Notice of Interest Sub. S-hldr (29A)

MESB BERHAD

Particulars of Substantial Securities Holder

Name DR IHSAN BIN OSMAN
Nationality/Country of incorporation Malaysia
Descriptions (Class & nominal value) Ordinary Shares
Name & address of registered holder Ihsan Bin Osman

C/O Klinik Ihsan & Siti

411 Lot 8667

Ag Komplek Perniagaan

78000 Alor Gajah, Melaka

Date interest acquired & no of securities acquired
Currency Malaysian Ringgit (MYR)
Date interest acquired 06 Dec 2016
No of securities 2,000
Circumstances by reason of whichSecurities Holder has interest Acquisition of shares via open market
Nature of interest Direct
Price Transacted ($$) 0.620
Total no of securities after change
Direct (units) 3,300,900
Direct (%) 7.86
Indirect/deemed interest (units) 1,619,800
Indirect/deemed interest (%) 3.86
Date of notice 17 Mar 2017

Remarks :

The Form 29A was received by the Company on 17 March 2017

TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) : RECURRENT RELATED PARTY TRANSACTIONS MESB BERHAD TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) – RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE

MESB BERHAD
Type Announcement
Subject Transactions (Chapter 10 Of Listing Requirements)
Recurrent Related Party Transactions
Description Mesb Berhad

Transactions (Chapter 10 Of Listing Requirements)

-      Recurrent Related Party Transactions Of A Revenue Or Trading Nature

Please refer to the attachment below.

This announcement is dated 7 March 2017

Attachment :

Announcement – RRPT – final

Change in Boardroom

MESB BERHAD
Date of change 06 Mar 2017
Name MR TEOH HWA PENG
Age 49
Gender Male
Nationality Malaysia
Designation Director
Directorate Executive
Type of change Resignation
Reason To devote more time on other business commitments
Details of any disagreement that he/she has with the Board of Directors No
Whether there are any matters that need to be brought to the attention of shareholders No
Qualifications Lower Certificate of Education in Malaysia
Working experience and occupation He is the co-founder of Miroza Leather (M) Sdn Bhd, a main subsidiary of the Company. He has more than 20 years of experience in retailing industry and possesses in-depth knowledge of the overall operations of the Group and has contributed significantly to the growth of the Group.
Family relationship with any director and/or major shareholder of the listed issuer Mr Teoh Hwa Peng is the spouse to Tan Sok Gim, who is also the major shareholder of the Company (deemed interested in MESB Berhad by virtue of  her shareholding in Angsana Inai Sdn Bhd pursuant to the Section 8 of the Companies Act,  2016)
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 (1) Mr Teoh Hwa Peng is holding 15,999 shares in MESB Berhad.  He is deemed interested in MESB Berhad by virtue of his shareholdings in Angsana Inai Sdn Bhd pursuant to the Section 8 of the Companies Act,  2016.

(2)  By virtue of Mr Teoh Hwa Peng’s interest in the shares of MESB Berhad, Mr Teoh is also deemed  interested in the shares of the subsidiaries to the extent of MESB Berhad’s interest in the subsidiaries.

Quarterly rpt on consolidated results for the financial period ended 31 Dec 2016

MESB BERHAD
Financial Year End 31 Mar 2017
Quarter 3 Qtr

Quarterly report for the financial period ended

31 Dec 2016
The figures have not been audited

Currency: Malaysian Ringgit (MYR)

SUMMARY OF KEY FINANCIAL INFORMATION
31 Dec 2016

INDIVIDUAL PERIOD

CUMULATIVE PERIOD

CURRENT YEAR QUARTER

PRECEDING YEAR
CORRESPONDING
QUARTER

CURRENT YEAR TO DATE

PRECEDING YEAR
CORRESPONDING
PERIOD

31 Dec 2016

31 Dec 2015

31 Dec 2016

31 Dec 2015

$$’000

$$’000

$$’000

$$’000

1

Revenue

36,231

32,412

103,217

72,689

2

Profit/(loss) before tax

1,912

479

2,259

289

3

Profit/(loss) for the period

1,206

287

834

-97

4

Profit/(loss) attributable to ordinary equity holders of the parent

1,206

287

834

17

5

Basic earnings/(loss) per share (Subunit)

