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Kumpulan Fima Berhad (11817-V) •
Annual Report 2018
Resolution 9
THAT such approval shall continue to be in full force and effect until:-
(i) the conclusion of the next AGM of the Company at which time the authority will lapse, unless the
authority is renewed by a resolution passed at such general meeting; or
(ii) the expiration of the period within which the Company’s next AGM is required to be held under
Section 340(1) of the Companies Act, 2016 (“the Act”) (but shall not extend to such extension as
may be allowed under Section 340(4) of the Act); or
(iii) revoked or varied by resolution passed by the shareholders of the Company at a general meeting,
whichever is the earlier;
AND THAT the Board of Directors of the Company be and is hereby empowered and authorized to
complete and do all such acts and things (including executing such documents under the common
seal in accordance with the provisions of the Company’s Constitution, as maybe required) as they
may consider expedient or necessary to give effect to the proposed mandate.”
9.
PROPOSED RENEWAL OF THE AUTHORITY FOR SHARES BUY-BACK
“THAT subject to compliance with the Act, the MMLR of Bursa Securities, provisions of the Company’s
Constitution, and all other applicable laws, guidelines, rules and regulations, approval and authority
be and are hereby given to the Directors of the Company, to the extent permitted by law, to purchase
such number of ordinary shares in KFIMA (“KFIMA 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, necessary and expedient in the interest of the Company, provided that:-
(i) the maximum aggregate number of KFIMA Shares which may be purchased and/or held by the
Company shall not exceed 10% of the issued and paid-up share capital of the Company at any
time; and
(ii) the maximum funds to be allocated by the Company for the purpose of purchasing its own
shares shall not exceed the total retained profits of the Company for the time being.
THAT the Directors be and are hereby authorized to deal with the KFIMA Shares so purchased at their
discretion, in the following manner:-
(i) cancel the KFIMA Shares so purchased; or
(ii) retain the KFIMA Shares so purchased as treasury shares which may be dealt with in accordance
with Section 127(7) of the Act; or
(iii) retain part of the KFIMA Shares so purchased as treasury shares and cancel the remainder of the
KFIMA Shares,
or in any other manner as may be prescribed by the Act, all applicable laws, regulations and guidelines
applied from time to time by Bursa Securities and/or other relevant authority for the time being in
force and that the authority to deal with the purchased KFIMA Shares shall continue to be valid until
all the purchased KFIMA Shares have been dealt with by the Directors of the Company;
THAT the authority conferred by this resolution shall be effective immediately upon the passing of this
resolution and shall continue to be in force until:-
(i) the conclusion of the next AGM of the Company, at which time it shall lapse, unless by 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 of the Company is required by law to be
held; or
(iii) revoked or varied by ordinary resolution passed by the shareholders of the Company in a general
meeting,
whichever occurs first but not so as to prejudice the completion of purchase(s) by the Company
before the aforesaid expiry date and, in any event, in accordance with the provisions of the MMLR of
Bursa Securities or any other relevant authorities;
notice of annual general Meeting