EXCEL FORCE MSC BERHAD Annual Report 2018

2 EXCEL FORCE MSC BERHAD (570777-X) ANNUAL REPORT 2018 NOTICE IS HEREBY GIVEN that the Seventeenth Annual General Meeting (“17th AGM”) of the Company will be held at Tropicana Golf & Country Resort, Jalan Kelab Tropicana, 47410 Petaling Jaya, Selangor Darul Ehsan on Wednesday, 29 May 2019 at 3.00 p.m. for the transaction of the following businesses: AGENDA A Ordinary Business 1. To receive the Audited Financial Statements for the financial year ended 31 December 2018 together with the Reports of the Directors and Auditors thereon. 2. To re-elect the following Directors who retire in accordance with Article 103 of the Articles of Association of the Company and being eligible, have offered themselves for re-election:- a) Mr Eng Shao Hon Ordinary Resolution 1 b) Mr Wong Kok Chau Ordinary Resolution 2 3. To approve the Directors’ fees and benefits totaling RM624,000.00 from the 17th AGM up to the 18th AGM of the Company. Ordinary Resolution 3 4. To re-appoint Messrs UHY as Auditors of the Company for the ensuing year and to authorise the Directors to fix their remuneration. Ordinary Resolution 4 B Special Business To consider and if thought fit, to pass with or without modifications the following resolutions:- 5. Authority to allot and issue shares in general pursuant to Sections 75 and 76 of the Companies Act, 2016 Ordinary Resolution 5 “THAT pursuant to Sections 75 and 76 of the Companies Act, 2016 and subject to the approvals of the relevant governmental/ regulatory authorities, the Directors be and are hereby empowered to issue shares in the capital of the Company from time to time 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 issued pursuant to this resolution does not exceed 10% of the total number of issued shares of the Company for the time being and that the Directors be and are hereby also empowered to obtain approval from the Bursa Malaysia Securities Berhad for the listing and quotation of the additional shares so issued and that such authority shall continue to be in force until the conclusion of the next Annual General Meeting of the Company” 6. Proposed Shareholders’ Mandate for the Company to Purchase up to Ten Percent (10%) of the Total Number of Issued Shares of the Company pursuant to Section 127 of the Companies Act, 2016 (“Proposed Share Buy-Back”) Ordinary Resolution 6 “THAT subject to compliance with the Companies Act 2016 (“the Act”), the Constitution of the Company, the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”) and all other applicable laws, regulations and guidelines and the approvals of all relevant governmental and/or regulatory authorities, the Company be and is hereby authorised to allocate an amount not exceeding the total of audited retained profit of the Company for the purpose of and to purchase such amount of issued shares of the Company (“Excel Shares”) as may be determined by the Directors of the Company provided that the aggregate number of Excel Shares purchased and/or held as treasury shares pursuant to this resolution does not exceed ten percent (10%) of the total number of issued shares of the Company as quoted on Bursa Securities at any point in time; THAT upon completion of the purchase by the Company of its own shares, the Directors are authorised to deal with the Excel Shares in the following manner:- i) to cancel the Excel Shares so purchased; or ii) to retain the Excel Shares so purchased as treasury shares in accordance with the relevant rules of Bursa Securities; or iii) combination of (i) and (ii) above; Notice Of Annual General Meeting