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Fima CORPORATION Berhad
(197401004110) (21185-P) •
Annual Report 2020
04
PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE FOR RECURRENT RELATED PARTY
TRANSACTIONS OF A REVENUE OR TRADING NATURE
“THATpursuant toParagraph 10.09 of BursaMalaysia Securities Berhad (“Bursa”) MainMarket Listing
Requirements (“Listing Requirements”), approval be and is hereby given for the Company and/or its
subsidiaries to enter into recurrent related party transactions of a revenue or trading nature as set
out in Section 2.5 Part A of the Company’s Circular/Statement to Shareholders dated 28 August 2020
which are necessary for the day-to-day operations of the Company and/or its subsidiaries provided
that such transactions are entered into in the ordinary course of business of the Company and/or its
subsidiaries, are carried out on terms not more favourable to the related party than those generally
available to the public and are not detrimental to the minority shareholders of the Company.
THAT such approval shall continue to be in full force and effect until:
(i)
the conclusion of the next AGM of the Company at which time the authority will lapse, unless
the authority is renewed by a resolution passed at such general meeting; or
(ii)
the expiration of the period within which the Company’s next AGM is required to be held
under Section 340(1) of the Companies Act, 2016 (“the Act”) (but shall not extend to such
extension as may be allowed under Section 340(4) of the Act); or
(iii)
revoked or varied by resolution passed by the shareholders of the Company at a general
meeting,
whichever is the earlier;
AND THAT the Board of Directors of the Company be and is hereby empowered and authorized to
complete and do all such acts and things (including executing such documents under the common
seal in accordance with the provisions of the Company’s Constitution, as maybe required) as they
may consider expedient or necessary to give effect to the proposed mandate.”
PROPOSED RENEWAL OF THE AUTHORITY FOR SHARES BUY-BACK
“THAT subject to compliance with the Act, the Bursa Listing Requirements, provisions of the
Company’s Constitution, and all other applicable laws, guidelines, rules and regulations, 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 in FimaCorp (“FimaCorp Shares”) as may be
determined by the Directors from time to time through Bursa upon such terms and conditions as the
Directors may deem fit, necessary and expedient in the interest of the Company, provided that:
(i)
the maximum aggregate number of FimaCorp Shares whichmay be purchased and/or held by
the Company shall not exceed 10% of the issued and paid-up share capital of the Company at
any time; and
(ii)
the maximum funds to be allocated by the Company for the purpose of purchasing its own
shares shall not exceed the total retained profits of the Company for the time being.
THAT the Directors be and are hereby authorized to deal with the FimaCorp Shares so purchased at
their discretion, in the following manner:
(i)
cancel the FimaCorp Shares so purchased; or
(ii)
retain the FimaCorp Shares so purchased as treasury shares which may be dealt with in
accordance with Section 127(7) of the Act; or
Resolution 8
Resolution 9
8
9
To consider and if thought fit, to pass the following resolutions:
SPECIAL BUSINESS