MKH Annual Report 2019

251 M K H B e r h a d 7. Ordinary Resolution Proposed Renewal of Authority for the Company to Purchase Its Own Shares “ THAT subject to the Companies Act 2016 (the “Act”), rules, regulations and orders made pursuant to the Act, provisions of the Constitution of the Company, the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”) and any other relevant authorities, the Directors of the Company be and are hereby authorised to exercise the power of the Company to purchase such amount of ordinary shares in the Company from time to time through Bursa Securities upon such terms and conditions as the Directors may deem fit and expedient in the best interest of the Company (“Proposed Renewal of Share Buy-Back”) subject further to the following: (i) the aggregate number of shares purchased does not exceed 10% of the existing number of shares of the Company (“Purchased Shares”) at the point of purchase; (ii) the maximum funds to be allocated by the Company for the purpose of purchasing the Purchased Shares shall not exceed the total retained profits of the Company at the time of the purchase(s); and (iii) the authority conferred by this resolution will commence immediately upon passing of this resolution and will continue to be in force until: (a) the conclusion of the next Annual General Meeting (“AGM”) of the Company unless the authority is renewed subject to conditions; or (b) the expiration of the period within which the next AGM after that date is required by law to be held; or (c) it is revoked or varied by ordinary resolution passed by the shareholders of the Company in general meeting; whichever occurs first, (iv) upon the completion of the purchase(s) of the Purchased Shares, the Directors of the Company be and are hereby authorised to deal with the Purchased Shares in the following manner:- (a) to cancel the Purchased Shares so purchased; or (b) to retain the Purchased Shares so purchased as treasury shares for distribution as dividends to the shareholders and/or resold on the market of Bursa Securities; or (c) to retain part of the Purchased Shares so purchased as treasury shares and cancel the remainder; or (d) to deal in such other manner as prescribed by the Act, rules, regulations and orders made pursuant to the Act and the requirements of the Bursa Securities and any other relevant authorities may allow from time to time. AND THAT the Directors of the Company be and are hereby authorised to take all such steps as are necessary to implement, finalise and give full effect to the Proposed Renewal of Share Buy-Back with full power to assent to any conditions, modifications, variations and/or amendments (if any) as may be imposed by the relevant authorities and with fullest power to do all such acts and things thereafter as the Directors may deem fit and expedient in the best interest of the Company.” (Ordinary Resolution 8) NOTICE OF FORTIETH ANNUAL GENERAL MEETING