Sslee blog
JAKS: My last appeal to JAKS
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kepada: |
@jaks.com.my |
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cc: |
Leong Oi Wah |
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tanggal: |
5 Sep 2020 09.54 |
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subjek: |
SC Case: SC2020-12107 and Bursa Ref: CC/38/20 - Official complaint in seeking Bursa and SC to investigate and reject JAKS revise Rights Issue: |
Dear JAKS CEO Andy Ang,
Refer below email from Bursa dated 25th Aug 2020. I had replied to Bursa and would now like to directly reply to JAKS in Red:
Dear Sir/Madam,
We refer to your complaint against Jaks Resources Berhad (“JRB”) and the responses are as follows:
A
1) Paragraph 6.15 require the placee list to be submitted to the Exchange and not via announcement. The Company has complied with this requirement for the past placement exercise.
May I know did placees still hold to JAKS shares or they already long sold the shares for profit and did any placee hold more than 5% as there is no announcement on substantial shareholder?
2) Shareholders’ approval has been obtained for the issuance of the LTIP shares at the EGM held on 28 June 2016. The LTIP shares were not issued pursuant to the general mandate under Section 75 and 76 of the Companies Act 2016.
Isn’t the latest law or amendment precede or supersede the approval done at EGM held on 28 June 2016? And thus invalidate the approval of EGM on 28 June 2016.
AGM held on 26 June 2018: Authority to allot shares pursuant to Sections 75 and 76 of the Companies Act 2016 “THAT pursuant to Sections 75 and 76 of the Companies Act 2016 and subject always to the approval of the relevant authorities, the Directors be and are hereby empowered to issue shares in the capital of the Company from time to time and upon such terms and conditions and for such purposes as the Directors may deem fit provided that the aggregate number of shares issued pursuant to this resolution does not exceed 10% of the total number of issued shares of the Company for the time being and that the Directors be and are also empowered to obtain the approval for the listing of and quotation for the additional shares so issued on Bursa Malaysia Securities Berhad and that such authority shall continue in force until the conclusion of the next Annual General Meeting of the Company; should take precedent.
3) Please refer to the email sent earlier today pertaining to the complaint on AGM minutes.
You can refer to my reply to Bursa CC to you dated: 26 Aug 2020
B
1) Please be informed that the requirement on not more than 10% discount for the issue price is applicable for private placement exercise implemented pursuant to general mandate under Section 75 and 76 of the Companies Act 2016. Other than this, there is no requirement on the maximum discount for the issue price for other fund raising exercises.
As CEO of public listed company is it morally right to give heavy discount rate and sweetener free warrants that will only benefit the underwriters? And minority shareholders that do not have financial means to take up their RI will see their shareholding diluted severely and their investment go down the drain.
2) The Proposed Rights Issue with Warrants (as announced on 13 July 2020) is a subsequent announcement made for the Revisions from the Original Proposed Rights Issue with Warrants and as such, is the same corporate exercise as announced on 22 May 2020.
As set out in Section 8 of the Initial Announcement, the Board, having considered all aspects of the Proposed Rights Issue with Warrants (including but not limited to the rationale and justification as well as the effects of the Proposed Rights Issue with Warrants), is of the opinion that the Proposed Rights Issue with Warrants is in the best interest of the Company. In view of the improved equity market conditions during the said period, the Group intends to reduce its reliance on bank borrowings. The revised Minimum Subscription Level of RM200.00 million will allow the Group to raise higher minimum gross proceeds from the Proposed Rights Issue with Warrants compared to the original Minimum Subscription Level of RM130.00 million.
Please explain what do you mean by improved equity market conditions during the said period any data to back up this claim?
From what I understand since loans interest rate is at history low level it is the best time to borrow money when you are sure of consistent income for 25 year from JHD power plant and moreover from your own words:
Highlights: （吉隆坡11日讯）捷硕资源（JAKS，4723，主板建筑股）
Jaks resources expects the coal power plant in Hai Duong province, Vietnam, to achieve commercial operation in November this year, and it is expected that the energy business will contribute more than half of its profit in FY2021洪楠堡指，公司截至2019财年末季的净负债，
Andy Ang pointed out that the company's net gearing ratio as of the end of the fiscal year 2019 is still at a low level of about 0.28. "This gives the company the ability to raise funds through borrowings for future business acquisitions."
