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“ISO” : International Organisation for Standardisation, a world-wide federation of national standards bodies “ISO 9000” : Series of international standards on quality management and quality assurance developed by the ISO Technical Committee in 1987, which has been adopted by more than 30 countries, including the United Kingdom and the United States of America, as their national quality system standard “ISO 9002” : Constituent part of the ISO 9000 series which covers the following 19 areas: management responsibility; quality system; contract review; document and data control; purchasing; control of customer-supplied product; product identification and traceability; process control; inspection and testing; control of inspection, measuring and test equipment; inspection and test status; control of non-conforming product; corrective and preventive action; handling, storage, packaging, preservation and delivery; control of quality records; internal quality audits; training; servicing and statistical techniques “Low voltage switchgears” : Made of switchgears, busbars and the necessary enclosures and support systems where the electricity at the appropriate useful voltage is distributed to the various electrical loads; it also provides the facilities for switching and circuit protection “M&E consultant” : A Qualified Person appointed to be responsible for the design of the Mechanical and Electrical systems of a building project “M&E systems” : Mechanical & Electrical Systems; usually refers to mechanical ventilation systems, plumbing systems, sanitary systems, electrical distribution systems, fire protection systems, etc “Network and structured : A network of telecommunication cables designed for broadband cabling” transmission “Private Automatic Branch : A private telephone exchange for a localized telephone system Exchange” or “PABX” “Pumper trucks” : Tank trucks that drains off and transport sludge from portable toilets and holding tanks to sewerage treatment plants “Riser ducts” : A compartment for housing distribution cables and switchboards in multi-storey buildings “Switchboard” : General term for switchgears, which are used for connecting the main incoming electrical cables within a premise from the utility supplier “Trunkings” : An enclosure for the protection of cables, normally of rectangular cross section where one side is removable or hinged “uPVC” : An acronym for unplasticised polyvinyl chloride which is a type of plastic material “UTP” : An acronym for unshielded twisted pair which is a type of cable for telecommunication or data transmission “Wet riser system” : A pressurized water pipe riser that forms part of the fire protection system for buildings exceeding 25 metres in height 6
LISTING ON SGX SESDAQ DETAILS OF THE INVITATION Application has been made to the SGX-ST for permission to deal in, and for quotation of, all the Shares already issued as well as the New Shares on the SGX Sesdaq. Such permission will be granted when the Company has been admitted to the Official List of the SGX Sesdaq. Acceptance of applications will be conditional upon, inter alia, permission being granted to deal in, and for quotation of, all of the Shares already issued as well as the New Shares. Moneys paid in respect of any application accepted will, subject to applicable laws, be returned, without interest or any share of revenue or benefit arising therefrom and at the applicant’s own risk, if the said permission is not granted. The SGX-ST assumes no responsibility for the correctness of any of the statements made, opinions expressed or reports contained in this Prospectus. Admission to the Official List of the SGX Sesdaq is not to be taken as an indication of the merits of the Invitation, the Company, its subsidiaries or the Shares. A copy of this Prospectus, together with copies of the Application Forms, has been lodged with, and registered by, the Registrar of Companies and Business in Singapore who takes no responsibilities for its contents. The Directors individually and collectively accept full responsibility for the accuracy of the information given in this Prospectus and confirm, having made all reasonable enquiries, that to the best of their knowledge and belief, there are no other material facts the omission of which would make any statement in this Prospectus misleading and that this Prospectus constitutes full and true disclosure of all material facts about the Invitation and the Company and its subsidiaries. No person is authorised to give any information or to make any representation not contained in this Prospectus in connection with the Invitation and, if given or made, such information or representation must not be relied upon as having been authorised by the Company or DBS Bank. Neither the delivery of this Prospectus and the Application Forms nor the Invitation shall, under any circumstances, constitute a continuing representation or create any suggestion or implication that there has been no change in the affairs of the Company or the Group or any statements of fact or information contained in this Prospectus since the date of this Prospectus. Where such changes occur, the Company may make an