2.87

0.68

1.99

0.21

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 ($$)

2.0200

2.0000

Attachments : MESB – Third Quarterly Report – 31.12.2016

Change in Principal Officer

Date of change 01 Dec 2016
Name MR LUI BOO HOCK
Age 47
Gender Male
Nationality Malaysia
Type of change Appointment
Designation Chief Financial Officer
Qualifications MBA, member of the Chartered Institute of Management Accounts UK (CIMA) and also Malaysia Institute Accountant.
Working experience and occupation Mr Lui has more than 20 years working experience in the areas of accounting, taxation and finance in manufacturing, trading and retailing industries.

He joined in year 2005 as an Accountant of the Company’s subsidiary.

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 Nil.

Change of Company Secretary

MESB BERHAD
Date Of Change 24 Nov 2016
Type Of Change Appointment
Designation Joint Secretary
License No MAICSA 7050642
Name TEO MEE HUI

Working experience and occupation during past 5 years

Quarterly rpt on consolidated results for the financial period ended 30 Sep 2016

MESB BERHAD
Financial Year End 31 Mar 2017
Quarter 2 Qtr
Quarterly report for the financial period ended 30 Sep 2016
The figures have not been audited

Currency: Malaysian Ringgit (MYR)

SUMMARY OF KEY FINANCIAL INFORMATION
30 Sep 2016

INDIVIDUAL PERIOD

CUMULATIVE PERIOD

CURRENT YEAR QUARTER

PRECEDING YEAR
CORRESPONDING
QUARTER

CURRENT YEAR TO DATE

PRECEDING YEAR
CORRESPONDING
PERIOD

30 Sep 2016

30 Sep 2015

30 Sep 2016

30 Sep 2015

$$’000

$$’000

$$’000

$$’000

1 Revenue

28,274

22,650

66,986

40,277

2 Profit/(loss) before tax

-1,654

271

347

-190

3 Profit/(loss) for the period

-1,367

267

-372

-199

4 Profit/(loss) attributable to ordinary equity holders of the parent

-1,367

267

-372

-270

5 Basic earnings/(loss) per share (Subunit)

-3.25

0.64

-0.89

-0.19

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 ($$)

1.9900

2.0000

Attachments : MESB – 2nd Quarterly Report – 30.09.2016

Change of Company Secretary

MESB BERHAD
Date Of Change 17 Nov 2016
Type Of Change Resignation
Designation Joint Secretary
License No MAICSA 7044946
Name SOO SHIOW FANG
Working experience and occupation during past 5 years

TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) : NON RELATED PARTY TRANSACTIONS MESB BERHAD (”MESB” OR THE “COMPANY”) – ACQUISITION BY MESB OF THE ENTIRE EQUITY INTEREST IN ACTIVE FIT SDN. BHD. FOR A CASH CONSIDERATION OF RM19,000,000 (”ACQUISITION”) – PROFIT GUARANTEE

Amended Announcements
Please refer to the earlier announcement reference number: GA1-01112016-00082

MESB BERHAD
Type Announcement
Subject TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
Description MESB BERHAD (”MESB” OR THE “COMPANY”) – ACQUISITION BY MESB OF THE ENTIRE EQUITY INTEREST IN ACTIVE FIT SDN. BHD. FOR A CASH CONSIDERATION OF RM19,000,000 (”ACQUISITION”)- PROFIT GUARANTEE
For consistency purposes, the abbreviations and definitions used throughout this announcement shall have the same meanings as those previously defined in the Company’s announcement dated 23 July 2015 in relation to the Acquisition.

We refer to the announcements dated 23 July 2015, 8 October 2015 and 15 October 2015 in relation to the Acquisition.

