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ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2
OF THE AIM RULES FOR COMPANIES ("AIM RULES")
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COMPANY NAME:
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Green & Smart Holdings plc
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COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING
POSTCODES) :
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Registered Office
12 Castle Street
St Helier
Jersey
Channel Islands
JE2 3RT
Trading Address
73-M, Jalan Medan Setia 1
Bukit Damansara
50490 Kuala Lumpur
Malaysia
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COUNTRY OF INCORPORATION:
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Jersey
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COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:
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http://greenandsmart.net/
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COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE
CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF
THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE
STATED:
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Green & Smart Holdings plc is the holding company of the Group, which is engaged in
the Malaysian
Renewable Energy Sector.
The Group has an established track record in delivering waste water solutions to the Palm
Oil Industry and is seeking to take advantage of Malaysian governmental policy aimed at increasing the production of
electricity from renewable energy sources, in particular the installation of Biogas Power Plants which convert the waste
produced by Palm Oil Mills into electricity. Key regulatory measures include the establishment of a Feed in Tariff regime
in Malaysia under which power produced from Biogas and other renewable sources attracts a premium to market price over a
long term contract (typically 16 years), along with the requirement for certain Palm Oil Mills to provide for the capture
of methane and other waste gases.
The Group has a pipeline of contracted Biogas Power Plants which the Company intends to
build, own and operate, and two of these plants are currently under construction. In addition to these Biogas Power
Plants, the Group has taken equity stakes in two associated companies which have been established to develop Biogas Power
Plants for the processing of palm oil mill effluent produced by large Palm Oil Mill businesses. This investment will
provide ongoing income in addition to the revenue the Company expects to earn from the initial EPCC (engineering,
procurement, construction and commissioning) contracts required to build the Biogas Power Plants to be owned by these
associated companies.
The Company's main country of operation is Malaysia.
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DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO
TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it
seeks admission and the number and type to be held as treasury shares):
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276,666,667 shares of no par value
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CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON
ADMISSION:
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Capital to be raised on admission: £4.0m. Anticipated market capitalisation:
£24.9m
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PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT
ADMISSION:
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73.4%
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DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM
COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:
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N/A
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FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS
(underlining the first name by which each is known or including any other name by which each is known):
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Saravanan A/L Rasaratnam, Group Managing Director
Navindran A/L Balakrishnan, Group Executive
Director
Sivadas A/L P E S Kumar, Group Chief Executive Officer/Finance
Director
Datuk Haji Radzali Bin Hassan, Non-Executive Chairman
Martin David Howard Bloom, Non-executive Director
Dato' Dr. Sivamohan S Namasivayam,
Non-Executive Director
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FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A
PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or
including any other name by which each is known):
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Before Admission:
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Shareholder
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% of total share capital
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K2M Ventures Sdn Bhd*
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63.24%
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Saravanan Rasaratnam**
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5.10%
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Navindran Balakrishnan**
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5.10%
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Simon Peter
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4.55%
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Kaminy Velayudhan
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4.55%
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Eresos Corporation Sdn Bhd
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3.44%
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Sivadas Kumar**
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3.24%
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Malaysia Technology Development Corporation Sdn Bhd
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3.75%
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*K2M Ventures Sdn Bhd is an entity controlled by Saravanan Rasaratnam and Navindran
Balakrishnan
**Director
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After Admission:
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Shareholder
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% of total share capital
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K2M Ventures Sdn Bhd*
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53.08%
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Saravanan Rasaratnam**
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4.28%
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Navindran Balakrishnan**
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4.28%
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Simon Peter
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3.82%
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Kaminy Velayudhan
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3.82%
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Eresos Corporation Sdn Bhd
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2.88%
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Sivadas Kumar**
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2.72%
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Malaysia Technology Development Corporation Sdn Bhd
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3.15%
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Innvotec Nominees Ltd
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4.62%
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NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE
AIM RULES:
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N/A
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(i) ANTICIPATED ACCOUNTING REFERENCE
DATE
(ii) DATE TO WHICH THE MAIN
FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim
financial information)
(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE
REPORTS PURSUANT TO AIM RULES 18 AND 19:
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(i) 30 September
(ii) 30 September 2015 (audited full year
financial information)
(iii) unaudited interim results for 6 months to
31 March 2016 by 30 June 2016;
audited results for the year to 30 September
2016 by 31 March 2017;
unaudited results for the six months to 31
March 2017 by 30 June 2017
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EXPECTED ADMISSION DATE:
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12 May 2016
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NAME AND ADDRESS OF NOMINATED ADVISER:
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SP Angel Corporate Finance LLP
Prince Frederick House,
35-39 Maddox Street
Mayfair
W1S 2PP
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NAME AND ADDRESS OF BROKER:
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As above
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OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE
(POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL
DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:
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Copies of the admission document will be available, when published, on the Company's
website http://greenandsmart.net/ .
The admission document will contain full details about the applicant and the admission of
its securities.
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DATE OF NOTIFICATION:
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10 May 2016
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NEW/ UPDATE:
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UPDATE
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