【KHEESAN 6203 交流专区】奇新

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Type	Announcement
Subject	OTHERS
Description	KHEE SAN BERHAD ("THE COMPANY" OR "KSB")- DEFAULT IN PAYMENT PURSUANT TO PARAGRAPH 9.19A OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD ("MAIN LR") DEFAULT IN PAYMENT TO CREDITOR BANKS
Reference is made to the reply to the Bursa’s query letter [dated 9 July 2020 (Ref No : IQL-09072020-00001)] on 10 July 2020, in relation to the announcement made by the Company on 6 July 2020 pertaining to Default in Payment pursuant to Paragraph 9.19A of the Main Market Listing Requirements Of Bursa Malaysia Securities Berhad ("Main LR") - Default In Payment to Creditor Banks. The Board of Directors (“Board”) of KSB would like to further inform as follows :- The details of other default in Payments with other Creditor Banks are as follows : No Bank BA Facilities (RM) OD Facilities (RM) Total Facilities (RM) Date  of Default (RM) Reason for default 1. HSBC Bank 16,519,000 1,040,938 17,559,938 10/5/2019 – 15/8/2019 Due to cashflow constraint, the Company was not able to meet its obligations to pay HSBC on a timely manner 2. Bank of China 14,153,000 2,135,982 16,288,982 23/4/2019 – 8/8/2019 Due to cashflow constraint, the Company was not able to meet its obligations to pay Bank of China on a timely manner 3. Standard Chartered 7,541,146 - 7,541,146 24/5/2019 – 5/8/2019 Due to cashflow constraint, the Company was not able to meet its obligations to pay Standard Chartered on a timely manner 4. Maybank 5,279,384 1,041,313 6,320,698 26/4/2019 – 13/9/2019 Due to cashflow constraint, the Company was not able to meet its obligations to pay Maybank on a timely manner 5. UOB Bank 5,209,000 2,707,772 7,916,772 19/4/2019 – 9/8/2019 Due to cashflow constraint, the Company was not able to meet its obligations to pay UOB Bank on a timely manner 6. OCBC Bank 4,236,000 8,347,000 16/4/2019 – 30/7/2019 Due to cashflow constraint, the Company was not able to meet its obligations to pay OCBC Bank on a timely manner 7. OCBC Islamic Bank 4,111,000 16/4/2019 – 30/7/2019 Due to cashflow constraint, the Company was not able to meet its obligations to pay OCBC Islamic Bank on a timely manner 8. Alliance Bank 4,277,000 4,277,000 3/5/2019 – 30/8/2019 Due to cashflow constraint, the Company was not able to meet its obligations to pay Alliance Bank on a timely manner 9. CIMB Islamic Bank 4,415,005 1,031,123 5,446,128 20/5/2019 – 19/8/2019 Due to cashflow constraint, the Company was not able to meet its obligations to pay CIMB Islamic Bank on a timely manner TOTAL FACILITIES ON RECORD* 65,740,535 7,957,128 73,697,664 * These figures are subject to be ascertained in due course The respective dates of the default in payment are herein stated in the table above.  However, the Board of Directors wishes to clarify that these defaults were only made aware to the Board recently, as during the material times of defaults, all matters relating to banking facilities were handled directly by the Chairman, who  was  also the Chairman/Group CEO of the then-holding company, London Biscuits Bhd (“LBB”), and that all accounting matters were handled by the accounting department of LBB. 11.      Where the default in payment is in respect of a listed issuer, major subsidiary or major associated company, as the case may be, a statement as to whether the listed issuer is solvent. The Company is of the view that it is still solvent based on its current cashflow position with sufficient working capital to support its operations, assuming the Company does not incorporate the repayments of the Bankers’ Acceptance (BA) and Overdraft (OD) facilities to the Creditor banks.  The reason is that the sums claimed by the Creditor Banks are in dispute, leading to the engagement of BDO Governance Advisory Sdn Bhd to undertake a forensic evaluation and assessment on the respective draw down documents of these BA and OD facilities granted by the Creditor Banks, as well as the subsequent fund remittances.  Premised on the above, the Board is of the view that the inclusion of the repayment of the BA and OD facilities is not prudent for the assessment of the Company’s solvency position given that the drawdowns of BA and OD, as well as the consequential outstanding amounts are currently being contested. Nonetheless, if the Company assumes the repayment of BA and OD facilities into the cashflow projections, then the Company will experience a negative cash flow scenario. This announcement is dated 13 July 2020.

