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BackOct 13, 2017
Type Announcement
Subject OTHERS
Description

AIRASIA BERHAD ("AAB" OR THE "COMPANY") PROPOSED INTERNAL REORGANISATION BY WAY OF A MEMBERS SCHEME OF ARRANGEMENT UNDER SECTION 366 OF COMPANIES ACT, 2016

The terms used herein shall have the same meaning as those defined in the announcement made on 29 August 2017 unless otherwise stated.

We refer to the announcement dated 29 August 2017 and 3 October 2017 in relation to the Proposed Internal Reorganisation.

On behalf of the Board, RHB Investment Bank wishes to announce that Bursa Securities had vide its letter dated 13 October 2017, resolved to approve the following:-

(i) Admission of AirAsia Group Berhad (“AAGB”) to the Official List; and
(ii) The listing and quotation of the entire issued share capital of AAGB comprising 3,341,974,082 ordinary shares (“AAGB Shares”) on “Trading/Services” sector of the Main Market of Bursa Securities, in place of AAB.

AAGB will assume AAB’s Stock Code, Stock Short Name and ISIN Code.

The approval granted by Bursa Securities for the Proposed Internal Reorganisation is subject to the following conditions:-

(i) To make the relevant announcements pursuant to Paragraph 8.2 of Practice Note 21 of the Main Market Listing Requirements (“Listing Requirements");
(ii) AAB/AAGB to furnish Bursa Securities with a certified true copy of the resolution passed by shareholders at the forthcoming general meeting for the Proposed Internal Reorganisation;
(iii) AAB/AAGB and RHB Investment Bank to furnish Bursa Securities with a letter confirming that all approvals of the relevant authorities have been obtained together with a copy each of all the said letters;
(iv) AAGB must comply with the public shareholdings spread requirements pursuant to Paragraph 8.02 of the Listing Requirements upon the admission of AAGB Shares to the Official List of Bursa Securities;
(v) AAGB and RHB Investment Bank to furnish Bursa Securities with a written confirmation that AAGB complies with the public shareholdings spread requirements pursuant to Paragraph 8.02(1) of the Listing Requirements and a certificate of distribution of shares in the format contained in Part B(1)(d) of Annexure PN21-A of the Listing Requirements;
(vi) AAGB to furnish Bursa Securities with the letter of undertaking in the format prescribed in Annexures PN21-B of the Listing Requirements duly executed by AAGB together with a certified true extract of the Board of Directors’ resolution authorising the signatory as soon as possible and in any event, before the admission of AAGB Shares to the Official List of Bursa Securities;
(vii) AAGB to furnish Bursa Securities with the confirmation letters duly signed by the Directors to be appointed to the Board of AAGB (in the format prescribed in Annexures PN21-C and PN21-D of the Listing Requirements) immediately after their appointments and in any event, before the admission of AAGB Shares to the Official List of Bursa Securities;
(viii) AAGB to furnish Bursa Securities with a confirmation that the requirements stipulated under Paragraphs 15.02, 15.09 and 15.10 of the Listing Requirements have been duly complied together with the relevant document supporting the same;
(ix) AAB/AAGB to furnish Bursa Securities with a copy of the certificate of lodgement of the court order sanctioning the scheme after it has been filed with the Companies Commission of Malaysia;
(x) AAB/AAGB and RHB Investment Bank to inform Bursa Securities upon completion of the Proposed Internal Reorganisation;
(xi) AAB/AAGB to furnish Bursa Securities with a written confirmation of its’ compliance with the terms and conditions of Bursa Securities’ approval once the Proposed Internal Reorganisation is completed;
(xii) Payment of annual listing fees. In this respect, AAGB is required to furnish Bursa Securities a cheque drawn to the order of Bursa Securities for the annual listing fees together with a copy of the details of the computation of the amount of annual listing fees payable; and
(xiii) AAB/AAGB to furnish Bursa Securities with a copy of the Articles of Association/Constitution and all amendments to-date together with a letter of compliance pursuant to Paragraph 2.12 and a checklist showing compliance with the relevant provision of Chapter 7 of the Listing Requirements.

This announcement is dated 13 October 2017.





Announcement Info

Company Name AIRASIA BERHAD
Stock Name AIRASIA
Date Announced 13 Oct 2017
Category General Announcement for PLC
Reference Number GA1-13102017-00054