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annual report 2007 - ChartNexus

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N OTICE OF THIRD ANNUAL GENERAL MEETING<br />

NOTICE IS HEREBY GIVEN that the Third Annual General Meeting of Key ASIC Berhad will be held at<br />

One World Hotel at First Avenue, Bandar Utama City Centre, 47800 Petaling Jaya, Selangor Darul Ehsan on<br />

Tuesday, 10 June 2008 at 2:30 p.m. to transact the following business :-<br />

ORDINARY BUSINESS<br />

1) To receive the Audited Financial Statements for the financial year ended<br />

31 December <strong>2007</strong> together with the Directors’ and Auditors’ Reports thereon.<br />

2) To approve the payment of Directors' fees for the financial year ended<br />

31 December <strong>2007</strong>.<br />

3) To re-elect Benny Ting Wu Hu who retires under Article 84 of the Company’s<br />

Articles of Association.<br />

4) To re-elect Lai Yit Loong who retires under Article 84 of the Company’s<br />

Articles of Association.<br />

5) To re-elect N. Chanthiran a/l Nagappan who retires under Article 90 of the<br />

Company’s Articles of Association.<br />

6) To re-appoint Messrs Tan Chin Huat & Co. as Auditors of the Company and to<br />

authorise the Directors to fix their remuneration.<br />

SPECIAL BUSINESS<br />

To consider and if thought fit, to pass the following resolutions, with or without<br />

modifications, as Ordinary / Special Resolutions of the Company :-<br />

7) ORDINARY RESOLUTION I<br />

AUTHORITY UNDER SECTION 132D OF THE COMPANIES ACT,<br />

1965 FOR THE DIRECTORS TO ISSUE SHARES<br />

“THAT pursuant to Section 132D of the Companies Act, 1965, and subject to<br />

the approval of the relevant authorities, the Directors be and are hereby<br />

empowered to issue and allot not more than ten percent (10%) of the issued<br />

capital of the Company at any time upon such terms and conditions and for such<br />

purposes as the Directors may in their absolute discretion deem fit AND THAT<br />

such authority shall continue in force until the conclusion of the next Annual<br />

General Meeting of the Company.”<br />

8) ORDINARY RESOLUTION II<br />

PROPOSED RATIFICATION AND PROPOSED SHAREHOLDERS’<br />

MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS<br />

OF A REVENUE OR TRADING NATURE<br />

“THAT all the recurrent related party transactions of a revenue or trading nature<br />

(“Recurrent Transactions”) entered into prior to the date of this resolution by the<br />

Company and/or its subsidiary (“the Group”) with its related parties (“Related<br />

Parties”) as stated in Section 2.4 of the Circular to Shareholders dated 16 May 2008,<br />

which is necessary for its day-to-day operations, be and is hereby approved and<br />

ratified on the basis that this transaction is entered into on terms<br />

which are not more favourable to the Related Parties involved than generally<br />

available to the public and are not detrimental to the minority shareholders of<br />

the Company (“Proposed Ratification”).<br />

(Resolution 1)<br />

(Resolution 2)<br />

(Resolution 3)<br />

(Resolution 4)<br />

(Resolution 5)<br />

(Resolution 6)<br />

(Resolution 7)<br />

(Resolution 8)<br />

44

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