Serba Dinamik Annual Report 2019

336 2019 ANNUAL REPORT ADDITIONAL INFORMATION SERBA DINAMIK HOLDINGS BERHAD N O T I C E O F T H E F O U R T H A N N U A L G E N E R A L M E E T I N G C H A P T E R 0 8 8 . 4 NOTICE OF THE FOURTH ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN THAT the Fourth Annual General Meeting of the Company will be held entirely through live streaming from the broadcast venue at 4th Floor, Menara Serba Dinamik, Presint 3.4, Persiaran Perbandaran Seksyen 14, 40000 Shah Alam, Selangor Darul Ehsan on Thursday, 2 July 2020 at 10.00 a.m., to transact the following businesses: AGENDA As Ordinary Business: 1. To receive the Audited Financial Statements for the financial year ended 31 December 2019 together with the Reports of the Directors and Auditors thereon. (Please refer to Explanatory Note 4 below) 2. To re-elect the following Directors who are retiring by rotation pursuant to Article 111 of the Constitution of the Company and who being eligible offer themselves for re-election: (i) Hasman Yusri Bin Yusoff Resolution 1 (ii) Datuk Abdul Kadier Sahib Resolution 2 (iii) Tengku Dato’ Seri Hasmuddin Tengku Othman Resolution 3 3. To approve payment of Directors Fees and Benefits from 3 July 2020 until the conclusion of the next Annual General Meeting of the Company to be held in Year 2021, of up to a total amount not exceeding RM2,400,000. Resolution 4 4. To re-appoint KPMG PLT as auditors of the Company and to authorise the Directors to fix their remuneration. Resolution 5 As Special Business: To consider and if thought fit, to pass the following as Ordinary Resolutions: 5. Proposed Renewal of Shareholders’ Mandate and Proposed New Shareholders’ Mandate for Recurrent Related Party Transactions of a Revenue or Trading Nature Resolution 6 “ THAT , approval be and is hereby given for the Proposed Renewal of Shareholders’ Mandate and Proposed New Shareholders’ Mandate for the Company and/or its subsidiaries to enter into the categories of recurrent related party transactions of a revenue or trading nature falling within the nature of transactions set out in Section 2.2.2 under Part A of the Circular to Shareholders dated 29 May 2020 (“the Circular”), with the related parties falling within the classes of persons set out in Section 2.2.2 under Part A of the Circular, such transactions are necessary for the Company and/or its subsidiaries’ day-to-day operations and which are carried out in the ordinary course of business, on terms which are not more favourable to the related parties than those generally available to the public and are not detriment of the minority shareholders. THAT the authority conferred by such mandate shall commence upon the passing of this resolution and continue to be in force until: (i) the conclusion of the next Annual General Meeting of the Company, at which time it will lapse, unless by a resolution passed at the next AGM, the authority is renewed;