【GCAP 7676 交流专区】（前名 GUNUNG）

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SUMMARY OF KEY FINANCIAL INFORMATION 31 Dec 2019

		INDIVIDUAL PERIOD		CUMULATIVE PERIOD
		CURRENT YEAR QUARTER	PRECEDING YEAR CORRESPONDING QUARTER	CURRENT YEAR TO DATE	PRECEDING YEAR CORRESPONDING PERIOD
		31 Dec 2019	31 Dec 2018	31 Dec 2019	31 Dec 2018
		$$'000	$$'000	$$'000	$$'000

1	Revenue	3,008	3,281	16,823	28,438
2	Profit/(loss) before tax	-8,243	-3,325	-12,613	688
3	Profit/(loss) for the period	-7,779	-3,864	-12,161	-171
4	Profit/(loss) attributable to ordinary equity holders of the parent	-7,622	-3,592	-11,624	-214
5	Basic earnings/(loss) per share (Subunit)	-3.20	-1.50	-4.90	-0.10
6	Proposed/Declared dividend per share (Subunit)	0.00	0.00	0.00	0.00
		AS AT END OF CURRENT QUARTER		AS AT PRECEDING FINANCIAL YEAR END
7	Net assets per share attributable to ordinary equity holders of the parent ($$)	0.3760		0.4240

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GUNUNG CAPITAL BERHAD

Date of change	27 Feb 2020
Name	DATUK YAP YEE PING
Age	45
Gender	Female
Nationality	Malaysia
Type of change	Redesignation
Previous Position	Non Executive Director
New Position	Executive Director
Directorate	Executive

Qualifications

No	Qualifications	Major/Field of Study	Institute/University	Additional Information
1	Degree	Bsc (Hons) in Accounting	Queen's University of Belfast, Northern Ireland	Member of Institute of Chartered Accountants in England and Wales (ICAEW)

Working experience and occupation

She started her career in auditing and has more than 20 years of finance and accounting exposures within local and multi-national corporations.She is a director of CBG Capital Sdn Bhd and CBG Builders Sdn Bhd, subsidiary of Kumpulan Powernet Berhad.

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GUNUNG CAPITAL BERHAD

Date of change	27 Feb 2020
Name	DATO SYED ABU HUSSIN BIN HAFIZ SYED ABDUL FASAL
Age	60
Gender	Male
Nationality	Malaysia
Designation	Managing Director
Directorate	Executive
Type of change	Resignation
Reason	To pursue other interest and commitment.
Details of any disagreement that he/she has with the Board of Directors	No
Whether there are any matters that need to be brought to the attention of shareholders	No

Qualifications

No

Qualifications

Major/Field of Study

Institute/University

Additional Information

Working experience and occupation

1987-1993 : Served in the Government  under the National Civic Bureau reaching the position of Director of National Civic Bureau (Perak), Prime Ministers Department.2006-present : Entrepreneur in business principally involved in the manufacture & supply of halal food products, transportation services (involving taxis, express coaches, other land-based public transportation), and medical services/supplies, via various private limited companies. Presently is a director of several private limited companies.2011-2013 : Director UTMSPACE

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Type	Announcement
Subject	OTHERS
Description	CLARIFICATION ON THE NEWS ARTICLE "GUNUNG CAPITAL ON THE PROWL FOR M&A"
Reference is made to an enquiry from Bursa Malaysia Securities Berhad on the news article published by The Edge Malaysia dated 4 May 2020 titled “Gunung Capital on the prowl for M&A”. The Board of Directors of Gunung Capital Berhad (“GCB” or “the Company”) wishes to clarify that as of the date of this announcement, the management of GCB has commenced exploring investment opportunities in Cambodia. The management of GCB is continuously looking to expand its consolidated revenue and earnings through business opportunities both locally in Malaysia and also regionally (South East Asia).  On 23 January 2020 the Company announced its to Bursa Malaysia the successful signing of a Memorandum of Understanding (“MOU”) with a Cambodian company on a waste management project, which represents the Company’s initial opportunity in Cambodia. Furthermore, the management of GCB during its evaluation process of any proposal/ project, including proposed investment opportunities in Cambodia, will always formulate strategies and longer terms plans to maximize the value (both qualitative and quantitative) of a proposed investment, for the benefit of the Company and our shareholders. This includes, but is not limited to, unlocking the value of a proposed investment through a listing exercise. As at the date of this announcement, the Board has not been briefed and has not deliberated on any other investment proposal especially in relation to the bank/ financial institution in Cambodia as mentioned in the article. In the event that a decision to invest in a financial institution in Cambodia is made in relation thereto, the Board, will make necessary announcement accordingly. The Board is cognisant of the need for proper dissemination of information to the public. It would release announcements on Bursa Malaysia on any material issue on a timely basis as required by the Main Market listing requirements of bursa securities.

