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【TWL 7079 交流专区】（前名 TIGER ）
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发表于 12-9-2022 10:34 AM
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Particulars of substantial Securities HolderName | DATIN SEK CHIAN NEE | Nationality/Country of incorporation | Malaysia | Descriptions (Class) | Ordinary Shares |
Details of changesNo | Date of change | No of securities | Type of Transaction | Nature of Interest | | 1 | 06 Sep 2022 | 100,000,000 | Disposed | Direct Interest | Name of registered holder | Datin Sek Chian Nee | Description of "Others" Type of Transaction | | | 2 | 06 Sep 2022 | 3,000,000 | Disposed | Direct Interest | Name of registered holder | Datin Sek Chian Nee | Description of "Others" Type of Transaction | | | 3 | 06 Sep 2022 | 2,500,000 | Transferred | Direct Interest | Name of registered holder | Datin Sek Chian Nee | Description of "Others" Type of Transaction | |
Circumstances by reason of which change has occurred | 1. Disposal of Ordinary Shares via Direct Business Transaction.2. Disposal of Ordinary Shares through Open Market.3. Transfer of Ordinary Shares to her spouse, Dato' Tan Wei Lian. | Nature of interest | Direct and Indirect Interest | Direct (units) | 96,652,450 | Direct (%) | 2.591 | Indirect/deemed interest (units) | 937,707,778 | Indirect/deemed interest (%) | 25.139 | Total no of securities after change | 1,034,360,228 | Date of notice | 09 Sep 2022 | Date notice received by Listed Issuer | 09 Sep 2022 |
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发表于 10-10-2022 02:51 PM
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Type | Announcement | Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS | Description | TWL HOLDINGS BERHAD ("TWL" or "the Company") DISPOSAL OF NINE (9) PLOTS OF FREEHOLD LAND IN MUKIM BATU, DAERAH WILAYAH PERSEKUTUAN KUALA LUMPUR BY SUBSIDIARY OF THE COMPANY | The Board of Directors of TWL Holdings Berhad [formerly known as Tiger Synergy Berhad] ("TWL”) wishes to announce that TWL Property Venture Sdn Bhd (Registration No.: 198901006161 [183466-T]) [formerly known as Tiger Synergy Timber Sdn Bhd] ("TPVSB" or "Vendor"), a wholly-owned subsidiary of the TWL had on 03.09.2020 entered into Sale and Purchase Agreements and a Supplemental Agreement ("Agreements") with Dunia Herbs Sales and Marketing Sdn Bhd(Registration No.: 200801002794 [804078-U])("DHSM" or "Buyer") for the disposal of the following nine (9) plots of freehold land ("Property") with a total cash consideration of Ringgit Malaysia Four Million (RM 4,000,000.00) only ("Disposal Consideration") subject to the terms and conditions contained in the Agreements.
Please refer to the attachment for further details.
This announcement is dated 06th October 2022. |
https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3297703
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发表于 12-10-2022 02:30 PM
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Type | Reply to Query | Reply to Bursa Malaysia's Query Letter - Reference ID | IQL-07102022-00001 | Subject | DISPOSAL OF NINE (9) PLOTS OF FREEHOLD LAND IN MUKIM BATU, DAERAH WILAYAH PERSEKUTUAN KUALA LUMPUR BY SUBSIDIARY OF THE COMPANY | Description | TWL HOLDINGS BERHAD ("TWL" or "the Company") DISPOSAL OF NINE (9) PLOTS OF FREEHOLD LAND IN MUKIM BATU, DAERAH WILAYAH PERSEKUTUAN KUALA LUMPUR BY SUBSIDIARY OF THE COMPANY. | Query Letter Contents | We refer to your Company's announcement dated 6 October 2022, in respect of the aforesaid matter.
In this connection, kindly furnish Bursa Malaysia Securities Berhad with the following additional information for public release:-
1. To state the names of the substantial shareholders of DHSM together with their direct and/or indirect shareholdings.
2. Please provide details of the valuation undertaken on the Property which forms the basis of the Disposal Consideration, including the name of the independent registered valuer, date and method of valuation and quantification of the market value.
