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Heineken Malaysia Berhad
Company no. 5350-X
Page
41 of 51
conducive to the interest of the Company, and may invest the several
sums, so set aside upon such investments as they think fit (including
purchasing shares in the Company to the extent and in the manner
allowed by the Applicable Laws of Malaysia and subject to the
provisions of this Constitution) and from time to time vary or realise
such investments and dispose of all or any part thereof for the benefit
of the Company, and may divide any reserve fund into such special
funds as they think fit, with all power to employ the assets
constituting the reserve fund in the business of the Company, and
that without being bound to keep the same separate from the other
assets. The Directors may also, without placing the same to reserve,
carry forward any profits which they may think prudent not to divide.
DISTRIBUTION
138.
Provided that the Company is solvent, the profits of the Company
available for distribution and determined to be distributed shall be
applied in the payment of dividends to the members in accordance
with their respective rights and priorities. Subject to the provisions of
the Act, the Directors, if they think fit, may authorise distribution and
the Company may declare distribution in accordance with the
Applicable Laws of Malaysia from time to time and at any time.
Distribution
139.
Without prejudice to the powers of the Company to pay interest on share
capital as hereinbefore provided, no distribution shall be made otherwise
than out of profits nor shall any distribution or other monies payable on
or in respect of any share bear interest against the Company.
Distribution
made from
profits only
140.
Subject to the rights of persons (if any) entitled to shares with special
rights as to distribution, all distributions shall be declared and paid
according to the amounts paid up on the shares in respect whereof the
distribution are paid, but no amount paid up on a share in advance of
calls shall be treated for the purposes of this Clause as paid up on the
share. All distributions shall be apportioned and paid pro-rata according
to the amounts paid up on the shares during any portion or portions of
the period in respect of which the amount of the distribution is paid
except that if any share is issued on terms providing that it shall rank for
dividend as if paid up (in whole or in part) as from a particular date, such
share shall rank for distribution accordingly.
Distribution
in proportion
to amounts
paid up
141.
141.1 The Directors may deduct from any distribution payable to any
member all sums of money (if any) immediately payable by him
to the Company on account of calls or otherwise in relation to the
shares of the Company held by him.
141.2 The Directors may retain any distribution or other moneys payable
on or in respect of a share other than fully paid shares on which
the Company has a lien, and may apply the same in or towards
satisfaction of the debts, liabilities or engagements in respect of
which the lien exists.
Debts may
be deducted
from
distribution
Power to retain
distribution
on which the
Company
has a lien