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Type	Announcement
Subject	OTHERS
Description	CLARIFICATION ON THE NEWS ARTICLE "GUNUNG CAPITAL ON THE PROWL FOR M&A"
Reference is made to the Company’s announcement dated 4 May 2020. We wish to futher clarify the following excerpts from the news article published by The Edge Malaysia dated 4 May 2020 titled “Gunung Capital on the prowl for M&A”. “Over the past few weeks, rumours have been rife that Gunung Capital plans to acquire a substantial stake in a financial institution in Cambodia. It is said that the total investment value will be more than US$25 million.” The management of Gunung Capital Berhad (“GCB” or “the Company”) has been invited by promoters of a yet-to-be-issued, fully fledged commercial banking licence in Cambodia, to evaluate a proposal to participate. At this stage of evaluation and discussions, the Company cannot confirm the quantum of the investment value involved. “Yap confirms that Gunung Capital is in advanced talks to acquire a more than 20% equity stake in a new full-fledged commercial bank in the country.” The management of the Company is currently in advanced discussions, regarding the allowable equity participation in financial institutions, and other qualitative and quantitative requirements, such as governance issues, imposed by the relevant authorities in Cambodia on foreign equity participation. Upon completion of the evaluation of the proposal, and the prospective yeild of such an equity investment is strongly beneficial to the Company, then the management of the Company will seek a meaningful equity participation, of at least a 20% equity stake to maximize on this investment opportunity. "Potentially, we are also looking to unlock the value [of the bank] through a listing on the Cambodia Securities Exchange," It is premature to conclude that a listing exercise in Cambodia is the Company’s only option to  unlock the value of such an equity investment. This option is obviously a long term strategy given the current infancy stage of the commercial bank proposal, the unconcluded evaluation of the proposal, and would require the necessary approvals from relevant authorities in Cambodia to list on the stock exchange. The management of the Company will look into all options to maximize the financial returns of the Company, when and if, the time comes.

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Notice of Person Ceasing (Section 139 of CA 2016)

GUNUNG CAPITAL BERHAD

Particulars of Substantial Securities Holder

Name	ERAYEAR EQUITY SDN BHD
Address	54-4-8 Wisma Sri Mata, Jalan Van Praagh Pulau Pinang Malaysia.
Company No.	860997-H
Nationality/Country of incorporation	Malaysia
Descriptions (Class)	Ordinary Shares
Date of cessation	04 May 2020
Name & address of registered holder	Erayear Equity Sdn Bhd54-4-8 Wisma Sri Mata, Jalan Van Praagh11600 Jelutong, Pulai Pinang

No of securities disposed	6,000,000
Circumstances by reason of which a person ceases to be a substantial shareholder	Off market disposal
Nature of interest	Direct Interest
Date of notice	05 May 2020
Date notice received by Listed Issuer	08 May 2020

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SUMMARY OF KEY FINANCIAL INFORMATION 31 Mar 2020

		INDIVIDUAL PERIOD		CUMULATIVE PERIOD
		CURRENT YEAR QUARTER	PRECEDING YEAR CORRESPONDING QUARTER	CURRENT YEAR TO DATE	PRECEDING YEAR CORRESPONDING PERIOD
		31 Mar 2020	31 Mar 2019	31 Mar 2020	31 Mar 2019
		$$'000	$$'000	$$'000	$$'000

1	Revenue	4,245	4,637	4,245	4,637
2	Profit/(loss) before tax	2,731	-1,520	2,731	-1,520
3	Profit/(loss) for the period	1,960	-1,363	1,960	-1,363
4	Profit/(loss) attributable to ordinary equity holders of the parent	2,094	-1,252	2,094	-1,252
5	Basic earnings/(loss) per share (Subunit)	0.90	-0.50	0.90	-0.50
6	Proposed/Declared dividend per share (Subunit)	0.00	0.00	0.00	0.00
		AS AT END OF CURRENT QUARTER		AS AT PRECEDING FINANCIAL YEAR END
7	Net assets per share attributable to ordinary equity holders of the parent ($$)	0.3860		0.3760

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GUNUNG CAPITAL BERHAD

Date of change	10 Jun 2020
Name	TAN SRI DR ALI BIN HAMSA
Age	65
Gender	Male
Nationality	Malaysia
Type of change	Redesignation
Previous Position	Independent Director
New Position	Executive Director
Directorate	Executive

Qualifications

No	Qualifications	Major/Field of Study	Institute/University	Additional Information
1	Doctorate	Ph.D in Environmental Sciences and Economics, Oklahoma State University, United States of America	Oklahoma State University, United States of America
2	Masters	Masters in Economics, Oklahoma State University, United States of America	Oklahoma State University, United States of America
3	Degree	Bachelor of Arts (Hons), University of Malaya, Malaysia	University of Malaya, Malaysia
4	Diploma	Diploma in Public Management (National Institute of Public Administration), Malaysia	National Institute of Public Administration, Malaysia

Working experience and occupation

Tan Sri Dr. Ali bin Hamsa was a tutor in University of Malaya prior to starting his career in the Administrative and Diplomatic Service (PTD) as an Assistant Director at the Ministry of Trade and Industry on 5 January 1981. In 1986, he was appointed as the Senior Project Manager, Economy and Public Policy Management Centre (PUTERA) at the National Institute of Public Administration (INTAN), where he co-authored two books, namely Dasar-Dasar Utama Kerajaan (1997) and Malaysia Kita (1998). He had a short stint at the Ministry of Transport in 1992.Upon obtaining his Ph.D in 1997, he began serving at the Economic Planning Unit (EPU), Prime Ministers Department. He held the positions of Director of Distribution and Deputy Director-General of the National Transformation and Advancement Programme. On 22 April 2009, Tan Sri Dr. Ali bin Hamsa was appointed as the first Director-General of the Public Private Partnership Unit (UKAS), Prime Ministers Department. He served as the 13th Chief Secretary to the Government of Malaysia from 24 June 2012 until 28 August 2018.

