Full Version Guinness Anchor Berhad Annual Report 2009 - Gab

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140 GUINNESS ANCHOR BERHAD (5350-X) NOTICE OF ANNUAL GENERAL MEETING NOTICE OF DIVIDEND ENTITLEMENT AND PAYMENT Subject to the approval of Stockholders, a final dividend of 31 sen per 50 sen stock unit tax exempt in respect of the financial year ended 30 June 2009 will be paid on 22 December 2009 to Stockholders registered at the close of business on 3 December 2009. A Depositor shall qualify for entitlement to the dividend only in respect of: (a) Shares deposited into the Depositor’s securities account before 12.30 pm on 1 December 2009 in respect of shares which are exempted from mandatory deposit; (b) Shares transferred into the Depositor’s securities account before 4.00 pm on 3 December 2009 in respect of ordinary transfers; and (c) 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 Low Teng Lum (MAICSA 0728175) Ng Sow Hoong (MAICSA 7027552) Company Secretaries Petaling Jaya 4 November 2009 NOTES: 1. Further notice is hereby given that for purposes of determining who shall be entitled to attend the meeting, the Company shall be requesting Bursa Malaysia Depository Sdn Bhd to make available to the Company pursuant to Article 56 of the Company’s Articles of Association and Section 34(1) of the Securities Industry (Central Depositories) Act 1991, a Record of Depositors as at 12 November 2009 and only a Depositor whose name appears on such Record of Depositors shall be entitled to attend the meeting. 2. Any Member entitled to attend and vote at the meeting may only appoint one (1) proxy to attend and vote in his stead. A proxy may but need not be a Member of the Company. A Form of Proxy is enclosed for Members to appoint a proxy if they are unable to attend the meeting. In the case of a corporation, the Form of Proxy must be executed under the corporation’s Common Seal or under the hand of an officer or attorney duly authorised. 3. To be valid, the original Form of Proxy must be lodged at the Share Registrar’s Office, Tricor Investor Services Sdn Bhd (formerly known as Tenaga Koperat Sdn Bhd), Level 17, The Gardens North Tower, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur, not less than 48 hours before the time appointed for holding the meeting or any adjournment thereof. EXPLANATORY NOTES ON SPECIAL BUSINESS Ordinary Resolution 12 - Proposed Renewal of Existing Shareholders’ Mandate for Recurrent Related Party Transactions of a Revenue or Trading Nature Ordinary Resolution 12, if passed, will allow the Group to enter into the recurrent related party transactions in the ordinary course of business and the necessity to convene separate general meetings from time to time to seek Shareholders’ approval as and when such recurrent related party transactions occur, would not arise. This would reduce substantial administrative time, inconvenience and expenses associated with the convening of such meetings, without compromising the corporate objectives of the Group or adversely affecting the business opportunities available to the Group. The Shareholders’ Mandate is subject to renewal on an annual basis. Further information on the Proposed Shareholders’ Mandate are set out in the Circular to Shareholders of the Company dated 4 November 2009.
GUINNESS ANCHOR BERHAD (5350-X) 141 Statement Accompanying the Notice of Annual General Meeting 1. DIRECTORS WHO ARE STANDING FOR RE-ELECTION OR RE-APPOINTMENT AT THE 45TH ANNUAL GENERAL MEETING The Directors retiring by rotation and standing for re-election pursuant to Article 89 of the Company’s Articles of Association are: • Mr Charles Henry Ireland • Dr Leslie Buckley The Directors who are over the age of 70 and standing for re-appointment pursuant to Section 129 of the Companies Act, 1965 are: • Tan Sri Saw Huat Lye • Dato’ Jaffar Indot The profiles of the above Directors are presented in the “Directors’ Profile” section on pages 66 to 69. 2. DETAILS OF ATTENDANCE OF DIRECTORS AT BOARD MEETINGS Four (4) Board Meetings were held during the financial year ended 30 June 2009 and all the Directors attended the said meetings. 3. PLACE, DATE AND TIME OF THE 45TH ANNUAL GENERAL MEETING The 45th Annual General Meeting of Guinness Anchor Berhad will be held at Sime Darby Convention Centre, 1A Jalan Bukit Kiara 1, 60000 Kuala Lumpur on Thursday, 26 November 2009 at 11.00 a.m. 4. REGISTRATION AND DOOR GIFTS Registration will commence at 8.30 a.m. and close promptly at 11.30 a.m. Members and Proxies are requested to be punctual. For verification purpose, Members and Proxies are required to produce their original identity card at the registration counter. Door gifts will be distributed to Members and/or Proxies upon their registration as a token of appreciation for their continued support to the Company. Please take note that this year we have changed our door gifts distribution practice. Each Member and/or Proxy who is present shall be entitled to one (1) door gift only upon registration, irrespective of the number of Members he/she represents. For example, in the event that a Proxy represents two or more Members, he/she shall be entitled to one (1) door gift only.
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