IGB CORPORATION BERHAD PART A STATEMENT in relation to ...

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EXTRACT OF ORDINARY RESOLUTIONSORDINARY RESOLUTIONPROPOSED RENEWAL OF SHARE BUY-BACK AUTHORITYTHAT, subject to the Companies Act, 1965 (“Act”), the provisions of the Company's Memorandum and Articlesof Association and the requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”) and any otherrelevant authorities, and other relevant approvals, the Company be and is hereby authorised to purchase itsordinary shares of RM0.50 each (“IGB Shares”) on the market of Bursa Securities at any time upon such termsand conditions as the Directors in their absolute discretion deem fit and expedient in the interest of theCompany provided that:(i) the aggregate number of IGB Shares purchased does not exceed 10% of the issued and paid-up ordinaryshare capital of the Company at the time of purchase;(ii) the amount allocated for the purchase of IGB Shares shall not exceed the retained profits and sharepremium account of the Company based on the audited financial statements for the year ended 31December 2005; and(iii) the IGB Shares purchased are proposed to be cancelled and/or retained as treasury shares which may bedistributed as dividends, resold on Bursa Securities and/or cancelled.AND THAT such authority shall commence immediately upon passing of this ordinary resolution until:(i) the conclusion of the next Annual General Meeting of the Company, at which time it will lapse, unless by aresolution passed at that meeting, the authority is renewed;(ii) the expiration of the period within which the next Annual General Meeting of the Company is required tobe held pursuant to Section 143(1) of the Act (but shall not extend to such extension as may be allowedpursuant to Section 143(2) of the Act); or(iii) revoked or varied by a resolution passed by shareholders in a general meeting,whichever occurs first, but not so as to prejudice the completion of purchase(s) by the Company before theaforesaid expiry date and, in any event, in accordance with the provisions of the guidelines issued by BursaSecurities or any other relevant authorities.AND THAT the Directors of the Company be and are hereby authorised to complete and do all such acts andthings as they may consider expedient or necessary to give full effect to the Proposed Renewal of Share Buy-Back Authority.Page 18
EXTRACT OF ORDINARY RESOLUTIONSORDINARY RESOLUTIONPROPOSED SHAREHOLDERS’ MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS OF AREVENUE OR TRADING NATURETHAT, approval be and is hereby given to the Company and its subsidiaries (the “Group”) to enter into andgive effect to specified recurrent transactions of a revenue or trading nature and with specified classes ofrelated parties as stated in Section 2.2.2 of the Circular to Shareholders dated 28 April 2006, which arenecessary for the Group’s day-to-day operations subject to the following:(i) the transactions are in the ordinary course of business and are on terms not more favourable to therelated parties than those generally available to the public where applicable and are not to the detrimentof the minority shareholders; and(ii) disclosure is made in the annual report of the aggregate value of transactions conducted pursuant to theshareholders’ mandate during the financial year and such approval shall continue to be in force until:(a) the conclusion of the next Annual General Meeting of the Company, at which time it will lapse, unlessby a resolution passed at that meeting, the authority is renewed;(b) the expiration of the period within which the next Annual General Meeting of the Company is requiredto be held pursuant to Section 143(1) of the Companies Act, 1965 (“Act”) (but shall not extend to suchextension as may be allowed pursuant to Section 143(2) of the Act); or(c) revoked or varied by a resolution passed by shareholders in a general meeting,whichever is earlier.AND THAT the Directors of the Company be and are hereby authorised to complete and do all such acts andthings as they may consider expedient or necessary to give full effect to the transactions contemplated and/orauthorised by this resolution.Page 19
Page 1: THIS STATEMENT/CIRCULAR IS IMPORTAN
Page 5 and 6: PART ASTATEMENTin relation toPROPOS
Page 7 and 8: However, the share buy-back if impl
Page 9 and 10: PART BCIRCULAR TO SHAREHOLDERSin re
Page 11 and 12: (a)(b)the transactions are in the o
Page 13 and 14: Nature ofTransactionsTransactingPar
Page 15 and 16: Explanatory notes:1The estimated va
Page 17 and 18: (i) the type of Recurrent RPTs tran
Page 19 and 20: 6.0. FURTHER INFORMATIONShareholder
Page 21: (b)(c)as RM2,630,000.00 has already

IGB CORPORATION BERHAD PART A STATEMENT in relation to ...

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