| ANNUAL REPORT 2015
206
8.
Authority to 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 to allot and issue notmore than 10%of the issued and paid-up capital (excluding treasury
shares, if any) of the Company at any time, upon such terms and conditions and for such purposes as
the Directors in their absolute discretion deem fit or in pursuance of offers, agreements or options
to be made or granted by the Directors while this approval is in force, and that the Directors be and
are hereby further authorised to make or grant offers, agreements or options which would or might
require shares to be issued after the expiration of the approval hereof, and that the Directors be and
are also empowered to obtain the approval for the listing of and quotation for the additional shares
so allotted and issued on the Bursa Malaysia Securities Berhad.”
9.
ProposedRenewal of Shareholders’Mandate to enable Bonia CorporationBerhad topurchase
up to 10% of its issued and paid-up share capital (“Proposed Share Buy-Back”)
“THAT subject to all the applicable laws and regulations, the Directors be and are hereby authorised
to purchase the ordinary shares of the Company of RM0.25 each through the stock exchange of
Bursa Malaysia Securities Berhad at any time upon such terms and conditions as the Directors in
their absolute discretion deem fit provided that the aggregate number of shares purchased (which
are to be treated as treasury shares) does not exceed 10% of the issued and paid-up share capital of
the Company; and the funds allocated for the purchase of shares shall not exceed its retained profits
and/or share premium account for the time being.
THAT the Directors be and are hereby further authorised to deal with the treasury shares in their
absolute discretion (which may be distributed as dividends, resold and/or cancelled).
THAT such authority shall continue to be in force until the conclusion of the next annual general
meeting of the Company following the general meeting at which the Proposed Share Buy-Back
was passed at which time it will lapse, unless by an ordinary resolution passed at that meeting,
the authority is renewed either unconditionally or subject to conditions; or the expiration of the
period within which the next annual general meeting after that date is required by law to be held;
or the revocation or variation by ordinary resolution passed by the shareholders of the Company in
a general meeting, whichever occurs first.
AND THAT the Directors and/or any of them be and are hereby authorised to do all acts and things
(including executing such documents as may be required) to give effect to the aforesaid share buy-
back in the best interest of the Company.”
10.
Proposed Shareholders’ Mandate for Recurrent Related Party Transactions of a Revenue or
Trading Nature (“Proposed RRPT Mandate”)
“THAT subject to all the applicable laws and regulations, approval be and is hereby given for the
Company and/or its subsidiaries to enter into the recurrent related party transactions of a revenue or
trading nature with the related parties as set out in Part B of the Company’s Circular to Shareholders
dated 29 October 2015, provided that such transactions are necessary for the day-to-day operations
in the ordinary course of business of the Company and/or its subsidiaries, made on an arm’s length
basis, 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 of the
Company.
Ordinary Resolution 8
Ordinary Resolution 9
NOTICE OF 24TH ANNUAL GENERAL MEETING
(cont’d)