The market prices of JRB Shares are determined by, amongst others, market forces and are not within the control of the Board and the Company.
As CEO of public listed company do you understand market force is based on perception on the health of the company do I need to repeat:
Everyone is hopeful PublicInvest will then upgrade JAKS like MFCB but instead PublicInvest ceasing coverage after repeat warning, “All told, we are still wary over the various dilutive equity fund raisings done so far to meet its liquidity demands and the poor execution especially on its property business”
The current RI is the last straw that broke the camel’s back, it show how poorly CEO Andy Ang on execution that instead of turning “Cash Cow JHD Vietnam Power Plant” into rewarding the shareholders but alas a poorly thought out RI had turned shareholders into Cash Cow for the JAKS/CEO/Underwriters to milk its dry.
3) The construction profits from the Power Plant have been recognised and reported in the financial statements over the relevant periods in accordance with accounting standards. This can be seen in segmental reporting information in the annual report and quarterly announcements. As disclosed in Note 37, page 140 of the Company’s Annual Report 2019, RM817.6 million of revenue was recognised for the financial year ended 31 December 2019.
As disclosed in Note 8, page 107 of the Company’s Annual Report 2019, approximately RM365.12 million (approximately USD88 million based on current exchange rate of 4.2) has been invested in the equity of JPP, substantially from the said construction profits.
If the construction profits from the Power Plant is sufficient to subscribe for the equity of JPP as promised by CEO Andy Ang then why the need for current RI (Subscription of additional 30.00 million JPP USD Shares)?
I am now appeal to the Board please considers bank borrowing and if really need RI to raise fund then please consider the below more fairer and equitable RI, discount should be capped at 10% and free warrants distribute to the current shareholders and subscriber of Rights shares.
For illustration purpose: My suggest propose Rights Issue with Warrants may now entail an issuance of up to 321,821,645 Rights Shares together with 321,821,645 free Warrants based on the above mentioned enlarged number of 804,554,115 Shares in issue, a revised illustrative entitlement basis of 2 Rights Shares for every 5JRB Shares held with 1 warrant for every 5 JRB shares currently held and 1 warrant for every 2 Rights shares subscribe and a revised illustrative issue price of RM0.815 per Rights Share, the issue price of the Rights Shares is now assumed at RM0.815 per Rights Share throughout this announcement, which represents a discount of RM0.090 or approximately 10% to the TERP of JRB Shares of RM 0.907, calculated based on the 5-day VWAMP of JRB Shares up to and including 7 July 2020, being the latest practicable date prior to this announcement (“LPD”) of RM0.9443.
The exercise price of the Warrants is now assumed at RM0.905 per JRB Share throughout this announcement, which represents the TERP of JRB Shares of RM0.905 calculated based on the 5-day VWAMP of JRB Shares up to and including the LPD of RM0.9443.
Thank you.
Best Regards,
Lee Soon Sheng
PS: By the way I had submitted my questions in advance for JAKS 18th AGM but unfortunately neither JAKS IR and Company Secretary acknowledge receipt of my questions.
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Be the first to like this. Showing 38 of 38 comments
Sslee,
Sometimes i dont understand Why do you like to make your life so hard sometimes.
2020-09-09 15:44
Dear Choivo,
Sometime I do wonder and ask myself why I make my life so hard as I can just join in and profited from music chair game and let other greater fool hold the dead cat?
But one thing for sure as minority shareholder, I just like to exercise my right to find out the truth from the Board and hold them accountable and answerable to what they say to the press or promises made during AGM.
“The only thing necessary for the triumph of evil is for good men to do nothing.”― Edmund Burke
Thank you.
