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Gamuda Berhad (29579-T) • Annual Report 2012
d. Where a member is an Exempt Authorised Nominee as defined under the Securities Industry (Central Depositories) Act, 1991,
which holds ordinary shares in the Company for multiple beneficial owners in one securities account (“omnibus Account”), there
is no limit to the number of proxies the Exempt Authorised Nominee may appoint in respect of each omnibus Account it holds.
If more than one (1) proxy is appointed, the appointment shall be invalid unless the Exempt Authorised Nominee specifies the
number of shares to be represented by each proxy.
e. If no name is inserted in the space provided for the name of your proxy, the Chairman of the meeting will act as your proxy.
f. In the case of a corporate member, the Form of Proxy shall be under its Common Seal or under the hand of its attorney.
g. The Form of Proxy must be deposited at the Company’s Registered office situated at Menara Gamuda, D-16-01, Block D, PJ Trade
Centre, No. 8, Jalan PJU 8/8A, Bandar Damansara Perdana, 47820 Petaling Jaya, Selangor Darul Ehsan, Malaysia, not less than
forty-eight (48) hours before the time set for holding the meeting or at any adjournment thereof.
2. Explanatory Notes on Special Business
a.
Resolution 10
The proposed Resolution 10 if passed, will empower the Directors to issue shares of the Company up to a maximum of 10% of
the issued share capital of the Company for the time being, for any possible fund raising activities for the purposes of funding
future investment projects, working capital, acquisitions and/or for strategic reasons. It is a new general mandate and is sought
to provide flexibility and avoid any delay and cost in convening a general meeting to specifically approve such issuance of shares.
The authorisation, unless revoked or varied at a general meeting, will expire at the conclusion of the next AGM of the Company.
At this juncture, there is no decision to issue new shares. Should there be a decision to issue new shares after the authorisation
is sought, the Company will make an announcement of the actual purpose and utilisation of proceeds arising from such issuance
of shares.
b.
Resolution 11
Please refer to Part A of the Statement to Shareholders dated 8 November 2012 for further information.
c.
Resolution 12
Please refer to Part B of the Statement to Shareholders dated 8 November 2012 for further information.
3. Statement Accompanying Notice of AGM
There is no individual standing for election (excluding re-election) as a Director at the forthcoming 36
th
AGM of the Company.
NoTICE oF ANNUAL GENERAL MEETING