TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) : RELATED PARTY TRANSACTIONS SOUTHERN STEEL BERHAD ("SSB" OR THE "COMPANY") PROPOSED DISPOSAL OF 12,883,562 EXISTING ORDINARY SHARES IN SOUTHERN STEEL MESH SDN BHD, A WHOLLY-OWNED SUBSIDIARY OF SSB ("SSM") ("SSM SHARE(S)" OR "SALE SHARE(S)"), REPRESENTING APPROXIMATELY 55.0% EQUITY INTEREST IN SSM, BY SSB TO BRC ASIA LIMITED ("BRC" OR THE "PURCHASER") FOR A TOTAL CASH CONSIDERATION OF RM61.05 MILLION ("PROPOSED DISPOSAL")
| SOUTHERN STEEL BERHAD |
| Type | Announcement | ||||||||
| Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) RELATED PARTY TRANSACTIONS |
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| Description | SOUTHERN STEEL BERHAD ("SSB" OR THE "COMPANY")
PROPOSED DISPOSAL OF 12,883,562 EXISTING ORDINARY SHARES IN SOUTHERN STEEL MESH SDN BHD, A WHOLLY-OWNED SUBSIDIARY OF SSB ("SSM") ("SSM SHARE(S)" OR "SALE SHARE(S)"), REPRESENTING APPROXIMATELY 55.0% EQUITY INTEREST IN SSM, BY SSB TO BRC ASIA LIMITED ("BRC" OR THE "PURCHASER") FOR A TOTAL CASH CONSIDERATION OF RM61.05 MILLION ("PROPOSED DISPOSAL") |
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We refer to the announcement dated 22 April 2025 in relation to the Proposed Disposal. Unless otherwise defined, the definitions set out in the previous announcement shall apply herein.
On behalf of the Board, UOBKH wishes to announce that pursuant to the Proposed Disposal, the Company had on 30 June 2025 entered into a shareholders’ agreement with BRC and SSM (“SHA”) to regulate their conducts, rights and obligations as shareholders of SSM.
The salient terms of the SHA is set out below:-
1. Effective date
The SHA is conditional upon the occurrence of the completion of the Proposed Disposal pursuant to the SPA (“SPA Completion”) and shall take effect immediately after the SPA Completion (such date, the “Effective Date”).
2. Shareholding
On the Effective Date, the proportion of the total number of SSM Shares held by each shareholder of SSM, relative to the total number of SSM Shares issued and outstanding in the capital of SSM (“Shareholding Proportion”) shall be as set out below:-
3. Directors
3.1 The board of directors of SSM (“SSM Board”) shall consist of up to 5 directors unless otherwise agreed between the shareholders of SSM.
3.2 So long as BRC is the majority shareholder of SSM, BRC shall be entitled to nominate 3 directors to the SSM Board or more than half of the members of the SSM Board, where applicable. In the event that BRC is no longer the majority shareholder of SSM, BRC shall be entitled to nominate 1 director to the SSM Board for every 20% shareholding in SSM it holds.
3.3 SSB shall be entitled to nominate 1 director to the SSM Board for every 20% shareholding in SSM it holds.
This announcement is dated 30 June 2025. |
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Announcement Info
| Company Name | SOUTHERN STEEL BERHAD |
| Stock Name | SSTEEL |
| Date Announced | 30 Jun 2025 |
| Category | General Announcement for PLC |
| Reference Number | GA1-26062025-00023 |