MRCB - Home

Ordinary Resolution 1:

To approve a first and final single tier dividend of 1.75 sen per ordinary share for the financial year ended 31 December 2018.

Ordinary Resolution 2:

To re-elect Dato’ Mohamad Nasir Ab Latif who retires pursuant to Article 106 of the Company's Articles of Association

Ordinary Resolution 3:

To re-elect Tan Sri Azlan Zainol  who retires by rotation pursuant to Articles 101 and 102 of the Company's Articles of Association.

Ordinary Resolution 4:

To re-elect the Hasman Yusri Yusoff who retires by rotation pursuant to Articles 101 and 102 of the Company's Articles of Association.

Ordinary Resolution 5:

To approve the payment of Directors’ Fees of RM948,768 to the Non-Executive Directors for the financial year ended 31 December 2018. (2017: RM811,096).

Ordinary Resolution 6:

To approve the payment of Directors’ Fees to the Non-Executive Directors for the period from 1 January 2019 until the next AGM of the Company.

Ordinary Resolution 7:

To approve the benefits extended to the Non-Executive Directors, as detailed out in Note 5 of the explanatory notes, from 31 May 2019 until the next AGM of the Company.

Ordinary Resolution 8:

To re-appoint Messrs. PricewaterhouseCoopers PLT as Auditors of the Company and to authorise the Directors to fix their remuneration.

Ordinary Resolution 9:

Proposed Renewal of Share Buy-Back Authority

“THAT, subject to the Companies Act 2016 (“the Act”), the provision of the Articles of Association/Constitution of the Company, Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”) and other applicable laws, regulations and guidelines, the Company be and is hereby authorised to purchase such number of ordinary shares in the Company (“Proposed Share Buy-Back”) as may be determined by the Directors of the Company from time to time through Bursa Securities as the Directors may deem fit and expedient in the interest of the Company provided that:
(a)	the aggregate number of shares to be purchased by the Company shall not exceed ten per cent (10%) of the total number of issued shares of the Company at any point in time;
(b)	the maximum fund to be allocated by the Company for the purpose of purchasing its own shares shall not exceed the retained profits of the Company; and
(c)	the authority conferred by this resolution shall be effective immediate after the passing of this resolution and shall continue to be in force until:
(i)	the conclusion of next AGM of the Company at which time the authority will lapse unless the authority is renewed by a resolution passed at that meeting, either conditionally or subject to conditions;
(ii)	the expiration of the period within which the next AGM of the Company after that date is required by law to be held;
(iii)	the authority is revoked or varied by ordinary resolution passed by the shareholders in general meeting
whichever occurs first;

THAT upon completion of the purchase by the Company of its own shares, the Director of the Company be authorised to deal with shares purchased in their absolute discretion in any manner as prescribed by the Act, rules, regulations and orders made pursuant to the Act and the requirements of Bursa Securities and any other relevant authority for the time being in force.

THAT the Directors of the Company 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.

Special Resolution 10:

Proposed Adoption of New Constitution of the Company

“THAT the proposed new Constitution as set out in Appendix A to the Annual Report 2018 be and is hereby adopted as the Constitution of the Company in place of the existing Memorandum and Articles AND THAT the Directors of the Company be and is hereby authorised to assent to any conditions, modifications and/or amendments as may be required by any relevant authorities, and to do all acts and things and take such steps as may be considered necessary to give full effect to the foregoing.