Sslee blog
JAKS: What should I response? Any advice!
Dear all,
Just received the below JAKS reply yesterday. If you are in my shoe what and how should you response?
Dear Mr Lee
Referring to your email dated 29 April 2021, please find below the answers to your questions.
Thanks.
Question 1
Refer proposed disposal announcement dated: 29 September 2020.
2.5 Liabilities to be assumed
Save for the obligations arising from or pursuant to the SPA, there are no other liabilities, including contingent liabilities and/or guarantees to be assumed by JRB and its group of companies (“JRB Group”) pursuant to the Proposed Disposal.
4.3 Earnings and earnings per share (“EPS”)
The Proposed Disposal is expected to contribute positively to the consolidated earnings and EPS of JRB for the FYE 31 December 2020.
JRB Group is expected to realise a gain of approximately RM71.89 million from the Proposed Disposal against the audited NL of JIC as at FYE 31 December 2019 of approximately RM140.95 million, the details of which are as follows:-
And email reply by JAKS IR dated: 3th Nov 2020
Dear Mr. Lee,
Please see our replies in red below
Question 4: Please explain how JIC will settle this RM35.4 m with JAKS? Any amounts owing by JIC is to be settled in the ordinary course of business
From Q3 and Q4 financial report:
Allowance for doubtful debts/Allowance for impairment of receivables:
Quarter 3: 9 months end 30 Sept 2020: RM 45,520,000
Quarter 4: 12 months end 30 Dec 2020: RM 69,507,000
Reading the proposed disposal and reply given by JAK IR, I was led into believing that RM35.4 million or whatever JIC owes JAKS will be settled by ICD when ICD holds 100% equity of JIC post disposal. But now you are saying: If you read the Q3 announcement, you will note that it has already included the impairments then. The impairment had already been previously provided by Jaks company level in 2019. In this case why the proposed disposal announcement dated: 29 September 2020 nothing was mentioned on inter-company amount owing by JIC to JAKS will be written off as bad debt?
Answer
Your statement that you were led to belief anything at all is wrong. We have repeatedly answered that the JIC debt is an interco owing by JIC and not ICD. It was never mentioned that ICD will repay JIC debts. The impairment was not due to the disposal. The truth is that despite our explanations you have chosen to misinterpret and manipulate the facts entirely on your own accord, fancy and personal agenda.
Question 2
I refer to your answer: Wrong. JIC was a 51% subsidiary of JAKS Group. The amount is an inter-company amount owing by JIC to JAKS and not ICD’s liabilities.
Are you saying the disposal of JSB 51% equity in JIC (Net liabilities of RM174.4 million) to ICD for consideration of RM 1.00 and post disposal even though JIC became wholly owned company of ICD but the Net liabilities of RM174.4 million is not ICD’s liabilities and ICD did not take over the assets and liabilities of JIC? If this is the fact then what is SPA (Sale and Purchase agreement) for?
Answer
Correct. Finally you got it. The SPA is for the sale of the JIC Shares.
Question 3
I refer your answer: ICD is merely a 49% equity shareholder in JIC, there is no legal obligation for it to unilaterally recapitalize or to pay the JIC debt:
Please allow me to refer: https://www.theedgemarkets.com/article/jaks-buys-51-mnh
April 02, 2013 03:23 am
KUALA LUMPUR: Jaks Resources Bhd is acquiring a controlling 51% stake in privately owned property developer MNH Global Assets Management Sdn Bhd for RM93.2 million. The acquisition will enable Jaks to immediately gain access to MNH’s on-going mixed development project known as Pacific Place @ Ara Damansara in Petaling Jaya, which has an estimated gross development value (GDV) of RM938.31 million.MNH, which began developing the property in December 2010, is expected to complete it next year. The three-phase development consists of apartment buildings, shop offices, a retail complex and college accommodation. In a statement to Bursa Malaysia yesterday, Jaks said the purchase of the MNH stake is through its wholly owned subsidiary Harbour Town Sdn Bhd. The vendor is Island Circle Development (M) Sdn Bhd. Island Circle, whose two major shareholders are Chen Cheong Fat (65%) and Rasli Musamah (35%), owns 49% of Jaks Island Circle Sdn Bhd.
From above news JAKS paid RM 93.2 million for 51% MNH from vendor ICD http://www.islandcircle.com.my/
and JIC was incorporated in Malaysia on 9 October 2009 under the Companies Act, 1965 as a private limited company and is principally involved in property development. JIC is a 51%-owned subsidiary of JSB and the remaining 49% equity interest is held by ICD with paid up capital of RM 1 million to take up the Star Pacific mixed -development project.
From your answer: ICD is merely a 49% equity shareholder in JIC, there is no legal obligation for it to unilaterally recapitalize or to pay the JIC debt.
