Wah Seong Corporation Berhad Annual Report 2018

NOTICE IS HEREBY GIVEN THAT the Nineteenth Annual General Meeting of WAH SEONG CORPORATION BERHAD (“the Company”) will be held at Perdana IV, Level 3, Cititel Hotel, 66 Jalan Penang, 10000 Penang, Malaysia on Wednesday, 15 May 2019 at 11.00 a.m. for the following purposes: AGENDA As Ordinary Business 1. To receive and adopt the Audited Financial Statements of the Company and the Group for the financial year ended 31 December 2018 and the Reports of the Directors and Auditors thereon. Ordinary Resolution 1 2. To approve the Directors’ Fees of RM510,000 and Directors’ Meeting Allowances of RM98,000 payable for the financial year ended 31 December 2018. Ordinary Resolution 2 3. To re-elect the following Directors who retire pursuant to Article 110 of the Company’s Constitution: (i) Professor Tan Sri Lin See Yan Ordinary Resolution 3 (ii) Giancarlo Maccagno Ordinary Resolution 4 4. To re-appoint PricewaterhouseCoopers PLT as Auditors of the Company for the ensuing year and to authorise the Directors to fix their remuneration. Ordinary Resolution 5 As Special Business To consider, and if thought fit, to pass the following Ordinary/Special Resolutions, with or without modifications thereto: 5. Ordinary Resolution Authority to Issue Shares Pursuant to Sections 75 and 76 of the Companies Act, 2016 “THAT, subject always to the Companies Act, 2016 (“the Act”), the Company’s Constitution and approvals from the relevant governmental and/or regulatory bodies where such approvals shall be necessary, authority be and is hereby given to the Directors of the Company pursuant to Sections 75 and 76 of the Act, to issue and allot shares in the share capital of the Company from time to time upon such terms and conditions and for such purposes as may be determined by the Directors of the Company to be in the interest of the Company provided always that the aggregate number of shares to be issued pursuant to this resolution does not exceed ten per centum (10%) of the total number of issued shares (excluding treasury shares) of the Company for the time being AND THAT the Directors of the Company be also empowered to obtain the approval for the listing of and quotation for the additional shares so issued on Bursa Malaysia Securities Berhad AND THAT such authority shall continue to be in forced until the conclusion of the next Annual General Meeting (“AGM”) of the Company or the expiration of the period within which the next AGM is required by law to be held, whichever is the earlier; but an approval may be revoked or varied at any time by a resolution of the Company in general meeting.” Ordinary Resolution 6 6. Ordinary Resolution Proposed Renewal of Authority to Buy-Back its Own Shares by the Company “THAT, subject to the provisions of the Companies Act, 2016 (“the Act”), the Company’s Constitution, the Main Market Listing Requirements (“MMLR”) of Bursa Malaysia Securities Berhad (“Bursa Securities”) and any other applicable laws, rules, orders, requirements, regulations and guidelines for the time being in force, the Directors of the Company be hereby unconditionally and generally authorised to purchase the Company’s own ordinary shares (“WSC Shares”) in the Company’s total number of issued shares through Bursa Securities at any time and upon such terms and conditions and for such purposes as the Directors of the Company may, in their discretion deem fit, subject to the following: (i) the maximum number of WSC Shares which may be purchased and/or held by the Company shall be ten per centum (10%) of the total number of issued shares of the Company for the time being; Ordinary Resolution 7 NOTICE OF NINETEENTH ANNUAL GENERAL MEETING ANNUAL REPORT 2018 183