Unless otherwise stated, all definitions and terms used in this announcement shall have the same meanings as defined in Comcorp’s announcements dated 7 January 2022 and 1 June 2022. 

We refer to the Company’s announcements dated 7 January 2022 and 1 June 2022 in relation to the Proposed Regularisation Plan. 

On behalf of the Board of Directors of Comcorp, Public Investment Bank Berhad wishes to announce that Bursa Securities had, vide its letter dated 18 August 2022, resolved to approve the Proposed Regularisation Plan of Comcorp comprising the following: 

(i) proposed reduction of the issued share capital of Comcorp pursuant to Section 116 of the Companies Act 2016 (“Act”) (“Proposed Share Capital Reduction”); 

(ii) proposed private placement of 242,500,000 new ordinary shares in Comcorp (“Comcorp Share(s)”) (“Placement Share(s)”), representing approximately 63.40% of the enlarged number of issued shares of Comcorp at an issue price of RM0.08 per Placement Share (“Proposed Private Placement”); 

(iii) proposed issuance of 70,000,000 new redeemable convertible preference shares (“RCPS”) in Comcorp at an issue price of RM0.08 per RCPS (“Proposed Issuance of RCPS”); 

(iv) proposed amendments to the Constitution of Comcorp to facilitate the Proposed Issuance of RCPS (“Proposed Amendments”); and 

(v) proposed acceptance of the contract awarded by Urban Catalyst Architecture Sdn Bhd (“Urban Catalyst”) on behalf of Mightyprop Sdn Bhd (“Mightyprop”) for the construction and completion of main building works and infrastructure works for a development project for a contract sum of RM188.77 million (“Award”) (“Award Letter”) (“Proposed Acceptance of Contract”). 

Bursa Securities has also resolved to approve the following: 

(i) the listing and quotation of the following: 

(a) 242,500,000 Placement Shares pursuant to the Proposed Private Placement; and 

(b) up to 70,000,000 new Comcorp Shares arising from the conversion of the RCPS; 

on the Main Market of Bursa Securities. 

The approval granted by Bursa Securities for the Proposed Regularisation Plan is subject to the following conditions: 

1. Comcorp and PIVB to fully comply with the relevant provisions under the Listing Requirements pertaining to the implementation of the Proposed Regularisation Plan; 

2. Comcorp and PIVB to ensure compliance with Paragraph 8.02 of the Listing Requirements prior to the quotation for the Placement Shares to be issued pursuant to the Proposed Regularisation Plan; 

3. Comcorp and PIVB to inform Bursa Securities upon the completion of the Proposed Regularisation Plan; 

4. Comcorp and PIVB to furnish Bursa Securities with a written confirmation of its compliance with the terms and conditions of Bursa Securities’ approval once the Proposed Regularisation Plan is completed; 

5. A letter from PIVB confirming all approvals of relevant authorities have been obtained; 

6. A copy of all letters of approval from the relevant authorities; 

7. A certified true copy of the resolution passed by the shareholders at the general meeting for the Proposed Regularisation Plan; 

8. Comcorp to furnish Bursa Securities on a quarterly basis a summary of the total number of shares listed pursuant to the conversion of the RCPS at the end of each quarter together with a detailed computation of listing fees payable; 

9. Comcorp to furnish Bursa Securities with the letter of compliance in relation to the amended Constitution of the Company pursuant to Paragraph 2.12 of the Listing Requirements together with a copy of the duly executed amended Constitution; 

10. Public shareholding spread pursuant to Appendix 8E of the Listing Requirements upon allotment and issuance of all the Placement Shares to be issued pursuant to the Proposed Regularisation Plan; 

11. Submission of written confirmation letter by PIVB to Bursa Malaysia Depository Sdn Bhd (“Bursa Depository”) that all conditions imposed by Bursa Securities which are required to be met before the listing and quotation of the securities have been fully complied with and/or fulfilled together with the submission of the share certificate by Comcorp and a cover letter containing the summary of the new shares to Bursa Depository before 10.00 a.m. on the market day prior to the listing date; 

12. Receipt of confirmation from Bursa Depository that the additional new shares are ready for crediting into the respective account holders; and 

13. An announcement in accordance to Paragraph 13.2 of Practice Note 28 is submitted via Bursa Link before 3.00 p.m. on the market day prior to the listing date.  

Comcorp and PIVB are also required to ensure full compliance of all the requirements as provided under the Listing Requirements at all times. 

This announcement is dated 19 August 2022.