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【DATAPRP 8338 交流专区】泰达控股

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发表于 8-2-2021 09:38 AM | 显示全部楼层
Type
Announcement
Subject
OTHERS
Description
Dataprep Holdings Bhd ("DATAPREP" or "the Company")  Bursa Malaysia Securities Berhad (Bursa) PN17 relief measures resulting in Dataprep triggering suspended criteria but not classified as a PN17 listed issuer
1. INTRODUCTION

The Board of directors of DATAPREP wishes to announce that the Company has triggered the prescribed criteria pursuant to Paragraph 8.04 and Paragraph 2.1(a) of Practice Note 17 (“PN17”) of the Main Market Listing Requirements of Bursa (“Main LR”), where Dataprep has declared the shareholders’ equity on a consolidated basis is 25% or less of the share capital (excluding treasury shares) in respect of Dataprep's quarterly financial statements for the financial period ended 30 June 2020.  Dataprep's shareholders’ equity on a consolidated basis as at 30 June 2020 is 23.66% of its share capital.

2. BURSA RELIEF MEASURES

Bursa had via its letter dated 16 April 2020 granted affected listed issuers relief from complying with the obligations under Paragraph 8.04 and PN17 of the Main LR (“PN17 Relief Measures”) from 17 April 2020 to 30 June 2021 (“Relief Period”). The PN17 Relief Measures will be available to the listed issuer if it triggers any one of the following criteria under PN17 of the Main LR (“Suspended Criteria”):-

  • its shareholders’ equity on a consolidated basis is 25% or less of its share capital (excluding treasury shares) and such shareholders’ equity is less than RM40 million;
  • the auditors have highlighted a material uncertainty relating to going concern or expressed a qualification on the listed issuer’s ability to continue as a going concern in its latest audited financial statement and its shareholders’ equity on a consolidated basis is 50% or less of its share capital (excluding treasury shares); and
  • default in payment by the listed issuer, its major subsidiary or major associated company, as the case may be, as announced pursuant to paragraph 9.19A of the Main LR and the listed issuer is unable to provide a solvency declaration to the Exchange.

Under the PN17 Relief Measures:-

  • an affected listed issuer that triggers any of the Suspended Criteria during the Relief Period will not be classified as a PN17 listed issuer and will not be required to comply with the obligations pursuant to Paragraph 8.04  and PN17 of the Main LR for a period of 12 months from the date of triggering the criteria;
  • the affected listed issuer will still be required to make an immediate announcement that it has triggered the Suspended Criteria and the relief provided (“Relief Announcement”);
  • upon the expiry of the 12 months from the Relief Announcement, the affected listed issuer must re-assess its condition and announce whether it continues to trigger any of the criteria in PN17 of the Main LR (“said Announcement”); and
  • if the affected listed issuer continues to trigger any of the criteria in PN17 of the Main LR, it will then be classified as a PN17 listed issuer and must comply with all the obligations under paragraph 8.04 and PN17 of the Main LR, including the obligation to submit a regularisation plan to the relevant authorities within 12 months from the said Announcement.

3. BACKGROUND AND STATUS AS OF TO-DATE

As a proactive measure, the Company has started a fund raising exercise via the private placement of up to 139,060,500 ordinary shares which representing of up to 30% of the total number of issued shares in Dataprep, approved by Bursa and shareholders on 29 June 2020 and 17 July 2020 respectively. This would strengthen the Company’s capital base and funding requirement for the existing projects and for mobilisation of the potential upcoming projects.

As of to-date, the Company has raised RM5.0 million from its first tranche of private placement and another RM4.0 million will be raised as announced on 28 September 2020. Moving forward, the shareholders’ equity over the share capital (excluding treasury shares) will definitely be higher than the minimum ratio.

4. CONCLUSION

For the avoidance of doubt, Dataprep will not be classified as a PN17 listed issuer and will not be required to comply with the obligations pursuant to Paragraph 2.1 (a) of PN17 of the Main LR for a period of 12 months from the date of triggering the specific criteria. Dataprep will re-assess its condition and announce whether it continues to trigger any of the criteria in PN17 of the Main LR upon the expiry of the 12 months from the date of this announcement.

