Powering growth - Aztech Group Ltd - Investor Relations

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118a z t e c h a n n u a l r e p o r t 2 0 0 9F i n a n c i a l S t a t e m e n t sNOTICE OF ANNUAL GENERAL MEETINGAs at the Latest Practicable Date, none of our Directors or Substantial Shareholders will be obliged to make a mandatory take-over offer inthe event that the Company purchased the maximum 10% of the issued Shares under the proposed Share Buy Back Mandate. In this regard,our Substantial Shareholder, Michael Mun Hong Yew, who is presumed to have an interest in 119,941,663 Shares, is regarded as acting inconcert with (i) his son Jeremy Mun Weng Hung who holds 1,044,000 Shares; (ii) his son Ivan Mun Weng Kai who holds 60,000 Shares (iii) hisbrother Mun Hon Pheng who indirectly holds 3,503,000 Shares and (iv) his brother Mun Hoon Wing who holds 724,000 Shares as at the LatestPracticable Date, pursuant to the Take-over Code.Shareholders who are in doubt as to whether they would incur any obligation to make a take-over offer as a result of any purchase of Shares bythe Company pursuant to the Share Buy Back Mandate are advised to consult their professional advisers and/or the Securities Industry Councilbefore they acquire any Shares in the Company during the period when the Share Buy Back Mandate is in force.The statements herein do not purport to be a comprehensive or exhaustive description of all implications that may arise underthe Take-over Code. Shareholders are advised to consult their professional advisers and/or the Securities Industry Council and/orother relevant authorities at the earliest opportunity as to whether an obligation to make a take-over offer would arise by reasonof any purchase or acquisition of Shares by the Company.J. SHARES PURCHASED IN THE PREVIOUS 12 MONTHSNo purchases of Shares have been made by the Company in the 12 months preceding the date of this Notice.K. RECOMMENDATIONThe Directors are of the opinion that the proposed Share Buy Back Mandate for the Buy Back by the Company of its Shares is in the best interestsof the Company. They accordingly recommend that Shareholders vote in favour of the Resolution, being the ordinary resolution number 10relating to the Share Buy Back Mandate set out on page 107 of this Annual Report.L. DIRECTORS’ RESPONSIBILITY STATEMENTThe Directors collectively and individually accept responsibility for the accuracy of the information given in this Explanatory Statement and confirm,having made all reasonable enquires, that to the best of their knowledge and belief, the facts stated and opinion expressed in this ExplanatoryStatement are fair and accurate and that there are no material facts the omission of which would make any statement in this ExplanatoryStatement misleading.
F i n a n c i a l S t a t e m e n t sAZTECH GROUP LTDPROXY FORM FOR ANNUAL GENERAL MEETINGNo. of Shares heldI/We ______________________________________________________________________________________________________of ________________________________________________________________________________________________________being a Member(s) of Aztech Group Ltd, hereby appoint Mr/Mrs/MsName Address NRIC/PASSPORT NO. Proportion of Shareholdings (%)or failing him/her, the Chairman of the Annual General Meeting (“AGM”) of the Company as my/our proxy, to vote for me/us and on my/our behalf and ifnecessary, to demand a poll, at the AGM of the Company, to be held at 31 Ubi Road 1, Aztech Building, Singapore 408694 on Friday, April 9 2010, andat any adjournment thereof in the following manner:-RESOLUTIONS FOR AGAINST1. To adopt the Audited Accounts, Director’s Report and Auditors’ Report2. Declaration of final one-tier tax exempt dividend of $0.0125 per share3. To approve the payment of Directors’ Fees for FY 20104. To re-elect Mr Khoo Ho Tong as a Director under Article 1075. To re-elect Mr Martin Chia Heok Miin as a Director under Article 1076. To re-appoint Auditors and authorise Directors to fix their remuneration7. To authorise Directors to issue Shares pursuant to Section 161 of the CompaniesAct, Chapter. 508. To authorise Directors to issue Shares and/or Instruments at a discount not exceeding20%9. To authorise Directors to allot and issue shares in connection with the exercise ofoptions granted pursuant to the Aztech Group Employees’ Share Option Scheme200010. To renew Share Buy Back MandateIf you wish to exercise all your votes For or Against, please tick with “ √ “. Alternatively, please indicate the number of votes For or Against eachresolution.If this form of proxy contains no indication as to how the proxy should vote in relation to each resolution, the proxy shall, as in the case of any otherbusiness raised at the meeting, vote as the proxy deems fit.As witness my/our hand(s) this ____________________ day of ____________________ 2010.____________________Signature of ShareholderORThe Common Seal of the company was hereunto affixed in the presence of :-____________________Director____________________Director/SecretaryIMPORTANT:This Annual Report is forwarded to CPF Investors at the request of their CPF Approved Nominees and is sent solely FOR INFORMATION.This Proxy Form is not valid for use by CPF Investors and shall be ineffective for all intents and purposes if used or purported to be used by them.
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