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JAYA TIASA HOLDINGS BERHAD
8 Proposed Renewal of Authority for the Company to Purchase its Own Shares (“Proposed
Share Buy-Back”)
“THAT subject to the Companies Act, 1965 (“Act”), the Memorandum and Articles of
Association of the Company, the Main Market Listing Requirements of Bursa Malaysia
Securities Berhad and any other relevant authorities, the Directors be and are hereby
authorised to utilise an amount not exceeding the total retained profits and share premium
reserves of the Company for the time being, to purchase such number of ordinary shares of
the Company provided that the ordinary shares so purchased shall [in aggregate with the
treasury shares as defined under section 67A of the Act then still held by the Company] not
exceed ten per centum (10%) of the total issued and paid-up share capital of the Company;
AND THAT such authority shall commence upon the passing of this resolution until the
conclusion of the next Annual General Meeting of the Company unless earlier revoked or
varied by an ordinary resolution of the shareholders of the Company in general meeting;
AND THAT authority be and is hereby given to the Directors to decide in their absolute
discretion to either retain the ordinary shares purchased by the Company pursuant to the
Proposed Share Buy-Back as treasury shares subsequently to be distributed as share
dividends or resold on Bursa Malaysia Securities Berhad, or to cancel the shares so
purchased, or a combination of both AND FURTHER THAT the Directors be and are hereby
authorised to act and to take all steps and do all things as they may deem necessary or
expedient in order to implement, finalise and give full effect to the Proposed Share Buy-Back
with full power to assent to any conditions, modifications, variations and amendments as
may be imposed by the relevant authorities.”
Resolution 9
9 Proposed Shareholders’ Mandate for Recurrent Related Party Transactions
“THAT approval be and is hereby given to the Company and/or its subsidiary companies
to enter into recurrent related party transactions of a revenue or trading nature as set out in
Section 2.2 of Part B of the Circular to Shareholders dated 30 October 2015 with specific
classes of Related Parties which are necessary for the day-to-day operations and in the
ordinary course of business on terms not more favourable to the Related Parties than those
generally available to the public and are not to the detriment of the minority shareholders;
AND THAT such mandate shall commence upon the passing of this resolution until the
conclusion of the next Annual General Meeting of the Company unless earlier revoked or
varied by an ordinary resolution of the shareholders of the Company in general meeting;
AND THAT the Directors of the Company be authorised to complete and do all such acts
and things as they may consider expedient or necessary to give full effect to the transactions
authorised by this resolution.”
Resolution 10
10 To transact any other business of which due notice shall have been given in accordance
with the Company’s Articles of Association and the Companies Act, 1965.
NOTICE OF ANNUAL GENERAL MEETING (cont’d)