This announcement is dated 30 September 2020.



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发表于 22-2-2021 06:01 AM | 显示全部楼层
DATAPREP HOLDINGS BHD

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 139,060,500 new ordinary shares in Dataprep Holdings Bhd ("DHB") representing up to 30% of the total number of issued shares of DHB to Widad Business Group Sdn Bhd and third party investor(s), who qualify under schedules 6 and 7 of the capital markets and services act, 2007, at an issue price to be determined later ("Share Placement")
No. of shares issued under this corporate proposal
23,529,411
Issue price per share ($$)
Malaysian Ringgit (MYR)   0.1700
Par Value($$) (if applicable)
Malaysian Ringgit (MYR)   0.000
Latest issued share capital after the above corporate proposal in the following
Units
517,185,217
Issued Share Capital ($$)
Malaysian Ringgit (MYR) 60,177,883.340
Listing Date
07 Oct 2020


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发表于 28-2-2021 09:32 AM | 显示全部楼层
Notice of Interest Sub. S-hldr (Section 137 of CA 2016)
DATAPREP HOLDINGS BHD
Particulars of Substantial Securities Holder
Name
WIDAD BUSINESS GROUP SDN BHD
Address
WBG Penthhouse, Widad Semantan (WISE)
No.3, Jalan Semantan, Damansara Heights
Kuala Lumpur
50490 Wilayah Persekutuan
Malaysia.
Company No.
602380-P
Nationality/Country of incorporation
Malaysia
Descriptions (Class)
Ordinary shares
Name of registered holder
WIDAD BUSINESS GROUP SDN BHD
Address of registered holder
1)BIMSEC Nominees (Tempatan) Sdn Bhd pledged securities acct for Sentosa Jaya Capital Sdn BhdWBG Penthhouse, Widad Semantan, No.3, Jalan Semantan, Damansara Heights, 50490 Kuala Lumpur2)CIMSEC Nominees (Tempatan) Sdn Bhd WBG Penthhouse, Widad Semantan, No.3, Jalan Semantan, Damansara Heights
Date interest acquired & no of securities acquired
Date interest acquired
28 Sep 2020
No of securities
23,529,411
Circumstances by reason of which Securities Holder has interest
Acquired
Nature of interest
Direct Interest
Total no of securities after change
Direct (units)
53,649,893
Direct (%)
10.373
Indirect/deemed interest (units)
271,630,217
Indirect/deemed interest (%)
52.521
Date of notice
09 Oct 2020
Date notice received by Listed Issuer
09 Oct 2020

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发表于 11-3-2021 07:40 AM | 显示全部楼层
DATAPREP HOLDINGS BHD

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 139,060,500 new ordinary shares in Dataprep Holdings Bhd (DHB) representing up to 30% of the total number of issued shares of DHB to Widad Business Group Sdn Bhd and third party investor(s), who qualify under schedules 6 and 7 of the capital markets and services act, 2007, at an issue price to be determined later (Share Placement)
No. of shares issued under this corporate proposal
74,396,800
Issue price per share ($$)
Malaysian Ringgit (MYR)   0.1450
Par Value($$) (if applicable)
Malaysian Ringgit (MYR)   0.000
Latest issued share capital after the above corporate proposal in the following
Units
591,582,017
Issued Share Capital ($$)
Malaysian Ringgit (MYR) 70,965,419.340
Listing Date
21 Oct 2020

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发表于 17-3-2021 09:26 AM | 显示全部楼层
本帖最后由 icy97 于 2-8-2021 07:11 AM 编辑

Type
Announcement
Subject
OTHERS
Description
DATAPREP HOLDINGS BHD. ("DHB OR "COMPANY")EXECUTION OF HEADS OF AGREEMENT (HOA) BY SOLSISNET SDN. BHD. (SOLSISNET) A SUBSIDIARY OF DATAPREP HOLDINGS BHD. WITH ROHZAN BIN ABDUL RAHMAN AND BADRUL ILAHAN BIN DATO HJ. ABD JABBAR IN RESPECT OF THE PROPOSED ACQUISITION OF 51% EQUITY INTEREST IN RIDAA ASSOCIATES SDN. BHD. (RIDAA)
Dataprep Holdings Bhd. is pleased to announce the Group via its wholly-owned subsidiary Solsisnet Sdn. Bhd. had on 23 October 2020 entered into a HOA in relation to the proposed acquisition of 510,000 ordinary shares in RIDAA representing 51% of the issued and paid-up share capital of RIDAA.

