Notes
1. Audited Financial Statements
The Audited Financial Statements laid at this meeting pursuant to
Section 169(1) and (3) of the Companies Act, 1965 are meant for
discussion only. It does not require shareholders’ approval, and
therefore, shall not be put forward for voting.
2. Explanatory Notes To Special Business
a) Ordinary Resolution 6
Ordinary resolution 6, if passed, will give powers to the Directors
to issue up to a maximum of 10% of the issued share capital of the
Company for the time being for such purposes as the Directors
consider would be in the interest of the Company. This authority
will, unless revoked or varied by the Company at a general
meeting, expire at the conclusion of the next Annual General
Meeting.
The authority will provide flexibility to the Company for any
possible fund raising activities, including but not limited to
further placing of shares, for purpose of funding future investment
project(s), working capital and/or acquisitions.
As at the date of this Notice, no new shares in the Company were
issued pursuant to the authority granted to the Directors at the
102nd Annual General Meeting held on 1 April 2015, the mandate
of which will lapse at the conclusion of the One Hundred and
Third Annual General Meeting to be held on 31 March 2016.
b) Ordinary Resolutions 7 and 8
Ordinary resolutions 7 and 8, if passed, will enable the Company
and/or its Subsidiaries to enter into recurrent transactions
involving the interests of related parties, which are of a revenue
or trading nature and necessary for the Group’s day-to-day
operations subject to the transactions being carried out in the
ordinary course of business and on terms not to the detriment of
the minority shareholders of the Company.
3. Form of Proxy
a) A member of the Company entitled to attend and vote at the
meeting is entitled to appoint any person to be his proxy to
attend and vote in his stead. A proxy may but need not be a
member of the Company and the provisions of Section 149(1) of
the Companies Act, 1965 shall not apply to the Company.
b) In the case of a Corporation, the proxy should be executed under
its Common Seal or under the hand of a duly authorised officer.
c) Subject to paragraph (d) below, a member shall not be entitled
to appoint more than (1) one proxy to attend and vote at the
meeting. If a member has appointed a proxy to attend a general
meeting and subsequently attends such general meeting in
person, the appointment of such proxy shall be null and void, and
his proxy shall not be entitled to attend the said general meeting.
d) Where a member of the Company is an exempt authorised
nominee as defined under the Securities Industry (Central
Depositories) Act 1991, which holds ordinary shares in the
Company for multiple beneficial owners in one securities account
(omnibus account), there is no limit to the number of proxies
which the exempt authorised nominee may appoint in respect of
each omnibus account it holds.
e) The instrument appointing a proxy and the power of attorney or
other authority (if any) under which it is signed, shall be
deposited at the office of the Company’s Share Registrar, Tricor
Investor & Issuing House Services Sdn Bhd, located at Unit 32-01,
Level 32, Tower A, Vertical Business Suite, Avenue 3, Bangsar
South, No. 8 Jalan Kerinchi, 59200 Kuala Lumpur not less than 48
hours before the time for holding the meeting or adjourned
meeting at which the person named in such instrument proposes
to vote, and in default the instrument of proxy shall not be
treated as valid.
f) Only members registered in the Record of Depositors as at 23
March 2016 shall be eligible to attend the meeting or appoint a
proxy to attend and vote on the member’s behalf.
whichever is the earlier.
AND FURTHER that the Directors of the Company be authorised to complete and do all
such acts and things (including executing all such documents as may be required) as
they may consider expedient or necessary to give effect to this Shareholders’ Mandate.”
9. To transact any other business of the Company of which due notice shall have been
received.
By Order of the Board
TASNEEM MOHD DAHALAN
Secretary
Kuala Lumpur
9 March 2016
an n ual repo rt 2015
151