Are you legally implied ICD as merely 49% equity shareholder of JIC will share 49% profit of JIC if JIC made profit but if JIC made losses ICD has no legal obligation to recapitalize JIC and bear the 49% losses?
Answer
We do not legally imply anything here for you to misinterpret or manipulate. Again we wish to reiterate that It is not our responsibility here to educate you about legal and accounting matters. However, what we can say in short is that JIC is a separate legal entity from ICD. That should be sufficient to answer your questions already or you should have ought to know as an investor yourself.
Question 4
I applaud JAKS for making a claim against The Star for an amount of RM 248,242,987.62 to be paid to JIC as liquidated and ascertained damages. Of which Star had made a counterclaim.
My question is whose faults in (LAD) incurred around RM170m (accumulated since 4Q2016) due to the late delivery of both the residential and office units in the Pacific Star project. Should JAKS take legal action against contractors or any party responsible for the long delay since Q4 2016 in handing over the residential units in the Pacific Star project to purchasers? (Note: Resident units had nothing to do with Star claim and counterclaim)
Answer
Rest assured that if there were any legal grounds for JIC to take any legal action against any other liable party, that would have been done already. Furthermore, as mentioned, JAKS has since disposed all its shares in JIC, and as such, it is not for JAKS to take any further action if any at all. We have explained this to you many times.
Question 5
And by the way if a claim against The Star for an amount of RM 248,242,987.62 to be paid to JIC as liquidated and ascertained damages is successful. May I know since JIC is now a wholly owned company of ICD on 29 September 2020, hence do JAKS still has legal status/rights to share the 51% of RM 248,242,987.62 from JIC?
Answer
JAKS is a co-plaintiff in the legal suit against the STAR for damages claims. Please refer to previous announcement dated 31 May 2019.
Regards
JAKS IR
Update my response:
email on : 27 Apr 2021, 21.33
Dear Sandra Tan,
Thank you very much for taking your time to answer my questions. I have no more questions to ask since you already made up your mind with prejudiced mindset that I have “chosen to misinterpret and manipulate the facts entirely on your own accord, fancy and personal agenda” When my only agenda is to hold JAKS Board/Management answerable, accountable and responsible in order to protect the interest of the Company.
Dear SC and Bursa,
The tone and the contents of IR answers to my questions imply that I am incompetent in legal and accounting jargons to understand the basic accounting and legal implication stated in the proposed disposal announcement dated: 29 September on the disposal of JSB 51% equity in JIC to ICD for consideration of RM1.00. When the fact is salient features of SPA were not included in the proposed disposal announcement. And subsequent confusing/misleading/
I refer to SC 2020 annual report: In 2020, the SC continued its efforts to facilitate the establishment of an independent wholly-owned Bursa Regulatory Subsidiary (Bursa RegSub) to assume the regulatory functions currently undertaken by Bursa Malaysia. The establishment of the Bursa RegSub was announced in February 2020. Efforts were made to put in place the necessary governance structure and regulations, and facilitate amendments to Bursa Malaysia’s rules to support the functions at the Bursa RegSub.
I am sure Bursa has professional legal and accounting teams to carry out the regulatory functions thus I appeal to SC and Bursa to investigate JAKS Board to ascertain whether they have:
1. Committed an offence of furnishing false or misleading financial statements to Bursa Malaysia under section 354(3)(f)(ii) of the Capital Markets and Services Act 2007 (CMSA) on disposal of JSB 51% equity in JIC to ICD for consideration of RM1.00?
2. Committed an offence under Companies Act 2016: Section 213: (1) A director of a company shall at all times exercise his powers in accordance with this Act, for a proper purpose and in good faith in the best interest of the company. For not taking any legal action against any other liable party (LAD of hundred over millions accumulated since 4Q2016) in late delivery of residential units to purchasers. Quote,” Rest assured that if there were any legal grounds for JIC to take any legal action against any other liable party, that would have been done already. Furthermore, as mentioned, JAKS has since
3. Committed an offence under CAPITAL MARKETS AND SERVICES ACT 2007 by fraudulently writing off the JIC intercompany debt that benefited ICD at the expense of the company. Quote, “We have repeatedly answered that the JIC debt is an interco owing by JIC and not ICD. It was never mentioned that ICD will repay JIC debts” unquote
It is now up to Bursa to use its regulatory functions to initiate query to JAKS to furnish Bursa Securities with the detailed information:
1. To provide the salient features of the SPA (Sale and Purchase Agreement) on disposal of JSB 51% equity in JIC to ICD for consideration of RM1.00
2. Refer Q4 12 months end 30 Dec 2020 allowance for doubtful debts/Allowance for impairment of receivables: RM 69,507,000. To provide the names of debtors, amounts owed reasons for the debts and any specific action taken to recover the debts.
