| SHAREHOLDERS
The Company is committed to providing sufficient information
to shareholders to allow them to effectively evaluate the
performance of the Company.
The Annual General Meeting (AGM) provides a forum for
dialogue with shareholders. Members of the Board, the Group's
Senior Management, as well as the Company's auditors will
be present to answer questions about the Company's affairs.
Shareholders who are unable to attend are allowed to
appoint proxies to attend and vote on their behalf.
Extraordinary General Meeting (EGM) are held as and
when required.
In addition, a press conference is normally held after the
AGM, at which members of the press are encouraged to ask
the Chairman and Group Managing Director questions on
a range of topics relevant to the Group.
Other avenues whereby shareholders have access to company
data are through quarterly filing of financial data and access
via the Company's website at www.ccm.com.my. The full
financial results and the Company's announcements/press
releases can also be obtained from the Bursa Malaysia's
website.
Investors Relations
The Company also holds regular briefings for institutional
investors to explain the Group's strategies and major
developments, all within the legal and regulatory framework
in respect of the release of information.
Annual Report
The Directors believe that an important channel to reach
shareholders and investors is through the Annual Report.
Besides including comprehensive financial performance and
information on the business activities, the Group strives
to improve the contents of the Annual Report in line
with the developments in corporate governance practices.
The Company's Annual Report can be obtained by
accessing the Company's website at www.ccm.com.my.
Announcement of Quarterly Results for the Financial Year
Ended 31 December 2008
The Directors view the timely announcement of the quarterly
financial results as vital to the dissemination of information
to the shareholders and investors community. The Company has
consistently announced its quarterly results before the Bursa
Malaysia's deadlines as indicated below:
| Announcement of Quarterly Results 2008 |
Date of Announcement |
| 1st Quarter |
27 May 2008 |
| 2nd Quarter |
28 August 2008 |
| 3rd Quarter |
27 November 2008 |
| 4th Quarter |
25 February 2009 |
Continuing Disclosure of Material Information
The Group has long observed the continuing disclosure
obligation imposed upon a listed issuer by Bursa Malaysia.
The Group has consistently adopted and applied the principles
of best practices in Corporate Disclosure Policy and
Procedures as laid down by Bursa Malaysia.
The following material information and the material development
thereof have been released to shareholders via Bursa Malaysia
on a timely basis:
| 1. | Proposed acquisitions by CCM of :- 480,000 ordinary shares of RM1.00 each in Innovative Polymer Systems Sdn Bhd ("IPSSB");
- 99,999 ordinary shares of RM1.00 each in Innovative
Resins Sdn Bhd ("IRSB"); and
- 1,000 ordinary shares of RM1.00 each in Delta
Polymer Systems Sdn Bhd ("DPSSB")
from Paramount Discovery Sdn Bhd ("PDSB") for an
aggregate purchase consideration of RM126,900,000 to
be satisfied via cash. (Collectively referred to as the
'Proposed Acquisitions"):
- On 23 April 2008, CCM entered into a Shares
Sale Agreement and Conditional Profit Guarantee
Agreement and thereby proposed to implement
the Proposed Acquisitions.
- On 3 July 2008, CCM and PDSB entered into a
Supplemental Shares Sale Agreement and
a Supplemental Conditional Profit Guarantee
Agreement to vary certain terms of the Shares Sale
Agreement dated 23 April 2008 for the Proposed
Acquisitions and the Conditional Profit Guarantee
Agreement dated 23 April 2008, in particular
the variation to the purchase consideration. Based on the Adjusted Profit After Tax, the purchase
consideration for the Proposed Acquisitions shall
be reduced to RM122,190.00 and profit guarantee
sum shall be revised accordingly from RM21,000,000
for each guaranteed year to a minimum
of RM20,220,000 for each guaranteed year.
- On 21 August 2008, the Securities Commission
approved the proposed exemption from the obligation
to make a mandatory offer for the remaining shares in
IPSSB not held by CCM in accordance with Practice
Note 2.9.6 of the Malaysian Code on Takeovers
and Mergers.
- On 3 November 2008, CCM agreed to the extension
of time for the Prescribed Period for Other Conditions
Precedent (as defined in the Share Sale Agreement
dated 23 April 2008) of one (1) month expiring on
2 December 2008.
- On 2 December 2008, all the applicable conditions
precedent to the Proposed Acquisitions as set
out in the Share Sale Agreement dated 23 April 2008
(as amended, modified and supplemented by the
Supplemental Shares Sale Agreement dated 3 July
2008) have been duly fulfilled and satisfied and/or
deemed to have been duly fulfilled and satisfied.
- On 20 January 2009, CCM and PDSB, pursuant to
the completion audit, agreed by way of Letter of
Agreement dated 20 January 2009, to inter-alia,
adjust the purchase price for the Proposed
Acquisitions from RM122,190,000 to RM122,733,000.
Consequently, the Proposed Acquisitions have been
completed on 20 January 2009.
|
| 2. | Proposed issuance of Musyarakah Commercial Papers
("MCP") and Musyarakah Medium Term Notes ("MMTN")
pursuant to a MCP Programme of up to RM250 million
in nominal value ("MCP Programme") and a MMTN
Programme of up to RM500 million in nominal value
("MMTN Programme"), respectively to be established
under the shariah principle of Musyarakah with a
combined master limit of RM500 million in nominal
value by Chemical Company of Malaysia Berhad
(collectively referred to as "Proposed Sukuk Issuance"):
- On 19 November 2008, CCM received the Securities
Commission's approval in relation to the Proposed
Sukuk Issuance in accordance with the SCs
Guidelines on the Offering of Islamic Securities
and Section 212(4) of the Capital Markets and
Services Act 2007.
- On 28 November 2008, CCM completed the initial
issuance of the MMTN with a nominal value of
RM150 million pursuant to the MMTN Programme.
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