3. To disclose the status of utilization of proceeds of RM4 million.
4. To substantiate your rationale and justification to monetise the Company’s investment at RM4 million given that the disposal will result in proforma loss of RM13,737,698 to your Company. In this regard, please also state and clarify as to whether the directors of TWL has fulfilled its duty of care, skills and had undertaken the due diligence in forming its opinion that the Disposal is in the best interest of TWL Group.
5. It has been brought to our attention that the 9 plots of Property was the subject matter of a Joint Venture Agreement (“JVA”) entered between TWL Property Venture Property Sdn Bhd (formerly known as Tiger Synergy Timber Sdn. Bhd (“TSTSB”) with Kemajuan Rowther Sdn. Bhd. (“KRSB”) dated 30 June 2016 for the purpose of undertaking a residential and/ or commercial strata units and/or such other development project. However, in view that your company has proceeded to dispose of the Property via the sales and purchase agreement with Dunia Herbs Sales & Marketing Sdn Bhd on 3 September 2020 for RM4 million, please disclose with greater clarity on the status of the JVA arising from the Disposal, including but not limited to, the payment made by TSTSB to KRSB of RM3 million, being the consideration sum for entering into the JVA. | For consistency purposes, the abbreviations and definitions used throughout this announcement shall have the same meanings as those previously defined in the announcement made on 06th October 2022.
Reference is made to the announcement dated 06th October 2022 and Bursa Malaysia Securities Berhad's ("Bursa Securities") letter and email dated 07th October 2022 in relation to the above subject matter.
The Board of Directors of TWL Holdings Berhad is pleased to provide further information as requested by Bursa Securities in the attachment herein.
This announcement is dated 11th October 2022.
Please refer attachment below. |
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发表于 5-12-2022 07:09 AM
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| 1. Details of Corporate Proposal | Involve issuance of new type/class of securities ? | No | Types of corporate proposal | ESOS | Details of corporate proposal | EMPLOYEES' SHARE OPTION SCHEME | No. of shares issued under this corporate proposal | 108,053,200 | Issue price per share ($$) | Malaysian Ringgit (MYR) 0.0300 | Par Value($$) (if applicable) | Malaysian Ringgit (MYR) 0.000 | | Latest issued share capital after the above corporate proposal in the following | Units | 3,948,725,517 | Issued Share Capital ($$) | Malaysian Ringgit (MYR) 356,058,769.390 | Listing Date | 02 Dec 2022 |
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发表于 30-9-2023 12:52 PM
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Type | Announcement | Subject | NEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS)
FUND RAISING | Description | TWL HOLDINGS BERHAD ("TWL" OR THE "COMPANY")PROPOSED PRIVATE PLACEMENT OF UP TO 810,800,600 NEW ORDINARY SHARES IN TWL ("TWL SHARE(S)" OR "SHARE(S)") ("PLACEMENT SHARE(S)"), REPRESENTING NOT MORE THAN 10% OF THE TOTAL NUMBER OF ISSUED SHARES OF THE COMPANY (EXCLUDING TREASURY SHARES, IF ANY) ("PROPOSED PRIVATE PLACEMENT") | On behalf of the Board of Directors of TWL (“Board”), TA Securities Holdings Berhad (“TA Securities”) wishes to announce that the Company proposes to undertake the Proposed Private Placement.
Please refer to the attachment for further details of the Proposed Private Placement.
This announcement is dated 27 September 2023.
