Ancom Logistics Berhad (“ALB” or “Company”) wishes to announce that the Company proposes to seek the approval of its shareholders for the renewal of mandate in respect of the recurrent related party transaction of a revenue or trading nature at the forthcoming 54th Annual General meeting (“AGM”).
A Circular to Shareholders in relation to the above will be made available to the Company’s shareholders in due course.
The Company also wishes to announce that it is proposing to seek shareholders’ approval for the following amendments to its Constitution at the AGM:
| Clause No. |
Existing Clause |
Amended Clause |
| Clause 162 |
The Company in general meeting may subject to Sections 131 to 133 of the Act by ordinary resolution declare dividends payable to the members in accordance with their respective rights and priorities out of any lawfully distributable profits, but no dividend shall exceed the amount recommended by the Directors. |
The Directors may from time to time authorise a distribution of dividends in accordance with Sections 131 to 133 of the Act, but no dividend shall exceed the amount recommended by the Directors. Any dividend so authorised must be out of profits of the Company available for distribution as the Directors consider appropriate, if the Directors are satisfied that the Company will be solvent for a period of twelve (12) months after the distribution is made. |
| Clause 163 |
Subject to the Act, the Directors may pay dividends if it appears to them that they are justified by the profits of the Company available for distribution. If the share capital is divided into different classes, the Directors may pay interim dividends on shares which confer deferred or non-preferred rights with regard to dividend as well as on shares which confer preferential rights with regard to dividend, but no interim dividend shall be paid on shares carrying deferred or non-preferred rights if, at the time of payment, any preferential dividend is in arrears. The Directors may also pay at intervals settled by them any dividend payable at a fixed rate if it appears to them that the profits available for distribution justify the payment. Provided the Directors act in good faith, they shall not incur any liability to the holders of shares conferring preferred rights for any loss they may suffer by the lawful payment of an interim dividend on any shares having deferred or non-preferred rights. |
Subject to the Act, the Directors may pay dividends if it appears to them that they are justified by the profits of the Company available for distribution. If the share capital is divided into different classes, the Directors may pay dividends on shares which confer deferred or non-preferred rights with regard to dividend as well as on shares which confer preferential rights with regard to dividend, but no dividend shall be paid on shares carrying deferred or non-preferred rights if, at the time of payment, any preferential dividend is in arrears. The Directors may also pay at intervals settled by them any dividend payable at a fixed rate if it appears to them that the profits available for distribution justify the payment. Provided the Directors act in good faith, they shall not incur any liability to the holders of shares conferring preferred rights for any loss they may suffer by the lawful payment of a dividend on any shares having deferred or non-preferred rights. |
The amendments aim to align the Constitution of the Company with the provisions of the Companies Act 2016 and to render consistency throughout in order to facilitate and further enhance administrative efficiency.
This announcement is dated 18 September 2020.
