265
Financial
Statements
& Others
Gamuda Berhad (29579-T)
Annual Report 2013
Notice of Annual General Meeting
conditions as the Directors may deem fit in the interest of the Company provided that the
aggregate number of shares to be purchased pursuant to this resolution does not exceed
ten percent (10%) of the total issued and paid-up share capital for the time being of the
Company and an amount not exceeding the retained profits and/or share premium of the
Company be allocated by the Company for the Proposed Share Buy-back;
THAT at the discretion of the Directors, upon such purchase by the Company of its own
shares, the purchased shares will be cancelled and/or retained as treasury shares and
subsequently be cancelled, distributed as dividends or resold on Bursa Securities;
THAT the Directors be and are hereby empowered to do all acts and things and to enter
into and execute all commitments, transactions, deeds, agreements, arrangements,
undertakings, indemnities, transfers, assignments and/or guarantees as the Directors may
deem fit and expedient in order to implement, finalise and give full effect to the Proposed
Share Buy-back with full powers to assent to any conditions, modifications, revaluations,
variations and/or amendments as may be required or imposed by any relevant authorities
and/or any amendments, variations and/or modifications in the interest of the Company as
may be approved by any relevant authorities if such approvals are required;
AND THAT the authority hereby given shall commence immediately upon the passing of this
resolution and shall continue in force until:
i. the conclusion of the next Annual General Meeting (“AGM”) of the Company at which
time it will lapse, unless by ordinary resolution passed at the AGM, the authority is
renewed either unconditionally or subject to conditions; or
ii. the expiration of the period within which the next AGM after that date is required by law
to be held; or
iii. revoked or varied by ordinary resolution passed by the shareholders of the Company in
a general meeting,
whichever occurs first, but not so as to prejudice the completion of the purchase of its own
shares by the Company before the aforesaid expiry date and, in any event, in accordance
with the provisions of Bursa Securities Main Market Listing Requirements or any other
relevant authorities.”
c. Continuing in Office as Independent Non-Executive Director
“THAT approval be and is hereby given for Y Bhg Tan Sri Dato’ Seri Dr Haji Zainul Ariff bin
Haji Hussain who has served as an Independent Non-Executive Director of the Company for
a cumulative term of more than 9 years, to continue to act as Independent Non-Executive
Director of the Company.”
6. To transact any other business of which due notice shall have been given.
(Resolution 7)
(Resolution 8)