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https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3388427
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发表于 11-10-2023 02:57 PM
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| 1. Details of Corporate Proposal | Involve issuance of new type/class of securities ? | No | Types of corporate proposal | Exercise of Warrants | Details of corporate proposal | Conversion of Warrants E (2023/2026) to Ordinary Shares | No. of shares issued under this corporate proposal | 115,074,900 | Issue price per share ($$) | Malaysian Ringgit (MYR) 0.0300 | Par Value($$) (if applicable) | Malaysian Ringgit (MYR) 0.000 | | Latest issued share capital after the above corporate proposal in the following | Units | 4,827,398,567 | Issued Share Capital ($$) | Malaysian Ringgit (MYR) 376,750,613.680 | Listing Date | 12 Oct 2023 |
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发表于 13-10-2023 01:30 AM
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本帖最后由 icy97 于 14-10-2023 12:58 AM 编辑
Particulars of substantial Securities Holder
Name | TWL CAPITAL BERHAD | Address | T3-13A-20, 3 Towers, Menara 3, No. 296, Jalan Ampang
Kuala Lumpur
50450 Wilayah Persekutuan
Malaysia. | Company No. | 200601021373 | Nationality/Country of incorporation | Malaysia | Descriptions (Class) | Ordinary Shares |
Details of changesNo | Date of change | No of securities | Type of Transaction | Nature of Interest | | 1 | 09 Oct 2023 | 8,658,485 | Others | Indirect Interest | Name of registered holder | Dato Tan Wei Lian | Address of registered holder | TWL Mantion 88 Jalan Kilat 70200 Seremban, Negeri Sembilan Darul Khusus. | Description of "Others" Type of Transaction | TWL-WE | | 2 | 09 Oct 2023 | 4,030,000 | Acquired | Indirect Interest | Name of registered holder | Dato Tan Wei Lian | Address of registered holder | TWL Mantion 88 Jalan Kilat 70200 Seremban, Negeri Sembilan Darul Khusus. | Description of "Others" Type of Transaction | | | 3 | 09 Oct 2023 | 900,000 | Acquired | Indirect Interest | Name of registered holder | Datin Sek Chian Nee | Address of registered holder | TWL Mantion 88 Jalan Kilat 70200 Seremban, Negeri Sembilan Darul Khusus. | Description of "Others" Type of Transaction | | | 4 | 12 Oct 2023 | 114,500,000 | Others | Direct Interest | Name of registered holder | TWL Capital Berhad | Address of registered holder | T3-13A-20, 3Towers, Menara 3, No. 296, Jalan Ampang, 50450 Kuala Lumpur, Malaysia. | Description of "Others" Type of Transaction | TWL-WE |
Circumstances by reason of which change has occurred | 1. Acquisition of shares by exercise TWL-WE by Dato Tan Wei Lian.2. Acquisition of shares through open market by Dato Tan Wei Lian.3. Acquisition of shares through open market by Datin Sek Chian Nee.4. Acquisition of shares by exercise TWL-WE. | Nature of interest | Direct and Indirect Interest | Direct (units) | 755,073,500 | Direct (%) | 15.641 | Indirect/deemed interest (units) | 764,643,404 | Indirect/deemed interest (%) | 15.84 | Total no of securities after change | 1,519,716,904 | Date of notice | 13 Oct 2023 | Date notice received by Listed Issuer | 13 Oct 2023 |
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发表于 21-3-2024 03:20 PM
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| 1. Details of Corporate Proposal | Involve issuance of new type/class of securities ? | No | Types of corporate proposal | Conversion of Loan Stocks | Details of corporate proposal | Conversion of RCULS to Ordinary Shares | No. of shares issued under this corporate proposal | 145,000,000 | Issue price per share ($$) | Malaysian Ringgit (MYR) 0.0300 | Par Value($$) (if applicable) | Malaysian Ringgit (MYR) 0.000 | | Latest issued share capital after the above corporate proposal in the following | Units | 5,648,910,867 | Issued Share Capital ($$) | Malaysian Ringgit (MYR) 416,336,472.060 | Listing Date | 25 Mar 2024 |
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发表于 12-4-2024 01:04 PM
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Notice of Person Ceasing (Section 139 of CA 2016)Particulars of Substantial Securities HolderName | MISS LOW SWEE FOONG | Nationality/Country of incorporation | Malaysia | Descriptions (Class) | Ordinary Shares | Name of registered holder | LOW SWEE FOONG | Date of cessation | 04 Apr 2024 |