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KHEE SAN BERHAD

Date of change	22 Jul 2020
Name	MR VOO LIP SANG @ PHILIP
Age	53
Gender	Male
Nationality	Malaysia
Type of change	Appointment
Designation	Others

Qualifications

No Qualifications Major/Field of Study Institute/University Additional Information 1 Professional Qualification Chartered Accountant with Malaysian Institute Accountants (MIA) Malaysia 2 Professional Qualification Malaysian Institute of Certified Public Accountants (MICPA) Malaysia After STPM, he articled with Arthur Andersen to pursue his CPA.
Working experience and occupation	He started his career with a Big Five (5) international accounting in assurance and business advisory services and held the last position as Audit Manager. He has accumulated professional experience of more than 20 years and held senior financial position with a multinational semi-conductor industry equipment trading company (Regional Controller) and listed companies (Chief Financial Officer or Group Financial Controller).
Directorships in public companies and listed issuers (if any)	NIL
Family relationship with any director and/or major shareholder of the listed issuer	NO
Any conflict of interests that he/she has with the listed issuer	NO
Details of any interest in the securities of the listed issuer or its subsidiaries	NO

Remarks :

Mr Philip Voo has been appointed as Financial Controller of Khee San Berhad with effect from 22 July 2020.

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Type	Announcement
Subject	OTHERS
Description	KHEE SAN BERHAD ("KSB" OR "THE COMPANY")- INCORPORATION OF NEW WHOLLY-OWNED SUBSIDIARY
The Board of Directors of KSB wishes to announce that the Company had on 14 August 2020 incorporated a new wholly-owned subsidiary under the Companies Act 2016 known as Mega Global Confectionary Sdn Bhd (“Mega Global”) with an issued capital of RM100.00 comprising of 100 ordinary shares (the “Incorporation”). The principal activity of Mega Global is to carry on the business of confectionary shop and to act as manufacturer, importer, exporter, sell and buy biscuits, sweets, chocolates, drinks, food products and any other related business. The Incorporation is not expected to have any material effect on the earnings per share, net assets per share, gearing, share capital and substantial shareholders’ shareholding of the Company for the financial year ending 30 June 2021. None of the Directors, major shareholders and/or persons connected with them has any interest, direct or indirect, in the Incorporation. This announcement is dated 14 August 2020.

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SUMMARY OF KEY FINANCIAL INFORMATION 30 Jun 2020

		INDIVIDUAL PERIOD		CUMULATIVE PERIOD
		CURRENT YEAR QUARTER	PRECEDING YEAR CORRESPONDING QUARTER	CURRENT YEAR TO DATE	PRECEDING YEAR CORRESPONDING PERIOD
		Three Months	Three Months	Eighteen Months	Eighteen Months
		01 Apr 2020 To	01 Apr 2019 To	01 Jan 2019 To	01 Jan 2018 To
		30 Jun 2020	30 Jun 2019	30 Jun 2020	30 Jun 2019
		$$'000	$$'000	$$'000	$$'000

1	Revenue	7,204		66,358
2	Profit/(loss) before tax	-25,477		-153,268
3	Profit/(loss) for the period	-26,244		-156,268
4	Profit/(loss) attributable to ordinary equity holders of the parent	-26,244		-156,268
5	Basic earnings/(loss) per share (Subunit)	-22.94		-136.60
6	Proposed/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 ($$)	-0.1000		1.2600

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Type	Announcement
Subject	AUDIT REPORT - MODIFIED OPINION / MATERIAL UNCERTAINTY RELATED TO GOING CONCERN MATERIAL UNCERTAINTY RELATED TO GOING CONCERN
Description	KHEE SAN BERHAD ("KSB" OR "COMPANY")Qualified Opinion With Material Uncertainty Related To Going Concern In The Audited Financial Statements For The Financial Period Ended 30 June 2020
Pursuant to Paragraph 9.19(37) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the Board of Directors of the Company wishes to announce that the Company’s external Auditors, Messrs. Kreston John & Gan (“Kreston”) have expressed a qualified opinion with material uncertainty related to going concern in the Company’s Audited Financial Statements for the financial period ended 30 June 2020 (“AFS FPE June 2020”). Please refer to the attached document for further details. This announcement is dated 30 October 2020.