Pursuant to Clause 9.1 of the Share Sale Agreement dated 23 July 2015 (“SSA”), the Profit Guarantors, namely Mr Siow Sea Nen and Ms Chen Mui Yong (“the Guarantors”) jointly and severally agree, undertake and covenant with and guarantee to MESB that Active Fit Sdn. Bhd. shall attain and achieve the Profit Guarantee i.e. Audited Profit After Taxation (“PAT”) of not less than Ringgit Malaysia Two Million Five Hundred Thousand (RM2,500,000.00) (Profit Guarantee) for the financial period from 1 July 2015 to 30 June 2016.

The Board of Directors of MESB wishes to announce that Active Fit Sdn. Bhd. has failed to meet its Profit Guarantee for the financial year ended 30 June 2016. The details of the Profit Guarantee for the financial period from 1 July 2015 to 30 June 2016 is illustrated as below:-

Amount (RM)
PAT (Profit Guarantee) 2,500,000.00
Audited PAT for financial year ended 30 June 2016 2,394,537.00
Compensation – Profit Shortfall 105,463.00

Pursuant to Clause 9.5 of the SSA, the Guarantors agreed to pay MESB the compensation of RM105,463.00 within thirty (30) days from the receipt of notification from MESB.

MESB has served the notice for the settlement of Compensation on 1 November 2016 to the Guarantor for settlement of the shortfall of RM105,463.00 Profit Guarantee in Active Fit Sdn. Bhd..

This announcement dated 2 November 2016

Remarks:-

This announcement is to notify that “The financial period  from 1 July 2016 to 31 June 2016 for the Audited Profit After Taxation is revised to 1 July 2015 to 31 June 2016″.

TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) : NON RELATED PARTY TRANSACTIONS MESB BERHAD (”MESB” OR THE “COMPANY”) – ACQUISITION BY MESB OF THE ENTIRE EQUITY INTEREST IN ACTIVE FIT SDN. BHD. FOR A CASH CONSIDERATION OF RM19,000,000 (”ACQUISITION”) – PROFIT GUARANTEE

Type Announcement
Subject TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
Description MESB BERHAD (”MESB” OR THE “COMPANY”) – ACQUISITION BY MESB OF THE ENTIRE EQUITY INTEREST IN ACTIVE FIT SDN. BHD. FOR A CASH CONSIDERATION OF RM19,000,000 (”ACQUISITION”)

- PROFIT GUARANTEE

For consistency purposes, the abbreviations and definitions used throughout this announcement shall have the same meanings as those previously defined in the Company’s announcement dated 23 July 2015 in relation to the Acquisition.

We refer to the announcements dated 23 July 2015, 8 October 2015 and 15 October 2015 in relation to the Acquisition.

Pursuant to Clause 9.1 of the Share Sale Agreement dated 23 July 2015 (“SSA”), the Profit Guarantors, namely Mr Siow Sea Nen and Ms Chen Mui Yong (“the Guarantors”) jointly and severally agree, undertake and covenant with and guarantee to MESB that Active Fit Sdn. Bhd. shall attain and achieve the Profit Guarantee i.e. Audited Profit After Taxation (“PAT”) of not less than Ringgit Malaysia Two Million Five Hundred Thousand (RM2,500,000.00) (Profit Guarantee) for the financial period from 1 July 2016 to 30 June 2016.

The Board of Directors of MESB wishes to announce that Active Fit Sdn. Bhd. has failed to meet its Profit Guarantee for the financial year ended 30 June 2016. The details of the Profit Guarantee for the financial period from 1 July 2015 to 30 June 2016 is illustrated as below:-

Amount (RM)

PAT (Profit Guarantee)

2,500,000.00

Audited PAT for financial year ended 30 June 2016

2,394,537.00

Compensation – Profit Shortfall

105,463.00

Pursuant to Clause 9.5 of the SSA, the Guarantors agreed to pay MESB the compensation of RM105,463.00 within thirty (30) days from the receipt of notification from MESB.

MESB has served the notice for the settlement of Compensation on 1 November 2016 to the Guarantor for settlement of the shortfall of RM105,463.00 Profit Guarantee in Active Fit Sdn. Bhd..

This announcement dated 1 November 2016