bursa Malaysia Securities Berhad ("Bursa Securities") has not perused the sections pertaining to the Proposed Exemption (as defined herein) and Part B of this Circular prior to its issuance. The Securities Commission Malaysia and Bursa Securities take no responsibility for the contents of this Circular, make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Circular.
MULPHA INTERNATIONAL BHD (Company No.: 19764-T)
(Incorporated in Malaysia under the Companies Act, 1965)
CIRCULAR TO SHAREHOLDERS
IN RELATION TO
PART A
I. PROPOSED RENOUNCEABLE TWO (2)-CALL RIGHTS ISSUE OF 1,066,826,679 NEW ORDINARY SHARES OF RM0.50 EACH IN MULPHA INTERNATIONAL BHD ("MULPHA") ("MULPHA SHARE(S)") ("RIGHTS SHARE(S)") ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY TWO (2) EXISTING MULPHA SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER, AT AN INDICATIVE ISSUE PRICE OF RM0.50 PER RIGHTS SHARE, OF WHICH THE INDICATIVE FIRST CALL OF RM0.25 PER RIGHTS SHARE IS PAYABLE IN CASH ON APPLICATION AND THE INDICATIVE SECOND CALL OF RM0.25 PER RIGHTS SHARE IS TO BE CAPITALISED FROM THE SHARE PREMIUM RESERVES OF THE COMPANY ("PROPOSED RIGHTS ISSUE"); AND
II. PROPOSED EXEMPTION TO YONG PIT CHIN, MOUNT GLORY INVESTMENTS LIMITED AND THE PERSONS ACTING IN CONCERT WITH THEM FROM THE OBLIGATION TO UNDERTAKE A MANDATORY TAKE-OVER OFFER FOR ALL THE REMAINING MULPHA SHARES NOT ALREADY HELD BY THEM UPON COMPLETION OF THE PROPOSED RIGHTS ISSUE PURSUANT TO PARAGRAPH 16.1 OF PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010 ("PROPOSED EXEMPTION")
PART B
INDEPENDENT ADVICE LETTER TO THE NON-INTERESTED SHAREHOLDERS OF MULPHA IN RELATION TO THE PROPOSED EXEMPTION
AND
NOTICE OF EXTRAORDINARY GENERAL MEETING
Adviser for Part A Independent Adviser for Part B
RHB Investment Bank Berhad
(Company No. 19663-P) (A Participating Organisation of Bursa Malaysia Securities Berhad)
The Notice of the Extraordinary General Meeting ("EGM") of Mulpha International Bhd ("Company"), which is scheduled to be held at Level 11, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Friday, 12 February 2016 at 2.30 p.m., together with the Proxy Form are enclosed herein.
You are entitled to attend, speak and vote at the EGM or appoint a proxy or proxies to attend, speak and vote for and on your behalf. In such event, you are requested to complete, sign and return the enclosed Proxy Form in accordance to the instructions printed thereon at the registered office of the Company at PH2, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than 48 hours before the date and time fixed for holding the EGM as indicated below. The lodging of the Proxy Form shall not preclude you from attending, speaking and voting in person at the EGM should you subsequently wish to do so.
Last date and time for lodging the Proxy Form …….…………. : Wednesday, 10 February 2016 at 2.30 p.m.
Date and time of the EGM ..................................................…. : Friday, 12 February 2016 at 2.30 p.m.
This Circular is dated 22 January 2016
THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to the course of action to take, you should consult your stockbroker, solicitor, accountant, bank manager or other professional adviser immediately.
Bursa Malaysia Securities Berhad ("Bursa Securities") has not perused the sections pertaining to the Proposed Exemption (as defined herein) and Part B of this Circular prior to its issuance. The Securities Commission Malaysia and Bursa Securities take no responsibility for the contents of this Circular, make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Circular.
