General Announcement

01/04/2005

SERSOL TECHNOLOGIES BERHAD (SerSol or the Company)

SERSOL TECHNOLOGIES BERHAD

Type

Announcement
SubjectSERSOL TECHNOLOGIES BERHAD (SerSol or the Company)

Contents :

    · Acquisition of the entire equity interest in Multi Square (S) Pte. Ltd. (MSPL) comprising 100 ordinary shares of Singapore Dollar (SGD)1.00 each in MSPL (MSPL Share) for a cash consideration of SGD100 (Proposed MSPL Acquisition)
      · Proposed subscription of 99,900 additional MSPL Shares for a cash consideration of SGD99,900 (Proposed Additional Shares Subscription)

      Collectively known as the Proposals


      1. INTRODUCTION
          The Board of Directors of SerSol is pleased to announce that it had acquired the entire equity interest in MSPL resulting in MSPL being a wholly-owned subsidiary of SerSol on 30 March 2005 for a cash consideration of SGD100.

          The Board of Directors of SerSol is also pleased to announce that the Company proposes to increase its investment in MSPL by the subscription of an additional 99,900 MSPL Shares for a total cash consideration of SGD99,900.
      2. THE PROPOSALS

      2.1 MSPL ACQUISITION
          The purchase consideration of SGD100 is based on the par value of MSPL Shares and is funded via internally generated funds.

      2.2. PROPOSED ADDITIONAL SHARES SUBSCRIPTION
          SerSol will further invest SGD99,900 in MSPL via the subscription of additional 99,900 MSPL Shares as follows:

          Period
          Amount Paid/
          to be Paid
          Number of MSPL Shares acquired/ to be subscribed
          Accumulated issued and paid-up share capital of MSPL
          SGD
          SGD
          April 2005
          49,900
          49,900
          50,000
          May 2005
          30,000
          30,000
          80,000
          June 2005
          20,000
          20,000
          100,000
          The Proposed Additional Shares Subscription will be funded via SerSols internally generated funds.

      3. INFORMATION ON MSPL

          MSPL was incorporated on 7 February 2005 in Singapore as a limited company. MSPL is currently dormant with an authorised share capital of SGD 1,000,000 comprising 1,000,000 MSPL Shares and has a current issued and paid-up share capital of 100 MSPL Shares.


      4. RATIONALE FOR THE PROPOSALS
          MSPL will be the marketing arm of SerSol in Singapore and this will enable SerSol to be in close proximity with its customers in Singapore. This is in view of the fact that a majority of SerSols multinational customers across South East Asia are headquartered in Singapore.


      5. EFFECTS OF THE PROPOSALS

          The Proposals will not have any material effect on the earnings and net tangible assets of the consolidated accounts of SerSol for the financial year ending 31 December 2005.

          The Proposals do not have any effect on the issued and paid-up share capital and substantial shareholders shareholdings of SerSol.
      6. APPROVALS REQUIRED
          Save for the approval of Bank Negara Malaysia dated 22 March 2005 for the Proposed Additional Shares Subscription of which was received by SerSol on 25 March 2005, the Proposals are not subject to the approvals of SerSols shareholders and any other relevant authorities.

      7. DIRECTORS AND SUBSTANTIAL SHAREHOLDERS INTERESTS AND/OR PERSONS CONNECTED WITH THE DIRECTORS OR SUBSTANTIAL SHAREHOLDERS
          As far as the Directors of SerSol are aware, none of the Directors, substantial shareholders and/or person(s) connected with the Directors or substantial shareholders of SerSol, has any interest, direct or indirect, in the Proposals.

      8. DIRECTORS RECOMMENDATION
          The Board of Directors of SerSol, after having considered all aspects of the Proposals, is of the opinion that the terms and conditions of the Proposals are fair and reasonable and are in the best interest of the Company.



      9. ADVISER AND SPONSOR
          No adviser is required for the Proposals and Southern Investment Bank Berhad (SIBB) is the Sponsor for SerSol.



      This announcement is dated 1 April 2005.



    Announcement Info

    Company NameSERSOL TECHNOLOGIES BERHAD (MESDAQ Market) 
    Stock Name SERSOL
    Date Announced1 Apr 2005  
    CategoryGeneral Announcement
    Reference NoC&-050331-62117

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