ZELAN

0.030

(%)

WINDING UP / RECEIVER & MANAGER / RESTRAINING ORDER / SPECIAL ADMINISTRATOR ZELAN BERHAD ("ZELAN" OR THE "COMPANY") PROPOSED SCHEME OF ARRANGEMENT AND RESTRAINING ORDER

ZELAN BERHAD

Type Announcement
Subject WINDING UP / RECEIVER & MANAGER / RESTRAINING ORDER / SPECIAL ADMINISTRATOR
Description
ZELAN BERHAD ("ZELAN" OR THE "COMPANY")

PROPOSED SCHEME OF ARRANGEMENT AND RESTRAINING ORDER

 

1. THE PROPOSED SCHEME OF ARRANGEMENT AND RESTRAINING ORDER

 

The Board of Directors of the Company (“the Board”) wishes to announce that on 2 October 2025, the Company and 2 of its subsidiaries, Zelan Holdings (M) Sdn Bhd (“Zelan Holdings”) and Zelan Construction Sdn Bhd (“Zelan Construction”) each filed an application with the High Court of Malaya at Kuala Lumpur (“the Court”) for leave to summon a scheme meeting with their scheme creditors for the purpose of considering a proposed scheme of arrangement (“the Proposed Scheme of Arrangement”) pursuant to Section 366 and/or 368D of the Companies Act 2016 (“the Act”). The Company and Zelan Holdings further moved for a restraining order pursuant to Section 368 of the Act (“the Restraining Order”) (hereinafter refer to as “the Applications”).

 

Pursuant to Section 368(1A) of the Act, upon the filing of an application for a restraining order and until the application is decided by the Court, or until the lapse of 2 months from the date of filing of the application, whichever is earlier:

 

(a) no order may be made, and no resolution may be passed, for the winding up of the company;

 

(b) no receiver or receiver and manager may be appointed over any undertaking or property of the company;

 

(c) no proceedings may be commenced or continued against the company other than the proceedings under section 366, 368C, 368D, 369A or 370 of the Act except with the leave of the Court and subject to any terms as the Court may impose;

 

(d) no execution, distress or other legal process may be commenced, continued or levied against any property of the company except with the leave of the Court and subject to any terms as the Court may impose;

 

(e) no steps may be taken to enforce any security over any property of the company, or to repossess any goods held by the company under any chattels leasing agreement, hire purchase agreement or retention of title agreement, except with the leave of the Court and subject to any terms as the Court may impose; and

 

(f) no right of re-entry or forfeiture under any lease in respect of any premises occupied by the company may be enforced except with the leave of the Court and subject to any terms as the Court may impose.

 

This will effectively suspend any legal proceedings from being initiated or continued against the Company and Zelan Holdings, thereby providing the necessary breathing space for them to formulate and propose a suitable Scheme of Arrangement to their creditors.

 

2. DETAILS OF THE PROPOSED SCHEME OF ARRANGEMENT

 

The details of the Proposed Scheme of Arrangement are set out in an Explanatory Statement which will be issued to the scheme creditors in due course. The terms of the Proposed Scheme of Arrangement are subject to changes arising from any discussions or negotiations between the Company, Zelan Holdings, and Zelan Construction with their respective creditors.

 

3. FINANCIAL AND OPERATIONAL IMPACT ON THE GROUP, IF ANY

 

Notwithstanding that the Restraining Order may trigger a contractual counterparty’s right to review its contract with the Group, the Applications are not envisaged to cause any material adverse financial or operational impact to the Company and its subsidiaries (“the Group”) as:

 

(a) the Restraining Order does not prevent the Group from continuing with their usual day-to-day business and operations;

 

(b) the Restraining Order will mitigate the potential disruptions to the Group’s operations caused by legal proceedings while the Proposed Scheme of Arrangement is being finalised and approved; and

 

(c) the Group will engage with the relevant counterparties and take appropriate measures to mitigate any arising risks.

 

 

The Company will make further announcements on future developments of the above matter accordingly.

 

 

This announcement is dated 3 October 2025.






Announcement Info

Company Name ZELAN BERHAD
Stock Name ZELAN
Date Announced 03 Oct 2025
Category General Announcement for PLC
Reference Number GA1-02102025-00042