No of securities disposed | 76,828,849 | Circumstances by reason of which a person ceases to be a substantial shareholder | Disposal Of Shares Through Open Market. | Nature of interest | Direct Interest |  | Date of notice | 09 Apr 2024 | Date notice received by Listed Issuer | 09 Apr 2024 |
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发表于 27-8-2024 03:52 AM
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| 1. Details of Corporate Proposal | Involve issuance of new type/class of securities ? | No | Types of corporate proposal | Conversion of Loan Stocks | Details of corporate proposal | Conversion of RCULS to Ordinary Shares | No. of shares issued under this corporate proposal | 110,496,600 | Issue price per share ($$) | Malaysian Ringgit (MYR) 0.0300 | Par Value($$) (if applicable) | Malaysian Ringgit (MYR) 0.000 | | Latest issued share capital after the above corporate proposal in the following | Units | 5,876,347,035 | Issued Share Capital ($$) | Malaysian Ringgit (MYR) 420,670,754.600 | Listing Date | 19 Aug 2024 |
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发表于 9-9-2024 11:03 AM
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Date of change | 28 Aug 2024 | Name | DATIN SEK CHIAN NEE | Age | 57 | Gender | Female | Nationality | Malaysia | Designation | Executive Director | Directorate | Executive | Type of change | Resignation | Reason | To focus on other personal commitments | Details of any disagreement that he/she has with the Board of Directors | No | Whether there are any matters that need to be brought to the attention of shareholders | No |
QualificationsNo | Qualifications | Major/Field of Study | Institute/University | Additional Information | | 1 | Diploma | Perguruan | Kementerian Pelajaran Malaysia | |
Working experience and occupation | Datin Sek Chian Nee completed her Diploma in Perguruan in Kementerian Pelajaran Malaysia in 1993. Upon graduation, she joined the education industry in Bahau, Negeri Sembilan Darul Khusus as a Teacher. She joined TWL Holdings Berhad as a Group Human Resources and Admin General Manager since 2006. She was appointed as an Executive Director of TWL Holdings Berhad on 29 May 2015. | Family relationship with any director and/or major shareholder of the listed issuer | Datin Sek Chian Nee is the wife of Dato' Tan Wei Lian who is the Executive Chairman of TWL Holdings Berhad. | Any conflict of interests that he/she has with the listed issuer | NIL | Details of any interest in the securities of the listed issuer or its subsidiaries | DIRECT INTEREST: 241,509,513 ORDINARY SHARESINDIRECT INTEREST: 1,066,838,491 |
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发表于 12-9-2024 06:53 AM
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Expiry/Maturity of the securities
Instrument Category | Securities of PLC | Instrument Type | Warrants | Type Of Expiry | Expiry/Maturity of the securities | Mode of Satisfaction of Exercise/Conversion price | Cash | Exercise/ Strike/ Conversion Price | Malaysian Ringgit (MYR) 0.0400 | Exercise/ Conversion Ratio | 1:1 | Settlement Type / Convertible into | Physical (Shares) | Last Date & Time of Trading | 18 Sep 2024 05:00 PM | Date & Time of Suspension | 19 Sep 2024 09:00 AM | Last Date & Time for Transfer into Depositor's CDS a/c | 27 Sep 2024 04:30 PM | Date & Time of Expiry | 04 Oct 2024 05:00 PM | Date & Time for Delisting | 07 Oct 2024 09:00 AM |
https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3478899
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发表于 15-9-2024 02:10 AM
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本帖最后由 icy97 于 16-9-2024 07:56 AM 编辑
SUMMARY OF KEY FINANCIAL INFORMATION
30 Jun 2024 |
| | INDIVIDUAL PERIOD | CUMULATIVE PERIOD | CURRENT YEAR QUARTER | PRECEDING YEAR
CORRESPONDING
QUARTER | CURRENT YEAR TO DATE | PRECEDING YEAR
CORRESPONDING
PERIOD | 30 Jun 2024 | 30 Jun 2023 | 30 Jun 2024 | 30 Jun 2023 | $$'000 | $$'000 | $$'000 | $$'000 |
| 1 | Revenue | 28,451 | 10,815 | 51,165 | 25,691 | | 2 | Profit/(loss) before tax | 10,921 | 1,460 | 18,586 | -2,641 | | 3 | Profit/(loss) for the period | 672 | 1,411 | 7,292 | -3,129 | | 4 | Profit/(loss) attributable to ordinary equity holders of the parent | 672 | 1,411 | 7,292 | -3,129 | | 5 | Basic earnings/(loss) per share (Subunit) | 0.01 | 0.03 | 0.13 | -0.08 | | 6 | Proposed/Declared dividend per share (Subunit) | 0.00 | 0.00 | 0.00 | 0.00 |
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| AS AT END OF CURRENT QUARTER | AS AT PRECEDING FINANCIAL YEAR END | 7
| Net assets per share attributable to ordinary equity holders of the parent ($$) | 0.0800 | 0.1100
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发表于 21-9-2024 01:09 AM
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| 1. Details of Corporate Proposal | Involve issuance of new type/class of securities ? | No | Types of corporate proposal | Exercise of Warrants | Details of corporate proposal | Conversion of Warrants D ( 2021/2024) to Ordinary Shares | No. of shares issued under this corporate proposal | 80,723,437 | Issue price per share ($$) | Malaysian Ringgit (MYR) 0.0400 | Par Value($$) (if applicable) | Malaysian Ringgit (MYR) 0.000 | | Latest issued share capital after the above corporate proposal in the following | Units | 5,965,743,072 | Issued Share Capital ($$) | Malaysian Ringgit (MYR) 425,414,311.630 | Listing Date | 18 Sep 2024 |
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发表于 24-9-2024 06:55 AM
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| 1. Details of Corporate Proposal | Involve issuance of new type/class of securities ? | No | Types of corporate proposal | Exercise of Warrants | Details of corporate proposal | Conversion of Warrants D ( 2021/2024) to Ordinary Shares | No. of shares issued under this corporate proposal | 70,756,000 | Issue price per share ($$) | Malaysian Ringgit (MYR) 0.0400 | Par Value($$) (if applicable) | Malaysian Ringgit (MYR) 0.000 | | Latest issued share capital after the above corporate proposal in the following | Units | 6,036,499,072 | Issued Share Capital ($$) | Malaysian Ringgit (MYR) 429,305,891.630 | Listing Date | 24 Sep 2024 |
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发表于 25-9-2024 06:39 AM
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| 1. Details of Corporate Proposal | Involve issuance of new type/class of securities ? | No | Types of corporate proposal | Exercise of Warrants | Details of corporate proposal | Conversion of Warrants D ( 2021/2024) to Ordinary Shares | No. of shares issued under this corporate proposal | 122,378,275 | Issue price per share ($$) | Malaysian Ringgit (MYR) 0.0400 | Par Value($$) (if applicable) | Malaysian Ringgit (MYR) 0.000 | | Latest issued share capital after the above corporate proposal in the following | Units | 6,158,877,347 | Issued Share Capital ($$) | Malaysian Ringgit (MYR) 436,036,696.760 | Listing Date | 27 Sep 2024 |
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发表于 15-10-2024 10:15 AM
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Particulars of substantial Securities HolderName | TWL CAPITAL BERHAD | Address | T3-13A-20, 3 Towers, Menara 3, No. 296, Jalan Ampang
Kuala Lumpur
50450 Wilayah Persekutuan
Malaysia. | Company No. | 200601021373 | Nationality/Country of incorporation | Malaysia | Descriptions (Class) | Ordinary Shares |
Details of changesNo | Date of change | No of securities | Type of Transaction | Nature of Interest | | 1 | 20 Sep 2024 | 65,705,400 | Acquired | Direct Interest | Name of registered holder | TWL Capital Berhad | Address of registered holder | T3-13A-20, 3 Towers, Menara 3, No. 296, Jalan Ampang, 50450 Kuala Lumpur, Malaysia | Description of "Others" Type of Transaction | | | 2 | 26 Sep 2024 | 24,000,000 | Acquired | Indirect Interest | Name of registered holder | Datin Sek Chian Nee | Address of registered holder | TWL Mansion, No. 88, Jalan Kilat, 70200 Seremban, Negeri Sembilan, Malaysia. | Description of "Others" Type of Transaction | | | 3 | 01 Oct 2024 | 15,000,000 | Acquired | Indirect Interest | Name of registered holder | Datin Sek Chian Nee | Address of registered holder | TWL Mansion, No. 88, Jalan Kilat, 70200 Seremban, Negeri Sembilan, Malaysia. | Description of "Others" Type of Transaction | | | 4 | 01 Oct 2024 | 16,000,000 | Acquired | Indirect Interest | Name of registered holder | Datin Sek Chian Nee | Address of registered holder | TWL Mansion, No. 88, Jalan Kilat, 70200 Seremban, Negeri Sembilan, Malaysia. | Description of "Others" Type of Transaction | | | 5 | 02 Oct 2024 | 11,645,000 | Acquired | Indirect Interest | Name of registered holder | Datin Sek Chian Nee | Address of registered holder | TWL Mansion, No. 88, Jalan Kilat, 70200 Seremban, Negeri Sembilan, Malaysia. | Description of "Others" Type of Transaction | | | 6 | 08 Oct 2024 | 986,975 | Acquired | Indirect Interest | Name of registered holder | Dato' Tan Wei Lian | Address of registered holder | TWL Mansion, No. 88, Jalan Kilat, 70200 Seremban, Negeri Sembilan, Malaysia. | Description of "Others" Type of Transaction | |
