annual report 2014
I
3
6.
Proposed Renewal of Authority for Xidelang Holdings Ltd to Purchase its own
Shares Pursuant to the Prevailing Laws, Main Market Listing Requirements
and Bye-Laws
“THAT, subject always to the provisions of the Bye-Laws of the Company, the
Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa
Securities”) and all other applicable laws, guidelines, rules and regulations, the
Company be and is hereby authorised, to the fullest extent permitted by law, to
purchase such amount of ordinary shares of USD0.03 each in the Company as
may be determined by the Directors of the Company from time to time through
Bursa Securities upon such terms and conditions as the Directors may deem fit
and expedient in the interest of the Company provided that:-
(i)
the aggregate number of shares purchased does not exceed ten per centum
(10%) of the total issued and paid-up share capital of the Company as
quoted on Bursa Securities as at the point of purchase;
(ii)
the maximum fund to be allocated by the Company for the purpose of
purchasing the shares shall be backed by an equivalent amount of retained
profits and share premium; and
(iii)
the Directors of the Company may decide either to retain the shares
purchased as treasury shares or cancel the shares or retain part of the
shares so purchased as treasury shares and cancel the remainder or to
resell the shares or distribute the shares as dividends.
(Ordinary Resolution 7)
THAT the authority conferred by this resolution will commence after the passing
of this ordinary resolution and will continue to be in force until:-
(a)
the conclusion of the next Annual General Meeting (“AGM”) at which time
it shall lapse unless by ordinary resolution passed at the meeting, the
authority is renewed, either unconditionally or subject to conditions; or
(b)
the expiration of the period within which the next AGM of the Company is
required to be held pursuant to the Bye-Laws and the Prevailing Laws; or
(c)
revoked or varied by a resolution passed by the shareholders of the
Company in a general meeting;
whichever is earlier;
AND THAT authority be and is hereby given unconditionally and generally to the
Directors of the Company to take all such steps as are necessary or expedient
(including without limitation, the opening and maintaining of central depository
account(s) under the Securities Industry (Central Depositories) Act 1991 of
Malaysia, and the entering into all other agreements, arrangements and guarantee
with any party or parties) to implement, finalise and give full effect to the aforesaid
purchase with full powers to assent to any conditions, modifications, revaluations,
variations and/or amendments (if any) as may be imposed by the relevant
authorities and with the fullest power to do all such acts and things thereafter
(including without limitation, the cancellation or retention as treasury shares of
all or any part of the purchased shares or to resell the shares or distribute the
shares as dividends) in accordance with the Bermuda Companies Act, 1981,
the provisions of the Bye-Laws of the Company and the requirements and/or
guidelines of Main Market Listing Requirements of Bursa Securities and
all other relevant governmental and/or regulatory authorities.’’
Notice of Annual General Meeting (Cont’d)