announcement of the same to the SGX-ST. All applicants should take note of any such announcement and, upon release of such an announcement, shall be deemed to have notice of such changes. Save as expressly stated in this Prospectus, nothing herein is, or may be relied upon as, a promise or representation as to the future performance or policies of the Company or the Group. Neither the Company nor DBS Bank is making any representation to any person regarding the legality of an investment in the Shares by such person under any investment or any other laws or regulations. No information in this Prospectus should be considered to be business, legal or tax advice. Each prospective investor should consult his own professional or other advisors for business, legal or tax advice regarding an investment in the Shares. This Prospectus has been prepared solely for the purpose of the Invitation and may not be relied upon by any persons other than the applicants in connection with their application for the New Shares or for any other purpose. This Prospectus does not constitute an offer of, or invitation or solicitation to subscribe for, the New Shares in any jurisdiction in which such offer, invitation or solicitation is unauthorised or unlawful nor does it constitute an offer, invitation or solicitation to any person to whom it is unlawful to make such offer, invitation or solicitation. 7
Page 1 and 2: PROSPECTUS DATED 25 November 2000 A
Page 3 and 4: Competitive Strengths Extensive Exp
Page 5 and 6: CORPORATE INFORMATION BOARD OF DIRE
Page 7 and 8: “Executive Officers” : The exec
Page 9: GLOSSARY OF TECHNICAL TERMS To faci
Page 13 and 14: INDICATIVE TIMETABLE FOR LISTING In
Page 15 and 16: Our Competitive Strengths (a) We ha
Page 17 and 18: Our Restructuring Exercise Prior to
Page 19 and 20: THE INVITATION Issue Size : 30,000,
Page 21 and 22: We depend on four customers who con
Page 23 and 24: If ongoing projects extend their da
Page 25 and 26: In the event that our Directors and
Page 27 and 28: NET OPERATING CASH FLOW (1) Histori
Page 29 and 30: DILUTION (1) (a) The dilution to ne
Page 31 and 32: HISTORY GENERAL INFORMATION ON OUR
Page 33 and 34: Each of our M&E engineering service
Page 35 and 36: (e) Communications & Security Syste
Page 37 and 38: To the best of our knowledge and be
Page 39 and 40: Contract Date of Date of Value Deta
Page 41 and 42: Contract Date of Date of Value Deta
Page 43 and 44: Our ISO manual sets out the guideli
Page 45 and 46: Our Licences We currently have two
Page 47 and 48: Financial Positions of the Proforma
Page 49 and 50: REVIEW OF PAST OPERATING RESULTS Ov
Page 51 and 52: Materials such as uPVC pipes and fi
Page 53 and 54: Despite the lower turnover, profit
Page 55 and 56: (c) In addition, our general and ad
Page 57 and 58: Current liabilities Our current lia
Page 59 and 60: As at 30 September 2000, certain of
Page 61 and 62:
MAJOR SUPPLIERS Suppliers accountin
Page 63 and 64:
We provided plumbing & sanitary and
Page 65 and 66:
(b) Capabilities to provide integra
Page 67 and 68:
Goh Chee Wee was appointed as an in
Page 69 and 70:
Siow Nget Yuen joined our Group in
Page 71 and 72:
Our management reporting structure
Page 73 and 74:
Their current monthly remuneration
Page 75 and 76:
(g) that authority be given pursuan
Page 77 and 78:
(2) Mr Chua Kim Hua entered into a
Page 79 and 80:
Note:- (1) Comprises rental of prem
Page 81 and 82:
The transaction was on arm’s leng
Page 83 and 84:
Chip Eng Seng is one of our main cu
Page 85 and 86:
We supply sanitary and plumbing pro
Page 87 and 88:
Prior to the purchases, the employe
Page 89 and 90:
Corporate Governance Present Our Gr
Page 91 and 92:
PROPERTIES AND FIXED ASSETS Our Gro
Page 93 and 94:
25 November 2000 The Board of Direc
Page 95 and 96:
B. BASIS OF PRESENTATION OF FINANCI
Page 97 and 98:
D. PROFORMA STATEMENT OF GROUP BALA
Page 99 and 100:
F. PROFORMA STATEMENT OF NET ASSETS
Page 101 and 102:
G. SUMMARY OF SIGNIFICANT ACCOUNTIN
Page 103 and 104:
H. NOTES TO PROFORMA STATEMENT OF G
Page 105 and 106:
H. NOTES TO PROFORMA STATEMENT OF G
Page 107 and 108:
K. AUDITED FINANCIAL STATEMENTS No
Page 109 and 110:
UNAUDITED CONSOLIDATED BALANCE SHEE
Page 111 and 112:
GENERAL AND STATUTORY INFORMATION I
Page 113 and 114:
Name Present Directorships Past Dir
Page 115 and 116:
4. No Director or Executive Officer
Page 117 and 118:
Save as disclosed above, and for pa
Page 119 and 120:
Article 90 The Directors to retire
Page 121 and 122:
Article 23 The Directors may if the
Page 123 and 124:
Variation of rights of Shareholders
Page 125 and 126:
Article 50 (A) Every notice calling
Page 127 and 128:
BANK BORROWINGS AND WORKING CAPITAL
Page 129 and 130:
LITIGATION 26. Saved as disclosed b
Page 131 and 132:
32. Application moneys received by
Page 133 and 134:
TERMS AND CONDITIONS AND PROCEDURES
Page 135 and 136:
10. Share certificates will be regi
Page 137 and 138:
5. Applications for the New Shares
Page 139 and 140:
11. Applications for Placement Shar
Page 141 and 142:
1. In connection with his Electroni
Page 143 and 144:
The responsibility for timely refun
Page 145 and 146:
INSTRUCTIONS FOR ELECTRONIC APPLICA
Page 148:
TABLE OF CONTENTS Page CORPORATE IN
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