MULPHA INTERNATIONAL BHD (Company No.: 19764-T)
(Incorporated in Malaysia under the Companies Act, 1965)
CIRCULAR TO SHAREHOLDERS
IN RELATION TO
PART A
I. PROPOSED RENOUNCEABLE TWO (2)-CALL RIGHTS ISSUE OF 1,066,826,679 NEW ORDINARY SHARES OF RM0.50 EACH IN MULPHA INTERNATIONAL BHD ("MULPHA") ("MULPHA SHARE(S)") ("RIGHTS SHARE(S)") ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY TWO (2) EXISTING MULPHA SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER, AT AN INDICATIVE ISSUE PRICE OF RM0.50 PER RIGHTS SHARE, OF WHICH THE INDICATIVE FIRST CALL OF RM0.25 PER RIGHTS SHARE IS PAYABLE IN CASH ON APPLICATION AND THE INDICATIVE SECOND CALL OF RM0.25 PER RIGHTS SHARE IS TO BE CAPITALISED FROM THE SHARE PREMIUM RESERVES OF THE COMPANY ("PROPOSED RIGHTS ISSUE"); AND
II. PROPOSED EXEMPTION TO YONG PIT CHIN, MOUNT GLORY INVESTMENTS LIMITED AND THE PERSONS ACTING IN CONCERT WITH THEM FROM THE OBLIGATION TO UNDERTAKE A MANDATORY TAKE-OVER OFFER FOR ALL THE REMAINING MULPHA SHARES NOT ALREADY HELD BY THEM UPON COMPLETION OF THE PROPOSED RIGHTS ISSUE PURSUANT TO PARAGRAPH 16.1 OF PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010 ("PROPOSED EXEMPTION")
PART B
INDEPENDENT ADVICE LETTER TO THE NON-INTERESTED SHAREHOLDERS OF MULPHA IN RELATION TO THE PROPOSED EXEMPTION
AND
NOTICE OF EXTRAORDINARY GENERAL MEETING
Adviser for Part A Independent Adviser for Part B
RHB Investment Bank Berhad
(Company No. 19663-P) (A Participating Organisation of Bursa Malaysia Securities Berhad)
The Notice of the Extraordinary General Meeting ("EGM") of Mulpha International Bhd ("Company"), which is scheduled to be held at Level 11, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Friday, 12 February 2016 at 2.30 p.m., together with the Proxy Form are enclosed herein.
You are entitled to attend, speak and vote at the EGM or appoint a proxy or proxies to attend, speak and vote for and on your behalf. In such event, you are requested to complete, sign and return the enclosed Proxy Form in accordance to the instructions printed thereon at the registered office of the Company at PH2, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than 48 hours before the date and time fixed for holding the EGM as indicated below. The lodging of the Proxy Form shall not preclude you from attending, speaking and voting in person at the EGM should you subsequently wish to do so.
Last date and time for lodging the Proxy Form …….…………. : Wednesday, 10 February 2016 at 2.30 p.m.
Date and time of the EGM ..................................................…. : Friday, 12 February 2016 at 2.30 p.m.
This Circular is dated 22 January 2016
THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to the course of action to take, you should consult your stockbroker, solicitor, accountant, bank manager or other professional adviser immediately.
Bursa Malaysia Securities Berhad ("Bursa Securities") has not perused the sections pertaining to the Proposed Exemption (as defined herein) and Part B of this Circular prior to its issuance. The Securities Commission Malaysia and Bursa Securities take no responsibility for the contents of this Circular, make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Circular.
