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Heineken Malaysia Berhad
Company no. 5350-X
Page
22 of 51
PROCEEDINGS AT MEETINGS OF MEMBERS
62.
All business that is transacted at any meeting of members other than
an annual general meeting and also all business that is transacted at
an annual general meeting shall be deemed special, with the
exception of the laying of the audited financial statements of the
Company and the group (if any) and the reports of the Directors and
auditors and other documents required to be annexed to the financial
statements, the election of Directors and other officers in the place of
those retiring, the appointment of, and the fixing of the remuneration
of the auditors and the approval of Directors’ fees.
Special
business
63.
No business shall be transacted at any meeting of members unless a
quorum is present at the time when the meeting proceeds to
business. For all purposes, 3 members present in person or by proxy,
or, in the case of corporations which are members, present by the
representatives appointed pursuant to the provision of this
Constitution and entitled to vote shall be a quorum.
Quorum
64.
If within half an hour after the time appointed for the meeting a
quorum is not present, the meeting, if convened by or upon the
requisition of members, shall be dissolved. If otherwise convened, it
shall stand adjourned to the same day in the next week (or if that day
be a public holiday, then to the next business day following such
public holiday), at the same time and place or to such other day and
at such other time and place as the Directors may determine, but if a
quorum is not present within 15 minutes from the time appointed for
holding the adjourned meeting, the meeting shall be dissolved.
Proceeding
of quorum
not present
65.
The Chairman of the Board shall preside as Chairman at every meeting
of members, but if no such Chairman is present within 15 minutes
after the time appointed for holding the meeting, or shall decline to
take or shall retire from the chair, the Directors present shall choose
one of their number to act as Chairman of such meeting, and if there
be no Director chosen who shall be willing to act, the members
present in person or by proxy and entitled to vote shall choose one of
their own number to act as Chairman at such meeting.
Chairman of
the meeting
of members
66.
The Chairman may, with the consent of the meeting at which a
quorum is present and if directed by the meeting shall, adjourn the
meeting from time to time and from place to place, but no business
shall be transacted at any adjourned meeting other than the business
left unfinished at the meeting from which the adjournment took place.
When a meeting is adjourned for 30 days or more, notice of the
adjourned meeting shall be given as in the case of an original meeting.
Save as aforesaid, it shall not be necessary to give any notice of an
adjournment or of the business to be transacted at an adjourned
meeting.
Chairman
may adjourn
meeting and
notice of
adjournment
to be given
67.
At any meeting of members a resolution put to the vote of the
meeting shall be determined by a poll.
Voting on
resolutions