Detail of the HOA is attached herewith.

This announcement is dated 26 October 2020.
https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3099313




DATAPREP HOLDINGS BHD

Particulars of substantial Securities Holder
Name
TAN SRI MUHAMMAD IKMAL OPAT BIN ABDULLAH
Nationality/Country of incorporation
Malaysia
Descriptions (Class)
Ordinary shares
Details of changes
No
Date of change
No of securities
Type of TransactionNature of Interest
127 Oct 2020
11,111,100
AcquiredDirect Interest
Name of registered holder
Kenanga Nominees (Tempatan) Sdn. Bhd. pledged securities account for Tan Sri Muhammad Ikmal Opat
Description of "Others" Type of Transaction

Circumstances by reason of which change has occurred
Acquisition via off market
Nature of interest
Direct Interest
Direct (units)
11,111,100
Direct (%)
1.878
Indirect/deemed interest (units)
326,680,110
Indirect/deemed interest (%)
55.221
Total no of securities after change
337,791,210
Date of notice
28 Oct 2020
Date notice received by Listed Issuer
28 Oct 2020



SUMMARY OF KEY FINANCIAL INFORMATION
30 Sep 2020
INDIVIDUAL PERIOD
CUMULATIVE PERIOD
CURRENT YEAR QUARTER
PRECEDING YEAR
CORRESPONDING
QUARTER
CURRENT YEAR TO DATE
PRECEDING YEAR
CORRESPONDING
PERIOD
30 Sep 2020
30 Sep 2019
30 Sep 2020
30 Sep 2019
$$'000
$$'000
$$'000
$$'000
1Revenue
8,551
10,963
23,626
21,067
2Profit/(loss) before tax
-2,308
-768
-6,796
-3,642
3Profit/(loss) for the period
-2,308
-768
-6,796
-3,642
4Profit/(loss) attributable to ordinary equity holders of the parent
-2,288
-767
-6,760
-3,641
5Basic earnings/(loss) per share (Subunit)
-0.49
-0.18
-1.45
-0.86
6Proposed/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 ($$)
0.0300
0.0300




Type
Announcement
Subject
OTHERS
Description
PROPOSED ACQUISITION OF 510,000 ORDINARY SHARES IN RIDAA ASSOCIATES SDN BHD (RIDAA) REPRESENTING 51% OF THE TOTAL ISSUED AND PAID-UP SHARE CAPITAL (PROPOSED ACQUISITION)
The Board of Directors of Dataprep Holdings Berhad (“Dataprep” or “the Company”) wishes to announce that the Company via its subsidiary, Solsisnet Sdn Bhd had on 10 December 2020 entered into a conditional Share Sale Agreement with Rohzan bin Abdul Rahman and Badrul Ilahan bin Dato’ Hj. Abd Jabbar, the registered shareholders of RIDAA to acquire the existing 510,000 ordinary shares of RM1.00 each in RIDAA representing 51% of the total issued and paid-up share capital of RIDDA for a total cash consideration of RM3,000,000.00 only.

Please refer to the attachment for details of the announcement.

This announcement is dated 10 December 2020.
https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3112920


DATAPREP HOLDINGS BHD

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 139,060,500 new ordinary shares in Dataprep Holdings Bhd ("DHB") representing up to 30% of the total number of issued shares of DHB to Widad Business Group Sdn Bhd and third party investor(s), who qualify under schedules 6 and 7 of the Capital Markets and Services Act, 2007, at an issue price to be determined later ("Share Placement")
No. of shares issued under this corporate proposal
11,013,800
Issue price per share ($$)
Malaysian Ringgit (MYR)   0.1600
Par Value($$) (if applicable)
Malaysian Ringgit (MYR)   0.000
Latest issued share capital after the above corporate proposal in the following
Units
602,595,817
Issued Share Capital ($$)
Malaysian Ringgit (MYR) 72,727,627.340
Listing Date
21 Dec 2020

