Eng - IOI Group

AGENDA cont’d6 As special business, to consider and if thought fit, to pass the following resolutions as Ordinary Resolutions:6.1 Authority To Directors To Allot And Issue Shares Pursuant To Executive Share Option Scheme"THAT pursuant to the Company's Executive Share Option Scheme ("the Scheme") and the extension thereon, asapproved by the Ordinary Resolution passed at the Extraordinary General Meeting held on 8 March 1995 and 27March 2000 respectively, the Directors of the Company be and are hereby authorised in accordance withSection 132D of the Companies Act, 1965, to allot and issue shares in the Company from time to time inaccordance with the Scheme."6.2 Authority To Directors To Allot And Issue Shares Pursuant To Section 132D Of The Companies Act, 1965“THAT pursuant to Section 132D of the Companies Act, 1965, the Directors be and are hereby authorised withfull powers to allot and issue shares in the Company from time to time and upon such terms and conditions andfor such purposes as they may deem fit subject always to the approval of the relevant authorities beingobtained for such issue and provided that the aggregate number of shares to be issued pursuant to thisresolution does not exceed ten percent (10%) of the issued share capital for the time being of the Company andthat such authority shall continue in force until the conclusion of the next Annual General Meeting of theCompany and that the Directors be and are also empowered to obtain the approval from the Kuala LumpurStock Exchange for the listing of and quotation for the additional shares so issued.”6.3 Proposed Renewal Of Existing Share Buy-Back Authority“THAT, subject to compliance with all applicable laws, regulations and the approval of all relevant authorities,approval be and is hereby given to the Company to utilise up to ten percent (10%) of the Group’s latest auditedshareholders’ equity, which comprises the issued and fully paid-up share capital and reserves of the Group topurchase up to ten percent (10%) of the issued and paid-up ordinary share capital of the Company (“ProposedPurchase”) as may be determined by the Directors of the Company from time to time through the Kuala LumpurStock Exchange (“KLSE”) upon such terms and conditions as the Directors may deem fit and expedient in theinterest of the Company and shall be backed by the latest audited retained earnings and share premiumreserves of the Company;17IOI Corporation BerhadAnnual Report 2003