MULPHA INTERNATIONAL BHD (Company No.: 19764-T)
(Incorporated in Malaysia under the Companies Act, 1965)
CIRCULAR TO SHAREHOLDERS
IN RELATION TO
PART A
I. PROPOSED RENOUNCEABLE TWO (2)-CALL RIGHTS ISSUE OF 1,066,826,679 NEW ORDINARY SHARES OF RM0.50 EACH IN MULPHA INTERNATIONAL BHD ("MULPHA") ("MULPHA SHARE(S)") ("RIGHTS SHARE(S)") ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY TWO (2) EXISTING MULPHA SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER, AT AN INDICATIVE ISSUE PRICE OF RM0.50 PER RIGHTS SHARE, OF WHICH THE INDICATIVE FIRST CALL OF RM0.25 PER RIGHTS SHARE IS PAYABLE IN CASH ON APPLICATION AND THE INDICATIVE SECOND CALL OF RM0.25 PER RIGHTS SHARE IS TO BE CAPITALISED FROM THE SHARE PREMIUM RESERVES OF THE COMPANY ("PROPOSED RIGHTS ISSUE"); AND
II. PROPOSED EXEMPTION TO YONG PIT CHIN, MOUNT GLORY INVESTMENTS LIMITED AND THE PERSONS ACTING IN CONCERT WITH THEM FROM THE OBLIGATION TO UNDERTAKE A MANDATORY TAKE-OVER OFFER FOR ALL THE REMAINING MULPHA SHARES NOT ALREADY HELD BY THEM UPON COMPLETION OF THE PROPOSED RIGHTS ISSUE PURSUANT TO PARAGRAPH 16.1 OF PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010 ("PROPOSED EXEMPTION")
PART B
INDEPENDENT ADVICE LETTER TO THE NON-INTERESTED SHAREHOLDERS OF MULPHA IN RELATION TO THE PROPOSED EXEMPTION
AND
NOTICE OF EXTRAORDINARY GENERAL MEETING
Adviser for Part A Independent Adviser for Part B
RHB Investment Bank Berhad
(Company No. 19663-P) (A Participating Organisation of Bursa Malaysia Securities Berhad)
The Notice of the Extraordinary General Meeting ("EGM") of Mulpha International Bhd ("Company"), which is scheduled to be held at Level 11, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Friday, 12 February 2016 at 2.30 p.m., together with the Proxy Form are enclosed herein.
You are entitled to attend, speak and vote at the EGM or appoint a proxy or proxies to attend, speak and vote for and on your behalf. In such event, you are requested to complete, sign and return the enclosed Proxy Form in accordance to the instructions printed thereon at the registered office of the Company at PH2, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than 48 hours before the date and time fixed for holding the EGM as indicated below. The lodging of the Proxy Form shall not preclude you from attending, speaking and voting in person at the EGM should you subsequently wish to do so.
Last date and time for lodging the Proxy Form …….…………. : Wednesday, 10 February 2016 at 2.30 p.m.
Date and time of the EGM ..................................................…. : Friday, 12 February 2016 at 2.30 p.m.
This Circular is dated 22 January 2016
THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to the course of action to take, you should consult your stockbroker, solicitor, accountant, bank manager or other professional adviser immediately.
Bursa Malaysia Securities Berhad ("Bursa Securities") has not perused the sections pertaining to the Proposed Exemption (as defined herein) and Part B of this Circular prior to its issuance. The Securities Commission Malaysia and Bursa Securities take no responsibility for the contents of this Circular, make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Circular.
MULPHA INTERNATIONAL BHD (Company No.: 19764-T)
(Incorporated in Malaysia under the Companies Act, 1965)
CIRCULAR TO SHAREHOLDERS
IN RELATION TO
PART A
I. PROPOSED RENOUNCEABLE TWO (2)-CALL RIGHTS ISSUE OF 1,066,826,679 NEW ORDINARY SHARES OF RM0.50 EACH IN MULPHA INTERNATIONAL BHD ("MULPHA") ("MULPHA SHARE(S)") ("RIGHTS SHARE(S)") ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY TWO (2) EXISTING MULPHA SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER, AT AN INDICATIVE ISSUE PRICE OF RM0.50 PER RIGHTS SHARE, OF WHICH THE INDICATIVE FIRST CALL OF RM0.25 PER RIGHTS SHARE IS PAYABLE IN CASH ON APPLICATION AND THE INDICATIVE SECOND CALL OF RM0.25 PER RIGHTS SHARE IS TO BE CAPITALISED FROM THE SHARE PREMIUM RESERVES OF THE COMPANY ("PROPOSED RIGHTS ISSUE"); AND
II. PROPOSED EXEMPTION TO YONG PIT CHIN, MOUNT GLORY INVESTMENTS LIMITED AND THE PERSONS ACTING IN CONCERT WITH THEM FROM THE OBLIGATION TO UNDERTAKE A MANDATORY TAKE-OVER OFFER FOR ALL THE REMAINING MULPHA SHARES NOT ALREADY HELD BY THEM UPON COMPLETION OF THE PROPOSED RIGHTS ISSUE PURSUANT TO PARAGRAPH 16.1 OF PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010 ("PROPOSED EXEMPTION")
PART B
INDEPENDENT ADVICE LETTER TO THE NON-INTERESTED SHAREHOLDERS OF MULPHA IN RELATION TO THE PROPOSED EXEMPTION
AND
NOTICE OF EXTRAORDINARY GENERAL MEETING
Adviser for Part A Independent Adviser for Part B
RHB Investment Bank Berhad
(Company No. 19663-P) (A Participating Organisation of Bursa Malaysia Securities Berhad)
The Notice of the Extraordinary General Meeting ("EGM") of Mulpha International Bhd ("Company"), which is scheduled to be held at Level 11, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Friday, 12 February 2016 at 2.30 p.m., together with the Proxy Form are enclosed herein.
