| General Announcement Reference No JT-000912-F5BC5 |
| Company Name | : | JAYA TIASA HOLDINGS BHD |
| Stock Name | : | JTIASA |
| Date Announced | : | 12/09/2000 |
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| Type | : | Announcement |
| Subject | : | Notice of Fortieth Annual General Meeting |
| 1. | To receive and adopt the Audited Accounts of the Company for the year ended 30 April 2000 together with the Directors' and Auditors' Reports thereon. |
Resolution 1
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| 2. | To approve payment of Directors' Fees for the year ended 30 April 2000. |
Resolution 2
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| 3. | To declare a First and Final Dividend of 5% less tax for the year ended 30 April 2000. |
Resolution 3
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| 4. | To re-elect the following directors in accordance with the Company's Articles of Association:- | |
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i. Gen (Rtd) Tan Sri Abdul Rahman B. Abdul Hamid |
Resolution 4
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ii. Tuan Haji Wan Alshagaf Bin Tuanku Esim |
Resolution 5
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| 5. | To re-appoint Auditors and to authorise the Directors to fix their remuneration. |
Resolution 6
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| 6. | As Special Business | |
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To consider and, if thought fit, to pass the following Ordinary Resolutions :- | |
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6.1 Authority for Directors to Allot and Issue Shares "THAT, subject always to the approvals of the relevant authorities, the Directors be and are hereby authorised pursuant to Section 132D of the Companies Act, 1965, to allot and issue shares in the Company at any time and upon such terms and conditions and for such purposes as the Directors may deem fit, provided that the aggregate number of shares to be issued pursuant to this resolution does not exceed ten per centum (10%) of the total issued capital of the Company at the time of issue and that such authority shall continue in force until the conclusion of the next Annual General Meeting of the Company." |
Resolution 7
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6.2 Proposed Purchase By the Company of its Own Shares "THAT, subject to the Companies Act, 1965, the Company's Articles of Association, the requirements of the Kuala Lumpur Stock Exchange ("KLSE") and all other prevailing laws, rules, regulations and orders issued and/or amended from time to time by the relevant authorities, the Company be and is hereby authorised to purchase and/or hold such amount of ordinary shares of RM1.00 each in the Company ("Proposed Purchases") as may be determined by the Directors of the Company from time to time through the KLSE upon such terms and conditions as the Directors may deem fit and expedient in the interest of the Company provided that the aggregate number of shares purchased and/or held pursuant to this resolution shall not exceed 28,252,000 ordinary shares of RM1.00 each representing approximately ten per centum (10%) of the total issued and paid-up share capital of the Company as at 15 August 2000 and an amount not exceeding the total retained profits of RM71,405,000 and/or share premium reserves ofRM322,726,000 of the Company as at 30 April 2000 be allocated by the Company for the Proposed Purchases. AND THAT the Directors of the Company be and are hereby authorised at their discretion as they deem fit to cancel the shares so purchased or to retain the shares so purchased as treasury shares or to retain part of the shares so purchased as treasury shares and cancel the remainder and in the case of treasury shares to subsequently distribute the treasury shares as dividends to shareholders or resell the treasury shares through the KLSE or cancel the treasury shares and the Directors are hereby further empowered generally to do all acts and things to give effect to the Proposed Purchases. AND FURTHER THATthe authority conferred by this Ordinary Resolution shall commence immediately upon passing of this resolution until (i) the conclusion of the next Annual General Meeting of the Company at which time the authority shall lapse unless by ordinary resolution passed at a general meeting, the authority is renewed either conditionally or subject to conditions; (ii) the expiration of the period within which the next Annual General Meeting after that date is required by law to be held; or (iii) revoked or varied by ordinary resolution of the shareholders of the Company at a general meeting; whichever is earlier but not so as to prejudice the completion of purchase(s) by the Company before the aforesaid expiry date and, in any event, in accordance with the provisions of the Companies Act, 1965, guidelines issued by the KLSE or any other relevant governmental and/or regulatory authorities. |
Resolution 8
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| 7. | 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. | |
No.1-9, Pusat Suria Permata, Lorong Upper Lanang 10A, 96000 Sibu, Sarawak, Malaysia
T. +6084-213 255
F. +6084-213 855
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