https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3101384

Attachments KSB-MUGC.pdf

Type	Announcement
Subject	OTHERS
Description	KHEE SAN BERHAD ("THE COMPANY" OR "KSB") - NOTICE OF DEMAND FROM STANDARD CHARTERED BANK MALAYSIA BERHAD
The Board of Directors of the Company wishes to announce that the Company had on 13 November 2020 received a Notice of Demand from Messrs. Shook Lin & Bok on behalf Standard Chartered Bank Malaysia Berhad (“SCB”) for outstanding sums under General Banking Facilities which included Export Invoice Financing Facility on Khee San Food Industries Sdn Berhad (“KSFI”) and KSB. SCB’s claim against KSFI and KSB (by virtue as a Guarantor of KSFI) are as follows: a) The total sum of RM8,268,669.88 as at 30 September 2020; b) Interest thereon at the rate of 6.7% per annum being SCB’s Base Lending Rate at the date of the maturity of the bills calculated on daily basis, from 1 October 2020 until the date of full payment; and c) Reimbursement of SCB’s legal expenses of RM6,703.54. In respect thereof, KSB’s Solicitor, Messrs Krish Maniam & Co. had on 17 July 2020 filed a Writ of Summons against SCB on behalf of the Company and KSFI. In the Writ, it claimed that SCB had negligently allowed the drawdown RM7,499,000.00 (“Sums Owing”) based on fictitious documents and these transactions were not supported by any underlying transactions. On 28 October 2020, the matter came up for Case Management via e-Review and the next hearing has been fixed on 25 January 2021. The Company will make the necessary announcements to Bursa Malaysia Securities Berhad as and when there are further developments in relation thereof and/or upon receipt of any further directions by the Court. This announcement is dated 16 November 2020.

Type	Announcement
Subject	OTHERS
Description	Lodgement of Police Report
The Board of Directors of Khee San Berhad (“KSB” or “the Company”) wish to inform that the Directors had on 23 November 2020 lodged a Police Report at Jabatan Siasatan Jenayah Komersil, Bukit Aman, Kuala Lumpur on possible offences under Penal Codes (“PC”) against Dato’ Sri Liew Yew Chung (“DSL”), the Company’s former Non-Independent Non-Executive Director, London Biscuits Berhad (“LBB”), the Company’s previous Major Shareholder and other concerted parties who may be involved. Recall that on 28 September 2020, the Company had filed a Writ of Summon and Statement of Claim against DSL arising from the discovery of a fraudulent scheme perpetrated primarily by DSL during the period 1 October 2018 to 4 July 2019 by reason of DSL’s ability to control or dictate the business and financial operations of the Company and Khee San Food Industries Sdn Bhd. The Board had also initiated legal suits against bankers for negligence but believe there had been collusion or conspiracy. The Board contends that due to the actions of DSL, the total loss to KSB stands at RM75.0 million. Due to the act of DSL including, but not limited to forgery of Company’s and/or purchasers or suppliers’ documents, misappropriation of the Company’s funds, embezzlement of the Company’s funds for his personal use and etc, the Board was of the opinion that DSL and/or parties in concert had committed the crime under the following sections under PC: a. Section 405 of the PC - Criminal Breach of Trust b. Section 415 of the PC - Cheating; and c. Sections 463/464/468 of the PC - Forgery The Company will make the necessary announcements to Bursa Malaysia Securities Berhad as and when there are further developments in relation thereof. This announcement is dated 25 November 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

1	Revenue	14,521		14,521
2	Profit/(loss) before tax	-2,541		-2,541
3	Profit/(loss) for the period	-2,541		-2,541
4	Profit/(loss) attributable to ordinary equity holders of the parent	-2,541		-2,541
5	Basic earnings/(loss) per share (Subunit)	-2.22		-2.22
6	Proposed/Declared dividend per share (Subunit)	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 ($$)	-0.1200		-0.1000

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Type	Announcement
Subject	AUDIT REPORT - MODIFIED OPINION / MATERIAL UNCERTAINTY RELATED TO GOING CONCERN MATERIAL UNCERTAINTY RELATED TO GOING CONCERN
Description	KHEE SAN BERHAD ("KSB" OR "COMPANY")Qualified Opinion With Material Uncertainty Related To Going Concern In The Audited Financial Statements For The Financial Year Ended 30 June 2021
Pursuant to Paragraph 9.19(37) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the Board of Directors of the Company wishes to announce that the Company’s external Auditors, Messrs. Kreston John & Gan (“Kreston”) have expressed a qualified opinion with material uncertainty related to going concern in the Company’s Audited Financial Statements for the financial year ended 30 June 2021 (“AFS FYE June 2021”). Please refer to the attached document for further details. This announcement is dated 29 October 2021.