3. Any other information Bursa required in facilitating the investigation.
I refer to: On 6 October 2020, the Company awarded 19,945,000 ordinary shares (“LTIP shares”) under the Restricted Share Plan (“RSP”) to selected employees / executives of the Company and book Restricted Share plan ("RSP") expenses: RM 17,053,000.
Will SC and Bursa legal teams look into conflict of interest and invalid/null and void current practices of RSP free grants which result in company booking losses as expenses (clearly is not in the best interest of the company) thus in breach of Companies Act 2016: Section 213: (1) A director of a company shall at all times exercise his powers in accordance with this Act, for a proper purpose and in good faith in the best interest of the company.
Thank you
Best Regards
Lee Soon Sheng
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Discussions
Be the first to like this. Showing 50 of 82 comments
sslee
dun waste your time
when people tell you to go jump from Penang Bridge, do you jump like a FOOL?
when people tell you to go BUY a share, do you BUY like a FOOL?
when people tell you to go SELL a share, do you SELL like a FOOL?
when people tell you to put your hand inside fire ...........
2021-05-08 14:05
How much shares are Lee Soon Sheng and related families and associates have in JAKS
Lee Soon Sheng similar to KYY? BURSA Big timer?
2021-05-08 14:17
I only hold 2,000 JAKS. I just want to prove a point you do not need to be like KYY holding 30% of JAKS at one time and still can't do anything to hold JAKS Board/Management answerable, accountable and responsible in order to protect the interest of the Company.
2021-05-08 14:27
All the matters you raised are of interests to JAKS auditor UHY
"impairment of receivables: RM 69,507,000" is highly unusual XINQUAN in the making?
who is the 3rd party non JAKS related to recover LAD?
2021-05-08 14:44
Haha i3lurker,
Relax no need to be angry.
When I say forgive, I mean also to forgive ownself for the mistake/wrong made which I happen to have many.
2021-05-08 17:29
Sslee, u seem to be very involved and interested to find wrongdoing by JAKS' Board, which is commendable.
But what made u so interested to do so, with just owning 2000 shares? for the sake of justice or previously u have been burnt and now it's time for revenge?
2021-05-08 17:48
Just a sense of injustics that KYY was played out when he and his PAC has abt 30% and can simply call an EGM to vote in his nominees into the Board.
If that had happen then this LAD of over hundred million and fishy deal will not had happen and JAKS will be bynow another MFCB in the making.
2021-05-08 19:50
Or maybe a guilty feeling that I actually make some small profit when KYY push up the JAKS price.
2021-05-08 20:00
What i see is KYY actually pakat with Ang to put up a show mah!
Do not trust what u see, when they have jointly scheme the show mah!
KYY role is play up the stock 1st mah!
If kyy really serious he should call an egm with his 30% shareholding mah!
Posted by Sslee > May 8, 2021 7:50 PM | Report Abuse
Just a sense of injustics that KYY was played out when he and his PAC has abt 30% and can simply call an EGM to vote in his nominees into the Board.
If that had happen then this LAD of over hundred million and fishy deal will not had happen and JAKS will be bynow another MFCB in the making.
Posted by Sslee > May 8, 2021 8:00 PM | Report Abuse
Or maybe a guilty feeling that I actually make some small profit when KYY push up the JAKS price.
2021-05-08 20:09
Haha stockraider,
I have a very high expectation for KYY but unfortunately he did not live up to my high expectation.
2021-05-08 20:25
Sslee B4 she knows how to delete our posts, I ignored her, but when she started to delete everything I posted, I have to stop her bec most of my little capital was in Lambo, n I expect it to go up in bull penny stock goreng time to grow my capital, fast.
If I have a lot of money to spread around like U than I dont even bother to look at her posts. Until now U still dont understand the situation, pls stop your stupeed advice..
2021-05-08 21:09
Sslee,
U never come out to stop ppl from harassing others; but after damages done, U will come out to ask victims to forgive. U never put yourself in victim's shoes to think how they feel when the damages might not be able to rectify forever, which would mean, the victims have to suffer the rest of their lives. By doing so, U are encourage more harassing behavior in the future, after all the culprit will be forgiven later.
2021-05-08 22:29
I take everyone in i3investor as friend. Why want to make enemy when you can make friend?
2021-05-08 23:18
I like your attitude of making friends, not enemies.
But spending so much effort to engage with such companies is a waste of your precious time.
You might as well engage more often with companies of calibre. Companies that genuinely care for you. Companies that truly treasure its shareholders.
2021-05-08 23:21
sslee
having scenery as enemy is better than as friend.
He makes a very interesting enemy but a very boring friend.
