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 Country Heights Grower Scheme (CHGS), anyone heard before?

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mkhor7
post Jan 27 2013, 12:12 PM

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QUOTE(plumberly @ Jan 27 2013, 10:11 AM)
Thanks for giving some background infor. I am no expert. Just speaking my mind here.

If they are doing this to benefit themselves, then fight all the way. If it is business gone wrong, then take it with a gram of salt.

Suggest to contact Bank Negara or other licensing body (CH needs to get a license for this scheme, right?), Consumer Protection Agency, etc and see if they can help.

Write to newspapers and make this public. Then they will be less pushy etc. as the public is watching.

If the resale land value is less than the original purchase price, make sure that the new buyer is not connected to them as they can abuse this with another one of their own companies pretending to be the buyer.

All the best!
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Agreed we must persist to keep CHGS alive instead of terminating it just because PGCB current profit level does not support the 2012 dividend due on 14-Feb.

Using figures from the Prospectus and Circular:
As at 31-Dec-2010, RM80million was loaned to Bee Garden Holdings s/b interest free, unsecured with no fixed repayment terms.

The plantation has currently at least 800 hectares of mature area. This is producing at 8000 MT of FFB. The mill can output 1600 tonnes of CPO from this.
At least another 900 hectares are can start harvest soon. Then next year will be another 1500 hectares.
By 2015 there should be at least 3000 hectares of mature trees for harvesting giving at least 30000 MT of FFB.
PGCB can get at least 5% to 15% returns yearly depending on labour supply, etc.

It is possibility of the low 5% that frightened LKY because our CHGS agreement is based on CPO price which will remained high.
LKY should treat us as partner and re-negotiate the rate of annual yield of the CHGS.

It is good to invest in land based resources, and many of us want to stay on to "Invest in Certainty".

Update:
CHGS and the Gua Musang plantation is NOT making losses. Right now the revenue is too low for PGCB to pay us 12% yield.



This post has been edited by mkhor7: Jan 31 2013, 09:21 PM
mkhor7
post Jan 27 2013, 03:09 PM

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QUOTE(sam sam @ Jan 27 2013, 12:48 PM)
I didn't see this type of message yet
So I am posting

In the event we abort the termination of chgs, dividend of 12 percent needs to be paid for 2012 should not be negotiated on since its in the contract
Dividend for 2013 can be negotiated since we have no entered into the year.

We have to make up our mind now what to do in the event the motion to stop chgs does not got thru and to deal with the after effects
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Agree with you.
Alternatively if LKY want to keep the plantation all to himself, he should refund us 100% straitaway which would definitely and easily get his 75% FOR votes.

Please note that the RM76million of Net Assets in Bee Garden Holdings s/b accounts is should be used to pay back to PGCB.
mkhor7
post Jan 27 2013, 11:04 PM

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QUOTE(hyh78 @ Jan 27 2013, 10:41 PM)
so far, the meeting still firm. same date, same time. any changes, will let u guys know.
pls check with ur respective agents. i believe they can invite more ppl as they have all the contacts.
thanks
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Those in KL/Selangor can access the Register of Owner. This should be available in the registered office of PGCB/CHGS .
The public has the right to inspect and take copies of its list of Growers , contact detail, no. of plots. This is according to s.92 of the Companies Act.
mkhor7
post Jan 27 2013, 11:23 PM

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QUOTE(mkhor7 @ Jan 24 2013, 02:29 AM)
It would have been better if the GM is postponed to another date due to CNY holidays and most Growers unable to attend.
There are provisions printed in the Prospectus about Meeting of Growers on page 57 onwards.
The chairman can adjourn the meeting to another date by a show of hands of those present in persons.
The Chairman can be appointed by Growers present at the meeting, or a nominee of the trustee or a representative approved by ROC.  PGCB representative can even be the Chairman.
Growers can demand a poll on the election of the Chairman or adjournment of the meeting.

Hence, suggest we demand a poll to adjourn this meeting to another more convenient date and time. A poll is one vote for one Grower Plot in person or by proxy who must also be a Grower.