You are entitled to attend, speak and vote at the EGM or appoint a proxy or proxies to attend, speak and vote for and on your behalf. In such event, you are requested to complete, sign and return the enclosed Proxy Form in accordance to the instructions printed thereon at the registered office of the Company at PH2, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than 48 hours before the date and time fixed for holding the EGM as indicated below. The lodging of the Proxy Form shall not preclude you from attending, speaking and voting in person at the EGM should you subsequently wish to do so.
Last date and time for lodging the Proxy Form …….…………. : Wednesday, 10 February 2016 at 2.30 p.m.
Date and time of the EGM ..................................................…. : Friday, 12 February 2016 at 2.30 p.m.
This Circular is dated 22 January 2016
THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to the course of action to take, you should consult your stockbroker, solicitor, accountant, bank manager or other professional adviser immediately.
Bursa Malaysia Securities Berhad ("Bursa Securities") has not perused the sections pertaining to the Proposed Exemption (as defined herein) and Part B of this Circular prior to its issuance. The Securities Commission Malaysia and Bursa Securities take no responsibility for the contents of this Circular, make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Circular.
MULPHA INTERNATIONAL BHD (Company No.: 19764-T)
(Incorporated in Malaysia under the Companies Act, 1965)
CIRCULAR TO SHAREHOLDERS
IN RELATION TO
PART A
I. PROPOSED RENOUNCEABLE TWO (2)-CALL RIGHTS ISSUE OF 1,066,826,679 NEW ORDINARY SHARES OF RM0.50 EACH IN MULPHA INTERNATIONAL BHD ("MULPHA") ("MULPHA SHARE(S)") ("RIGHTS SHARE(S)") ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY TWO (2) EXISTING MULPHA SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER, AT AN INDICATIVE ISSUE PRICE OF RM0.50 PER RIGHTS SHARE, OF WHICH THE INDICATIVE FIRST CALL OF RM0.25 PER RIGHTS SHARE IS PAYABLE IN CASH ON APPLICATION AND THE INDICATIVE SECOND CALL OF RM0.25 PER RIGHTS SHARE IS TO BE CAPITALISED FROM THE SHARE PREMIUM RESERVES OF THE COMPANY ("PROPOSED RIGHTS ISSUE"); AND
II. PROPOSED EXEMPTION TO YONG PIT CHIN, MOUNT GLORY INVESTMENTS LIMITED AND THE PERSONS ACTING IN CONCERT WITH THEM FROM THE OBLIGATION TO UNDERTAKE A MANDATORY TAKE-OVER OFFER FOR ALL THE REMAINING MULPHA SHARES NOT ALREADY HELD BY THEM UPON COMPLETION OF THE PROPOSED RIGHTS ISSUE PURSUANT TO PARAGRAPH 16.1 OF PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010 ("PROPOSED EXEMPTION")
PART B
INDEPENDENT ADVICE LETTER TO THE NON-INTERESTED SHAREHOLDERS OF MULPHA IN RELATION TO THE PROPOSED EXEMPTION
AND
NOTICE OF EXTRAORDINARY GENERAL MEETING
Adviser for Part A Independent Adviser for Part B
RHB Investment Bank Berhad
(Company No. 19663-P) (A Participating Organisation of Bursa Malaysia Securities Berhad)
The Notice of the Extraordinary General Meeting ("EGM") of Mulpha International Bhd ("Company"), which is scheduled to be held at Level 11, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Friday, 12 February 2016 at 2.30 p.m., together with the Proxy Form are enclosed herein.
