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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 from voting in respect of their direct and indirect
shareholdings on the resolution approving the Proposed Shareholders’ Mandate to be
tabled as Special Business at the 54
rd
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 54
rd
AGM of the
Company.
Save as disclosed above, none of the other Directors or Major Shareholders of the
Company or Persons Connected to them has any interest, direct or indirect, in the
Proposed Shareholders’ Mandate.
7.2 Proposed Adoption of New Constitution
None of the Directors or Major Shareholders of the Company or Persons Connected to
them has any interest, direct or indirect, in the Proposed Adoption of New Constitution.
8. DIRECTORS’ RECOMMENDATION
8.1 Proposed Shareholders’ Mandate
The Directors (save for Mr Hans Essaadi, Mr Choo Tay Sian (Kenneth), Mr Yong Weng Hong
and Ms Lim Rern Ming (Geraldine) who have abstained from making a recommendation
and giving an opinion on the Proposed Shareholders’ Mandate as they are deemed
interested in the Proposed Shareholders’ Mandate), after due consideration of all aspects,
are of the opinion that the Proposed Shareholders’ Mandate is in the best interest of the
Company. Accordingly, the Directors (save for Mr Hans Essaadi, Mr Choo Tay Sian
(Kenneth), Mr Yong Weng Hong and Ms Lim Rern Ming (Geraldine) recommend that
shareholders vote in favour of the ordinary resolution in respect of the Proposed
Shareholders’ Mandate to be tabled at the 54
th
AGM of the Company.
8.2 Proposed Adoption of New Constitution
The Directors, having considered all aspects of the Proposed Adoption of New
Constitution, are of the opinion that the Proposed Adoption of New Constitution is in the
best interest of the Company and accordingly, recommend that shareholders vote in
favour of the special resolution in respect of the Proposed Adoption of New Constitution
to be tabled at the 54
th
AGM of the Company.
9. AGM
The resolutions pertaining to the Proposals are set out in the Notice of 54
th
AGM enclosed
in the abridged version of the Annual Report 2017, which is despatched to you together
with this Circular. The 54
th
AGM will be held at Grand Ballroom, Connexion @ Nexus, No.
7, Jalan Kerinchi, Bangsar South City, 59200 Kuala Lumpur, Malaysia on Friday, 11 May
2018 at 9.30 a.m or at any adjournment thereof
If you are unable to attend and vote in person at the AGM and wish to appoint a proxy to
attend and vote in your stead, you are requested to complete, sign and return the original
Form of Proxy enclosed in the abridged version of the Company’s Annual Report 2017, in
accordance with the instructions contained thereon as soon as possible and in any event
to reach the Share Registrar’s office at the following address not later than Thursday, 10
May 2018 at 9.30 a.m. or in the event of any adjournment, no later than 24 hours before
the time appointed for the adjourned meeting: