【CAREPLS 0163 交流专区】Careplus集团

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CAREPLUS GROUP BERHAD

Particulars of substantial Securities Holder

Name	THINKING CAP SDN. BHD.
Address	31, Jalan RK 3/30, Rasah Kemayan, Seremban 70300 Negeri Sembilan Malaysia.
Company No.	199401008246 (293925-U)
Nationality/Country of incorporation	Malaysia
Descriptions (Class)	Ordinary shares

Details of changes

No	Date of change	No of securities	Type of Transaction	Nature of Interest
1	03 Mar 2023	3,596,200	Disposed	Direct Interest
	Name of registered holder	Thinking Cap Sdn. Bhd.
	Address of registered holder	31, Jalan RK 3/30, Rasah Kemayan, 70300 Seremban, Negeri Sembilan
	Description of "Others" Type of Transaction
2	06 Mar 2023	3,857,400	Disposed	Direct Interest
	Name of registered holder	Thinking Cap Sdn. Bhd.
	Address of registered holder	31, Jalan RK 3/30, Rasah Kemayan, 70300 Seremban, Negeri Sembilan
	Description of "Others" Type of Transaction

Circumstances by reason of which change has occurred	Disposal of shares via open market
Nature of interest	Direct Interest
Direct (units)	41,970,250
Direct (%)	7.329
Indirect/deemed interest (units)	0
Indirect/deemed interest (%)	0
Total no of securities after change	41,970,250
Date of notice	07 Mar 2023
Date notice received by Listed Issuer	07 Mar 2023

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Type	Announcement
Subject	MEMORANDUM OF UNDERSTANDING
Description	CAREPLUS GROUP BERHAD ("CAREPLUS" OR "THE COMPANY")- SIGNING OF TERM SHEET BETWEEN CAREPLUS AND GOAUTO GROUP SDN BHD ("GOAUTO")
The Board of Directors of Careplus (“Board”) wishes to announce that Careplus had, on 2 June 2023, executed a legally binding term sheet (“Term Sheet”) with GoAuto (Registration No. 202101024407 (1424707-P)) to set out the agreements and commitments of the Parties towards the proposed collaboration as joint venture partners in the field of new business development in electric vehicles (“EV”), which include the setting-up of an importation, distribution, assembling and manufacturing hub for EV via joint venture company(ies). Please refer to the attachment for the details of this announcement. This announcement is dated 2 June 2023.

https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3359633

Attachments Careplus - Term Sheet with GoAuto.pdf

Type	Announcement
Subject	OTHERS
Description	CAREPLUS GROUP BERHAD ("CAREPLUS" OR THE "COMPANY")JOINT VENTURE AND SHAREHOLDERS AGREEMENT BETWEEN CAREPLUS AND GOAUTO GROUP SDN. BHD. ("GOAUTO") IN RESPECT OF A PROJECT TO START-UP A DEALERSHIP OF "NETA" BRAND OF ELECTRIC VEHICLE UNDER NEXV SYNERGY SDN. BHD. ("NEXV"), A NEWLY ESTABLISHED SPECIAL PURPOSE VEHICLE UNDER THE COMPANIES ACT 2016 ("ACT")
Reference is made to announcement dated 2 June 2023 in relation to the signing of term sheet between Careplus and GoAuto (“Term Sheet”). Unless otherwise stated, the definitions set out in the previous announcement shall apply herein.The Board of Directors of Careplus (“Board”) wishes to announce that Careplus had, on 6 July 2023, entered into a joint venture and shareholders agreement with GoAuto (“JVSA”) in respect of a project to start-up a dealership of “NETA” brand of electric vehicles (“EV”)(“EV Dealership”). Pursuant to the Term Sheet, both Parties have agreed to enter into contractual arrangement(s) within 3 months from the date of the Term Sheet. Hence, the purpose of the JVSA is to set out the rights and obligations and mutual understanding of the Parties as well as to regulate the relationship of the Parties as shareholders in respect of NEXV, which will undertake the EV Dealership and subsequently, to expand the dealership to include other EV brands with the support from GoAuto’s expertise (“Joint Venture”). (Careplus and GoAuto are individually referred to as “Party”, and collectively as the “Parties”) Further details of the Joint Venture are set out in the enclosed attachment. This announcement is dated 6 July 2023.

