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NOTICE OF ANNUAL GENERAL MEETING (cont’d)<br />

Ordinary Resolutions<br />

7. Proposed Renewal of Shareholders’ Mandate for Recurrent Related Party Transactions of a<br />

Revenue or Trading Nature (“Proposed Renewal of Shareholders’ Mandate”) (cont’d)<br />

And That such approval is subject to annual renewal shall continue to be in force until:<br />

(i) the conclusion of the next Annual General Meeting (“AGM”) of the Company, at which time<br />

the mandate will lapse, unless authority is renewed by a resolution passed at the general<br />

meeting the mandate is again renewed;<br />

(ii) the expiration of the period within which the next AGM is required to be held pursuant to<br />

Section 143(1) of the Companies Act, 1965; (“the Act”) (but shall not extend to such extension<br />

as may be allowed pursuant to Section 143(2) of the Act); or<br />

(iii) revoked or varied by a resolution passed by the shareholders in general meeting, whichever<br />

is earlier.<br />

That the Directors of the Company be and are hereby authorised to do all such acts and things<br />

(including executing any relevant documents) as they may consider expedient or necessary or give<br />

effect to the Proposed Renewal of Shareholders’ Mandate.”<br />

8. Proposed Retention of Independent Director<br />

To retain Mr. Peter Wong Hoy Kim as Independent Non-Executive Director of the Company in<br />

accordance with the Malaysian Code on Corporate Governance 2012.<br />

(Resolution 7)<br />

Notes:<br />

By Order of the Board<br />

Jesslyn Ong Bee Fang (MAICSA 7020672)<br />

Eric Toh Chee Seong (LS 0005656)<br />

Company Secretaries<br />

Perak Darul Ridzuan<br />

6 June 2013<br />

1. A member of the Company, eligible to attend and vote at the meeting, is entitled to appoint a proxy or proxies to vote in his/her<br />

stead. A proxy may but need not be a member of the Company and the provision of Section 149(1)(b) of the Companies Act 1965<br />

shall not apply to the Company.<br />

2. Where a member appoints two (2) or more proxies, the appointment shall be invalid unless he/she specifies the proportion of his/her<br />

shareholdings to be represented by each proxy.<br />

3. Where a member of the Company is an exempt authorised nominee which holds ordinary shares in the Company for multiple beneficial<br />

owners in one securities account (“omnibus account”), there is no limit to the number of proxies which the exempt authorised<br />

nominee may appoint in respect of each omnibus account it holds. An exempt authorised nominee refers to an authorised nominee<br />

defined under the Central Depositories Act which is exempted from compliance with the provisions of subsection 25A(1) of the Central<br />

Depositories Act.<br />

4. The Form of Proxy shall be in writing under the hand of the appointor or his/her attorney duly authorised in writing or, if the appointor<br />

is a corporation, either under its common seal or under the hand of an officer or attorney duly authorised.<br />

5. All Forms of Proxy must be deposited at the Company’s Registered Office at Lot 5911, Jalan Perusahaan Satu, Kamunting Industrial<br />

Estate, 34600 Kamunting, Taiping, Perak Darul Ridzuan not less than 48 hours before the time set for holding the meeting or at any<br />

adjournment thereof.<br />

6. Only members whose names appear on the Record of Depositors as at 21 June 2013 shall be entitled to attend the said AGM or appoint<br />

a proxy(ies) to attend and/or vote on their behalf.<br />

Gunung Capital Berhad (330171-P)<br />

99<br />

annual report | 2012

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