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Type	Announcement
Subject	TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS
Description	ACQUISITION OF SHARES IN YI-LAI BERHAD
1.        INTRODUCTION The Board of Directors of Gunung Capital Berhad (“Gunung”) wishes to announce that its wholly-owned subsidiary, Gunung Resources Sdn Bhd (“GRSB”), had on 26 June 2020 acquired a total of 4,700,000 ordinary shares in Yi-lai Berhad (“Yi-lai”) (“Yi-lai Shares”) representing 3.2% equity stake in Yi-lai  for a total cash consideration of RM5,217,000 via Direct Business Transfer (“Acquisition). 2.        DETAILS OF THE ACQUISITION 2.1   Basis of Arriving at the Purchase Consideration As Yi-lai Shares are quoted on Bursa Malaysia Securities Berhad, the purchase consideration was based on a combination of the current market price and the Yi-lai’s prospective earnings growth. 2.2  Source of Funding The cash consideration of RM5,217,000 for the acquisition was funded by internally generated funds. 3.        RATIONALE Our financial asset investment division, after thorough evaluation, is confident of the growth prospects of Yi-lai Berhad, and is of the opinion that Yi-lai is currently undervalued by the market. As such,  the decision was made to invest in Yi-lai  to  secure higher returns on investments for Gunung. 4.        RISK FACTORS Save for the normal business and global economic risk, the Board of Directors of Gunung  is not aware of any other risk factors which may arise as a result of the Acquisition. 5.        FINANCIAL EFFECTS OF THE ACQUISITION The Acquisition is not expected to have any effect on the earnings per share and net asset per share of Gunung for the current financial year. 6.        APPROVAL REQUIRED The Acquisition does not require the approval of the shareholders of Gunung or any relevant authority. 7.        DIRECTORS’ AND/OR MAJOR SHAREHOLDERS’ INTEREST None of the Directors and/or major shareholders and/or any person connected to the Directors and/or major shareholders of Gunung has any interest, either directly or indirectly in the Acquisition. 8.        DIRECTORS’ STATEMENT After having considered all aspects of the Acquisition, the Board of Directors of Gunung is of the opinion that the Acquisition is in the best interest of Gunung. 9.        PERCENTAGE RATIO The highest percentage ratio applicable to the Acquisition pursuant to Paragraph 10.02(g) of the Bursa Malaysia Securities Berhad Main Market Listing Requirement is 5.20% based on the latest published audited financial statements of Gunung for the financial year ended 31 December 2018. This announcement is dated 26 June 2020.

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Type	Announcement
Subject	TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS
Description	ADDITIONAL ACQUISITION OF SHARES IN YI-LAI BERHAD
1.         INTRODUCTION The Board of Directors of Gunung Capital Berhad (“Gunung”) wishes to announce that its wholly-owned subsidiary, Gunung Resources Sdn Bhd (“GRSB”), had on 3 July 2020 acquired a total of 4,000,000 ordinary shares in Yi-lai Berhad (“Yi-lai”) (“Yi-lai Shares”) representing 2.75% equity stake in Yi-lai  for a total cash consideration of RM4,368,000 via Direct Business Transfer (“Acquisition). 2.         DETAILS OF THE ACQUISITION 2.1   Basis of Arriving at the Purchase Consideration As Yi-lai Shares are quoted on Bursa Malaysia Securities Berhad, the purchase consideration was based on a combination of the current market price and Yilai’s prospective earnings growth. Based on the audited consolidated financial statements for the financial year ended (“FYE”) 31 December 2019, the net loss attributable to shareholders and net assets (equity attributable to shareholders) for Yi-lai, is approximately RM5.80 million and RM196.21 million respectively. 2.2  Source of Funding The cash consideration of RM4,368,000 for the acquisition was funded by internally generated funds. 3.         RATIONALE Our financial asset investment division, after evaluation, is confident of the growth prospects of Yi-lai Berhad, and is of the opinion that Yi-lai is currently undervalued by the market. As such, the decision was made to invest further in Yi-lai to secure higher returns on investments for Gunung. 4.         RISK FACTORS Save for the normal business and global economic risk, the Board of Directors of Gunung is not aware of any other risk factors which may arise as a result of the Acquisition. 5.         FINANCIAL EFFECTS OF THE ACQUISITION The Acquisition is not expected to have any effect on the earnings per share and net asset per share of Gunung for the current financial year. 6.         APPROVAL REQUIRED The Acquisition does not require the approval of the shareholders of Gunung or any relevant authority. 7.         DIRECTORS’ AND/OR MAJOR SHAREHOLDERS’ INTEREST None of the Directors and/or major shareholders and/or any person connected to the Directors and/or major shareholders of Gunung has any interest, either directly or indirectly in the Acquisition. 8.         DIRECTORS’ STATEMENT After having considered all aspects of the Acquisition, the Board of Directors of Gunung is of the opinion that the Acquisition is in the best interest of Gunung. 9.         PERCENTAGE RATIO The highest percentage ratio applicable to the Acquisition pursuant to Paragraph 10.02(g) of the Bursa Malaysia Securities Berhad Main Market Listing Requirement is 4.92% for this acquisition on 3 July 2020, and amalgamated with the Yi-Lai acquisition on 26 June 2020 the highest percentage ratio is 10.79% (based on the latest published audited financial statements of Gunung for the financial year ended 31 December 2019). This announcement is dated 6 July 2020.