You are entitled to attend, speak and vote at the EGM or appoint a proxy or proxies to attend, speak and vote for and on your behalf. In such event, you are requested to complete, sign and return the enclosed Proxy Form in accordance to the instructions printed thereon at the registered office of the Company at PH2, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than 48 hours before the date and time fixed for holding the EGM as indicated below. The lodging of the Proxy Form shall not preclude you from attending, speaking and voting in person at the EGM should you subsequently wish to do so.
Last date and time for lodging the Proxy Form …….…………. : Wednesday, 10 February 2016 at 2.30 p.m.
Date and time of the EGM ..................................................…. : Friday, 12 February 2016 at 2.30 p.m.
This Circular is dated 22 January 2016
THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to the course of action to take, you should consult your stockbroker, solicitor, accountant, bank manager or other professional adviser immediately.
Bursa Malaysia Securities Berhad ("Bursa Securities") has not perused the sections pertaining to the Proposed Exemption (as defined herein) and Part B of this Circular prior to its issuance. The Securities Commission Malaysia and Bursa Securities take no responsibility for the contents of this Circular, make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Circular.
MULPHA INTERNATIONAL BHD (Company No.: 19764-T)
(Incorporated in Malaysia under the Companies Act, 1965)
CIRCULAR TO SHAREHOLDERS
IN RELATION TO
PART A
I. PROPOSED RENOUNCEABLE TWO (2)-CALL RIGHTS ISSUE OF 1,066,826,679 NEW ORDINARY SHARES OF RM0.50 EACH IN MULPHA INTERNATIONAL BHD ("MULPHA") ("MULPHA SHARE(S)") ("RIGHTS SHARE(S)") ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY TWO (2) EXISTING MULPHA SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER, AT AN INDICATIVE ISSUE PRICE OF RM0.50 PER RIGHTS SHARE, OF WHICH THE INDICATIVE FIRST CALL OF RM0.25 PER RIGHTS SHARE IS PAYABLE IN CASH ON APPLICATION AND THE INDICATIVE SECOND CALL OF RM0.25 PER RIGHTS SHARE IS TO BE CAPITALISED FROM THE SHARE PREMIUM RESERVES OF THE COMPANY ("PROPOSED RIGHTS ISSUE"); AND
II. PROPOSED EXEMPTION TO YONG PIT CHIN, MOUNT GLORY INVESTMENTS LIMITED AND THE PERSONS ACTING IN CONCERT WITH THEM FROM THE OBLIGATION TO UNDERTAKE A MANDATORY TAKE-OVER OFFER FOR ALL THE REMAINING MULPHA SHARES NOT ALREADY HELD BY THEM UPON COMPLETION OF THE PROPOSED RIGHTS ISSUE PURSUANT TO PARAGRAPH 16.1 OF PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010 ("PROPOSED EXEMPTION")
PART B
INDEPENDENT ADVICE LETTER TO THE NON-INTERESTED SHAREHOLDERS OF MULPHA IN RELATION TO THE PROPOSED EXEMPTION
AND
NOTICE OF EXTRAORDINARY GENERAL MEETING
Adviser for Part A Independent Adviser for Part B
RHB Investment Bank Berhad
(Company No. 19663-P) (A Participating Organisation of Bursa Malaysia Securities Berhad)
The Notice of the Extraordinary General Meeting ("EGM") of Mulpha International Bhd ("Company"), which is scheduled to be held at Level 11, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Friday, 12 February 2016 at 2.30 p.m., together with the Proxy Form are enclosed herein.
