2004 - Hiap Teck Venture Berhad
2004 - Hiap Teck Venture Berhad
2004 - Hiap Teck Venture Berhad
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Notice of Annual General Meeting<br />
NOTICE IS HEREBY GIVEN THAT the Eighth Annual General Meeting of the Company will be held at Wisma <strong>Hiap</strong> <strong>Teck</strong>,<br />
Lot 6096, Jalan Haji Abdul Manan, Batu 5 1/2, Off Jalan Meru, 41050 Klang, Selangor Darul Ehsan on Tuesday,<br />
14 December <strong>2004</strong> at 2.30 p.m. for the following purposes:-<br />
A G E N D A<br />
1. To receive the Audited Financial Statements for the year ended 31 July <strong>2004</strong> together with the Directors’ and<br />
Auditors’ Reports attached thereon. Resolution 1<br />
2. To approve a Tax Exempt Final Dividend of 1.5 sen per share for the year ended 31 July <strong>2004</strong>. Resolution 2<br />
3. To re-elect the following Directors who are retiring in accordance with Article 79 of the Company’s Articles of<br />
Association:<br />
(a) Mr. Kua Swee Leong Resolution 3<br />
(b) Mr. Cheah Shu Boon Resolution 4<br />
4. To re-elect Mr. Yoong Kah Yin who is retiring in accordance with Article 84 of the Company’s Articles of Association.<br />
Resolution 5<br />
5. To re-appoint Messrs Ernst & Young, as Auditors of the Company to hold office until the conclusion of the next<br />
Annual General Meeting at a remuneration to be determined by the Board of Directors. Resolution 6<br />
6. As Special Business:-<br />
To consider and, if thought fit, to pass the following resolutions as Ordinary Resolutions:-<br />
ORDINARY RESOLUTION 1<br />
• Authority to Allot Shares Pursuant to Section 132D of the Companies Act, 1965<br />
“THAT subject always to the approvals of the relevant authorities, the Directors be and are hereby authorised<br />
pursuant to Section 132D of the Companies Act, 1965, to allot and issue shares in the Company at any time and<br />
upon such terms and conditions and for such purposes as the Directors may in their absolute discretion, deem fit,<br />
provided that the aggregate number of shares to be issued pursuant to this resolution does not exceed ten per<br />
centum (10%) of the total issued capital of the Company at the time of issue and that the Directors be and are also<br />
empowered to obtain the approval for the listing of and quotation for the additional shares to be issued on the Bursa<br />
Malaysia Securities <strong>Berhad</strong> and that such authority shall continue to be in force until the conclusion of the next<br />
Annual General Meeting of the Company.” Resolution 7<br />
ORDINARY RESOLUTION 2<br />
• Proposed Renewal of Shareholders’ Mandate for Recurrent Related Party Transactions of a Revenue or Trading<br />
Nature (“Proposed Renewal Shareholders’ Mandate”)<br />
“THAT the Company and its subsidiaries be and are hereby authorised to enter into recurrent related party<br />
transactions of a revenue or trading nature as specified in Section 2.3 of the Circular to the shareholders dated 19<br />
November <strong>2004</strong>, provided that such arrangements and/or transactions which are necessary for the Group’s day-today<br />
operations are undertaken in the ordinary course of business, at arm’s length basis, on normal commercial terms<br />
which are not more favourable to the Related Parties than those generally available to the public and not detrimental<br />
to the minority shareholders of the Company AND THAT such authority shall continue to be in force until:<br />
(i)<br />
the conclusion of the next Annual General Meeting (“AGM”) of the Company at which time it will lapse, unless<br />
by a resolution passed at the said AGM, the authority is renewed;<br />
(ii) the expiration of the period within which the next AGM after that date is required to be held pursuant to Section<br />
143(1) of the Companies Act, 1965 (but shall not extend to such extension as may be allowed pursuant to<br />
Section 143(2) of the Companies Act, 1965); or<br />
(iii)<br />
revoked or varied by resolution passed by the shareholders in general meeting<br />
whichever is the earlier.<br />
AND THAT disclosure will be made in the Annual Report 2005 of the Company of the breakdown of the aggregate<br />
value of transactions contemplated pursuant to the Proposed Renewal of Shareholders’ Mandate during the<br />
HIAP TECK VENTURE BERHAD<br />
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