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Annual Report 2013
• 4 •
Shareholders dated 11 April 2014 (“Circular”), with the specific related parties mentioned therein subject
further to the followings:
i)
the transactions are in the ordinary course of business and are on normal commercial terms which
are not more favourable to the related parties than those generally available to the public and not
detrimental to the interest of the minority shareholders; and
ii)
disclosure is made in the annual report a breakdown of the aggregate value of the transactions
conducted pursuant to the Proposed Shareholder Mandate during the financial year where the
aggregate value is equal to or more than the threshold prescribed under Paragraph 10.09(1) of the
Main Market Listing Requirements, and amongst others, based on the following information:
• the type of the recurrent related party transactions made; and
• the names of the related parties involved in each type of the recurrent related party transactions
made and their relationship with the Company.
AND THAT
such approval will continue to be in force until:
i)
the conclusion of the next annual general meeting (“AGM”) of the Company, at which time it will
lapse, unless by an ordinary resolution passed at the meeting, the authority is renewed;
ii)
the expiration of the period within which the next AGM of the Company after that date is required
to be held pursuant to Section 143(1) of the Companies Act 1965 (“the Act”) [but must not extend
to such extension as may be allowed pursuant to Section 143(2) of the Act]; or
iii)
revoked or varied by resolution passed by the shareholders in general meeting;
whichever is the earlier;
AND THAT
the Board of Directors of the Company (“the Board”) be and is hereby authorized to sign,
execute and deliver on behalf of the Company all necessary documents, and do all such acts and
things as may be required or relevant for or in connection with full power to assent to any conditions,
modifications, variations and/or amendments in any manner as may be imposed or permitted by the
relevant authorities;
AND THAT
the estimated value given on the recurrent related party transactions specified in Section 3.4
of the Circular being provisional in nature, the Board be hereby authorized to agree to the actual amount
or amounts thereof provided always that such amount or amounts comply with the review procedures
as set out in Section 3.6 of the Circular.”
i. To transact any other business which may properly be transacted at an annual general meeting, due
notice of which shall have been previously given in accordance with the Companies Act 1965 and the
Company’s Articles of Association.
NOTICE OF ANNUAL GENERAL MEETING
(CONT’D)