https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3367641

Attachments Careplus - JVSA with GoAuto.pdf

Type	Announcement
Subject	TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS
Description	CAREPLUS GROUP BERHAD ("CAREPLUS" OR THE "COMPANY")(I)        PROPOSED NMSB JV;(II)        PROPOSED ISSB JV;(III)        PROPOSED PROVISION OF FINANCIAL ASSISTANCE; AND(IV)        PROPOSED DIVERSIFICATION(COLLECTIVELY REFERRED TO AS THE "PROPOSALS")
Reference is made to the announcement dated 2 June 2023 in relation to the signing of a term sheet between Careplus and GoAuto (“Term Sheet”) and the announcement dated 6 July 2023 in relation to the Joint Venture and Shareholders Agreement entered into between Careplus and GoAuto in respect of a project to start-up a dealership of “NETA” brand of EV under NexV Synergy Sdn Bhd. Unless otherwise stated, the definitions set out in the previous announcements shall apply herein. On behalf of the Board of Directors of Careplus (“Board”), UOB Kay Hian Securities (M) Sdn Bhd (“UOBKH”) wishes to announce that Careplus and GoAuto (collectively, “the Parties” and the expression “Party” means either or each of them) had on 4 September 2023, entered into the following agreements:- a joint venture and shareholders agreement (“JVSA”) in respect of the project to be undertaken by NMSB in connection with NEV Manufacturing Hub to be built by CPP on an existing 73.34 acres land located in Chembong, Negeri Sembilan (“Chembong Land”) held by CPP (“JVSA 1”); a JVSA in respect of the project to be undertaken by ISSB in connection with the EV Distributorship (“JVSA 2”) and a share swap agreement between Careplus and GoAuto, for the Company’s purchase of  30% equity interest in ISSB, to be satisfied via the issuance and allotment of the Consideration Shares (“SSA”). The purpose of the JVSA 1 and JVSA 2 is to set out the rights and obligations of the Parties in respect of the NEV Manufacturing Hub and the EV Distributorship respectively, in particular to record the mutual understanding of the Parties as well as to regulate the relationship of the Parties as shareholders in respect of NMSB and ISSB respectively. The purpose of the SSA is to effect the acquisition of the 30% equity stake in ISSB through the proposed share swap. In conjunction with the Proposed NMSB JV and Proposed ISSB JV (collectively, “Proposed Joint Ventures”), the Board also proposes to undertake the following:- Proposed Provision of Financial Assistance from Careplus to NMSB and ISSB pursuant to the terms of the respective JVSA 1 and JVSA 2; and Proposed Diversification of the existing business operations of the Group to include the EV Business. For information purposes, the Company had previously announced on 6 July 2023 that the Company entered into a JVSA with GoAuto in respect of a project to start-up a dealership of “NETA” brand of EV under NexV Synergy Sdn Bhd (“NEXV”), a newly established special purpose vehicle to undertake the EV Dealership and subsequently, to expand the dealership to include other EV brands with the support from GoAuto’s expertise (“NEXV JV”). The Proposed Joint Ventures are a continuation of the NEXV JV, details of which were previously announced. Further details on the Proposals are set out in the attachment enclosed. This announcement is dated 4 September 2023

https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3383069

Attachments 3. Careplus - Proposals (4 September 2023).pdf

icy97

Type	Announcement
Subject	TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS
Description	CAREPLUS GROUP BERHAD ("CAREPLUS" OR "THE COMPANY")- INVESTMENT AND SHAREHOLDERS AGREEMENT ENTERED INTO BETWEEN CAREPLUS, PT SINTONG ABADI, PT BIMA SAHABAT INDUSTRI AND PT SINTONG UNIGOLDEN GLOVE
The Board of Directors of Careplus (“Board”) wishes to announce that Careplus had on 27 August 2024 entered into an Investment and Shareholders Agreement with PT Sintong Abadi (“SA”), PT Bima Sahabat Industri (“BSI”) and PT Sintong Unigolden Glove (“SUG”) (“Agreement”) to set out the terms and conditions of Careplus’ investment in SUG, the rights and obligations of the Parties in relation to the proposed joint venture in respect of the production of medical gloves (“Proposed Joint Venture”). Please refer to the attachment for the details of this announcement. This announcement is dated 27 August 2024.

https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3477531

Attachments Careplus - Investment and Shareholders Agreement.pdf

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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	26,572	0	84,948	0
2	Profit/(loss) before tax	-1,648	0	-27,850	0
3	Profit/(loss) for the period	-1,864	0	-28,166	0
4	Profit/(loss) attributable to ordinary equity holders of the parent	-938	0	-26,568	0
5	Basic earnings/(loss) per share (Subunit)	-0.15	0.00	-4.19	0.00
6	Proposed/Declared dividend per share (Subunit)	0.00	0.00	0.00	0.00
		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 ($$)	0.4432		0.4634

icy97

CAREPLUS GROUP BERHAD

1. Details of Corporate Proposal
Involve issuance of new type/class of securities ?	No
Types of corporate proposal	Private Placement
Details of corporate proposal	PRIVATE PLACEMENT OF UP TO 9.04% OF THE TOTAL NUMBER OF ISSUED SHARES (INCLUDING TREASURY SHARES) OF CAREPLUS ("PRIVATE PLACEMENT")
No. of shares issued under this corporate proposal	19,300,000
Issue price per share ($$)	Malaysian Ringgit (MYR)   0.2571
Par Value($$) (if applicable)
Latest issued share capital after the above corporate proposal in the following
Units	719,861,799
Issued Share Capital ($$)	Malaysian Ringgit (MYR) 220,268,748.250
Listing Date	13 Sep 2024

icy97

CAREPLUS GROUP BERHAD

1. Details of Corporate Proposal
Involve issuance of new type/class of securities ?	No
Types of corporate proposal	Private Placement
Details of corporate proposal	PRIVATE PLACEMENT OF UP TO 9.04% OF THE TOTAL NUMBER OF ISSUED SHARES (INCLUDING TREASURY SHARES) OF CAREPLUS ("PRIVATE PLACEMENT")
No. of shares issued under this corporate proposal	5,950,000
Issue price per share ($$)	Malaysian Ringgit (MYR)   0.2800
Par Value($$) (if applicable)
Latest issued share capital after the above corporate proposal in the following
Units	725,811,799
Issued Share Capital ($$)	Malaysian Ringgit (MYR) 221,926,418.250
Listing Date	26 Sep 2024