We refer to the Company’s announcements dated 4 October 2022, 5 October 2022 and 6 October 2022 where it was stated therein that the High Court of Kuala Lumpur had on 4 October 2022 granted an order to wind up the Company and for the appointment of Dato' Adam Primus Varghese Bin Abdullah as the liquidator of the Company. The Liquidator wishes to provide further information in relation to the appointment of the Liquidator.

a)  The date of appointment:

Dato’ Adam Primus Varghese Bin Abdullah was appointed as Liquidator of the Company pursuant to the High Court Order dated 4 October 2022.  The Liquidator have acted on the liquidation of the Company on 11 October 2022 upon meeting the necessary statutory requirements.   

b)  The particulars of the liquidator:

Dato’ Adam Primus Varghese Bin Abdullah (NRIC No. 550131-08-5849) C/o ADAMPRIMUS, C4-3A-10 Solaris Dutamas, No.1, Jalan Dutamas 1, 50480 Kuala Lumpur.

c)  The details of the events leading to the appointment of liquidator:

A Winding-Up petition dated 21 September 2021 was filed against the Company by Maybank International Labuan Branch (“MILB”) for an amount of USD38,187,513.33 due and owing to MILB.  The Company was not able to settle the debt to MILB by 4 October 2022 as instructed by the Court and as a result, the Court has ordered for the Winding-up of the Company on 4 October 2022 and appointment of Liquidator.    

d)  The terms of reference of the liquidator:

The primary objective of the Liquidator is to deal with the affairs and assets of the Company for the benefit of its creditors and persons having rights over the assets, distribute the proceeds in accordance with their respective rights (including shareholders) and having completed these tasks, proceed to dissolve the Company.

e)  The financial and operational impact of the aforesaid appointment on the group, if any:

Based on the Statement of Affairs made up as at the date of the Winding-Up Order, submitted by the directors of the Company to the Liquidator, the total assets available to the Company are insufficient to defray its total liability.  The Liquidator has filed the Statement of Affairs with the Suruhanjaya Syarikat Malaysia on 21 October 2022 and will proceed to review the Statement of Affairs and issue a Report in due course to the High Court in accordance with Section 485 of the Companies Act 2016.

The Malaysian subsidiaries was already operating at a minimal level prior to the liquidation as reflected in the Quarterly Report on consolidated results for the financial period ended 30 June 2022.  At the date of the Liquidator’s appointment, these minimal operations of each of the group companies have already ceased.

f)  The effect of the appointment on the business operations of the listed issuer:

There are no business operations as operations of the group have already ceased.    

g)  The steps taken or proposed to be taken by the listed issuer in respect of the appointment of the liquidator:

Upon a winding up order being made against a listed issuer, the Exchange has a right to de-list a listed issuer. The Liquidator will be proceeding to liquidate the assets of all the Malaysian subsidiary companies and /or proceed to wind-up all the Malaysian subsidiary companies. 

All the directors of the Malaysian subsidiaries appointed before the winding up order have resigned at our request and the Liquidator has replaced all the directors.

h)  The role of the board of directors in light of the appointment of the liquidator:

Upon the appointment of the Liquidator, the powers of the board of directors of the Company have ceased.  The board of directors are no longer required to exercise any function on behalf of the Company.

This announcement is dated 2 November 2022.