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Type	Announcement
Subject	TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS
Description	ADDITIONAL ACQUISITION OF SHARES IN YI-LAI BERHAD
1.         INTRODUCTION The Board of Directors of Gunung Capital Berhad (“Gunung”) wishes to announce that its wholly-owned subsidiary, Gunung Resources Sdn Bhd (“GRSB”), has on 10 July 2020 acquired a total of 4,000,000 ordinary shares in Yi-lai Berhad (“Yi-lai”) (“Yi-lai Shares”) representing 2.75% equity stake in Yi-lai  for a total cash consideration of RM4,600,000 via Direct Business Transfer (“Acquisition). 2.         DETAILS OF THE ACQUISITION 2.1   Basis of Arriving at the Purchase  Consideration As Yi-lai Shares are quoted on Bursa Malaysia Securities Berhad, the purchase consideration was based on a combination of the current market price and Yilai’s prospective earnings growth. Based on the audited consolidated financial statements for the financial year ended (“FYE”) 31 December 2019, the net loss attributable to shareholders and net assets (equity attributable to shareholders) for Yi-lai, is approximately RM5.80 million and RM196.21 million respectively. 2.2  Source of Funding The cash consideration of RM4,600,000 for the acquisition was funded by internally generated funds. 3.         RATIONALE Our financial asset investment division, after evaluation, is confident of the growth prospects of Yi-lai Berhad, and is of the opinion that Yi-lai is currently undervalued by the market. As such, the decision was made to invest further in Yi-lai to secure higher returns on investments for Gunung. 4.         RISK FACTORS Save for the normal business and global economic risk, the Board of Directors of Gunung is not aware of any other risk factors which may arise as a result of the Acquisition. 5.         FINANCIAL EFFECTS OF THE ACQUISITION The Acquisition is not expected to have any effect on the earnings per share and net asset per share of Gunung for the current financial year. 6.         APPROVAL REQUIRED The Acquisition does not require the approval of the shareholders of Gunung or any relevant authority. 7.         DIRECTORS’ AND/OR MAJOR SHAREHOLDERS’ INTEREST None of the Directors and/or major shareholders and/or any person connected to the Directors and/or major shareholders of Gunung has any interest, either directly or indirectly in the Acquisition. 8.         DIRECTORS’ STATEMENT After having considered all aspects of the Acquisition, the Board of Directors of Gunung is of the opinion that the Acquisition is in the best interest of Gunung. 9.         PERCENTAGE RATIO The highest percentage ratio applicable to the Acquisition pursuant to Paragraph 10.02(g) of the Bursa Malaysia Securities Berhad Main Market Listing Requirement is 5.18% for this acquisition on 10 July 2020, and amalgamated with the Yi-Lai acquisition on 26 June 2020, and 3 July 2020, the highest percentage ratio is 15.97% (based on the latest published audited financial statements of Gunung for the financial year ended 31 December 2019). This announcement is dated 10 July 2020.

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Type	Announcement
Subject	TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS
Description	ADDITIONAL ACQUISITION OF SHARES IN YI-LAI BERHAD
1.         INTRODUCTION The Board of Directors of Gunung Capital Berhad (“Gunung”) wishes to announce that its wholly-owned subsidiary, Gunung Resources Sdn Bhd (“GRSB”), has on 17  July 2020 acquired a total of 7,250,000 ordinary shares in Yi-lai Berhad (“Yi-lai”) (“Yi-lai Shares”) representing 4.98% equity stake in Yi-lai  for a total cash consideration of RM7,795,000 via Direct Business Transfer (“Acquisition). 2.         DETAILS OF THE ACQUISITION 2.1   Basis of Arriving at the Purchase Consideration As Yi-lai Shares are quoted on Bursa Malaysia Securities Berhad, the purchase consideration was based on a combination of the current market price and Yilai’s prospective earnings growth. Based on the audited consolidated financial statements for the financial year ended (“FYE”) 31 December 2019, the net loss attributable to shareholders and net assets (equity attributable to shareholders) for Yi-lai, is approximately RM5.80 million and RM196.21 million respectively. 2.2  Source of Funding The cash consideration of RM7,795,000 for the acquisition was funded by internally generated funds. 3.         RATIONALE Our financial asset investment division, after evaluation, is confident of the growth prospects of Yi-lai Berhad, and is of the opinion that Yi-lai is currently undervalued by the market. As such, the decision was made to invest further in Yi-lai to secure higher returns on investments for Gunung. 4.         RISK FACTORS Save for the normal business and global economic risk, the Board of Directors of Gunung is not aware of any other risk factors which may arise as a result of the Acquisition. 5.         FINANCIAL EFFECTS OF THE ACQUISITION The Acquisition is not expected to have any effect on the earnings per share and net asset per share of Gunung for the current financial year. 6.         APPROVAL REQUIRED The Acquisition does not require the approval of the shareholders of Gunung or any relevant authority. 7.         DIRECTORS’ AND/OR MAJOR SHAREHOLDERS’ INTEREST None of the Directors and/or major shareholders and/or any person connected to the Directors and/or major shareholders of Gunung has any interest, either directly or indirectly in the Acquisition. 8.         DIRECTORS’ STATEMENT After having considered all aspects of the Acquisition, the Board of Directors of Gunung is of the opinion that the Acquisition is in the best interest of Gunung. 9.         PERCENTAGE RATIO The highest percentage ratio applicable to the Acquisition pursuant to Paragraph 10.02(g) of the Bursa Malaysia Securities Berhad Main Market Listing Requirement is 8.97% for this acquisition on 17 July 2020, and amalgamated with the Yi-Lai acquisition on 26 June 2020, 3 July 2020, and 10 July 2020, the highest percentage ratio is 24.95% (based on the latest published audited financial statements of Gunung for the financial year ended 31 December 2019). This announcement is dated 17 July 2020.

