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MALAYSIAN RESOURCES CORPORATION BERHAD
6
Notes:
Recurrent Related Party Transactions of a revenue or
trading nature set out as item 4 of Section 2.1.2 of
the Circular with the Related Parties mentioned
therein which are necessary for the MRCB Group's
day-to-day operations subject further to the
following:-
(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 are not to the detriment of the
minority shareholders; and
(ii) disclosure is made in the annual report of the
aggregate value of transactions conducted
pursuant to the Shareholders' Mandate
together with a breakdown of the aggregate
value of the transactions during the financial
year based on the type of transactions, names
of the related parties and their relationship;
AND THAT such approval shall continue to be in
force until:-
(i) the conclusion of the next AGM, at which time
it will lapse, unless by a resolution passed at
the said AGM, such authority is renewed;
(ii) the expiration of the period within which the
next AGM of the Company is required to be
1. A member of the Company entitled to attend and vote at
the meeting is entitled to appoint one or more proxies (or in
the case of a corporation, to appoint a representative) to
attend and vote in his stead. A proxy need not be a member
of the Company.
2. The Proxy Form must be signed by the appointor or his
attorney duly authorised in writing. In the case of a
corporation, it shall be executed under its Common Seal or
signed by its attorney duly authorised in writing or by an
officer on behalf of the corporation.
3. The instrument appointing the proxy must be deposited with
the Share Registrar, Symphony Share Registrars Sdn. Bhd.,
Level 26, Menara Multi Purpose, Capital Square, No 8, Jalan
Munshi Abdullah, 50100 Kuala Lumpur, Malaysia not less
than 48 hours before the time appointed for holding the
meeting or any adjournment thereof.
held pursuant to Section 143(1) of the Act (but
shall 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 a General Meeting,
whichever is the earlier.
AND THAT the Directors of the Company be
authorised to complete and do all such acts and
things as they may consider expedient or necessary
to give full effect to the Shareholders' Mandate."
Resolution 11
10. To transact any other ordinary business for which
due notice has been given.
BY ORDER OF THE BOARD
MOHD NOOR RAHIM YAHAYA (MAICSA 0866820)
Company Secretary
Shah Alam
27 May 2005
Explanatory Notes:
Ordinary Resolution 8, proposed under Special Business, if
passed, will give the Directors of the Company authority to
issue ordinary shares in the Company at any time at their
absolute discretion without convening a General Meeting.
The authorisation will, unless revoked or varied by the
Company at a General Meeting, expire at the next AGM.
Ordinary Resolutions 9 to 11, proposed under Special
Business if passed, the Shareholders' Mandate will be given
to the Company and/or its subsidiaries to enter into
Recurrent Related Party Transactions of a revenue or trading
nature with the Related Parties listed, in compliance with
Para 10.09 of the Listing Requirements of Bursa Securities.
This authority, unless revoked or varied by the Company at a
General Meeting, will expire at the next AGM.
The class of related parties, the nature of the transactions,
the rationale and the methods of determining the transaction
prices with the related parties, are detailed out in the
Circular to Shareholders dated 27 May 2005.