2020-09-09 16:04
Good morning qqq3,
Thank you for your comment that triggers my email alert:
qqq33333333 woah...Jaks suddenly 95...............
09/09/2020 3:13 PM
I manage to sell 60,000 units JAKS and currently still hold 20,000 unit.
Sell 09/09/2020 11/09/2020 JAKS 60,000 0.9308 55,683.24
The revised RI is now:
The actual number of Rights Shares and Warrants to be issued and the actual capital outlay will depend on the final entitlement basis for the Proposed Rights Issue with Warrants as well as the final issue price of the Rights Shares. For illustrative purposes only, the Proposed Rights Issue with Warrants may entail an issuance of up to 2,413,662,345Rights Shares together with 1,206,831,172Warrants based on the abovementioned enlarged number of 804,554,115 Shares in issue, an illustrative entitlement basis of 3 Rights Shares for every 1 JRB Share held, together with 1Warrant for every 2 Rights Shares subscribed for and an illustrative issue price of RM0.12 per Rights Share.
This is value trap, for not subscribing to RI will see your shareholding diluted severely and your investment go down the drain. How Bursa and SC can allow this?
2020-09-10 08:43
Sslee .... I am not trying to badmouth you here ok. I bought Jaks at much higher price than current price and sold it with a 10% losses and moveed on once Jaks announced the massive RI which massively benefit Andy Ang. You have been in the market for so long, you still never learnt kah ? By what Andy Ang did you knew very well he is crook like VT who treat minority shareholder like dirt and idiots. He has a lines of lawyer to back him up and believe me you cant find any wrong doing. Save your energy and find another counter better. You are wasting your time and energy. Not stressful meh like that. We are here to make money and nothing else.
2020-09-10 10:02
Dear cruger12345
Thank you very much for your advice.
I will wait for JAKS Board to answer my AGM questions before I will write in to Bursa CEO and SC to voice my opinion should Bursa and SC look into minority shareholder interest that do not wish or do not have financial means to subscribe for the RI. And should Bursa and SC make RI fairer and equitable where discount should be capped at 10% and free warrants/sweeteners distribute to the current shareholders and subscriber of Rights shares.
The Board of JAKS is now misusing the cash call RI {Proposed Rights Issue with Warrants may entail an issuance of up to 2,413,662,345Rights Shares together with 1,206,831,172Warrants based on the above mentioned enlarged number of 804,554,115 Shares in issue, an illustrative entitlement basis of 3 Rights Shares for every 1 JRB Share held, together with 1Warrant for every 2 Rights Shares subscribed for and an illustrative issue price of RM0.12 per Rights Share. For illustrative purposes only, the exercise price of the Warrants is assumed at RM0.28 per JRB Share throughout this Circular, which represents the TERP* of JRB Shares of RM0.28, calculated based on the 5-day VWAMP of JRB Shares up to and including the LPD of RM0.76} in holding the minority hostage as not subscribing to RI will see their original investment in JAKS diluted beyond reasonable limit: (TERP* of JRB Shares of RM0.28):
2020: Market price range
January: 1.480-1.180
February: 1.540-1.240
March: 1.290-0.675
April: 1.050-0.790
May: 1.140-0.875
June: 1.000-0.860
July: 0.975-0.770
August: 0.810-0.750
Financial market should operate with free will and free choice and not by holding minority shareholders hostage where they need to borrow money to subscribe for RI as not subscribing mean seeing they initial investment go down the drain.
“Knowledge is power and with great power comes great responsibility”- Spider man.
2020-09-10 10:46
Sslee,
I have a whatsapp group to discuss trading or investing in Msia/Global, I think you will be a net gain to the group. I cant find your number.
Can you send me at email at choivocapital@gmail.com with your hp if you want to join?
Thanks.
2020-09-10 10:49
Choivo Capital. do you mind if i email you and give you the number so I can join the group ?
2020-09-10 11:19
Goodbye
I am quite sure Jaks IR and Company Secretary already pre-lost your questions if you did not get a receipt.
ha ha ha
They screw your backside and you say thank you coz you enjoyed the ride?