Meanwhile, the fact remained that PGCB may not be able to pay on this Valentine Day the 12% yield of 2012.
Adjournment only delay this reality, but may give more time for some to decide whether to accept termination at their terms, or revised either the refund terms, or continue CHGS with new terms.
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There are provisions printed in the Prospectus about Meeting of Growers on page 57 onwards.
(k) A poll demanded on the election of the chairman or on a question of adjournment shall be taken forthwith. ...


10am - Demand for a show of hands of those present in persons or poll to adjourn the meeting to another date.

This post has been edited by mkhor7: Jan 27 2013, 11:34 PM
mkhor7
post Jan 27 2013, 11:33 PM

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QUOTE(EddyLB @ Jan 27 2013, 10:26 PM)
Do you guys realised the agenda of the meeting on that day itself ?

It has only 1 agenda for the day. You either vote "for" or "against". The flow of the meeting on the day would be :

1. 10am sharp, Chairman of the meeting confirm the quorum
2. Chairman read out the proposal.
3. Someone from the floor (probably a guy planted there) would propose
4. Someone from the floor (also a guy planted there) would second
5. Chairman ask the floor for poll
6. Chairman announce the meeting approve the agenda
7. Chairman thank the floor and announce dismissal

Everything will kaotim in 3 minutes. If there are questions in between, the chairman will shoot it down fast.

There is no agenda for you guys to discuss, to ask question, to propose another resolution or for anything else except to vote "for" and "against". And you guys should expect "the other side" already have enough votes to vote "yes" to the proposal

Are you guys prepared ? You guys got to appoint a few spoke person to stop the chairman. Hopefully some lawyers who are also growers can be in the meeting to stop him. If not, the meeting will be over before you all can react. The big shot has all the experience in this type of meeting. They come prepared. I am sure they even get ready enough security guards to chuck out anyone who make a scene in the meeting room. Whereas I see you guys are just preparing to meet somewhere and the venue is all scattered and not even confirmed ! How do you guys have consensus on what to do ? Do you guys have any lawyer and accountant to answer your questions in your meeting ? You guys got to have a united game plan to take on the big fish  sweat.gif
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Yes, if Growers attend in force and has enough proxy from those who cannot attend, we can "kaotim in 3 minutes" this meeting by adjourning it to another date.
The next date will then be after 14-Feb, the due date for our 2012 annual yield payment.

10am - Demand for a vote to adjourn the meeting to another date.


We need Growers who will be there to video record the meeting with your ipad/handphone, etc.

This post has been edited by mkhor7: Jan 28 2013, 12:49 AM
mkhor7
post Jan 28 2013, 12:52 AM

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QUOTE(mkhor7 @ Jan 26 2013, 11:17 PM)
To ALL Perak CHGS Grower members

It is short notice. I propose a meeting on Monday 28-January-2013
Time : 5pm
Location : AEON Jusco Ipoh Garden - Starbuck

Look for the person with the CHGS yellow folder.
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a few will be there to discuss FOR / AGAINST / adjournment ....
mkhor7
post Jan 28 2013, 03:20 PM

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CHGS is a scheme regulated by law under the Companies Act Part 4 Division 5 - INTERESTS OTHER THAN SHARES, DEBENTURES, ETC.

If they want to push through the resolution to terminate CHGS in a meeting timed where only a few investors can attend, we can apply to the Court not to confirm the resolution that was passed at this meeting. Our reasons can be :
1. the Management Company has not informed us properly ahead their reasons for this very important matters to terminate CHGS.
2. No proper latest audited accounts were given to prove their claim of poor results.
3. the Trustee has not shown the degree of care and diligence as a trustee in this matter of termination - investors were not informed ahead for us to express our opinions, etc.
4. date of meeting was timed that was not convenience to concerned investors to attend
5. <most likely> attendance at this meeting was below 50% of all investors. Termination requires approval of large majority of investors.



mkhor7
post Jan 28 2013, 03:58 PM

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QUOTE(sam sam @ Jan 28 2013, 03:48 PM)
Also
Not sure applicable
http://biz.thestar.com.my/news/story.asp?f...45&sec=business

The article reads MSwg step in to help minority in the egm. Can we write to them too
So that they can attend the meeting
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Thanks to Jeff for poking holes in the simple reasons I had listed here.

