The Board of Directors of APFT Berhad (“APFT” or “the Company”) wishes to announce that the Company has triggered the prescribed criteria pursuant to Paragraph 2.1 (e) of Practice Note 17 (“PN17”) of the Main Market Listing Requirements (“LR”) as based on the Audited Financial Statements for the financial year ended 31 July 2016, the former external auditors of the Company, Messrs. SJ Grant Thornton, had expressed an emphasis of matter on the Company's ability to continue as a going concern in the latest audited financial statements of the Company for the financial year ended 31 July 2016 and the Company’s shareholders’ equity on a consolidated basis was at 34.6% which was below 50% of the issued and paid-up capital (excluding treasury shares) of the Company as at 30 September 2017.
2. OBLIGATIONS PURSUANT TO PN17
Pursuant to the PN17, APFT as a PN17 Issuer is required to comply with the following:
(a) regularise its condition in the following manner:
(i) within 12 months from the date of this announcement (“First Announcement”):
(aa) submit a regularisation plan to the Securities Commission (“SC”) if the plan will result in a significant change in the business direction or policy of the Company; or
(bb) submit a regularisation plan to Bursa Securities if the plan will not result in a significant change in the business direction or policy of the Company, and obtain Bursa Securities’ approval to implement the plan;
(ii) implement the plan within the timeframe stipulated by the SC or Bursa Securities as the case may be;
(b) provide such information as may be prescribed by Bursa Securities from time to time for public release;
(c) do such other acts or things as may be required by Bursa Securities;
(d) announce within 3 months from the First Announcement, on whether the regularisation plan will result in a significant change in the business direction or policy of the Company;
(e) announce the status of its regularisation plan and the number of months to the end of the relevant timeframes referred to in Section 2(a) above, as may be applicable, on a monthly basis until further notice from Bursa Securities;
(f) announce its compliance or non-compliance with a particular obligation imposed pursuant to PN17, on an immediate basis;
(g) announce the details of the regularisation plan and sufficient information to demonstrate that the Company is able to comply with all the requirements set out in the PN17 after implementation of the regularisation plan, which the announcement must include a timeline for the complete implementation of the regularisation plan and be made by the Company’s Principal Adviser; and
(h) where the Company fails to regularise its condition, to announce the dates of the suspension and de-listing of its listed securities, immediately upon notification of suspension and de-listing by Bursa Securities.
3. CONSEQUENCES OF NON-COMPLIANCE
In the event the Company fails to comply with any part of its obligations to regularise its condition within the timeframes permitted by Bursa Securities, Bursa Securities shall:
(a) suspend the trading of the Company’s listed securities on the 6th market day after the date of notification of suspension by Bursa Securities; and
(b) de-list the Company subject to the Company’s right to appeal against the de-listing which appeal by the Company must be submitted to Bursa Securities within 5 market days from the date of notification of de-listing by Bursa Securities.
4. STATUS OF THE COMPANY’S REGULARISATION PLAN
As at the date of this announcement, the Company is looking into formulating a plan to regularise its financial condition and the announcement on the same will be made in due course.
This announcement is dated 19 January 2018.