It was fun?
ha ha ha
.................................................
Thank you.
Best Regards,
Lee Soon Sheng
PS: By the way I had submitted my questions in advance for JAKS 18th AGM but unfortunately neither JAKS IR and Company Secretary acknowledge receipt of my questions.
2020-09-11 20:56
“BOD power is power and with great BOD power comes great fun screwing of minorities”- Oldman.
2020-09-11 20:59
Dear i3lurker,
Long time no hear from you. How are you?
For your comments if any before I send out the letter
https://klse.i3investor.com/blogs/Sslee_blog/2020-09-11-story-h1513461403-JAKS_My_letter_to_Bursa_Malaysia_CEO_on_JRB_RI.jsp
2020-09-11 23:07
Sslee
I had gone through your draft letter in detail.
Bursa and SC had moved on from Approval Basis to Market Driven Disclosure basis. I cannot remember when this policy change happened coz it was too long ago. Umpteen years already. What this means to investors is that Bursa and SC do NOT approve anything.
Bursa reviews circulars to look for disclosure requirements compliance. That's all. Bursa and SC do Not approve any RI or company corporate finance schemes.
The underwriters with Corporate Adviser and BOD comes out with a scheme that is workable to propose to shareholders in General Meeting.
Your letter to Bursa cannot be given to them coz they do NOT approve anything.
Remedies to disgruntled shareholders include voting in General Meeting and Court Action. That's all. Action via social media naming and shaming is not advisable coz company can sue you for defamation.
For Court Action I am not a practising lawyer to advise you. MIA Council keeps reminding us Accountants that we are NOT lawyers. You need legal advise that I cannot give you.
2020-09-11 23:52
sslee
I would like to point out to you also that the BOD is not obliged to accept any questions from you at AGM and or read out your letter in AGM.
As such Cosec will not give you any receipt for it. It could have been deleted and or given to the Kacang Putih Man provided thay can find one still existing today.
2020-09-12 00:35
Good morning i3lurker,
TQVM noted your advice.
I need to disagree with you in implying I am conducting naming and shaming via social media for the facts that I am just exercise my rights as minority shareholder in voicing my dissenting views and opinions moreover the letter will be CC to JAKS IR and ALP.
By the way so far I have no problems in getting my submitted in advance questions for AGM answered by the Board during AGM. (KSL, HRC, Insas, Tunepro and Gkent) I was even invited by the TAE Board to a private luncheon discussion on my questions send in advance of AGM
I already attended 2 Joint meeting with Bursa and SC at SC office to discus on my official complaints and several times I just make appointment to see Bursa and SC while I am in Malaysia.
Ever since the Bursa Senior Vice President of Corporate Surveillance & Governance was attacked with acid, SC and Bursa security had tighten up and protocol required all letters only address to Aduan and not directly to any officers. SC and Bursa officers nowadays do not give out their name-card during meeting.
If you want changes then change need to start from the “Man in mirror” I am just a change promoter and believer.
Thank you
PS: Dear Tricor,
Company Secretary and JAKS IR do not acknowledge receipt of my questions by email hence I would like to repost my questions in this Tricor JAKS Pre-meeting Question Submission portal.
Since my question is more that the limit 500 words I will post this link to my questions:
https://klse.i3investor.com/blogs/Sslee_blog/2020-07-31-story-h1511469103-JAKS_Question_for_the_upcoming_JAKS_18th_AGM.jsp
Thank you
Best Regards
Lee Soon Sheng
2020-09-12 09:59
sslee
I expected your reply. It was exactly the same as I expected.
You missed the key point in that BURSA and SC do not approve anything.
====> Company shareholders approve things. <== Drum this into head.
What you are doing is complaining to Telekom because you have a power failure from Tenaga and you think that cable is cable. Of course you can complain to Telekom and they might have luncheon with you. But nothing will be solved.
BURSA and SC role is mainly disclosure compliance. Regulatory roles on fraud and criminal activity are mainly borne by SC nowadays after acid attack.
