[KPPROP] EGM on 23-Dec-2019

Stock
[KPPROP]: KERJAYA PROSPEK PROPERTY BERHAD
Announcement Date
28-Nov-2019
Type
EGM
Date & Time
23-Dec-2019 11:00
Depositor Date
13-Dec-2019
Venue
No. 1, Jalan Wangsa Permai, 1st Floor, Bangunan One Wangsa, Taman Wangsa Permai, 52200 Kuala Lumpur
Description
Notice of Extraordinary General Meeting
GSB EGM.pdf
Outcome

The Board of Directors of GSB Group Berhad (“GSB” or “the Company”) is pleased to announce that the shareholders of GSB have at its Extraordinary General Meeting (“EGM”) held on 23 December 2019 approved the resolutions as set out in the Notice of the EGM dated 29November 2019.

The resolutions werevoted by poll and the results of the poll were validated by BDO PLT (LLP018825-LCA & AF 0206), the Independent Scrutineer appointed by the Company.

Please refer to the below voting results of the EGM of the Company.

This announcement is dated 23 December 2019.

Voting Results

1. ORDINARY RESOLUTION 1

Description 
PROPOSED EXEMPTION UNDER PARAGRAPH 4.08(1)(A) AND (B) OF THE RULES ON TAKE-OVERS, MERGERS AND COMPULSORY ACQUISITIONS TO BE SOUGHT BY JAVAWANA SDN. BHD. (JAVAWANA) AND ITS PERSONS ACTING IN CONCERT FROM THE OBLIGATION TO UNDERTAKE A MANDATORY TAKE-OVER OFFER TO ACQUIRE THE REMAINING ORDINARY SHARES IN GSB (GSB SHARES) NOT ALREADY OWNED BY THEM UPON THE COMPLETION OF THE PROPOSED ACQUISITIONS AND PROPOSED DPSB TRANSACTIONS
Shareholder’s Action For Voting
Voted For Against
No. of Shareholders 46 1
No. of Shares 118,569,360 5
% of Voted Shares 99.9999 0.0001
Result Accepted

2. SPECIAL RESOLUTION 1

Description 
PROPOSED ACQUISITIONS OF THE ENTIRE ISSUED AND PAID-UP SHARE CAPITAL OF AEON FRONTIER SDN. BHD., KERJAYA PROPERTY SDN. BHD. (FORMERLY KNOWN AS KERJAYA PROSPEK PROPERTY SDN. BHD.) AND KERJAYA HOTEL SDN. BHD., INCLUDING ANY NEW SHARES ARISING FROM THE PROPOSED CAPITALISATION OF OUTSTANDING ADVANCES, FROM DATUK TEE ENG HO, TEE ENG SENG AND DATIN TOH SIEW CHUON RESPECTIVELY
Shareholder’s Action For Voting
Voted For Against
No. of Shareholders 47 0
No. of Shares 118,569,365 0
% of Voted Shares 100.0000 0.0000
Result Accepted

3. SPECIAL RESOLUTION 2

Description 
PROPOSED SUBSCRIPTION FOR SECURITIES IN DESANDA PROPERTY SDN. BHD. (DPSB) INVOLVING (1) THE PROPOSED SUBSCRIPTION BY GSB FOR 42,489,490 NEW ORDINARY SHARES IN DPSB (DPSB SHARES), REPRESENTING 99.4% OF THE ENLARGED ISSUED SHARES OF DPSB AT A SUBSCRIPTION PRICE OF RM42,489,490 (PROPOSED DPSB SUBSCRIPTION) AND (2) THE PROPOSED SUBSCRIPTION BY DATUK TEE ENG HO AND TEE ENG SENG (EXISTING DPSB SHAREHOLDERS) FOR 251,336,435 GSB SHARES AT AN ISSUE PRICE OF RM0.17 PER GSB SHARE (PROPOSED REINVESTMENT)
Shareholder’s Action For Voting
Voted For Against
No. of Shareholders 47 0
No. of Shares 118,569,365 0
% of Voted Shares 100.0000 0.0000
Result Accepted

4. SPECIAL RESOLUTION 3

Description 
PROPOSED AMENDMENTS TO THE CONSTITUTION OF THE COMPANY TO FACILITATE THE CREATION AND ISSUANCE OF THE CONSIDERATION RCPS
Shareholder’s Action For Voting
Voted For Against
No. of Shareholders 47 0
No. of Shares 118,569,365 0
% of Voted Shares 100.0000 0.0000
Result Accepted

5. SPECIAL RESOLUTION 4

Description 
PROPOSED SHARE CONSOLIDATION OF EVERY FIVE (5) EXISTING GSB SHARES INTO ONE (1) GSB SHARE HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER
Shareholder’s Action For Voting
Voted For Against
No. of Shareholders 49 1
No. of Shares 345,144,360 5
% of Voted Shares 99.9999 0.0001
Result Accepted

6. SPECIAL RESOLUTION 5

Description 
PROPOSED PRIVATE PLACEMENT OF UP TO 625 MILLION NEW GSB SHARES OR UP TO 125 MILLION NEW CONSOLIDATED SHARES, REPRESENTING APPROXIMATELY 14.99% OF THE ENLARGED ISSUED SHARE CAPITAL OF GSB (AFTER CONVERSION OF CONSIDERATION RCPS), AT AN ISSUE PRICE TO BE DETERMINED AND TO PLACEE(S) TO BE IDENTIFIED AT A LATER STAGE
Shareholder’s Action For Voting
Voted For Against
No. of Shareholders 49 1
No. of Shares 345,144,360 5
% of Voted Shares 99.9999 0.0001
Result Accepted

7. SPECIAL RESOLUTION 6

Description 
PROPOSED CHANGE OF NAME OF THE COMPANY
Shareholder’s Action For Voting
Voted For Against
No. of Shareholders 50 0
No. of Shares 345,144,365 0
% of Voted Shares 100.0000 0.0000
Result Accepted

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