NOTICE IS HEREBY GIVEN that the 20th Annual General Meeting (AGM) of the Company will be held at Merbah Room, Lower Level, Hotel Equatorial Penang, No. 1 Jalan Bukit Jambul, 11900 Bayan Lepas, Penang on Thursday, 04 May 2017 at 10.30 a.m. for the following purposes:-
||To receive the Audited Financial Statements for the financial year ended 31 December 2016 together with the Reports of Directors and Auditors thereon.
||Please refer to Note 6
||To re-elect Dato’ Norhalim Bin Yunus, a director who retires by rotation in accordance with Article 80 of the Company’s Constitution and who, being eligible, offers himself for re-election.
To re-elect Madam Lam Voon Kean, a director who retires by rotation in accordance with Article 80 of the Company’s Constitution and who, being eligible, offers herself for re-election.
||To re-elect Mr. Ng Kok Chin, a director who retires in accordance with Article 87 of the Company’s Constitution and who, being eligible, offers himself for re-election.
||To re-appoint Dato’ Ng Kweng Moh as a director of the Company.
Please refer to Note 7
||To approve the following payment of directors’ fees for the financial year ended 31 December 2016:
(i) Director’s fee of RM95,000 per annum for each director except for Mr. Ng Kok Chin;
(ii) Director’s fee of RM47,500 for Mr. Ng Kok Chin who was appointed on 15 June 2016;
(iii) Audit and Risk Management Committee (“ARMC”) Chairman’s fee of RM18,000 per annum for the Chairman of ARMC;
(iv) ARMC Member’s fee of RM15,000 per annum for each member of ARMC;
(v) Nomination/ESOS/Remuneration Committee Chairman’s fee of RM5,000 per annum for the Chairman of each Board Committee;
(vi) Nomination/ESOS/Remuneration Committee Member’s fee of RM4,000 per annum for each member of a Board Committee.
||To approve the payment of directors’ benefits up to an amount not exceeding RM40,000 to non-executive directors of the Company from 31 January 2017 until the conclusion of the next Annual General Meeting of the Company.
Please refer to Note 8
||To approve the payment of a Single Tier Final Dividend of 2 sen per ordinary share and a Single Tier Special Dividend of 3 sen per ordinary share for the financial year ended 31 December 2016.
||To re-appoint Messrs. KPMG PLT as auditors of the Company to hold office until the conclusion of the next Annual General Meeting of the Company and to authorise the directors to fix their remuneration.
||To transact any other business of which due notice shall have been given in accordance with the Company’s Constitution and the Companies Act, 2016.
FURTHER NOTICE IS HEREBY GIVEN THAT for the purpose of determining a member who shall be entitled to attend the 20th Annual General Meeting, the Company shall be requesting Bursa Malaysia Depository Sdn Bhd to issue a General Meeting Record of Depositors as at 27 April 2017. Only a depositor whose name appears on the Record of Depositors as at 27 April 2017 shall be entitled to attend the said meeting or appoint proxies to attend and/or vote on his/her behalf.
By Order of the Board,
LEE PENG LOON (MASC 01258)
P’NG CHIEW KEEM (MAICSA 7026443)
Date : 12 April 2017
NOTES ON APPOINTMENT OF PROXY
- A proxy may but need not be a member of the Company.
- For a proxy to be valid, the proxy form duly completed must be deposited at the registered office of the Company at 51-21-A Menara BHL Bank, Jalan Sultan Ahmad Shah, 10050 Penang not less than forty-eight (48) hours before the time for holding the meeting.
- A member shall be entitled to appoint one (1) or more proxies to attend and vote instead of him at the same meeting and where a member appoints two (2) or more proxies to vote at the same meeting, such appointment shall be invalid unless he specifies the proportion of his shareholding to be represented by each proxy.
- Where a member is an exempt authorized nominee which holds ordinary shares of the Company for multiple beneficial owners in one securities account (“omnibus account”), there is no limit to the number of proxies it may appoint in respect of each omnibus account it holds.
- In the case of a corporate member, the proxy form must be executed under the corporation’s common seal or under the hand of an officer or attorney duly authorised.
NOTES ON ORDINARY BUSINESS
- The Audited Financial Statements in Agenda 1 had been approved by the Board pursuant to Section 251(1) of the Companies Act, 2016. Hence, this agenda does not require formal approval of shareholders of the Company and is meant for discussion pursuant to Section 248(2) of the Companies Act, 2016.
- There is no age limit to act as directors in a public company pursuant to the Companies Act, 2016 which came in force on 31 January 2017. In this respect, Dato’ Ng Kweng Moh, aged above 70 who was re-appointed pursuant to Section 129 of the Companies Act, 1965 at the last Annual General Meeting of the Company, his term in office will end at the conclusion of the forthcoming 20th Annual General Meeting of the Company to be held on 04 May 2017.
The proposed resolution 4, if passed, will enable Dato’ Ng Kweng Moh, who has offered himself for re-appointment to continue to act as a director of the Company and he shall subject to retirement by rotation at a later date.The proposed resolution 4, if passed, will enable Dato’ Ng Kweng Moh, who has offered himself for re-appointment to continue to act as a director of the Company and he shall subject to retirement by rotation at a later date.
- The proposed resolution 6, if passed, will enable the Company to pay an allowance of RM500 per meeting for each non-executive director of the Company.
ANNUAL REPORT 2016
- The Annual Report 2016 is in CD-ROM format. Printed copy of the Annual Report shall be provided to the shareholder upon request within four (4) market days from the date of receipt of the verbal or written request. A copy of the Annual Report can also be downloaded at www.globetronics.com.my.
Shareholders who wish to receive the printed Annual Report and who require assistance in viewing the CD-ROM, kindly contact Ms. Loo Wen Chyi at telephone no. 04-6444906 ext. 121 or email your request to