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002 SapuraCrest Petroleum Berhad Annual Report 2010 NOTICE OF ANNUAL GENERAL MEETING AGENDA 1. To lay the Audited Financial Statements together with the Directors’ and Auditors’ reports for the financial year ended 31 January 2010. Ordinary Resolution 1 2. To approve the payment of a singletier final dividend of 4 sen per share for the financial year ended 31 January 2010. Ordinary Resolution 2 3. To approve the Directors’ fees for the financial year ended 31 January 2010. Ordinary Resolution 3 4. To re-elect the following Directors who retire pursuant to Articles 95 and 96 of the Articles of Association of the Company and being eligible, offer themselves for re-election: i. Tan Sri Datuk Amar (Dr.) Hamid Bugo Ordinary Resolution 4 ii. Ms Gee Siew Yoong Ordinary Resolution 5 iii. Encik Mohamed Rashdi Mohamed Ghazalli Ordinary Resolution 6 5. To re-appoint Ernst & Young as Auditors of the Company until the conclusion of the next Annual General Meeting and to authorise the Directors to fix their remuneration. Ordinary Resolution 7 NOTICE IS HEREBY GIVEN THAT the 31 st Annual General Meeting of the Company will be held at the Multi-Purpose Hall, Ground Floor, Sapura @ Mines, No. 7 Jalan Tasik, The Mines Resort City, 43300 Seri Kembangan, Selangor Darul Ehsan on Tuesday, 6 July 2010 at 10.00 a.m. to transact the following businesses: As Special Business, to consider and if thought fit, to pass the following resolution: 6. AUTHORITY FOR DIRECTORS TO ISSUE SHARES UNDER SECTION 132D OF THE COMPANIES ACT, 1965 “THAT subject to the provisions of the Company’s Articles of Association and the Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Malaysia”), the Directors be and are hereby empowered, pursuant to Section 132D of the Companies Act, 1965, to issue shares in the Company at any time and upon such terms and conditions and for such purpose as the Directors may, in their absolute discretion deem fit, provided that the aggregate number of shares issued pursuant to this resolution does not exceed ten per centum (10%) of the total issued and paid-up share capital of the Company as at the date of such issuance and that the Directors be and are also empowered to obtain all necessary approvals from the relevant authorities for the issuance and the listing of and quotation for the additional shares so issued on Bursa Malaysia and that such authority shall continue to be in force until the conclusion of the next Annual General Meeting of the Company.” Ordinary Resolution 8 7. To transact any other business for which due notice shall have been given in accordance with the Companies Act, 1965. NOTICE OF DIVIDEND ENTITLEMENT NOTICE IS HEREBY GIVEN THAT a single-tier final dividend of 4 sen per share in respect of the financial year ended 31 January 2010, if approved by the shareholders at the 31 st Annual General Meeting, will be payable on 16 August 2010 to Depositors registered in the Record of Depositors at the close of business on 30 July 2010. A Depositor shall qualify for entitlement only in respect of: a) Shares transferred into the Depositor’s Securities Account before 4.00 p.m. on 30 July 2010 in respect of ordinary transfers; and b) Shares bought on Bursa Malaysia Securities Berhad on a cum entitlement basis according to the Rules of Bursa Malaysia Securities Berhad. BY ORDER OF THE BOARD FINTON TUAN KIT MING POH PHEI LING Company Secretaries Selangor Darul Ehsan 14 June 2010
Notes: 1. Proxy Forms A member of the Company who is entitled to attend and vote at this Meeting is entitled to appoint up to two (2) proxies to attend and vote on a show of hands or on a poll in his stead. A proxy may but need not be a member of the Company and a member may appoint any person to be his proxy without limitation. Where a member is an authorised nominee, it may appoint up to two (2) proxies in respect of each securities account it holds with ordinary shares of the Company standing to the credit of the said securities account. Where a member appoints more than one (1) proxy, the appointment shall be invalid unless he specifies the proportion of his shareholdings to be represented by each proxy. An instrument appointing a proxy shall be in writing and in the case of an individual shall be signed by the appointor or by his attorney; and in the case of a corporate member, shall be either under its common seal or signed by its attorney or an officer on behalf of the corporation. The instrument appointing a proxy must be deposited with the Share Registrar of the Company, Mega Corporate Services Sdn Bhd located at Level 15-2, Faber Imperial Court, Jalan Sultan Ismail, 50250 Kuala Lumpur, not less than forty-eight (48) hours before the time appointed for holding the Meeting or any adjournment thereof. 2. Corporate Representative As an alternative to the appointment of a proxy, a corporate member may appoint its corporate representative to attend this Meeting pursuant to Sections 147(3) and (4) of the Companies Act, 1965. For this purpose and pursuant to Section 147(5) of the Companies Act, 1965, the corporate member shall provide a certificate under its common seal as prima facie evidence of appointment of the corporate representative. The corporate member may submit the certificate to the Share Registrar of the Company prior to the commencement of this Meeting. 