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GUNUNG CAPITAL BERHAD

1. Details of Corporate Proposal
Involve issuance of new type/class of securities ?	No
Types of corporate proposal	Exercise of Warrants
Details of corporate proposal	Exercise of Warrants
No. of shares issued under this corporate proposal	5,000,000
Issue price per share ($$)	Malaysian Ringgit (MYR)   0.4000
Par Value($$) (if applicable)
Latest issued share capital after the above corporate proposal in the following
Units	246,897,208
Issued Share Capital ($$)	Malaysian Ringgit (MYR) 98,822,439.000
Listing Date	30 Jul 2020

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Type	Announcement
Subject	MEMORANDUM OF UNDERSTANDING
Description	INDICATIVE TERM SHEET IN RELATION TO THE PROPOSED ACQUISITION OF 70% EQUITY INTEREST IN ZEQNA CORPORATION SDN BHD (ZCSB), KORIDOR MENTARI SDN BHD (KMSB), DENAI DELIMA SDN BHD (DDSB) AND 100% EQUITY IN CABARAN HIJAU SDN BHD (CHSB) AND SELAT SERASI SDN BHD (SSSB) (COLLECTIVELY REFERRED TO AS THE TARGET COMPANIES)
1.   INTRODUCTION The board of directors of Gunung wishes to announce that our 90% owned subsidiary, Gunung Hydropower Sdn Bhd (“GHSB”) had on 7 August 2020 entered into an indicative term sheet (“Term Sheet”) with the respective vendor in each of the Target Companies (collectively, referred to as “Vendors”) for the acquisition of:- 7,000,000 ordinary shares in ZCSB, representing 70% equity interest in ZCSB; 7,000,000 ordinary shares in KMSB, representing 70% equity interest in KMSB; 35,000 ordinary shares in DDSB, representing 70% equity interest in DDSB; 500,000 ordinary shares in CHSB, representing 100% equity interest in CHSB; and 500,000 ordinary shares in SSSB, representing 100% equity interest in SSSB, for an indicative purchase price of  approximately RM 80.9 million (“Proposed Acquisition”). 1.1   Details of the Proposed Acquisition Pursuant to the Term Sheet, GHSB and the Vendors (“Parties”) have the intention to enter into a definitive sale and purchase agreement for the Proposed Acquisition (“Definitive Agreement”). This is subject to a satisfactory outcome of a thorough ‘legal, financial and engineering due diligence’ process, to be carried out before the target signing date of the Definitive Agreement. It is proposed that a Definitive Agreement shall be executed by Parties on 23rd September 2020 (“Target Date”), or such further extension of time as the Parties may mutually agree upon (“Cut-Off Date”), failing which the Term Sheet shall automatically terminate and shall cease to be enforceable. A detailed announcement to Bursa will be made upon Gunung’s Board of Directors approval of the Proposed Acquisition and the subsequent execution of a Definitive Agreement. 2.   SALIENT TERMS OF THE INDICATIVE TERM SHEET 2.1    Objective of the Term Sheet The Term Sheet aims to define the intentions of Parties in relation to the Proposed Acquisition based upon preliminary valuation criteria, terms and conditions. 2.2    Indicative Valuation The current indicative valuation for the target companies are as follows: RM24.6 million for a 70% equity stake in ZCSB; RM5.5 million for a 70% equity stake in KMSB; and An aggregate RM50.8 million for a 70% equity stake in DDSB, 100% equity stake in CHSB and 100% equity stake in SSSB. A refundable sum of RM1,000,000 (“Earnest Deposit”) has been deposited in escrow with GHSB’s solicitor.  In the event that the result of the due diligence does not support the current indicative valuation, and any of the Parties are not willing to negotiate further or proceed to the Definitive Agreement stage, the Earnest Deposit will be refunded to GHSB. 2.3    Due Diligence Condition GHSB shall conduct a detailed due diligence on the Target Companies, including but not limited to, the existing operational performance (in terms of actual/ historical energy output of the hydro plant, where relevant), contractual and financial commitments, regulatory approvals, engineering designs, and feasibility studies, prior to entering into a Definitive Agreement. The Vendor shall make available documents for GHSB’s inspection and assessment within the duration period of the Term Sheet, including but not limited to: Feed-in Approval Holder Certificate from Sustainable Energy Development Authority (“SEDA”) Malaysia; Renewable Energy Power Purchase Agreement (“RePPA”) between TNB and the Target Companies; Water Rights Agreement and/or Concession Agreement between the State Government and Target Companies; Engineering, Procurement, Construction & Commissioning (“EPCC”) Contracts (where applicable); Operation & Maintenance Agreement (where applicable); and Land Lease Agreement/Use Permit (where applicable). 2.4    Exclusivity Both Parties agree that within the duration period of the Term Sheet, neither Party shall, directly or indirectly, be involved in any other discussion or negotiation with any other party on any matters relating to the Proposed Acquisition. 2.5    Duration and Termination The Term Sheet shall be effective from 7 August 2020 until 23 September 2020, unless mutually extended upon expiry of the term or earlier terminated on the occurrence of any of the following events: a material adverse change effecting the business and/or the ability of GHSB to perform its obligations under this Term Sheet and/or a Definitive Agreement. An introduction of /or change in any legislation during the duration period of the Term Sheet which makes it unlawful to proceed with a Definitive Agreement. Upon expiry or termination of this Term Sheet, neither party shall have any claim whatsoever against the other for any costs, expenses, damages or losses incurred or suffered. 3.    