The Board of Directors of Zelan wishes to announce that its wholly-owned subsidiary namely ZHSB has on 15 May 2026 commenced creditors' voluntary liquidation pursuant to Section 439(1) of the Companies Act 2016 ("Liquidation").
Details of ZHSB
ZHSB was incorporated in Malaysia under the Companies Act 1965 on 14 January 1991.
ZHSB is primarily involved in investment holding, civil engineering and building turnkey contractor. The present share capital of ZHSB is RM25,000,000 comprising of 25,000,000 ordinary issued shares. As at 31 December 2025, the total cost of investment in ZHSB is RM Nil (has been fully impaired).
ZHSB has ceased its operations during the financial year ended 31 December 2025 and it has no intention of carrying on business in the future.
Appointment of Interim Liquidators
Mr. Lim Sin Han and Mr. Leoh Hin Han, both of Sin Han & Co. PLT have been appointed as the interim liquidators of ZHSB on 15 May 2026 for the purpose of the Liquidation.
Rationale for the Liquidation
The Liquidation is part of Zelan's effort to regularise the financial and operation condition of the Zelan Group (as defined herein), and eventually being uplifted from its Practice Note 17 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad ("PN17") status.
Financial effect of the Liquidation
The Liquidation will not have any effect on the issued share capital and shareholdings of the substantial shareholders in Zelan, and will not have any material effect on the earnings and earnings per share of Zelan Group.
Upon Liquidation of ZHSB, ZHSB will no longer be consolidated as part of Zelan and its subsidiaries ("Zelan Group") and there is no enforceable guarantee or claims by the creditors of ZHSB against Zelan Group. It is expected to contribute positively to the consolidated net asset per share and gearing of Zelan Group.
Directors' and major shareholders' interest.
None of the Directors and major shareholders of the Company or persons connected to them have any interest, direct or indirect, in the Liquidation.
Directors' recommendation
The Board, having considered all aspect of the Liquidation, is of the opinion that the Liquidation is in the best interest of Zelan Group.
This announcement is dated 15 May 2026.