131
FRONTKEN CORPORATION BERHAD
(651020-T)
ANNUAL REPORT 2014
6.
PROPOSED RENEWAL OF AUTHORITY FOR THE COMPANY TO PURCHASE
ITS OWN SHARES (“PROPOSED RENEWAL OF SHARE BUY-BACKMANDATE”)
“
THAT
subject to the provisions under the Act, the Memorandum and Articles of
Association of the Company, the Listing Requirements and any other applicable
laws, rules, regulations and guidelines for the time being in force, the Company be
and is hereby authorised to purchase such number of ordinary shares of RM0.10
each in the Company (“Shares”) as may be determined by the Directors from time to
time through Bursa Securities upon such terms and conditions as the Directors may
deem fit and expedient in the interest of the Company provided that the aggregate
number of shares purchased pursuant to this resolution shall not exceed 10% of
the total issued and paid-up share capital of the Company.
THAT the maximum amount of funds to be allocated for the purpose of purchasing
the Shares shall not exceed the aggregate of the retained profits and share premium
account of the Company.
THAT
authority be and is hereby given to the Directors to decide at their discretion,
as may be permitted and prescribed by the Act and/or any prevailing laws, rules,
regulations, orders, guidelines and requirements issued by the relevant authorities
for the time being in force to deal with any of the Shares so purchased by the
Company in the following manner:
(i)
the Shares so purchased could be cancelled; or
(ii)
the Shares so purchased could be retained as treasury shares for distribution
as dividends to the shareholders of the Company and/or be resold through
Bursa Securities in accordance with the relevant rules of Bursa Securities
and/or to be cancelled subsequently; or
(iii)
combination of (i) and (ii) above.
THAT
the authority conferred by this resolution will be effective immediately from
the passing of this ordinary resolution and shall continue to be in force until:
(i)
the conclusion of the next AGM of the Company, at which time the said
authority would lapse unless by an ordinary resolution passed at that meeting,
the authority is renewed, either unconditionally or subject to conditions; or
(ii)
the expiration of the period within which the next AGM is required by law to
be held; or
(iii)
the authority is revoked or varied by an ordinary resolution of the shareholders
of the Company in a general meeting,
whichever occurs first.
AND THAT
the Directors be and are hereby authorised to take such steps as are
necessary or expedient to implement or to effect the purchase(s) of the Shares with
full power to assent to any conditions, modifications, variations and/or amendments
as may be imposed by the relevant authorities and to take such steps as they may
deem necessary or expedient in order to implement, finalise and give full effect in
relation thereto.”
(Ordinary
Resolution 6)
7.
RETENTION OF INDEPENDENT DIRECTOR
To consider and if thought fit, to pass the following resolution as Ordinary Resolution:
“
THAT
subject to the passing of Resolution 2, approval be and is hereby given
to Dato’ Haji Johar Bin Murat @ Murad, who has served as an Independent Non-
Executive Director of the Company for a cumulative term of more than nine (9) years,
to continue to act as an Independent Non-Executive Director of the Company.”
(Ordinary
Resolution 7)
NOTICE OF THE
ANNUAL GENERAL MEETING
(cont’d)
