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Annual Report 2013
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NOTICE OF ANNUAL GENERAL MEETING
a. To receive the Audited Financial Statements for the financial year ended 31 December 2013 together
with the Reports of the Directors and Auditors thereon.
b. To approve the payment of a Final Single Tier Dividend of five (5) sen per ordinary share of RM0.50
each, in respect of the financial year ended 31 December 2013 as recommended by the Directors.
c. To approve the payment of Directors’ fees amounting to RM600,000 for the financial year ending
31 December 2014 (FYE 2013: RM480,000).
d. To re-elect the following Directors who retire pursuant to Article 82 of the Company’s Articles of
Association:
i)
Mr Chai Woon Chew
ii)
Encik Syed Hizam Bin Syed Mahmood Ezzularab Abdul-Moez Alsagoff
e. To consider and, if thought fit, to pass the following resolutions pursuant to Section 129(6) of the
Companies Act 1965:
i)
“
THAT
pursuant to Section 129(6) of the Companies Act 1965, Dr Arjunan Subramaniam,
who is over the age of seventy (70) years, be and is hereby re-appointed as a Director of the
Company to hold office until the conclusion of the next Annual General Meeting.”
ii)
“
THAT
pursuant to Section 129(6) of the Companies Act 1965, Dato’ Anwarrudin Bin Ahamad
Osman, who is over the age of seventy (70) years, be and is hereby re-appointed as a Director
of the Company to hold office until the conclusion of the next Annual General Meeting.”
iii) “
THAT
pursuant to Section 129(6) of the Companies Act 1965, Dato Kho Kak Beng, who is over
the age of seventy (70) years, be and is hereby re-appointed as a Director of the Company to
hold office until the conclusion of the next Annual General Meeting.”
f. To re-appoint Messrs Ernst &Young as auditors of the Company and to authorize the Board of Directors
to fix their remuneration for the ensuing year.
As Special Businesses
g. To consider and, if thought fit, to pass the following resolution pursuant to Recommendation 3.3 of the
Malaysian Code on Corporate Governance (“MCCG”) 2012 to retain the following Director:
Continuing in Office as Independent Non-Executive Director
“
THAT
subject to passing of Resolution 6, approval be and is hereby given to Dr Arjunan Subramaniam,
who has served as an Independent Non-Executive Director of the Company for a consecutive term
of more than nine (9) years, to continue in office as an Independent Non-Executive Director of the
Company.”
h. To consider and, if thought fit, to pass the following resolution as ordinary resolution:
Ordinary Resolution
•
Proposed renewal of Shareholder Mandate for recurrent related party transactions of a
revenue or trading nature (“Proposed Shareholder Mandate”)
“THAT
subject always to the Listing Requirements of Bursa Malaysia Securities Berhad, approval be
hereby given to the Company and/or its subsidiaries to enter into any of the category of related party
transactions which are recurrent, of a revenue or trading nature and are necessary for the Company
and its subsidiaries’ day-to-day operations as outlined in Section 3.2 to Section 3.4 of the Circular to
Resolution 1
Resolution 2
Resolution 3
Resolution 4
Resolution 5
Resolution 6
Resolution 7
Resolution 8
Resolution 9
Resolution 10
Resolution 11
NOTICE IS HEREBY GIVEN THAT
the Thirty-Eighth Annual General Meeting of the Company will be held at Abell Hotel,
No. 22, 4th Floor, Jalan Tunku Abdul Rahman, 93100 Kuching, Sarawak on Thursday, 8 May 2014 at 10.00 a.m. to transact the
following business, with or without modifications:
A G E N D A