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发表于 16-11-2021 07:48 AM | 显示全部楼层
Type
Announcement
Subject
OTHERS
Description
Incorporation of new subsidiary company
The Board of Directors of Dataprep Holdings Bhd. ("Dataprep" or "the Company") wishes to announce that the Board of Directors of Dataprep (Malaysia) Sdn. Berhad ("DPM"), a wholly-owned subsidiary of Dataprep had on 1 November 2021 incorporated a new 51% owned subsidiary in Malaysia, named as Dataprep Asia Sdn. Bhd. (“DASB”) Registration No: 202101036167 (1436467-P) under the Companies Act 2016.

DASB was incorporated as a private limited company with the issued share capital comprising of 1,000 ordinary shares of RM1.00 each. The share capital of DASB will be RM1,000.00 divided into 1,000 ordinary shares of RM1.00 each, of which 510 ordinary shares of RM1.00 each will be held by DPM and the remaining 490 ordinary shares of RM1.00 each will be held by Asia Coding Centre Sdn. Bhd.

The proposed directors of DASB will be Dato' Mohd Rizal bin Mohd Jaafar and Mr Hep Kim Hong.

The intended principal activities of DASB will be providing the healthcare information technology solution and general trading.

The Incorporation of DASB will not have any effect on the issued share capital and substantial shareholders’ shareholdings, and is not expected to have any material effect on the earnings per share, net assets per share and gearing of the Group for the financial year ending 31 December 2021.

None of the Directors and/or major shareholders of Dataprep or persons connected to the Directors and/ or major shareholders of Dataprep have any interest, direct or indirect in the said incorporation.

This announcement is dated 1 November 2021.

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发表于 9-1-2022 08:36 AM | 显示全部楼层
SUMMARY OF KEY FINANCIAL INFORMATION
30 Sep 2021
INDIVIDUAL PERIOD
CUMULATIVE PERIOD
CURRENT YEAR QUARTER
PRECEDING YEAR
CORRESPONDING
QUARTER
CURRENT YEAR TO DATE
PRECEDING YEAR
CORRESPONDING
PERIOD
30 Sep 2021
30 Sep 2020
30 Sep 2021
30 Sep 2020
$$'000
$$'000
$$'000
$$'000
1Revenue
6,022
8,551
21,137
23,626
2Profit/(loss) before tax
-2,940
-2,308
-10,981
-6,796
3Profit/(loss) for the period
-2,940
-2,308
-10,981
-6,796
4Profit/(loss) attributable to ordinary equity holders of the parent
-2,600
-2,288
-10,596
-6,760
5Basic earnings/(loss) per share (Subunit)
-0.41
-0.49
-1.66
-1.45
6Proposed/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 ($$)
0.1300
0.0300

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发表于 15-9-2022 08:27 AM | 显示全部楼层
Type
Announcement
Subject
OTHERS
Description
DATAPREP HOLDINGS BHD (DATAPREP)AWARD OF CONTRACT FOR THE PROVISION TO SUPPLY AND INSTALL EXTRA LOW VOLTAGE SYSTEM FOR TO BINA SDN. BHD.  (CONTRACT)
1. Introduction
The Board of Directors of Dataprep Holdings Bhd (“Dataprep” or “the Company”) is pleased to announce that Ridaa Associates Sdn Bhd (“RASB”), a subsidiary of the Company had been awarded a contract by To Bina Sdn. Bhd. (“TBSB”) to be the contractor to undertake the Provision to Supply and Install Extra Low Voltage System for TBSB (“Contract”) for CADANGAN PEMBANGUNAN 20 UNIT RUMAH KEDIAMAN DI ATAS LOT 58328, JALAN SUNGAI PENCHALA 12, MUKIM KUALA LUMPUR, DAERAH KUALA LUMPUR, WILAYAH PERSEKUTUAN KUALA LUMPUR UNTUK TETUAN THE PINNACLE HEIGHTS SDN BHD through TBSB’s Letter of Award dated 29 August 2022 (“Letter of Award”), which was subsequently accepted by RASB on 12 September 2022.

