axiata group berhad | annual report 2015
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THAT
the proposed Bye-Laws, as set out in Appendix II of the Circular, which is in compliance with the Main Market Listing Requirements of Bursa
Securities, be and is hereby approved;
THAT
such new Axiata Shares issued pursuant to the Proposed LTIP shall, upon allotment and issuance, rank pari passu in all respects with the then
existing Axiata Shares and shall be entitled to any dividends, rights, allotments and/or distributions attached thereto and/or which may be declared,
made or paid to the Company’s shareholders, provided that the allotment date of such new Axiata Shares is prior to the entitlement date for any right,
allotment and distribution;
AND THAT
the Board be and is hereby empowered and authorised with full power to amend and/or assent to any conditions, modifications, variations
and/or amendments as the Board may deem fit, necessary and/or expedient in the best interest of the Company or as may be imposed by the relevant
regulatory authorities and to take all steps as it may consider necessary or expedient to implement, finalise and give full effect to and in connection with
the above.”
(Ordinary Resolution 11)
13. PROPOSED AWARD OF AXIATA SHARES TO DATO’ SRI JAMALUDIN BIN IBRAHIM PURSUANT TO THE PROPOSED LTIP (PROPOSED AWARD)
“
THAT
subject to the passing of Ordinary Resolution 11 and the approvals of all the relevant authorities for the Proposed LTIP, the Board of Directors of
the Company (Board) be and is hereby authorised to, at any time and from time to time subject always to such terms and conditions and/or adjustments
which may be made in accordance with the provisions of the Bye-Laws, grant Dato’ Sri Jamaludin bin Ibrahim, Managing Director/President & Group
Chief Executive Officer of the Company, up to 13,032,600 Axiata Shares to be issued to and/or vested in him pursuant to the Proposed Award.
AND THAT
the Board be and is hereby authorised to allot and issue new Axiata Shares pursuant to the Proposed LTIP to him from time to time pursuant
to the vesting of the Proposed Award.”
(Ordinary Resolution 12)
14.
To transact any other ordinary business for which due notice has been given in accordance with Section 151 of the Companies Act, 1965.
FURTHER NOTICE IS HEREBY GIVEN THAT
for the purpose of determining a Member who shall be entitled to attend, speak and vote at this 24th Annual
General Meeting, the Company shall be requesting Bursa Malaysia Depository Sdn Bhd (Bursa Depository) in accordance with Article 66 of the Company’s
Articles of Association and Section 34(1) of the Securities Industry (Central Depositories) Act 1991 (SICDA) to issue a General Meeting Record of Depositors
as at 17 May 2016. Only a depositor whose name appears in the General Meeting Record of Depositors as at 17 May 2016 shall be entitled to attend speak and
vote at the said meeting or appoint proxies on his/her behalf.
By Order of the Board
AXIATA GROUP BERHAD
Suryani Hussein
(LS0009277)
Group Company Secretary
Kuala Lumpur, Malaysia
26 April 2016
NOTICE OF
ANNUAL GENERAL MEETING
