10, Jalan PJU 7/6, Mutiara Damansara,
47800 Petaling Jaya,
Selangor Darul Ehsan
The Tengku Chairman then proceeded with items of the agenda set out in the Notice of the 20th AGM.
The Tengku Chairman informed that the Audited Financial Statements for the financial year ended 31 December 2024 and the Reports of Directors and Auditors thereon were circulated to all the shareholders of the Company within the statutory period.
The Tengku Chairman then opened to the floor for questions. In summary, the questions raised by the shareholders/proxies and responses were as follows:-
There being no other questions from the shareholders/proxies, the Tengku Chairman declared the closure of the Question & Answer Session.
Thereafter, Tengku Chairman continued and read out the eleven (11) Ordinary Resolutions to the Meeting for the consideration and approval.
The Company Secretary briefed the floor on the polling procedures. The meeting proceeded to the polling process and was adjourned at 9.11 a.m. for the independent scrutineer to verify the results.
The meeting resumed at 09.30 a.m. and after obtaining the report from the scrutineer, the Tengku Chairman announced the results of the poll as follows:-
Based on the above results, the Tengku Chairman declared that the following resolutions as CARRIED and RESOLVED:-
“That Ms. Amarjeet Kaur A/P Ranjit Singh retiring pursuant to Article 131 of the Company’s Constitution, be re-elected as Director of the Company.”
“That Tengku Tan Sri Dato’ Haji Mohamad Rizam Bin Tengku Abdul Aziz retiring pursuant to Article 116 of the Company’s Constitution, be re-elected as Director of the Company.”
“That Mr. Chua Oou Chuan retiring pursuant to Article 116 of the Company’s Constitution, be re-elected as Director of the Company.”
“That Mr. Wong Tack Heng retiring pursuant to Article 116 of the Company’s Constitution, be re-elected as Director of the Company.”
“That Mr. Teoh Wei Yee retiring pursuant to Article 116 of the Company’s Constitution, be re-elected as Director of the Company.”
“That Ms. Seow Jing Hui retiring pursuant to Article 116 of the Company’s Constitution, be re-elected as Director of the Company.”
“That the additional payment of Directors’ fees of up to RM596,226 and Directors’ benefits of up to RM16,200 respectively for the period from 29 November 2023 to 27 May 2025 of the Company be hereby approved.”
“That the payment of Directors’ fees and Directors’ benefits from 28 May 2025 until the next AGM of the Company be hereby approved.”
“That Messrs. Nexia SSY PLT be and hereby re-appointed as Auditors of the Company at a fee to be agreed upon with the Directors of the Company and they shall hold office until the conclusion of the next AGM.”
“That, subject to the Companies Act 2016 (“the Act”), the Constitution of the Company and the approvals from Bursa Malaysia Securities Berhad (“Bursa Securities”) and any other governmental/regulatory authorities, where such approval is necessary, the Directors be and are hereby empowered pursuant to Section 75 and Section 76 of the Act, to issue shares in the Company, from time to time and upon such terms and conditions and for such purposes the Directors may deem fit and expedient in the interest of the Company, provided that the aggregate of number of shares issued pursuant to this resolution does not exceed 10% of the issued share capital of the Company for the time being and that such authority shall continue to be in force until the conclusion of the next AGM of the Company.
And further that, pursuant to Section 85 of the Act read together with Article 49 of the Company’s Constitution, approval be and is hereby given to waive the statutory pre-emptive rights of the shareholders of the Company and to offer new shares arising from the issuance REXIT BERHAD Registration No. 200401029606 (668114-K) Minutes of the Twentieth Annual General Meeting of the Company held on Tuesday, 27 May 2025 5 and allotment of the new shares pursuant to Sections 75 and 76 of the Act and that the Board of Directors of the Company is exempted from the obligation to offer such new shares first to the existing shareholders of the Company.”
“That subject to the Act, the Constitution of the Company, the Listing Requirements of Bursa Securities for the ACE Market and the approval of such relevant governmental and/or regulatory authorities where necessary, the Company be and is hereby authorised to purchase its own shares (“Shares”) on the ACE Market of Bursa Securities at any time, upon such terms and conditions as the Directors shall in their discretion deem fit and expedient in the best interests of the Company provided that:
(a)
the aggregate number of Shares which may be purchased pursuant to this resolution does not exceed 10% of the total number of issued shares of the Company at the time of purchase; and
(b)
the maximum funds to be allocated by the Company for the purchase of Shares shall not exceed the total retained profits of the Company at the time of the said purchase;
That, upon the purchase by the Company of its own Shares, the Board be and are hereby authorised to:-
(i)
cancel all or part of the Shares so purchased; and/or
(ii)
retain all or part of the Shares so purchased as Treasury Shares; and/or
(iii)
distribute the Treasury Shares as share dividends to the Company’s shareholders for the time being and/or resell the Treasury Shares on Bursa Securities.
That, such authority shall commence upon the passing of this resolution and shall continue to be in force until:-
(a)
the conclusion of the next AGM of the Company at which time the authority shall lapse unless by ordinary resolution passed at that meeting the authority is renewed either unconditionally or subject to conditions; or
(b)
the expiration of the period within which the next AGM is required by law to be held; or
(c)
revoked or varied by ordinary resolution passed by the shareholders of the Company in a general meeting;
whichever occurs first, but not so as to prejudice the completion of purchase by the Company before the aforesaid expiry date and in any event, in accordance with the provisions of the guidelines issued by Bursa Securities and any other relevant authority;
And that, authority be and is hereby given to the Directors of the Company and/or any one of them to complete and do all such acts and things as they may consider necessary or expedient in the best interest of the Company, including executing all such documents as may be required or necessary and with full powers to assent to any conditions, modifications, variations and/or amendments (if any) as the Directors in their discretion deem it and expedient to give effect to the aforesaid purchase contemplated and/or authorised by this Ordinary Resolution.”
There being no other business, the meeting ended at 9.40 a.m. with a vote of thanks to the Tengku Chairman.