2. Salient Terms
The salient terms of the Contract are as follows:
i. Scope of Work covers the supply of all materials, labour and all necessary plants and machineries for the complete execution of the above mentioned works all in accordance with approved shop drawings and specification which are available when requested for the following Extra Low Voltage Systems:
a. Telephone, Data and Single Master Antenna Television (SMATV) Services
b. IP Surveillance System
c. Intruder Alarm System
d. Voice Intercom System
e. Access Control System
f. Auto-gate System

ii. The contract is based on the overall period of completion of Ten (10) Months from the date of commencement of work, which expected to commence on 1 September 2022 and completed in 30 June 2023 or within any extended period.
iii. The value of the Contract is approximately Ringgit Malaysia One Million One Hundred Thirty Five Thousand Nine Hundred and Fifty Only (RM1,135,950.00) over the estimated contract period.

3. Risk factors
The Company does not foresee any exceptional risks other than the normal risk factors including project operational and execution risks that associated with the Contract.

4. Financial effects
The Contract will not have any effect on the share capital and shareholding structure of the Company as it does not involve the issuance of ordinary shares in the Company. However, it is expected to contribute positively to consolidated earnings and net assets of the Company for the financial year ending 31 December 2022 until the expiry of the Contract.

5. Directors’ and Major Shareholders’ Interests
None of the Directors and/or major shareholders and/or persons connected with the Directors and/or major shareholders of Dataprep has any direct or indirect interest in the Contract.

6. Directors’ Statement
The Board of Directors of the Company, after considering all the relevant factors, is of the opinion that the Contract is in the best interest of the Company.

This announcement is dated 14 September 2022.




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发表于 21-9-2023 02:18 PM | 显示全部楼层
BURSA MALAYSIA SECURITIES PUBLICLY REPRIMANDS AND/OR FINES DATAPREP HOLDINGS BHD AND FIVE (5) DIRECTORS
DATAPREP HOLDINGS BHD

Bursa Malaysia Securities Berhad [Registration No.: 200301033577 (635998-W)] (Bursa Malaysia Securities) has publicly reprimanded Dataprep Holdings Bhd (DATAPRP) and 5 of its directors for breaches of the Bursa Malaysia Securities Main Market Listing Requirements (Main LR).  In addition, the 5 directors of DATAPRP were imposed total fines of RM500,000.


DATAPRP was publicly reprimanded for breach of paragraph 9.35A(1)(a) of the Main LR in respect of the company’s announcement dated 2 March 2021 in response to the unusual market activity query (UMA Query) from Bursa Malaysia Securities on 1 March 2021 (UMA Response). The UMA Response had stated/confirmed, amongst others, that DATAPRP was not aware of any corporate development relating to DATAPRP Group’s business and affairs, including those in the stage of negotiation/discussion, that had not been previously announced that might account for the unusual market activity.


The UMA Response was not factual, inaccurate and did not contain sufficient information to enable investors to make informed investment decision as it did not disclose and in fact denied knowledge of the negotiation/discussion on the proposed acquisitions of certain companies (Proposed Acquisitions) to undertake the proposed contracts to provide an integrated solution technology for Covid-19 screening to Kementerian Kesihatan Malaysia (Proposed Covid-19 Screening Contracts) even though the Proposed Acquisitions were  approved in principle by the Board during the Special Board of Directors (BOD) meeting on 17 February 2021, i.e. prior to the UMA Query on 1 March 2021.


Approximately 2 weeks after the UMA Response, DATAPRP had announced a memorandum of collaboration to undertake the Proposed Covid-19 Screening Contracts on 12 March 2021 and the Proposed Acquisitions on 15 March 2021.