Jeff, can you help us the underdog here with your experience. What are the better reasons? You can PM me or sam sam.

To sam sam
Yes please contact MSWG for help. However, the meeting can only be attended by investor Growers.

thanks!

Update:
MSWG is supportive and has given permission to use their office address to receive the Proxy Form.
MSWG forum for CHGS investors is on Monday 4-Feb 11am at their office


This post has been edited by mkhor7: Jan 31 2013, 09:16 PM
mkhor7
post Jan 28 2013, 08:57 PM

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QUOTE(EddyLB @ Jan 28 2013, 08:37 PM)
Jeffayn already refute all your points convincingly. You got to accept they are the big fish. They have done this type of corporate exercise many times. They can afford the best lawyer, consultant, accountant, company secretary in town. They won't make mistakes you can type it out in 3minutes. Remember all the cost for these lawyers, consultants etc are borne by the scheme, ie you the growers. They don't need to come up with a single cent.

If you all still do not have a lawyer by now, I wish you luck. You guys need lots of it  sweat.gif
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It all boils down to PEOPLE's POWER.

Everybody, we need at least 25% voting proxies to be at the meeting to vote AGAINST. Deny PGCB the 75% required to pass resolution that will immediately terminate our CHGS and only get our money back, if they are "merciful", two years later.

First step at the meeting, demand to vote on who will be Chairman - need >50% votes to appoint own friendly Chairman
Next, demand to vote for adjournment - also need >50% votes to win this which can gives us more time and leverage.
If we fail to have the above, and already know by now how much vote in total we have.
Anyhow, we just need >25% to deny this termination proposal.




mkhor7
post Jan 28 2013, 09:04 PM

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QUOTE(FALSEALIAS @ Jan 28 2013, 05:42 PM)
It is a rush date to wrap up the Termination before 2012 dividend payment due date on 14-Feb. > I THINK THIS MIGHT NOT BE FULLY ACCURATE. IT WAS STATED THAT RETURNS ARE PRORATED.

HENCE, EVEN IF WE CONSIDER THEM GIVING US NOTICE ON THE DATE STATED IN THE LETTER (JAN 17 2013) AS A VIABLE DIVIDEND TERMINATION DATE -> WE RE LEGALLY ENTITLED TO A PRORATED AMOUNT OF 11.XX% FROM LAST YEAR FEB 14.

AM I RIGHT?
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If only you are correct, unfortunately the wordings in the agreement favours them - Prorating only for Commencement year and Maturity year.
Terminating CHGS immediately ends the agreement.
mkhor7
post Jan 29 2013, 06:37 PM

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QUOTE(sam sam @ Jan 29 2013, 05:26 PM)
again how many growers is going for the AGM ?
no point to have earlier meeting if number of growers going for the AGM is low.
Very likely it will Country Heights will succeed in their motion
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sam sam, we have to win the vote against termination terms that take up to two years to return 90%.
We need to have at least 25% to win the vote by Growers and Proxies in total.
People's Power need as many as possible the number of Growers proxies.

Contact your sales agent to help in informing them to send their Proxy forms to appoint a Growers to act as proxies at the meeting.

There are some Growers who do not know who can be their proxy, can a group of Growers who will be attending the meeting offer to do this? We need a place to send the signed form to , then our attending Growers will filled in their name as proxies before submitting the forms to PGCB before the deadline. THIS IS VERY IMPORTANT for us to get enough votes!!! Who can help organise this group of Growers to act as proxies???

One suggestion could be MSWG office as the address to send our signed proxy form, but we need their permission.

Update:
MSWG has given their support and permission! Please send your proxy form to their office fast! Thanks a lot.

