Eng - IOI Group

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Notice of Annual General Meeting cont’dNotes1. A member may appoint any person to be his proxy and the provisions of Section 149(1)(b) of the Act shall not apply to the Company.2. An instrument appointing a proxy must be in writing under the hand of the appointor or of his attorney duly authorised in writing or, if the appointoris a corporation, either under seal or under the hand of an officer or attorney duly authorised.3. If a member appoints two proxies to attend at the same meeting, the instrument of proxy must specify the proportion of his shareholdings to berepresented by each proxy.4. An instrument appointing a proxy may specify the manner in which the proxy is to vote in respect of a particular resolution and, where aninstrument of proxy so provides, the proxy is not entitled to vote on the resolution except as specified in the instrument.5. An instrument appointing a proxy must be deposited at the Company’s registered office at Two IOI Square, IOI Resort, 62502 Putrajaya, Malaysianot less than 48 hours before the time for holding the Meeting or any adjournment thereof.6. Explanatory Notes on Special Business(i) Authority to Directors to allot and issue shares pursuant to Section 132D of the Companies Act, 1965The ordinary resolution proposed under item 6.1 of the Agenda, if passed will empower the Directors to allot and issue shares in theCompany up to an amount not exceeding in total ten percent (10%) of the issued share capital of the Company for the time being for suchpurposes as the Directors consider would be in the interests of the Company. This would avoid any delay and costs in convening a generalmeeting to specifically approve such an issue of shares. This authority unless revoked or varied at a general meeting, will expire at theconclusion of the next Annual General Meeting of the Company.(ii)Proposed Renewal of Existing Share Buy-Back AuthorityThe ordinary resolution proposed under item 6.2 of the Agenda, if passed will empower the Company to purchase up to ten percent (10%) ofthe issued and paid-up ordinary share capital of the Company through Bursa Securities. This authority unless revoked or varied at a generalmeeting, will expire at the conclusion of the next Annual General Meeting of the Company.(iii)Proposed Renewal of Shareholders’ Mandate for Recurrent Related Party Transactions of a Revenue or Trading NatureThe ordinary resolution proposed under item 6.3 of the Agenda is to renew the Shareholders’ Mandate granted by the Shareholders ofthe Company at the previous Annual General Meeting held on 30 October 2006. The proposed renewal of Shareholders’ Mandate willenable the Company and its subsidiaries to enter into any of the Recurrent Related Party Transactions of a revenue or trading nature whichare necessary for the day-to-day operations involving the interest of Directors, Major Shareholders or persons connected to the Directorsand/or Major Shareholders of the Company and its subsidiaries (“Related Parties”), subject to the transactions being in the ordinary courseof business on normal commercial terms which are not more favourable to the Related Parties than those generally available to the publicand are not to the detriment of the minority shareholders of the Company. This authority unless revoked or varied at a general meeting,will expire at the conclusion of the next Annual General Meeting of the Company. The details of the proposal are set out in the Circular toShareholders dated 28 September 2007.273ANNUAL REPORT 2007IOI Corporation Berhad
Statement Accompanying Noticeof Annual General Meetingpursuant to Paragraph 8.28 (2) of the Listing Requirements of Bursa Malaysia Securities Berhad1. Directors standing for re-election/re-appointment(a)The Directors retiring by rotation and standing for re-election pursuant to Article 101 of the Articles of Association of theCompany are as follows:• Tan Sri Dato’ Lee Shin Cheng• Dato’ Lee Yeow Chor(b)The Director seeking for re-appointment under Section 129(2) of the Companies Act, 1965 is:• Mr Chan Fong AnnThe profiles of the above-named Directors are set out in the section entitled “Profile of Directors” on pages 59 to 63 of the AnnualReport. Their shareholdings in the Company and its related corporations are set out in the section entitled “Statement of Directors’Interests” on page 82 of the Annual Report.2. Board Meeting held in the financial year ended 30 June 2007A total of eight Board Meetings were held in the financial year ended 30 June 2007. The details of the attendance of Directors atthe Board Meeting held in the financial year ended 30 June 2007 were as disclosed on page 73 of the Annual Report.3. Date, Time and Venue of the Annual General MeetingThe Thirty-Eighth Annual General Meeting of the Company will be held as follows:Date : Monday, 29 October 2007Time : 10.30 a.m.Venue : Putrajaya Ballroom I (Level III)Putrajaya Marriott HotelIOI Resort, 62502 PutrajayaMalaysiaIOI Corporation BerhadANNUAL REPORT 2007 274
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Our Vision... is to be a leading co
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Chairman’s StatementDear Valued S
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Responsibility“ Today, more than
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Group Performance Highlights2007 20
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Efficiency“The future belongs to
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Management’s Discussion and Analy
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PALM OIL BUSINESS STREAMManagement
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KepongKLCCKL SentralPetaling JayaKu
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Corporate InformationBOARD OF DIREC
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Profile of Directors cont’dDATO
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Profile of Directors cont’dDATUK
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Excellence in ExecutionOur commitme
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Audit Committee Report cont’dTERM
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Audit Committee Report cont’dTERM
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Corporate GovernanceINTRODUCTIONThe
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Corporate Governance cont’dTHE BO
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Corporate Governance cont’dSHAREH
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Statement on Internal ControlINTROD
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Statement on Internal Control cont
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Other InformationCOMPOSITION OF SHA
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RECURRENT RELATED PARTY TRANSACTION
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Other Information cont’dPENALTIES
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Senior Management TeamGroup Chief E
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Global PresenceNORTH AMERICA• USA
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Location of Operations in MalaysiaP
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Corporate CalendarNov 2006• IOI P
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Corporate Calendar cont’dMarch200
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Social ContributionSep 2006• Yaya
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Social Contributions cont’dMay 20
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Directors’ ReportThe Directors of
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Directors’ Report cont’dUSD310
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Directors’ Report cont’dExecuti
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Directors’ Report cont’dReserve
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Directors’ Report cont’dDirecto
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Directors’ Report cont’dSignifi
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Directors’ Report cont’dSignifi
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Income Statementsfor the financial
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Balance Sheets cont’das at 30 Jun
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Statements Of Changes In Equity con
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Notes To The Financial Statements c
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