  
All the 5 directors of DATAPRP at the material time had breached paragraph 16.13(b) of the Main LR for permitting the company to commit the breach and were imposed the following penalties:-

No.  Name  Penalties
1. Dato’ Mohd Rizal bin Mohd JaafarNon-Independent Non-Executive Chairman
Public Reprimand & Fine of RM100,000
2. Mohamad Sabir bin Mohamad Sabri Managing Director
Public Reprimand & Fine of RM100,000  
3. Datuk Abdul Aziz bin Ishak  Independent Non-Executive Director Public Reprimand & Fine of RM100,000
4. Nor Adha bin Yahya Independent Non-Executive Director
Public Reprimand & Fine of RM100,000
5. Ong Kuan Wah Independent Non-Executive Director
Public Reprimand & Fine of RM100,000

The finding of breach and imposition of the above penalties on DATAPRP and its directors were made pursuant to paragraph 16.19 of the Main LR upon completion of due process and after taking into consideration all facts and circumstances of the matter including the materiality of the breach, impact of the breach to DATAPRP and shareholders/investors and the roles, responsibilities, knowledge, involvement and conduct of the directors.


Bursa Malaysia Securities views the breach seriously as the requirement to ensure timely and accurate disclosure of material information is fundamental to ensure the investors and public are kept fully informed of and have equal access to all material information to facilitate informed investment decision. This is critical towards building and maintaining corporate credibility, market integrity and investor confidence.


Bursa Malaysia Securities has also reminded DATAPRP and its Board of Directors of their responsibility to maintain the appropriate standards of corporate responsibility and accountability to its shareholders and the investing public.


BACKGROUND
The disclosure obligations/framework under the Main LR and the Corporate Disclosure Guide (issued on 22 September 2011) (CD Guide) particularly in respect of unusual market activities are premised on the following key underlying principles:-
  • Whilst listed issuers must make immediate and accurate disclosure of material information/corporate event, listed issuers are allowed to withhold material information under exceptional circumstances pursuant to paragraph 9.05 of the Main LR, which includes when the information is in a state of flux.
  • However, a listed issuer’s right to withhold disclosure of material information under paragraph 9.05 of the Main LR is lost where there is unusual market activity in the listed issuer’s securities which signifies that a “leak” of the information may have occurred.
  • Hence, a listed issuer must ensure disclosure of the unpublished material information/impending proposal that the listed issuer was working on that might have attributed to the unusual market activity to the market including those in the stage of negotiations/discussion.




Further, the CD Guide and paragraph 9.07C of the Consolidated Questions and Answers in relation to the Main LR (as at 3 June 2019) highlighted/clarified that a listed issuer cannot withhold immediate disclosure of material information due to confidentiality obligations pursuant to terms of negotiations or agreements or where consent was required from the counter party for the disclosure of the terms of the agreements and a listed issuer must avoid putting itself in such a position that might defeat its obligation to disclose material information on an immediate basis and the very tenet of the disclosure framework/obligations under the Main LR.

In this case, it is noted that:-
(1)  There was unusual market activity in DATAPRP’s securities where DATAPRP’s share price had increased significantly by RM1.18 or 454% from RM0.26 on 15 February 2021 to RM1.44 on 1 March 2021. This had led Bursa Malaysia Securities to issue the UMA Query on 1 March 2021 which specifically required DATAPRP to disclose, amongst others, “any corporate development that has not been previously announced that may account for the trading activity including those in the stage of negotiation/discussion.”


(2)  DATAPRP had vide the UMA Response stated that:-
"Dataprep is not aware of any of the following as listed below at no. 1 to 4, that may have contributed to the unusual market activity other than the announcements dated 16 February 2021 and 23 February 2021 in relation to the Proposed Private Placement and the announcement on 15 February 2021 in relation to the proposed acquisition of 510,000 ordinary shares in RIDAA Associates Sdn. Bhd. representing 51% of the total issued and paid-up share capital:
  • Any corporate development relating to Dataprep Group’s business and affairs that has not been previously announced that may account for the trading activity, including those in the stage of negotiation/discussion.
  • Any rumours or report concerning the business and affairs of Dataprep Group that may account for the trading activity.
  • Any other possible explanation to account for the trading activity.
  • Any material information that requires immediate disclosure in accordance with Paragraph 9.03 of the Listing Requirements.”3.  However, prior to the UMA Query, the Board had in fact during the Special Board of Directors meeting on 17 February 2021 approved in principle the Proposed Acquisitions to undertake the Proposed Covid-19 Screening Contracts which concerned the prospects of the company where it was expected to contribute positively to the company’s future earnings and would be a diversification of the company’s business into the provision of healthcare solutions and support services."




