Sarawak Plantation Berhad - Annual Report 2014 - page 151

SARAWAK PLANTATION BERHAD
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149
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Annual Report 2014
AGENDA:
1. ADOPTION OF AUDITED FINANCIAL STATEMENTS
Ordinary Resolution 1
To receive the Audited Financial Statements for the year ended 31 December 2014
together with the Directors’ and Auditors’ Reports thereon
2. APPROVAL OF DIRECTORS’ FEES
Ordinary Resolution 2
To approve the Directors’ Fees in respect of the financial year ended 31 December 2014
3. RE-ELECTION OF DIRECTORS
In accordance with Article 86 of the Company’s Articles of Association, the
following directors retire from the Board and being eligible offer themselves for
re-election:
Datuk Amar Abdul Hamed bin Sepawi
Ordinary Resolution 3
Hasmawati binti Sapawi
Ordinary Resolution 4
Datu Haji Chaiti bin Haji Bolhassan
Ordinary Resolution 5
4. RE-APPOINTMENT OF AUDITORS
Ordinary Resolution 6
To re-appoint Messrs. KPMG as auditors for the Company and authorise the
Directors to fix their remuneration
SPECIAL BUSINESSES
To consider and if thought fit to pass the following as Ordinary Resolutions:
5. AUTHORITY TO ALLOT AND ISSUE SHARES
Ordinary Resolution 7
“THAT pursuant to Section 132D of the Companies Act 1965 (“the Act”) and
subject always to the Company’s Articles of Association and approval of
the relevant authorities, the Directors of the Company be and are hereby
empowered to issue and allot shares in the Company from time to time and
upon such terms and conditions and for such purposes as the Directors may
in their absolute discretion deem fit, provided that the aggregate number of
shares issued pursuant to the resolution does not exceed 10% of the Issued
Share Capital of the Company for the time being AND THAT the Directors be
and are hereby empowered to obtain approval from Bursa Malaysia Securities
Berhad for the listing and quotation for the additional shares so issued AND
THAT such authority shall continue to be in force until the conclusion of the
next AGM of the Company.”
6. PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE FOR RECURRENT
RELATED PARTY TRANSACTIONS (RRPT) OF A REVENUE OR TRADING NATURE
NOTICE is hereby given that the 18th Annual General Meeting of Sarawak Plantation Berhad will be
held at Damai Beach Resort Teluk Bandung Santubong 93756 Kuching Sarawak on Friday, 22nd May 2015 at
3.00pm to transact the following business:
“THAT approval be and is hereby given to the Company and its subsidiaries to
enter into RRPT of a Revenue or Trading Nature as set out in Section 2.5 of
the Circular to Shareholders dated 29 April 2015 (“Circular”) with the specific
related parties mentioned therein which are necessary for the Group’s day to
day operations, subject to the following:
(a) That the RRPT are entered into on generally acceptable commercial
terms not more favourable to the mandated related parties, they are at arm’s
length and are not prejudicial to the interests of the minority shareholders; and
Notice of Annual General Meeting
Ordinary Resolution 8
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