ENRA Group Berhad Annual Report 2019

167 ENRA GROUP BERHAD ∞ Annual Report 2019 page Notice of Annual General Meeting NOTICE IS HEREBY GIVEN that the Twenty-Seventh (27th) Annual General Meeting of ENRA Group Berhad (“Company”) will be held at Yayasan Budi Penyayang Malaysia, Dewan Penyayang Level 2, Wisma Penyayang, No. 6 Jalan Equine, Taman Equine, Bandar Putra Permai, 43300 Seri Kembangan, Selangor Darul Ehsan on Thursday, 19 September 2019 at 10.00 a.m. for the following purposes: AS ORDINARY BUSINESS 1. To receive the Audited Financial Statements of the Company for the financial year ended 31 March 2019 together with the Reports of the Directors and Auditors thereon. (Please refer to Note 1 of the Explanatory Notes) 2. To re-elect Tan Sri Dato’ Kamaluddin bin Abdullah who retires in accordance with Article 76 of the Articles of Association of the Company. (Ordinary Resolution 1) 3. To re-elect Datuk Anuar bin Ahmad who retires in accordance with Article 76 of the Articles of Association of the Company. (Ordinary Resolution 2) 4. To re-elect Dato’ Wee Yiaw Hin @ Ong Yiaw Hin who retires in accordance with Article 76 of the Articles of Association of the Company. (Ordinary Resolution 3) 5. To approve the Directors’ fees and benefits payable to the Non-Executive Directors of up to RM500,000 with effect from 20 September 2019 until the next Annual General Meeting of the Company. (Ordinary Resolution 4) 6. To re-appoint Messrs BDO PLT as Auditors of the Company for the financial year ending 31 March 2020 and to authorise the Directors to fix their remuneration. (Ordinary Resolution 5) AS SPECIAL BUSINESS To consider and if thought fit, pass the following resolutions, with or without modifications: 7. Proposed renewal of authority to allot and issue shares pursuant to Sections 75 and 76 of the Companies Act, 2016 “ THAT subject always to the Companies Act 2016, the Constitution of the Company and approval of governmental and/or regulatory authorities (if any), the Directors of the Company be and are hereby authorised pursuant to Sections 75 and 76 of the Companies Act 2016 to allot and issue shares in the Company at any time and from time to time until the conclusion of the next Annual General Meeting 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 from Bursa Malaysia Securities Berhad for the listing and quotation for the additional shares to be issued.” (Ordinary Resolution 6) 8. Proposed renewal of authority for the purchase by the Company of its own shares (“Proposed Share Buy-Back Authority”) “ THAT subject always to the Companies Act 2016, the Constitution of the Company, the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”) and all other applicable laws, guidelines, rules and regulations, the Company be and is hereby authorised to purchase such number of ordinary shares in the Company as may be determined by the Directors of the Company from time to time through Bursa Securities upon such terms and conditions as the Directors in their discretion deem fit and expedient in the best interest of the Company, provided that:- (Ordinary Resolution 7)