https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3205382

Attachments Khee San Berhad-MUGC.pdf

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Type	Announcement
Subject	NEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS) FUND RAISING
Description	KHEE SAN BERHAD ("KHEE SAN" OR THE "COMPANY")PROPOSED PRIVATE PLACEMENT
On behalf of the Board of Directors of Khee San ("Board"), UOB Kay Hian Securities (M) Sdn Bhd ("UOBKH") wishes to announce that the Company proposes to undertake a private placement of up to 20% of the total number of issued shares of Khee San ("Khee San Share(s)" or "Share(s)") (excluding treasury shares, if any) to third party investor(s) to be identified later at an issue price to be determined later in accordance with the general mandate pursuant to the Companies Act, 2016 ("Act") ("Proposed Private Placement"). Further details of the Proposed Private Placement are set out in the attachment enclosed. This announcement is dated 16 November 2021.

https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3215334

Attachments Khee San Berhad - Proposed Private Placement.pdf

Type	Announcement
Subject	NEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS) FUND RAISING
Description	KHEE SAN BERHAD ("KHEE SAN" OR THE "COMPANY")PROPOSED PRIVATE PLACEMENT
The terms used herein, unless the context otherwise stated, bear the same meaning as those defined in the earlier announcements in relation to the Proposed Private Placement. We refer to the earlier announcements dated 16 November 2021 and 26 November 2021 in relation to the Proposed Private Placement. On behalf of the Board, UOBKH wishes to announce additional information (as per underlined) in relation to the Proposed Private Placement as set out in the attachment enclosed. This announcement is dated 1 December 2021.

https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3215361

Attachments Khee San - Proposed Private Placement (Additional Announcement).pdf

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Type	Announcement
Subject	PRACTICE NOTE 17 / GUIDANCE NOTE 3 FIRST ANNOUNCEMENT
Description	FIRST ANNOUNCEMENT PURSUANT TO THE PRACTICE NOTE 17 (FIRST ANNOUNCEMENT) OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD
We refer to our announcements dated 10 July 2020, 13 July 2020, 8 December 2020 and 29 October 2021 in relation to the Practice Note 17 ("PN17") relief measures resulting in Khee San Berhad (“Khee San” or “the Company”) triggering suspended criteria but not classified as a PN17 listed issuer and wish to inform as follows:- 1. INTRODUCTION The Board of Directors of Khee San wishes to announce that as of the date hereof, the Company is an affected listed issuer under PN17 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“MMLR”) (“Bursa Securities”). The Company has triggered the prescribed criteria pursuant to Paragraph 8.04 of the MMLR and Paragraph 2.1(b) of PN17 whereby Maybank Islamic Berhad through its solicitors, Messrs Shook Lin & Bok, had on 15 November 2021 filed an application to place the Company’s wholly owned subsidiary, Khee San Food Industries Sdn Bhd under judicial management pursuant to Section 404 of the Companies Act 2016. Further that on 17 November 2021, Dato’ Adam Primus Varghese Bin Abdullah of Messrs ADAMPRIMUS has been appointed as the interim judicial manager of Khee San Food Industries Sdn Bhd. 2. OBLIGATIONS OF KHEE SAN AS A PN17 ISSUER Pursuant to PN17, Khee San as an affected listed issuer, is required to comply with the following:- (i)  within 12 months from the date of this announcement (“First Announcement”);      (a)  submit a regularisation plan to the Securities Commission Malaysia (“SC”) if the plan will result in a significant change in the business direction or policy of the Company; or      (b)  submit a regularisation plan to Bursa Securities if the plan will not result in a significant change in the business direction or policy of the Company, and obtain Bursa Securities’                approval to implement the regularisation plan; (ii)  implement the regularisation plan within the time frame stipulated by SC or Bursa Securities, as the case may be; (iii)  provide such information as may be prescribed by Bursa Securities from time to time for public release; (iv)  do such other acts or things as may be required by Bursa Securities; (v)  announce within 3 months from the First Announcement, on whether the regularisation plan will result in a significant change in the business direction or policy of the Company; (vi)  announce the status of the regularisation plan and the number of months to the end of the relevant timeframes to submit and implement the regularisation plan under PN17, as may be applicable, on a monthly basis until further notice from Bursa Securities; (vii)  announce its compliance or non-compliance with a particular obligation imposed pursuant to PN17, on an immediate basis; (viii)  announce the details of the regularisation plan (“Requisite Announcement”) and sufficient information to demonstrate that the Company is able to comply with all the requirements set out under PN17 and the timeline for the complete implementation of the regularisation plan. The Requisite Announcement must be made by the Company’s Principal Adviser; and (ix)  where the Company fails to regularise its condition, it will announce the dates of suspension and de-listing of its listed securities immediately upon notification of suspension and de-listing by Bursa Securities. 3. CONSEQUENCE OF NON-COMPLIANCE In the event the Company fails to comply with any part of its obligations to regularise its condition within the timeframes permitted by Bursa Securities, Bursa Securities shall:- (i)  suspend the trading of all the Company’s listed securities on the 6th market day after the date of notification of suspension by Bursa Securities; and (ii) de-list the Company, subject to the Company’s right to appeal against the de-listing in accordance with the MMLR. 4. STATUS OF THE PLAN TO REGULARISE THE COMPANY’S CONDITION The Board is taking the necessary steps to formulate a regularisation plan and will make the necessary announcements on the regularisation plan in due course. This announcement is dated 18 November 2021.