RATIONALE FOR THE PROPOSED ACQUISITION In view of the Government’s aim to achieve 20% of the country’s electricity generation to be from renewable sources by year 2025, the implementation of the Feed-in Tariff (“FiT”) system has provided a platform for the private sector to be more active in renewable energy development & investment. The FiT system supports the developers of renewable energy by awarding developers a premium tariff for electricity generated from non-fossil fuel sources, such as small-hydro schemes, biomass, and solar. Furthermore, the introduction of the Renewable Energy Act 2011 provides a mandatory requirement for the National Utility to purchase electricity generated from renewable sources under SEDA. An integral component of sustainable economic development is a reliable and cost-effective energy solution. As such Gunung’s strives to be part of the reduction of carbon dioxide emissions from conventional fossil fuel power plants, by gradually replacing capacity of such plants with small-hydropower capacity. This Proposed Acquisition is expected to significantly boost Gunung’s renewable energy (small hydro) portfolio by an additional 56 MW of estimated installed capacity. Gunung is steadfast in growing its renewable energy portfolio via organic growth, and as such is continually developing & operating small hydro power plants under its Subsidiaries and Associate Companies. Nevertheless, Gunung’s current financial position also enables capacity growth via acquisitions of high yielding renewable energy assets. The fundamental objective is to secure a long-term sustainable income stream for the Gunung Group, simultaneously creating value for Gunung’s shareholders, and to provide an environmentally friendly, sustainable and a conflict-free energy source. This Proposed Acquisition is expected to contribute positively to this objective. 4.    INFORMATION ON THE TARGET COMPANIES 4.1    ZCSB Zeqna Corporation Sdn Bhd is a company incorporated in Malaysia under the Companies Act 2016. ZCSB principal activities are developing and operating small hydro power projects and currently owns and operates a commissioned 6MW installed capacity hydro power plant in Sungai Slim, Daerah Muallim, Perak. This hydro plant has been operating since 31 March 2019 and has the potential of generating an annual energy output of 39,900 MWh at a FiT rate of 25 sen per kWh. This translates into a potential annual revenue of RM9.98 million for the remaining 20 years under the relevant RePPA. 4.2    KMSB Koridor Mentari Sdn Bhd is a company incorporated in Malaysia under the Companies Act 2016. KMSB principal activities are developing and operating small hydro power projects and is currently developing & constructing a 5.25MW installed capacity hydro power plant in Sungai Kampar, Daerah Kampar, Perak. KMSB currently has a Feed-in Approval Holder Certificate (“FiAH Certificate”) with a declared annual energy output of up to 33,236 MWh at FiT rate of 25 sen per kWH. This translates into a potential annual revenue of RM8.31 million for a period of 21 years commencing from the Commercial Operation Date of the plant. 4.3    DDSB Denai Delima Sdn Bhd is a company incorporated in Malaysia under the Companies Act 2016. DDSB principal activities are developing and operating small hydro power projects and currently owns the right and the license to develop a 12MW installed capacity hydro power plant in Sungai Lemoi, Cameron Highlands, Pahang. DDSB has been granted a Feed-in Approval Holder Certificate (“FiAH Certificate”) on 24 December 2019 to produce up to 62,272 MWh at FiT rate of 25.99 sen per kWh. This translates into a potential annual revenue of RM16.18 million for a period of 21 years. 4.4    CHSB Cabaran Hijau Sdn Bhd is a company incorporated in Malaysia under the Companies Act 2016. CHSB principal activities are developing and operating small hydro power projects and currently owns the right and the license to develop an 18.70MW installed capacity hydro power plant in Sungai Jelai Kecil, Kuala Lipis, Pahang. CHSB has been granted a Feed-in Approval Holder Certificate (“FiAH Certificate”) on 24 December 2019 to produce up to 95,102 MWh at FiT rate of 25.99 sen per kWh. This translates into a potential annual revenue of RM24.72 million for a period of 21 years. 4.5    SSSB Selat Serasi Sdn Bhd is a company incorporated in Malaysia under the Companies Act 2016. SSSB principal activities are developing and operating small hydro power projects and currently owns the right and the license to develop a 13.90MW installed capacity power plant in Sungai Telom, Cameron Highlands, Pahang. SSSB has been granted a Feed-in Approval Holder Certificate (“FiAH Certificate”) on 24 December 2019 to produce up to 73,103 MWh at FiT rate of 25.99 sen per kWh. This translates into a potential annual revenue of RM18.99 million for a period of 21 years. 5.    APPROVALS REQUIRED No approvals are required for the Company or GHSB to enter into this Indicative Term Sheet. Upon entering into the Definitive Agreement, the Proposed Acquisition may be subject to, inter alia, the following:- the approval of the shareholders of Gunung at a General Meeting to be convened; the approval of SEDA Malaysia on the changes in shareholding structure of the Target Companies; and any other relevant parties / authorities, if required. The Vendor shall undertake to notify SEDA Malaysia on the proposed changes of the shareholding of the Target Companies, and the Definitive Agreement shall be conditional upon getting SEDA Malaysia’s approval on the changes in shareholding of the Target Companies. 6.    DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTEREST None of the directors, major shareholders of the Company and/or persons connected to them have any interest, whether direct or indirect, in the Term Sheet and the Proposed Acquisition. 7.    DOCUMENT FOR INSPECTION The Term Sheet is available for inspection during normal office hours at the registered office of Gunung at No 11B Level 2, Persiaran Greentown 9, Greentown Business Centre, 30450 Ipoh, Perak from Mondays to Fridays (except public holidays) for a period of 3 months from the date of this announcement. This announcement is dated 7 August 2020.

