11
4. EFFECTS OF THE PROPOSALS
TheProposalswill not have any impact on thesharecapital andMajor Shareholders’ shareholdings
of the Company and will not have any significant impact on the net assets and earnings of the
Group.
5. APPROVAL REQUIRED
The Proposals are subject to the approval of the Company’s shareholders to be obtained at the
forthcoming 48th AGM to be convened.
6. DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTERESTS
6.1 Proposed Shareholders’ Mandate
Interested Directors
Charles Henry Ireland, Siobhan Mary Hamilton, Dr Leslie Buckley, Edmond Neo Kim Soon
and Edward McShane are deemed interested in the Proposed Shareholders’ Mandate as
they are the Board representatives of GAPL, a Major Shareholder of the Company as at
10 October 2012. None of these Directors hold any share directly in the Company as at 10
October 2012. They have abstained and will continue to abstain from all deliberations on the
Proposed Shareholders’ Mandate at all Board meetings. They will also abstain from voting
in respect of their direct and indirect shareholdings in relation to the Proposed Shareholders’
Mandate at the forthcoming 48th AGM in the event they are also shareholders of the
Company subsequent to 10 October 2012.
Interested Major Shareholders
The direct and indirect shareholdings of the interested Major Shareholder and its persons
connected in the Company as at 10 October 2012 are as follows:
Major Shareholders
No of stock units of RM0.50 each held
Direct
%
Indirect
%
GAPL
154,069,900
51
–
–
GOL
–
–
154,069,900
(1)
51
Diageo
–
–
154,069,900
(2)
51
APB
–
–
154,069,900
(1)
51
API
–
–
154,069,900
(3)
51
F&N
–
–
154,069,900
(4)
51
Heineken International
–
–
154,069,900
(4)
51
Heineken
–
–
154,069,900
(5)
51
Notes:
(1) Deemed interested through in GAPL
(2) Deemed interested through GOL
(3) Deemed interested through APB
(4) Deemed interested through API
(5) Deemed interested through Heineken International
The abovementioned Major Shareholders are deemed interested in the Proposed
Shareholders’ Mandate by virtue of their shareholdings, direct and indirect, in the Company.
They shall accordingly abstain fromvoting in respect of their direct and indirect shareholdings
on the resolution approving the Proposed Shareholders’ Mandate to be tabled as Special
Business at the forthcoming 48th AGM.
The abovementioned interested Directors and Major Shareholders have undertaken
that they shall ensure that Persons Connected to them will abstain from voting on the
resolution approving the Proposed Shareholders’ Mandate at the forthcoming 48th AGM
of the Company.