Your role as an investor is to look out for reasonable majority shareholders who will propose reasonable corporate exercises.
What you are trying to do now is brainwashing and reprogramming of rapists and murderers to become better human beings. Thats not your job at all.
A rapist will always be a rapist
A C4 murderer will always be a C4 murderer.
2020-09-12 13:18
Haha i3lurker,
I already cut loss most of my JRB shares, now only hold 10,000 unit to qualify myself as shareholder to continue engage with JRB, Bursa and SC.
2020-09-12 13:52
sslee
you must treat your every second as your last second and your every breath as your last breath on earth. Once you realise that and you do that, you will move on.
There are always Vigilantes out there who will take the law into their own hands. Leave such things to them and the law of Karma will take its natural path.
Move On.
2020-09-12 17:59
The time spend engaging in meetings with Bursa and SC is better spend relaxing at Plaza Damas enjoying a cup of coffee and croissants with your wife and children.
Your wife and children will have this memory of their father always and cherish this in their hearts.
whereas BURSA and SC will be thankful that their meeting with a madman was over. Was this time a quality time?
2020-09-12 18:04
Dear i3lurker,
In one of the meeting with SC and Bursa, I told them how can SC and Bursa allow Board to lie thro’ their teeth with impunity during AGM and that I had to cite Company Act 2016 just to get a copy of AGM minutes from company secretary.
Inspection of records of resolutions and meetings
Section 342:
(4) Any member shall be entitled to be furnished with a copy of any minutes specified under section 341 within fourteen days after he has made a request in writing to the company at a charge not exceeding two ringgit for every one hundred words.
(5) The company and every officer who contravene this section commit an offence and shall, on conviction, be liable to a fine not exceeding ten thousand ringgit and, in the case of a continuing offence, to a further fine of five hundred ringgit for each day during which the offence continues after conviction.
I am delighted finally SC and Bursa take action;
https://klse.i3investor.com/blogs/Sslee_blog/2020-02-18-story-h1483850146-SC_wants_you_to_participate_effectively_at_an_Annual_General_Meeting.jsp
If you want change then that change has to be start from you and remember Rome was not built in one day, you need to stay the course and be patient for incremental change.
Thank you
2020-09-12 19:28
Philip ( buy what you understand)
Good job sslee. A good attitude to have, hopefully bursa can be a more useful market to provide better listed companies to invest in.
2020-09-12 19:30
again you went to Telekom when you had a power failure.
SC and BURSA are not the relevant Regulatory Body.
They do not have the power to issue summons at all or maybe that was your intention just to cause trouble to BURSA and SC staff and keep them occupied since you think they dun do any work and are sitting in office twiddling thumbs?
Companies Commission of Malaysia is the relevant regulatory body for Companies Act 2016. Once you inform SSM, SSM officers will take relevant action including but not limited to issuing relevant compounds and Court Action for jail terms.
2020-09-12 19:40
Complaints Section
Companies Commission of Malaysia
28th Floor, Menara SSM@Sentral
No. 7, Jalan Stesen Sentral 5,
Kuala Lumpur Sentral
50623 Kuala Lumpur
Tel : 603 – 2299 4400
Fax : 603 - 2299 5461
E-mail : aduan[at]ssm.com.my
Please NOTE that SSM will prosecute you if you make a false complaint, whereas BURSA and SC may leave you alone.
2020-09-12 19:50
Dear Philip,
Thank you very much for your encouragement and kind words.
Dear i3lurker,
You can refer to below blog on White collar/Commercial crime:
https://klse.i3investor.com/blogs/Sslee_blog/2019-02-07-story192627-The_lack_of_deterrent_sentencing_for_white_collar_crime_Whose_fault.jsp
2020-09-12 20:50
sslee
as usual your opinion is totally wrong.
If it is such a good company then must press it down to 28 sen ex-RI so that Widows and Orphans can afford to buy to enjoy the benefits of owning such a Good Company at 28 sen
In fact maybe I will buy 1 lot being 100 units and attend AGM and vote in favour of the RI.
so if you see someone standing up and speak violently in favour of Jaks share being 28 sen then it would be me loh.
also
dun be a humbug
dun be a hypocrite.
