The
following is the announcement by Malaysian Pacific
Industries Berhad made to KLSE regarding the
"PROPOSED
AMENDMENTS AND THEREAFTER ADOPTION OF THE AMENDED AND RESTATED BYE-LAWS OF THE
EMPLOYEE SHARE OPTION SCHEME ("ESOS BYE-LAWS") AND PROPOSED EXTENSION
OF THE DURATION OF THE EMPLOYEE SHARE OPTION SCHEME FOR AN ADDITIONAL PERIOD OF
5 YEARS ("PROPOSALS")
On behalf of the Board of Directors of MPI, Commerce International Merchant
Bankers Berhad hereby announces that the Securities Commission ("SC")
has vide its letter dated 16 May 2002 approved the proposed extension of the
duration of the Employee Share Option Scheme ("ESOS" or
"Scheme") for an additional period of 5 years to 23 December 2009 and
the proposed amendments to the existing Bye-Laws of the Executive Share Option
Scheme. The Executive Share Option Scheme was approved by the SC on 14 October
1999.
The approval of the SC for the Proposals is subject to the following conditions:
(i) Additional amendments as indicated in
the SC's letter dated 16 May 2002 to be included in the ESOS Bye-Laws;
(ii) The submission of a final copy of the
ESOS Bye-Laws for the record of the SC;
(iii) A confirmation letter from the adviser
that the Company has:
(a) fulfilled the SC's condition of
approval for the Scheme and that the ESOS Bye-Laws do not contravene the
guidelines on employees' share option schemes as stipulated under the
Policies and Guidelines on Issue/Offer of Securities of the SC ("SC
Guidelines"); and
(b) obtained other relevant approvals
for the Scheme and has fulfilled any conditions imposed therein.
Pursuant to the waiver sought for the departure from paragraph 2(b) of Chapter
16 of the SC Guidelines where it requires adjustments to be made giving a
participant the same proportion of the capital as that to which he was
previously entitled in the event of a rights issue, MPI is required to make
applications for the consideration of the SC together with the relevant
justifications, each time MPI proposes to make adjustments which is not in
compliance with the SC Guidelines. The said requirement is to be included in the
ESOS Bye-Laws.
The Proposals are now subject to approvals being obtained from the shareholders
of MPI at an Extraordinary General Meeting to be convened and the approval of
the grantees of the ESOS options.
This announcement is dated 20 May 2002.