NOTICE IS HEREBY GIVEN THAT the FortySixth (46th) Annual General Meeting of MISC Berhad (“MISC” or “the Company”) will be held at Sapphire Room, Level 1, Mandarin Oriental Kuala Lumpur, Kuala Lumpur City Centre, 50088 Kuala Lumpur, Malaysia on Wednesday, 27 May 2015 at 11.00 a.m. for the following purposes: AGENDA As Ordinary Business 1. To receive the Audited Financial Statements for the financial year ended 31 December 2014 together with the Reports of the Directors and Auditors thereon. Resolution 1 2. To re-elect the following Directors who retire pursuant to Article 95 of the Company’s Articles of Association:- a. Dato’ Ab. Halim bin Mohyiddin Resolution 2 b. Dato’ Sekhar Krishnan Resolution 3 c. Yee Yang Chien Resolution 4 3. To re-elect the following Directors who retire pursuant to Article 97 of the Company’s Articles of Association:- a. Dato’ Halipah binti Esa Resolution 5 b. Lim Beng Choon Resolution 6 4. To approve the payment of Directors’ fees of RM470,000.00 for the financial year ended 31 December 2014. Resolution 7 5. To re-appoint Messrs. Ernst & Young as Auditors for the ensuing year and to authorise the Directors to fix their remuneration. Resolution 8 As Special Business 6. To consider and, if thought fit, to pass the following Ordinary Resolution: Resolution 9 Proposed Authority for the Company to Purchase its Own Shares of up to 10% of its Prevailing Ordinary Issued and Paid-up Share Capital at Any Time (“Proposed Share Buy-Back Authority”) “THAT subject to compliance with the Companies Act, 1965 (“Act”), MISC’s Articles of Association, and all prevailing laws, rules, regulations, orders, guidelines and requirements which may be applicable from time to time by Bursa Malaysia Securities Berhad (“Bursa Securities”) and/or any other relevant regulatory authority, approval and authority be and are hereby given to the Directors of the Company, to the extent permitted by law, to purchase such number of ordinary shares of RM1.00 each in MISC (“MISC Shares”) as may be determined by the Directors from time to time through Bursa Securities upon such terms and conditions as the Directors may deem fit, necessary and expedient in the best interest of the Company, provided that the maximum aggregate number of MISC Shares which may be purchased and/or held by the Company shall not exceed 10% of its prevailing ordinary issued and paid-up share capital at any time, and the maximum funds to be allocated by the Company for the purpose of purchasing its own shares shall not exceed the amount of the retained earnings and/or share premium accounts of the Company for the time being; MISC BERHAD - Annual Report 2014 p 325 NOTICE OF ANNUAL GENERAL MEETING
RkJQdWJsaXNoZXIy NDgzMzc=