notice of fifteenth
annual general meeting
181
Wah Seong Corporation Berhad • Annual Report 2014
FURTHER NOTICE IS HEREBY GIVEN THAT
for the purpose of determining a member who shall be entitled to attend this Fifteenth Annual General Meeting, the Company
shall be requesting Bursa Malaysia Depository Sdn. Bhd., in accordance with Article 81(2) of the Company’s Articles of Association and Section 34(1) of the Securities Industry
(Central Depositories) Act, 1991, to issue a Record of Depositors as at 28 May 2015 (“General Meeting Record of Depositors”). Only a Depositor whose name appears on the
General Meeting Record of Depositors shall be regarded as a member entitled to attend, speak and vote at the Fifteenth Annual General Meeting or appoint proxies to attend,
speak and vote on his/her behalf.
BY ORDER OF THE BOARD
WOO YING PUN (MAICSA 7001280)
Group Company Secretary
Kuala Lumpur
Dated: 12 May 2015
Notes:
1.
A proxy may but need not be a Member of the Company and the provision of Section 149(1)(b) of the Companies Act, 1965 shall not apply to the Company. If a Member
appoints two (2) proxies, the appointments shall be invalid unless he specifies the proportions of his shareholdings to be represented by each proxy.
2.
Where a Member of the Company is an exempt authorised nominee as defined under the Securities Industry (Central Depositories) Act, 1991 (“SICDA”) which holds
ordinary shares in the Company for multiple beneficial owners in one securities account (“omnibus account”), there is no limit to the number of proxies which the exempt
authorised nominee may appoint in respect of each omnibus account it holds.
3.
Where a Member of the Company is an authorised nominee as defined under SICDA, it may appoint at least one (1) proxy in respect of each securities account it holds
with ordinary shares of the Company standing to the credit of the said securities account.
4.
If the appointer is a corporation, the proxy form must be executed under the common seal or under the hand of its officer or attorney duly authorised in writing.
5.
In order for the proxy form to be valid, it must be deposited at the Company’s Registered Office at Suite 19.01, Level 19, The Gardens North Tower, Mid Valley City, Lingkaran
Syed Putra, 59200 Kuala Lumpur, Malaysia, not less than forty-eight (48) hours before the time appointed for holding the meeting or at any adjournment thereof.
.
Explanatory Notes on Special Business
1.
Authority to Issue Shares Pursuant to Section 132D of the Companies Act, 1965
The Ordinary Resolution 7, if passed, will give authority to the Directors of the Company to issue and allot shares from the unissued share capital of the Company for
such purposes as the Directors of the Company in their absolute discretion consider to be in the interest of the Company without having to convene a general meeting.
This authority shall continue to be in force until the conclusion of the next Annual General Meeting (“AGM”) or the expiration of the period within which the next AGM is
required by law to be held, whichever is the earlier; but any approval may be previously revoked or varied by the Company in general meeting.
The Company has not issued any new shares pursuant to Section 132D of the Companies Act, 1965 under the general mandate which was approved at the Fourteenth
AGM of the Company held on 20 June 2014 and which will lapse at the conclusion of the Fifteenth AGM. A renewal of this authority is being sought at the Fifteenth AGM.
The authority to issue shares pursuant to Section 132D of the Companies Act, 1965 will provide flexibility and expediency to the Company for any possible fund raising
involving the issuance or placement of shares to facilitate business expansion or strategic merger and acquisition opportunities involving equity deals or part equity or to
fund future investment project(s) or for working capital requirements, which the Directors of the Company consider to be in the best interest of the Company.
As such, any additional cost to be incurred or delay arising from the need to convene a general meeting to approve such issuance of shares could be eliminated.