You are entitled to attend, speak and vote at the EGM or appoint a proxy or proxies to attend, speak and vote for and on your behalf. In such event, you are requested to complete, sign and return the enclosed Proxy Form in accordance to the instructions printed thereon at the registered office of the Company at PH2, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than 48 hours before the date and time fixed for holding the EGM as indicated below. The lodging of the Proxy Form shall not preclude you from attending, speaking and voting in person at the EGM should you subsequently wish to do so.
Last date and time for lodging the Proxy Form …….…………. : Wednesday, 10 February 2016 at 2.30 p.m.
Date and time of the EGM ..................................................…. : Friday, 12 February 2016 at 2.30 p.m.
This Circular is dated 22 January 2016
THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to the course of action to take, you should consult your stockbroker, solicitor, accountant, bank manager or other professional adviser immediately.
Bursa Malaysia Securities Berhad ("Bursa Securities") has not perused the sections pertaining to the Proposed Exemption (as defined herein) and Part B of this Circular prior to its issuance. The Securities Commission Malaysia and Bursa Securities take no responsibility for the contents of this Circular, make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Circular.
MULPHA INTERNATIONAL BHD (Company No.: 19764-T)
(Incorporated in Malaysia under the Companies Act, 1965)
CIRCULAR TO SHAREHOLDERS
IN RELATION TO
PART A
I. PROPOSED RENOUNCEABLE TWO (2)-CALL RIGHTS ISSUE OF 1,066,826,679 NEW ORDINARY SHARES OF RM0.50 EACH IN MULPHA INTERNATIONAL BHD ("MULPHA") ("MULPHA SHARE(S)") ("RIGHTS SHARE(S)") ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY TWO (2) EXISTING MULPHA SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER, AT AN INDICATIVE ISSUE PRICE OF RM0.50 PER RIGHTS SHARE, OF WHICH THE INDICATIVE FIRST CALL OF RM0.25 PER RIGHTS SHARE IS PAYABLE IN CASH ON APPLICATION AND THE INDICATIVE SECOND CALL OF RM0.25 PER RIGHTS SHARE IS TO BE CAPITALISED FROM THE SHARE PREMIUM RESERVES OF THE COMPANY ("PROPOSED RIGHTS ISSUE"); AND
II. PROPOSED EXEMPTION TO YONG PIT CHIN, MOUNT GLORY INVESTMENTS LIMITED AND THE PERSONS ACTING IN CONCERT WITH THEM FROM THE OBLIGATION TO UNDERTAKE A MANDATORY TAKE-OVER OFFER FOR ALL THE REMAINING MULPHA SHARES NOT ALREADY HELD BY THEM UPON COMPLETION OF THE PROPOSED RIGHTS ISSUE PURSUANT TO PARAGRAPH 16.1 OF PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010 ("PROPOSED EXEMPTION")
PART B
INDEPENDENT ADVICE LETTER TO THE NON-INTERESTED SHAREHOLDERS OF MULPHA IN RELATION TO THE PROPOSED EXEMPTION
AND
NOTICE OF EXTRAORDINARY GENERAL MEETING
Adviser for Part A Independent Adviser for Part B
RHB Investment Bank Berhad
(Company No. 19663-P) (A Participating Organisation of Bursa Malaysia Securities Berhad)
The Notice of the Extraordinary General Meeting ("EGM") of Mulpha International Bhd ("Company"), which is scheduled to be held at Level 11, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Friday, 12 February 2016 at 2.30 p.m., together with the Proxy Form are enclosed herein.
You are entitled to attend, speak and vote at the EGM or appoint a proxy or proxies to attend, speak and vote for and on your behalf. In such event, you are requested to complete, sign and return the enclosed Proxy Form in accordance to the instructions printed thereon at the registered office of the Company at PH2, Menara Mudajaya, No. 12A, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than 48 hours before the date and time fixed for holding the EGM as indicated below. The lodging of the Proxy Form shall not preclude you from attending, speaking and voting in person at the EGM should you subsequently wish to do so.
Last date and time for lodging the Proxy Form …….…………. : Wednesday, 10 February 2016 at 2.30 p.m.
Date and time of the EGM ..................................................…. : Friday, 12 February 2016 at 2.30 p.m.
This Circular is dated 22 January 2016
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