Bonia Corporation Berhad - Annual Report 2016 - page 211

195
ANNUAL REPORT 2016
Explanatory Notes:
1.
Pursuant to
Paragraph
8.29A of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, all the resolutions set out in this Notice will be put to vote
by poll.
2.
Item 1 of the Agenda
- This item is meant for discussion only as pursuant to Section 169(1) of the Companies Act, 1965, it does not require shareholders’ approval for the
Audited Financial Statements. Henceforth, this item is not put forward for voting.
3.
Items 6 & 7 of the Agenda
- The resolutions, if approved, will authorise the continuity in office of the respective Directors. An annual assessment on the effectiveness of
each Director (including the independence of Independent Non-Executive Directors) has been undertaken for the financial year ended 30 June 2016 and the result was
satisfactory to the Board.
The passing of Ordinary Resolution 6 will require not less than three-fourth (3/4) of the approval of the members present and voting.
4.
Item 8 of the Agenda
- The resolution, if approved, will renew the existing mandate granted by the shareholders of the Company under Section 132D of the Companies
Act, 1965 at the preceding annual general meeting held on 25 November 2015, and to empower the Directors to issue up to 10% of the issued and paid-up share capital
(excluding treasury shares) of the Company from time to time for such purposes as the Directors consider would be in the best interest of the Company. This is to provide
flexibility and avoid any delay and cost in convening a general meeting for such issuance of shares for any possible fund raising activities, including but not limited to
further placing of shares, for the purpose of funding current or future investment projects, working capital, repayment of bank borrowings, acquisitions and/or so forth.
The authorisation, unless revoked or varied by the Company at a general meeting, will expire at the conclusion of the next annual general meeting or the expiration of
the period within which the next annual general meeting is required by law to be held, whichever is the earlier.
As at the date of this Notice, no new shares in the Company were issued pursuant to the existing mandate which will lapse at the conclusion of the forthcoming annual
general meeting.
5.
Items 9 & 10 of the Agenda
- The details of the proposals are set out in Parts A and B of the Circular to Shareholders dated 28 October 2016, which is despatched together
with the Company’s Annual Report 2016.
STATEMENT ACCOMPANYING
NOTICE OF TWENTY-FIFTH
ANNUAL GENERAL MEETING (“25th AGM”)
[Pursuant to Paragraph 8.27(2) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“MMLR”)]
Details of Individuals who are standing for election as Directors
No individual is seeking election as a Director at the forthcoming 25th AGM of the Company.
Statement relating to general mandate for issue of securities in accordance with Paragraph 6.03(3) of the MMLR
The details of the general mandate are set out in Item 4 of the Explanatory Notes of the Notice of 25th AGM dated 28 October 2016.
Notice of 25th ANNUAL GENERAL MEETING
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