2021-05-08 23:40
CynicalCyan
sslee is a masochist you enjoys suffering.
take a whip and beat him
and he will call you a friend forever
so thats why Jaks IR decided to whip him as a whipping boy.......
2021-05-08 23:42
Haha i3lurker,
Who need an enemy when you have friend like scenery.
By the way there is a saying never to wrestle with a pig. You get dirty, and besides, the pig likes it. But if you don't do it, who else going to do it.
Time is relative and you can always make time to do things that you like, a small step that bring some common good for all.
Everyone should invest in good company that genuinely care for shareholders but unfortunately there are not many such companies in Bursa that are fairly price.
2021-05-08 23:57
sslee
history has shown us that those who are sterile and live in a sterile environment have very very short lives due to undeveloped immune system.
a lot of mud and dirt is necessary to grow and develop to the fullness of our characters and our potential.
Since meeting up with scenery, I find the event to be such a blessing coz he is very creative in his own imaginary hurts and imaginary accusations hurled at others.
2021-05-09 00:04
sslee
btw
I already tried the forgiveness thingy with scenery and it did not work.
blame transference was activated in his unfinished incomplete vacuum mush between his ears and he thinks of me as worst than his BFF dragon.
After that event I suddenly realised I had an interesting wild deranged fixated addict doggy following me around i3.
kakakakaka
2021-05-09 00:13
Good morning i3lurker,
Every man meets his Waterloo at last. I am lucky Philip is my BFF.
2021-05-09 08:15
Every body knows lambo is rubbish conman stock mah!
They are very right to attack it to save newbies mah!
Posted by scenery > May 9, 2021 12:09 PM | Report Abuse
This is how I feel about U, U went to Lambo kept attacking, I let U go at the beginning, but U never stop just like that ular/dragonslayer. I had never offended U b4 U are the 1 that started barking at me in Lambo for your sxx snake..
Posted by i3lurker > May 9, 2021 12:13 AM | Report Abuse
sslee
btw
I already tried the forgiveness thingy with scenery and it did not work.
blame transference was activated in his unfinished incomplete vacuum mush between his ears and he thinks of me as worst than his BFF dragon.
After that event I suddenly realised I had an interesting wild deranged fixated addict doggy following me around i3.
2021-05-09 12:14
Just send out the response.
Thank all for the advice and correcting my grammatical error
2021-05-10 08:36
sslee
I think I saw your email in the trash folder of Jaks IR when I spoke to Zhou Gong just now.
Took few minutes nap.
2021-05-10 17:50
Haha i3lurker,
I already used to trash treatment.
By the way my audiences are mainly to those who like to engage with the Company, SC, Bursa, MSWG and scenery for him to spill his sorrows and a shoulder to cry on.
2021-05-10 18:54
Correctloh...lets summarise the positive aspect of Insas loh!
1. Its Nta is Rm 2.96 per share.
2. It make a profit of rm 218m 9 mths & expected to make more than Rm 280m whole year or eps more than 40 sen.
3. It expect to declare dividend of 2 to 3 sen.
4. It hold more than 16% of Inari thats is equivalent to 800 shares of Inari for every 1000 insas u hold .
5. Insas has a net cash exceeding Rm 560m or 80 sen cash per share.
6. Insas has shown very strong earnings growth.
7. Insas benefited from very strong presence in the technology 5G area plus the financial sector of stockbroking, investment banking & lending and advisory area.
8. Insas is the taiko in the leap mkt & ace mkt listing under M&A Investment banking Group.
9. Insas is the top Venture Capitalist Fund with proven big success track record in Inari and Sengenic previously
10. Insas has huge hidden reserves in non revalue properties & business plus its associate inari already have a hidden reserves of Rm 1.2b or Rm 1.70 per share.
In order words Insas hathaway is the most balance, profitable, yield & growth investment u can find in klse with deep discount and margin of safety.
Must collect insas mah!
Raider is accumulating, how about u leh ?
Yes inari is ok & very good, but the cheaper exposure to inari fast is buying into insas or its warrant mah!
Posted by pang72 > Jun 18, 2021 1:32 PM | Report Abuse
Raider
Inari OK la..
Posted by Sslee > Jun 19, 2021 9:34 AM | Report Abuse
Cash is king.
So do you know how much cash Insas is holding, money lend to VVIP by Insas credit & leasing and value of fair value assests?
https://klse.i3investor.com/blogs/Sslee_blog/2021-06-01-story-h1565989...
Posted by Lpc1225 > Jun 19, 2021 10:02 AM | Report Abuse
The moment insas decides on the dividend policy of 25 pc from the profit earned each quarter the share price will shoot through the sky！Is the boss willing to share the company profits with all the shareholders？
2021-06-19 10:41
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2021-05-08 13:57