Circumstances by reason of which change has occurred | 1. Acquisition of Ordinary via Direct Business Transaction.2. Acquisition of Ordinary via Direct Business Transaction by Datin Sek Chian Nee.3. Acquisition of Ordinary via Direct Business Transaction by Datin Sek Chian Nee.4. Acquisition of Ordinary Shares through Open Market by Datin Sek Chian Nee.5. Acquisition of Ordinary Shares through Open Market by Datin Sek Chian Nee.6. Acquisition of Ordinary Shares through Open Market by Dato' Tan Wei Lian. | Nature of interest | Direct and Indirect Interest | Direct (units) | 562,957,100 | Direct (%) | 9.097 | Indirect/deemed interest (units) | 878,728,279 | Indirect/deemed interest (%) | 14.2 | Total no of securities after change | 1,441,685,379 | Date of notice | 09 Oct 2024 | Date notice received by Listed Issuer | 09 Oct 2024 |
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发表于 11-2-2025 07:17 AM
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Type | Announcement | Subject | OTHERS | Description | NOTICES OF ASSESSMENT FOR THE YEARS OF ASSESSMENT 2017,2018,2019,2021,2022, AND 2023. | TWL Holdings Berhad ("TWL") wishes to announce that TWL received notices of assessment for the years of assessment 2017,2018,2019,2021,2022, and 2023 ("Notices") by the Inland Revenue Board of Malaysia ("IRB") amounting in aggregate to RM36,025,774.46.
The additional taxes and penalty are imposed based on the two issues:- (a) Deemed interest imposed on TWL under section 140A of the Income Tax Act; and (b) Disallowing deduction of employee share option scheme ("ESOS") expenses.
Based on the legal advice and opinion obtained from the tax solicitors, TWL is of the view that it has a good basis in law to contend the said assessment were incorrectly raised by IRB.
TWL has filed a judicial review against the IRB at the High Court of Malaya to challenge the matters arising from the said Notices. The hearing was held on 22 January 2025. Upon hearing from both parties, the Judge granted an interim stay order to stay the effect and enforcement of all the Notices of Assessment until the disposal of the leave application.
The Judge fixed for a case management on 26.02.2025.
This announcement is dated 06 February 2025. |
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发表于 7-3-2025 07:42 AM
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SUMMARY OF KEY FINANCIAL INFORMATION
31 Dec 2024 |
| | INDIVIDUAL PERIOD | CUMULATIVE PERIOD | CURRENT YEAR QUARTER | PRECEDING YEAR
CORRESPONDING
QUARTER | CURRENT YEAR TO DATE | PRECEDING YEAR
CORRESPONDING
PERIOD | 31 Dec 2024 | 31 Dec 2023 | 31 Dec 2024 | 31 Dec 2023 | MYR'000 | MYR'000 | MYR'000 | MYR'000 |
| 1 | Revenue | 20,847 | 6,817 | 40,099 | 16,169 | | 2 | Profit/(loss) before tax | 6,076 | 2,824 | 11,073 | 6,450 | | 3 | Profit/(loss) for the period | 5,084 | 2,822 | 8,474 | 5,597 | | 4 | Profit/(loss) attributable to ordinary equity holders of the parent | 5,084 | 2,822 | 8,474 | 5,597 | | 5 | Basic earnings/(loss) per share (Subunit) | 0.08 | 0.06 | 0.14 | 0.11 | | 6 | Proposed/Declared dividend per share (Subunit) | 0.00 | 0.00 | 0.00 | 0.00 |
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| AS AT END OF CURRENT QUARTER | AS AT PRECEDING FINANCIAL YEAR END | 7
| Net assets per share attributable to ordinary equity holders of the parent | 0.0800 | 0.0800
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发表于 28-3-2025 07:18 AM
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Type | Announcement | Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS | Description | ACQUISITION OF SHARES IN TWL AVENUE (KAPAR) SDN BHD FORMERLY KNOWN AS TINTA LAND SDN BHD | CONTENTS: 1. INTRODUCTION The Board of TWL Holdings Berhad ("TWL") is pleased to announce that TWL has acquired 40.005% of the share capital of TWL Avenue (Kapar) Sdn Bhd (1458211-A) formerly known as Tinta Land Sdn Bhd ("TAKSB") comprising of 4,001,500 ordinary share of RM1.00 each fully paid for consideration of RM8.5 million ("Acquisition") from TWL Capital Berhad ("TCB").
