Datasonic Group Berhad Annual Report 2019

Notice of Eleventh Annual General Meeting (Cont’d) As Special Business To consider and, if thought fit, to pass the following Resolutions, with or without modifications:- 6. Ordinary Resolution: Authority to Issue and Allot Shares pursuant to Sections 75 and 76 of the Companies Act, 2016 “THAT subject to Sections 75 and 76 of the Companies Act, 2016, the Constitution of theCompany andapprovals of the relevant governmental/regulatory authorities, theDirectors beandareherebyauthorisedandempowered to issueandallot shares in the Company, at any time, to such persons and upon such terms and conditions and for such purposes as the Directors may, in their absolute discretion, deem fit, provided that the aggregate number of shares to be issued does not exceed ten per centum (10%) of the total number of issued shares of the Company for the time being AND THAT the Directors be and are also empowered to obtain the approval for the listing of andquotation for the additional shares so issuedonBursaMalaysia SecuritiesBerhadANDTHAT suchauthority shall commence immediatelyupon the passing of this resolution and continue tobe in force until the conclusion of the next Annual General Meeting of the Company.” (Please refer to Explanatory Note D) Ordinary Resolution 9 7. Ordinary Resolution: Proposed Authority for the Company to Purchase Its Own Shares (“Proposed Share Buy Back”) “THAT subject to the Companies Act, 2016 (“the Act”), the provisions of the Constitution of the Company, the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Malaysia”) and the approvals of all relevant governmental and/or regulatory authorities (if any), approval be and is hereby given to theCompany to purchase such number of ordinary shares asmay be determined by the Directors of the Company from time to time through Bursa Malaysia upon such terms and conditions as the Directors may deemfit, necessary and expedient in the interest of the Company, provided that:- a) the maximum aggregate number of ordinary shares to be purchased by the Company shall not exceed tenper centum(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 ordinary shares shall not exceed the retained profits of the Company based on the latest audited financial statements and/or the latest unaudited financial statements (where applicable) available at the time of the purchase; and c) the authority conferredby this resolution shall be effective immediately after the passing of this resolution and shall continue to be in force until:- i) the conclusion of the next Annual General Meeting (“AGM”) of the Company following this AGM at which this resolution was passed at which time the said authority shall lapse unless by an ordinary resolution passed at that next AGM, the authority is renewed, either unconditionally or subject to conditions; or ii) theexpirationof theperiodwithinwhich thenextAGMof theCompany is required by law to be held; or iii) revoked or varied by ordinary resolution passed by the shareholders in a general meeting, whichever, occur first. 191 DATASONIC GROUP BERHAD (Company No. 809759-X) ANNUAL REPORT 2019