This post has been edited by mkhor7: Jan 31 2013, 08:47 PM
mkhor7
post Jan 29 2013, 07:37 PM

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CHGS latest prospectus has on pages35 to 51 their audited a/c to 2010. It show PGCB has good revenue from both their LahadDatu and GuaMusang plantations at RM11.9Millions giving Operating Profit of RM3.9M combined, 33% margin. In the termination Circular, they claimed as "extracted audited" figures for GuaMusang plantation as RM0.7M revenue and Operating Loss RM1.2M. By deduction, their LahadDatu estate would be RM11.2M with Operating Profit of RM5.1M , fantastic 46% margin !!!



Figures don't look right for GuaMusang estate. Why the expert independent advisers Andrew Heng and Ong Tee Chin did not notice this?

This post has been edited by mkhor7: Jan 29 2013, 08:20 PM
mkhor7
post Jan 29 2013, 11:17 PM

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QUOTE(xxx2299 @ Jan 29 2013, 10:01 PM)
I need assistance:
Mine is a joint name with my mum, I am going to the 8/2 meeting but she is not, does she need to appoint me as her proxy?

How to sign & fill-up the proxy form? First time doing proxy and cannot get it wrong.
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It is okay to use photocopy form.

It my opinion that a Joint name can attend and vote at the meeting by as one person. Any other kind people here can confirm this ?
However, it should be no defect for your mum to appoint you as her proxy and lodge the form with their office by 6-Feb

You must ensure all Joint Name persons and a witness must sign at the proper place with name and IC no.



This post has been edited by mkhor7: Jan 29 2013, 11:26 PM
mkhor7
post Jan 29 2013, 11:33 PM

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QUOTE(cckkpr @ Jan 29 2013, 11:20 PM)
You and your mom sign as joint shareholders to appoint you as the proxy will be fine.
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Thanks! We need more proxy form signed by those who cannot attend , and Growers who can attend to volunteer as proxy.

More details the next few days by KL/Selangor growers. It is EMERGENCY as proxy forms must reach us by Tuesday Feb-5 latest or send directly to reach PGCB office by Feb-6 morning.
mkhor7
post Jan 30 2013, 10:12 AM

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QUOTE(TKCP @ Jan 30 2013, 09:53 AM)
We only hv limited time for tonight meeting in YMCA Penang, my suggestion below :

  Agenda                                                                Mins
1 Introduction - current situation                                 20
2 Set Direction (obviously AGAINST the resolution) 1
3 S.W.O.T analysis                                                 45
  a. Strength (how many Plots we are holding………etc) 
  b. Weaknesses (no heahd, no fund, not organized……….etc)  c. Opportunity (support / help from MSWG, Politicians, Legal advisor + continue receive the deividen until 23rd year + share of sale of land………etc) 
  d. Threat (risk of no return of capital invested ??........etc) 
4 Participant voices / Arguement                                20
5 Go / No go decision (AGAINST the resolution)                 5
7 If Go                                                                 30
  a. Appoint spoke person + committee and get contact with other location (Ipoh, KUL….etc) 
  b. How to fill in the Proxy form (attend / not attend the meeting on 08 Feb) 
  c. Those cannot attend, pass the form to who ? 
  d. Take contact of participants 
  e. AOB 
  f. Next meeting (venue + time)  
8 If No Go - we go for supper and Good Night !                 
                                                                     121
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Excellent!
from a FB comment:
Be clear that the Grower Agreement only gives us rights to profit sharing, it is not a share. No rights to replace or takeover PGCB. Those experienced with AGM/EGM should be able to foresee how the Feb-8 meeting will be conducted. Suggest preparations on counter-measures. Everyone knows we need as many attendee and proxy as possible on Feb-8. Hence please ensure proxy forms are correctly completed and collected early before deadline. Many thanks from Ipoh Growers!!! May God bless us all.