2. DETAILS OF THE ACQUISITION 2.1 Information on TCB TCB was incorporated in Malaysia under the Companies Act 1965 as a public limited company on 17.07.2006. The principal activities of the TCB are general trading and investment. The total issued of ordinary shares is RM10,000,000. The current directors of TCB are Dato Tan Wei Lian and Datin Sek Chian Nee.
2.2 Information on TAKSB TAKSB was incorporated in Malaysia under the Companies Act 2016 as a private limited company on 06.04.2022. The principal activity of TAKSB is property development. The total issued of ordinary shares in RM10,002,500. The current directors of TAKSB is Elaine Tan Yi Ying, Tan Lee Chin and Dato Tan Wei Lian.
3. BASIS OF ARRIVING AT THE PURCHASE CONSIDERATION The purchase consideration was on a willing buyer, willing seller basis. There will be no liabilities assumed by TWL arising from the Acquisition.
4. SOURCE OF FUNDING The purchase consideration for the Acquisition will be financed through internally generated funds.
5. RATIONALE FOR THE ACQUISITION The Acquisition allows for business growth and financially stability by creating new opportunities and increasing revenue to the Group. It helps strengthen resources, and support future projects.
6. RISK FACTOR The Board of TWL is not aware of any specific risk factors arising from the Acquisition other than the normal and market risks.
7. FINANCIAL EFFECTS 7.1 Share Capital The Acquisition has no effect on the share capital of TWL as it was satisfied entirely by fund generated internally.
7.2 Net Assets The Acquisition is not expected to have any significant effect on the Net Assets of the TWL's Group for the financial year ending 30 June 2025.
7.3 Earnings The Acquisiton is not expected to have any material effect on the earnings per share of the TWL's Group for the financial year ending 30 June 2025.
8. INTEREST OF DIRECTORS, MAJOR SHAREHOLDERS AND/OR PERSON CONNECTED WITH THEM Save as disclosed below, none of the Directors and/or major shareholders of TWL, and/or person connected with them have any interest, either direct or indirect, in the Acquisition:
A. INTERESTED DIRECTOR i. Dato Tan Wei Lian is an Executive Chairman of TWL. He is also the director of TCB and TAKSB. He is the brother of Ms. Tan Lee Chin. ii. Ms. Tan Lee Chin is a Managing Director of TWL and director of TAKSB. She is the sister of Dato Tan Wei Lian. Dato Tan Wei Lian and Ms. Tan Lee Chin are collectively known as the Interested Director.
B.INTERESTED MAJOR/SUBSTANTIAL SHAREHOLDER i. Datin Sek Chian Nee is the director of TCB and also substantial shareholder of TWL. ii. TCB is a substantial shareholder of TWL.
Accordingly, the Interested Directors have abstained from deliberating on the Acquisition at the relevant Board Meeting.
9. PARTICULARS OF LIABILITIES TO BE ASSUMED There are no liabilities including contingent liabilities to be assumed by TWL arising from the Acquisition.
10. DEPARTURE FROM THE SECURITIES COMMISSION'S POLICIES AND GUIDELINES ON ISSUE OF SECURITIES The Acquisition does not involve any issue/offer of securities, the Securities Commission's Policies and Guidelines on Issue/Offer of Securities are therefore not applicable.
11. DIRECTORS STATEMENTS The Board (save for the Interested Director), having considered all aspects of the Acquisition, including the basis, justification, rationale, and effects of the Acquisition is of the opinion the Acquisition is in the best interest of TWL.
12. AUDIT & RISK COMMITTEE'S STATEMENT The Audit and Risk Committee (save for the Interested Directors), after having considered all relevant aspects of the Acquisition, including source of funds, the basis and justifications, rationale and effects is of the opinion that the Acquisition is the best interest of TWL, fair, reasonable, and on normal commercial terms and also not detrimental to the interested and non-interested party.
13. APPROVAL REQUIRED The Acquisition is not subject to the approval of the shareholders of TWL nor from relevant parties.
The announcement is dated 27 March 2025. |
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