3. Directors’ Fees The Directors’ fees for the financial year ended 31 January 2010 amounted to RM804,000. 4. Ordinary Resolution pursuant to Section 132D of the Companies Act, 1965 The proposed Ordinary Resolution 8, if passed, would, subject to the Listing Requirements of Bursa Malaysia Securities Berhad, enable the Directors to issue up to a maximum of ten per centum (10%) of the total issued and paid-up share capital of the Company at the date of such issuance for such purpose as the Directors consider would be in the best interest of the Company. As at the date of this Notice, no new shares in the Company were issued pursuant to the mandate granted to the Directors at the last Annual General Meeting (“AGM”) held on 30 June 2009 which will lapse at the conclusion of the forthcoming 31 st AGM. The renewed mandate will enable the Directors to take swift action in case of a need for corporate exercises or in the event business opportunities arise which involve the issuance of new shares and to avoid delay and cost in convening general meetings to approve such issuance of shares. 003 SapuraCrest Petroleum Berhad Annual Report 2010
Page 1 and 2: SapuraCrest Petroleum Berhad (45631
Page 3: BUILDING ON VALUES The theme “bui
Page 7 and 8: 005 SapuraCrest Petroleum Berhad An
Page 9 and 10: FINANCIAL HIGHLIGHTS 31 January 200
Page 11 and 12: 100% Sapura Retail Solutions Sdn Bh
Page 26: We set high standards of profession
Page 29 and 30: Tan Sri Datuk Amar (Dr.) Hamid Bugo
Page 31 and 32: Appointments held by Datuk Shahril
Page 33 and 34: Gee Siew Yoong (Independent Non-Exe
Page 35 and 36: MANAGEMENT Chief Executive Officer
Page 44: We will continually build up our kn
Page 49 and 50: Details of attendance at Board meet
Page 51 and 52: AUDIT COMMITTEE REPORT TERMS OF REF
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SUMMARY OF ACTIVITIES OF THE AUDIT
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ADDITIONAL COMPLIANCE INFORMATION P
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STATEMENT OF DIRECTORS’ RESPONSIB
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Financial Statements Director’s R
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DiviDenDS (Cont’D) In respect of
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iSSue oF ShAReS (a) During the fina
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StAtement By DiReCtoRS Pursuant to
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Report on other legal and regulator
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BAlAnCe SheetS As at 31 January 201
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ConSoliDAteD StAtement oF ChAngeS i
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ComPAny StAtement oF ChAngeS in equ
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2010 2009 Rm’000 Rm’000 Cash fl
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noteS to the FinAnCiAl StAtementS 3
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2. SigniFiCAnt ACCounting PoliCieS
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3. Revenue Revenue of the Group and
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7. PRoFit BeFoRe tAX (Cont’D) gro
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9. DiReCtoRS’ RemuneRAtion (Cont
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10. inCome tAX eXPenSe (Cont’D) A
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12. DiviDenDS Recognised during the
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14. intAngiBle ASSetS (Cont’D) im
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17. inveStmentS in Jointly ContRoll
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21. tRADe AnD otheR ReCeivABleS (Co
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23. CASh AnD CASh equivAlentS (Cont
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24. ShARe CAPitAl AnD ShARe PRemium
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27. Amount Due to SuBSiDiARieS Curr
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28. BoRRowingS (Cont’D.) maturity
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30. iStiSnA’ BonDS AnD muRABAhAh
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31. tRADe AnD otheR PAyABleS Curren
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33. CoRPoRAte guARAnteeS group Comp
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34. RelAteD PARty DiSCloSuReS (Cont
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35. FinAnCiAl inStRumentS (Cont’D
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36. Segment inFoRmAtion (Cont’D)
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37. SuBSiDiARieS AnD ACtivitieS Det
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ANALYSIS OF SHAREHOLDINGS As at 21
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SUBSTANTIAl SHAREHOlDERS Based on R
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No. Name No. of Shares Held % 23 CH
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PROXY FORM I/We of being a Member o
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