It is now reported that they have shutdown their CHGS.com.my website and redirect you to google.
This is most likely to prevent us from getting more details.
CHGS.com.my website is up again after a few hours down. rclxms.gif


This post has been edited by mkhor7: Jan 30 2013, 04:55 PM
mkhor7
post Jan 30 2013, 03:07 PM

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QUOTE(hpcp @ Jan 30 2013, 02:38 PM)
Maybe demonstration at their office before the EGM helps? At least it helps to attract the attention of the media and regulators, maybe?
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Do whatever lawful that is needed against this unhealthy corporate exercise.

GOOD news! Minority Shareholders Watchgroup Group (MSWG) has given permission to use their office address for Growers to send in their signed proxy forms.

Her office and mailing address is:

MSWG
11th floor, Bangunan KWSP
No. 3, Changkat Raja Chulan
Off Jalan Raja Chulan
50200 Kuala Lumpur

Phone:603 2070 9090
Fax: 603 2070 9107
Email: watchdog@mswg.org.my
Website: www.mswg.org.my



Please send early to them today! No more time, must be lodged with CHGS by 6-Feb early morning. No need to send in proxy form if you can attend.

Please fill in your own particulars at the top. Ensure you and a witness have sign at the bottom together. The witness must write his/her name and IC no.
For Joint accounts holders, everyone must sign as per the application form.
Leave the proxy name and particulars blank. We have a group of Growers to be your proxy.

Derrick Teoh has suggested on FB to use 1 proxy form for 1 Grower's Plot.

This post has been edited by mkhor7: Jan 30 2013, 07:30 PM
mkhor7
post Jan 30 2013, 03:27 PM

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QUOTE(TKCP @ Jan 30 2013, 03:16 PM)
Do u hv sample what to fill in the Form of Proxy (the appointment name, IC & address) ? How about witness (leave blank) ?

After we post the Form of Proxy, must grower attend the meeting on 08 Feb ?
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If you can attend the meeting on Feb-8, THAT IS VERY GOOD !!!

No need to send in proxy form if you can attend.

mkhor7
post Jan 30 2013, 05:30 PM

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QUOTE(Rubberban @ Jan 30 2013, 05:06 PM)
Hey guys, i have one friend working as media and i get information there was one letter sent out by Tan Sri to all the Growers, i am waiting for him to send over the letter.......
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Yes, LKY is urging all to consider accepting his termination proposal.

He claims CHGS has been very good 2007 to 2011 with annual yields already paid about RM78Million. (But not all into Growers hand, those who joined later have the earlier yields parked somewhere in LKY groups of companies.)

He claims no cash to pay 2012 yield. (What about the debtors owing to PGCB ??? At at 31-Dec-2010 they gave RM80 millions to their holding co. free of interest, unsecured and no fixed repayment term)

mkhor7
post Jan 30 2013, 06:43 PM

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QUOTE(Rubberban @ Jan 30 2013, 05:44 PM)
got it, reading it now.
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We are happy Tan Sri Lee has issued a letter to us Growers. rclxms.gif

The attached 2011 letter which we received last year had suggested "a meeting of the Growers will be called at an appropriate time to up-date Growers on the current state of affairs of the estate whereby the Growers would have the opportunity to participate in and make decisions on their investments in this scheme."

We hope and I would personally humbly request Tan Sri to postpone the proposed Feb-8 meeting to "an appropriate time to up-date Growers on the current state of affairs of the estate whereby the Growers would have the opportunity to participate in and make decisions on their investments in this scheme."

mkhor7
post Jan 30 2013, 07:16 PM

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QUOTE(EddyLB @ Jan 30 2013, 06:53 PM)
Michael, you have the quality to lead the minority growers. You have been in The Star. What hold you back to take charge ? Why not you (possibly with another 2 persons like Falsealias) go and talk to LKY about what you guys want from him before the meeting. I am sure LKY would be happy to meet you to resolve the issues before the meeting.
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Thanks, blush.gif
I'm helping the minority where i can with much prayers and God will guide us accordingly. There are many other Growers and supporters who are each doing our parts.
I'll try to see both sides of the coin for the bigger picture and win-win.
Penang is having their meeting tonight. we'll see what the majority of the minority wants.

This post has been edited by mkhor7: Jan 30 2013, 09:54 PM

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