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Type	Announcement
Subject	MEMORANDUM OF UNDERSTANDING
Description	KHEE SAN BERHAD ("KSB" OR "COMPANY")MEMORANDUM OF UNDERSTANDING WITH JANNAFARM SDN BHD
The Board of Khee San Berhad is pleased to announce that on 21 November 2021, Khee San Marketing Sdn Bhd, a wholly owned subsidiary company had entered into a Memorandum of Understanding ("MOU") with Jannafarm Sdn Bhd (Company No. 1391006-K) with a registered office located at 201, Blok 1, Laman Seri Business Park, Persiaran Sukan Seksyen 13, 40100 Shah Alam, Selangor Darul Ehsan on a joint venture basis for the research & development, manufacture, market and sell the Black Ginger based candy. The MOU also provides the foundation and structure for the proposed binding agreement which will be accomplished by an execution of joint venture agreement to be undertaken by both Parties. The duration of the MOU is six (6) months effective from the date of signing and may be modified and extended for a further period as may be agreed in writing by the Parties. This announcement is dated 22 November 2021.

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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

1	Revenue	7,539	14,521	7,539	14,521
2	Profit/(loss) before tax	-1,889	-2,541	-1,889	-2,541
3	Profit/(loss) for the period	-1,889	-2,541	-1,889	-2,541
4	Profit/(loss) attributable to ordinary equity holders of the parent	-1,889	-2,541	-1,889	-2,541
5	Basic earnings/(loss) per share (Subunit)	-1.65	-2.22	-1.65	-2.22
6	Proposed/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 ($$)	-60.9200		-59.2700

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KHEE SAN BERHAD

Particulars of substantial Securities Holder

Name	TIMUR ENTERPRISE SDN BHD
Address	F-2-08 NZX Commercial Centre, Jalan PJU 1A/41B Petaling Jaya 47301 Selangor Malaysia.
Company No.	200501006777 (683824-X)
Nationality/Country of incorporation	Malaysia
Descriptions (Class)	Ordinary Shares

Details of changes

No	Date of change	No of securities	Type of Transaction	Nature of Interest
1	25 Mar 2024	5,000,000	Acquired	Direct Interest
	Name of registered holder	Timur Enterprise Sdn Bhd
	Address of registered holder	F-2-08 NZX Commercial Centre Jalan PJU 1A/41B 47301 Petaling Jaya Selangor
	Description of "Others" Type of Transaction

Circumstances by reason of which change has occurred	Acquisition of Ordinary Shares via Direct Business Transaction
Nature of interest	Direct Interest
Direct (units)	27,880,000
Direct (%)	20.309
Indirect/deemed interest (units)	0
Indirect/deemed interest (%)	0
Total no of securities after change	27,880,000
Date of notice	25 Mar 2024
Date notice received by Listed Issuer	25 Mar 2024

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KHEE SAN BERHAD

Particulars of substantial Securities Holder

Name	DATO' NG MENG KEE
Nationality/Country of incorporation	Malaysia
Descriptions (Class)	Ordinary Shares

Details of changes

No	Date of change	No of securities	Type of Transaction	Nature of Interest
1	25 Mar 2024	5,000,000	Disposed	Direct Interest
	Name of registered holder	DATO' NG MENG KEE
	Description of "Others" Type of Transaction

Circumstances by reason of which change has occurred	Disposed of shares via off market transaction
Nature of interest	Direct Interest
Direct (units)	12,052,300
Direct (%)	8.779
Indirect/deemed interest (units)	0
Indirect/deemed interest (%)	0
Total no of securities after change	12,052,300
Date of notice	25 Mar 2024
Date notice received by Listed Issuer	27 Mar 2024