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SUMMARY OF KEY FINANCIAL INFORMATION 30 Jun 2020

		INDIVIDUAL PERIOD		CUMULATIVE PERIOD
		CURRENT YEAR QUARTER	PRECEDING YEAR CORRESPONDING QUARTER	CURRENT YEAR TO DATE	PRECEDING YEAR CORRESPONDING PERIOD
		30 Jun 2020	30 Jun 2019	30 Jun 2020	30 Jun 2019
		$$'000	$$'000	$$'000	$$'000

1	Revenue	0	4,700	4,245	9,337
2	Profit/(loss) before tax	572	-1,399	3,303	-2,919
3	Profit/(loss) for the period	572	-1,244	2,532	-2,607
4	Profit/(loss) attributable to ordinary equity holders of the parent	653	-1,112	2,747	-2,364
5	Basic earnings/(loss) per share (Subunit)	0.30	-0.50	1.20	-1.00
6	Proposed/Declared dividend per share (Subunit)	0.00	0.00	0.00	0.00
		AS AT END OF CURRENT QUARTER		AS AT PRECEDING FINANCIAL YEAR END
7	Net assets per share attributable to ordinary equity holders of the parent ($$)	0.4110		0.3760

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Type	Announcement
Subject	MEMORANDUM OF UNDERSTANDING
Description	GUNUNG CAPITAL BERHAD ("GUNUNG" OR THE "COMPANY")MEMORANDUM OF UNDERSTANDING BETWEEN GUNUNG AND MAJUPERAK BINA SDN BHD DATED 10 AUGUST 2020 ("MOU")
1. INTRODUCTION The board of directors of Gunung wishes to announce that the Company and Majuperak Bina Sdn Bhd (“MBSB”) (collectively, referred to as “Parties” or each a “Party”) had on 10 August 2020 entered into a memorandum of understanding (“MOU”) to collaborate with each other to pursue potential business opportunities inter alia in developing affordable homes and infrastructure related projects (hereinafter referred to as “the Project”) on a joint venture basis. 2. INFORMATION ON MBSB MBSB is a company incorporated under the laws of Malaysia with its business address located at No. No. 1-A, Blok A, Menara PKNP, Jalan Meru Casuarina, Bandar Meru Raya, 30020 Ipoh, Perak Darul Ridzuan. MBSB is an indirect wholly-owned subsidiary of Majuperak Holdings Berhad (“Majuperak”). MBSB’s principal activity is property management and property development. 3. SALIENT TERMS OF THE MOU             a)         Both Parties intend to discuss and negotiate the terms and conditions with respect to the Project.             b)         The negotiations pursuant to this MOU shall form the basis of a definitive joint venture agreement (incorporated joint venture) to be executed in the future.             c)         The MOU shall be valid for a period of one (1) year or until such time as the definitive agreement is entered into between the Parties, whichever is earlier.             d)         Each Party has the right to withdraw from this MOU within the validity period by issuance of one (1) month’s notice in advance to the other Party.             e)         Upon the expiry of the validity period, the MOU shall be terminated without any adverse implication to either Party. 4. RATIONALE FOR THE PROJECT Gunung is currently developing numerous small-hydropower projects/ sites within the State of Perak together with Menteri Besar Incorporated (a Perak State Government investment arm). The rationale of this MOU and the subsequent definitive Joint Venture Agreement, is to further capitalise on Gunung’s construction & development experience jointly with a State Government Linked Company (GLC) with an existing extensive land bank. Rumah Perakku, the Perak Menteri Besar’s initiative, is an affordable housing programme managed and run by the state Housing and Property Board and Perak State Development Corporation which targets 50,000 units over 5-years. Affordable housing is defined as costing below RM250,000 per unit. Majuperak has been tasked to contribute to meeting the shortfall of affordable housing in Perak under Rumah Perakku. Gunung envisages that in the long term, this venture will significantly strengthen and broaden its track record in successful development projects. Gunung is desirous to lead the proposed Joint Venture arrangement/ company with a majority equity stake, allowing Group consolidation of prospective revenue and earnings. 5. EFFECTS OF THE MOU The MOU will have no material effect on earnings, revenue and net assets per share of Gunung and its subsidiaries for the financial year ending 31 December 2020. 6. DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTERESTS None of the directors and/or major shareholders and/or persons connected to them has any interest, direct or indirect in relation to the MOU. 7. APPROVAL REQUIRED The MOU is not subject to the approval of the shareholders of Gunung or any regulatory authorities. 8. DOCUMENT AVAILABLE FOR INSPECTION The MOU is available for inspection at the Company’s registered office of 11B, 2nd Floor, Persiaran Greentown 9, Greentown Business Centre, 30450 Ipoh, Perak Darul Ridzuan during normal office hours from Mondays to Fridays (except on public holidays) for a period of three (3) months from the date of this announcement. This announcement is dated 10 August 2020.

