NOTICE OF ANNUAL GENERAL MEETING
(CONT’D)
2
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Explanatory Notes on Special Business
Resolution No. 7
Under the Malaysian Code on Corporate Governance 2012 (“MCCG 2012”), the Board must undertake
an assessment of its independent directors annually. In addition, the MCCG 2012 has recommended that
the tenure of an independent director should not exceed a cumulative term of nine years. Shareholders
approval must be sought in the event that the Company intends to retain any independent director who
has served in that capacity for more than nine years.
Resolution No. 8
The proposed resolution if passed will empower the Directors of the Company to issue and allot shares
up to 10% of the issued and paid-up share capital of the Company from time to time. This authority will,
unless revoked or varied by the Company in general meeting, expire at the conclusion of the next Annual
General Meeting of the Company or the period within which the next Annual General Meeting of the
Company is required by law to be held whichever is the earlier.
As at the date of this notice no shares have been issued pursuant to the mandate granted to the Directors
at the last Annual General Meeting held on 19 June 2014 and which will lapse at the conclusion of the
Thirteenth Annual General Meeting.
The Directors seek a renewal of the mandate to provide flexibility to the Company for possible raising of
funds, including but not limited to placing of shares, for purpose of additional working capital, funding of
investments, acquisitions or reduction of borrowings.
Pentamaster Corporation Berhad
(572307-U)
•
Annual Report 2014
96