(3)  However, prior to the UMA Query, the Board had in fact during the Special Board of Directors meeting on 17 February 2021 approved in principle the Proposed Acquisitions to undertake the Proposed Covid-19 Screening Contracts which concerned the prospects of the company where it was expected to contribute positively to the company’s future earnings and would be a diversification of the company’s business into the provision of healthcare solutions and support services.
(

4)  Hence, DATAPRP and its directors were and/or should be aware that the Proposed Acquisitions to undertake the Proposed Covid-19 Screening Contracts were material information which might have contributed to the unusual market activity in the company’s shares and must make a factual disclosure in the UMA Response. However, the directors, who were aware of the UMA Query, had failed to undertake reasonable/any enquiry/assessment as to the need to announce the Proposed Acquisitions to undertake the Proposed Covid-19 Screening Contracts in approving the UMA Response.  Instead, the directors had merely proceeded to approve and/or agree to the release of the UMA Response as a ‘standard reply’.

(5)  DATAPRP and the directors had represented that the Proposed Acquisitions and Proposed Covid-19 Screening Contracts were not material information in view that the total purchase consideration for the Proposed Acquisitions was only RM561, it was still in negotiations/in a state of flux and/or subject to conditions and DATAPRP was entitled to withhold disclosure pursuant to paragraph 9.05 of the Main LR. Further, DATAPRP was bound by an agreement not to disclose the Proposed Covid-19 Screening Contracts (NDA).



(6)  Such representations are not acceptable and contravened the disclosure framework/obligations set out above and the specific and clear wordings of the UMA Query which required the company to disclose any impending proposal/proposal that the company was working on or corporate development including those in the stage of negotiation/discussion (i.e. notwithstanding that it was in a state of flux/uncertain) that might have given rise to the unusual market activity. Further, the NDA cannot be relied upon to withhold disclosure as it would defeat the tenet of the disclosure framework/obligations under the Main LR which has statutory force. The other ongoing proposals which had been announced including the proposed private placement and proposed acquisitions of shares of RIDAA Association Sdn. Bhd. also did not dilute the materiality of the Proposed Acquisitions to undertake the Proposed Covid-19 Screening Contracts.

The public reprimand and fines imposed served as a deterrence and were appropriate and proportionate to the materiality of the breach and to underline the importance of the disclosure obligations under the Main LR particularly where it involved a response to an UMA Query.  Further:-
  • the failure to disclose the Proposed Acquisitions to undertake the Proposed Covid-19 Screening Contracts had resulted in the market trading in the dark/based on information which was not factual, inaccurate, incomplete/insufficient to aid informed investment decisions by investors; and
  • as the unexplained unusual market activity had continued post the UMA Response, Bursa Malaysia Securities had issued a market alert on 10 March 2021 to advise investors to exercise caution in the trading in DATAPRP’s shares.

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发表于 16-3-2024 08:44 AM | 显示全部楼层
DATAPREP HOLDINGS BHD

Particulars of substantial Securities Holder
Name
WARDAH COMMUNICATION SDN BHD
Address
WBG Penthouse, No. 3
Jalan Semantan
Damansara Heights
Kuala Lumpur
50490 Wilayah Persekutuan
Malaysia.
Company No.
605770-T
Nationality/Country of incorporation
Malaysia
Descriptions (Class)
Ordinary shares
Details of changes
No
Date of change
No of securities
Type of TransactionNature of Interest
113 Mar 2024
9,485,300
DisposedDirect Interest
Name of registered holder
WARDAH COMMUNICATION SDN BHD
Address of registered holder
WBG Penthouse, No. 3 Jalan Semantan Damansara Heights Kuala Lumpur 50490 Wilayah Persekutuan Malaysia
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)
48,514,700
Direct (%)
6.574
Indirect/deemed interest (units)

Indirect/deemed interest (%)
Total no of securities after change
48,514,700
Date of notice
15 Mar 2024
Date notice received by Listed Issuer
15 Mar 2024



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