There are always 2 legs to the pump and dump.
You are only attacking the dump side RI of ALP because you can.
You are a total coward for not attacking the Pump Side
or
maybe you are also an accomplice to the Pump Side pumping the share price high.
The Pump Side was well orchestrated with many i3 articles and forumers spreading gossip and allegations of incompetence and negligence by IB being Public Bank, private rooms etc etc. The whole works went into the Pump Side.
come on dun be a Coward and dun be a Hypocrite.
2020-09-13 10:55
sslee
where were you when I was a Voice in the Wilderness crying to help those Widows and Orphans? I was attacked by everyone in the Pump Side.
in fact you were an active party and an accessory and accomplice doing the Pump Side.
I dun see those Pump Gang as being guilty of anything.
I dun see those Dump Gang as being guilty of anything.
I just see you as a humbug and a hypocrite and in KYY exact words "seeking publicity".
2020-09-13 11:03
sslee
did you defend Public Bank?
did you defend Public Bank from those Pump Side gang members spreading Gossip, Allegations and Defamations of negligence and incompetence by Public Bank?
2020-09-13 11:14
Haha i3lurker,
Why so sour just because DK did not invite you to his private JAKS chat-group?
I do not denial I personally know KYY and OTB but that did not make me an accomplice to any side as I buy and sell shares on my own assessment and free will.
I also do not denial I’m “seeking publicity” and so are you and everyone in i3. But what I am trying to publicize, you can refer to below blog:
https://klse.i3investor.com/blogs/Sslee_blog/2019-03-02-story196085-Investment_Bloggers_day_I3.jsp
Shareholder activism is not a privilege - it is a right and a responsibility. When we invest in a company, we own part of that company and we are partly responsible for how that company progresses. If we believe there is something going wrong with the company, then we, as shareholders, must become active and vocal- Mark Mobius.
2020-09-13 12:52
sslee
You talk without logic. How can I seek publicity when no one knows who I am?
Again, as usual in you character and behavior you are grasping at straws to talk back coz you totally lack any flesh to talk about.
When you mention DK.
Why would I want to join private discussion?
I have never ever joined any private discussion on shares before in my life
and dun have any intention to do so in my old age.
just admit it.
admit that you took part in the Pump Side but failed to sell at peak
so now you want to complain to Telekom now that there is a power failure.
2020-09-13 13:02
sslee
if you want to rape Widows and Orphans, please dun ass u me that others want to do it.
if you want to join private discussion to dicuss how to pump up the shares, please dun ass u me that others want to do it.
if is the key word here.
2020-09-13 13:07
sslee
mantra by Pump Gang members repeated thousands of times when attacking me during Pump Side ====> Why so sour just because DK did not invite you to his private JAKS chat-group?
now still deny that you are part of the Pump Gang?
you talk like a Pump Gang Member
you sound like a Pump Gang Member
====> maybe you are a Pump Gang Member?
2020-09-13 13:12
sslee
I am gonna write to Bursa and SC that you took part during the Pump Side and this is the phrase used to attack me during the Pump Side.
====> Why so sour just because DK did not invite you to his private JAKS chat-group?
Bursa and SC will draw their own conclusions.
but being a Public Regulatory body they will continue to have luncheon with you, dun worry about your free food/coffee. ha ha ha
2020-09-13 13:17
Hahahaha i3lurker,
I prefer to have lucheon with you and learn more wisdom from you. Cheer.
2020-09-13 13:31
Sslee, you are a rare breed just like my dad. When he realised a pastor was dishonest, he will not just let it go. Even we know the money will not be returned to the church members, yet he still went to ssm, epf and irb to try to make him accountable for his actions. Many things are in limbo right now, but at least the con-pastor's reputation suffered and church "business" suffered.
2020-09-14 10:15
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qqq33333333
woah...Jaks suddenly 95...............
2020-09-09 15:13