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Type	Reply to Query
Reply to Bursa Malaysia's Query Letter - Reference ID	IQL-11082020-00001
Subject	INDICATIVE TERM SHEET IN RELATION TO THE PROPOSED ACQUISITION OF 70% EQUITY INTEREST IN ZEQNA CORPORATION SDN BHD (ZCSB), KORIDOR MENTARI SDN BHD (KMSB), DENAI DELIMA SDN BHD (DDSB) AND 100% EQUITY IN CABARAN HIJAU SDN BHD (CHSB) AND SELAT SERASI SDN BHD (SSSB) (COLLECTIVELY REFERRED TO AS THE TARGET COMPANIES)
Description	ADDITIONAL INFORMATION INDICATIVE TERM SHEET IN RELATION TO THE PROPOSED ACQUISITION OF 70% EQUITY INTEREST IN ZEQNA CORPORATION SDN BHD (ZCSB), KORIDOR MENTARI SDN BHD (KMSB), DENAI DELIMA SDN BHD (DDSB) AND 100% EQUITY IN CABARAN HIJAU SDN BHD (CHSB) AND SELAT SERASI SDN BHD (SSSB) (COLLECTIVELY REFERRED TO AS THE TARGET COMPANIES)
Query Letter Contents	We refer to your Company’s announcement dated 7 August 2020, in respect of the aforesaid matter. In this connection, kindly furnish Bursa Securities with the following additional information for public release:- 1.       The date on which the Earnest Deposit of RM1,000,000.00 was paid to Gunung Hydropower Sdn Bhd’s (“GHSB”) solicitor. 2.       Whether the Earnest Deposit will be refunded to GHSB with or without interest. If yes, state the percentage. 3.       The expected date of completion and expected date of commencement of operations of the 5.25MW small hydro power projects by KMSB. 4.       The status of its hydro power plant of DDSB, CHSB and SSSB.
In this connection, the following additional information for the public is appended below. The Earnest Deposit of RM1,000,000.00 was paid to Gunung Hydropower Sdn Bhd’s (“GHSB”) solicitor on 7 August 2020 The Earnest Deposit will be refunded to GHSB without interest. The commencement of operations date (COD) declared on the existing Feed-in Approval Holder Certificate for the 5.25MW small hydro power project by KMSB is July 2020 .However for this same 5.25MW small hydro power project, KMSB has subsequently re-bid for 5.25MW installed capacity quota released by SEDA in June 2020. The outcome of this e-bidding process is expected in September 2020, and if successful KMSB will secure an improved FiT rate and a new COD date to meet KMSB expected date of completion (adjusted due to Covid related issues) in December 2021. The on-site development works of the small-hydro plants under DDSB, CHSB and SSSB has not commenced. DDSB, CHSB and SSSB have signed their respective Renewable Energy Power Purchase Agreements with Tenega Nasional Bhd on 29 June 2020. Furthermore, the detailed design and engineering for each project has been completed, and as such a selected tendering process for civil, mechanical, electrical, and transmission works, will commence in the ensuing months.

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GUNUNG CAPITAL BERHAD

1. Details of Corporate Proposal
Involve issuance of new type/class of securities ?	No
Types of corporate proposal	Exercise of Warrants
Details of corporate proposal	Exercise of Warrants
No. of shares issued under this corporate proposal	6,490,000
Issue price per share ($$)	Malaysian Ringgit (MYR)   0.4000
Par Value($$) (if applicable)
Latest issued share capital after the above corporate proposal in the following
Units	254,498,108
Issued Share Capital ($$)	Malaysian Ringgit (MYR) 101,868,799.000
Listing Date	13 Aug 2020

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GUNUNG CAPITAL BERHAD

Kindly be advised that the abovementioned Company has changed its name to G CAPITAL BERHAD.  As such, the Company’s securities will be listed under the new names with effect from 9.00 a.m., Wednesday, 26 August 2020.

The Stock Short Name will be changed as follow:-

Old Name	Old Stock Short Name	New Name	New Stock Short Name
GUNUNG CAPITAL BERHAD	GUNUNG	G CAPITAL BERHAD	GCAP
GUNUNG CAPITAL BERHAD - WARRANTS 2010/2020	GUNUNG-WB	G CAPITAL BERHAD - WARRANTS 2010/2020	GCAP-WB

The Stock Numbers remain unchanged.

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Expiry/Maturity of the securities

G CAPITAL BERHAD

Instrument Category	Securities of PLC
Instrument Type	Warrants
Type Of Expiry	Expiry/Maturity of the securities
Mode of Satisfaction of Exercise/Conversion price	Cash
Exercise/ Strike/ Conversion Price	Malaysian Ringgit (MYR) 0.4000
Exercise/ Conversion Ratio	1:1
Settlement Type / Convertible into	Physical (Shares)
Last Date & Time of Trading	15 Sep 2020 05:00 PM
Date & Time of Suspension	17 Sep 2020 09:00 AM
Last Date & Time for Transfer into Depositor's CDS a/c	24 Sep 2020 04:30 PM
Date & Time of Expiry	02 Oct 2020 05:00 PM
Date & Time for Delisting	05 Oct 2020 09:00 AM

Remarks :

The expiry date of the Warrants is on Sunday, 4 October 2020 at 5.00 p.m. Howeversince 4 October 2020 is a non-Market Day, the expiry date shall be the date preceding the said nonMarket Day, which is on Friday, 2 October 2020 at 5.00 p.m.

https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3084577

Attachments Notice to warrantholders WB(G Cap) New (1).pdf