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Axiata Group Berhad | Annual Report 2016

266

NOTICE OF

ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT THE TWENTY-FIFTH ANNUAL GENERAL MEETING OF AXIATA GROUP BERHAD (“AXIATA” OR “COMPANY”)

WILL BE HELD AT THE GRAND BALLROOM, 1ST FLOOR, SIME DARBY CONVENTION CENTRE, 1A JALAN BUKIT KIARA 1, 60000 KUALA

LUMPUR, MALAYSIA ON FRIDAY, 26 MAY 2017 AT 3.00 P.M. FOR THE FOLLOWING PURPOSES:

AS ORDINARY BUSINESS:-

1.

To receive the Audited Financial Statements for the financial year ended 31 December 2016 together with the Report of the Directors and the

Auditors thereon.

2.

To approve a final tax exempt dividend under single tier system of 3 sen per ordinary share for the financial year ended 31 December 2016.

(Ordinary Resolution 1)

3.

To re-elect the following Directors, each of whom retires by rotation pursuant to Article 93 of the Articles of Association of the Company (“Articles”)

and being eligible, offers himself for re-election:-

i)

Dr Muhamad Chatib Basri

(Ordinary Resolution 2)

ii)

Kenneth Shen

(Ordinary Resolution 3)

4.

To re-elect the following Directors, each of whom retires pursuant to Article 99 (ii) of the Articles and being eligible, offers himself/herself for

re-election:-

i)

Dato’ Mohd Izzaddin Idris

(Ordinary Resolution 4)

ii)

Dato Dr Nik Ramlah Nik Mahmood

(Ordinary Resolution 5)

5.

To re-appoint the following Directors:-

i)

Tan Sri Ghazzali Sheikh Abdul Khalid

(Ordinary Resolution 6)

ii)

Datuk Azzat Kamaludin

(Ordinary Resolution 7)

6.

To approve the following payment by the Company:-

a)

Directors’ fees with effect from the 25th Annual General Meeting until the next Annual General Meeting:-

Non-Executive Chairman

(“NEC”) / per month (RM)

Non-Executive Director

(“NED”) / per month (RM)

i)

Directors’ fees

30,000.00

20,000.00

ii)

Directors’ fees of the Board Audit Committee

4,000.00

2,000.00

iii) Directors’ fees of the Board Nomination Committee

1,200.00

800.00

iv) Directors’ fees of the Board Remuneration Committee

1,200.00

800.00

(each of the foregoing payments being exclusive of the others).

b)

Benefits payable to NEC and NEDs from 31 January 2017 until the next Annual General Meeting.

(Ordinary Resolution 8)

7.

To approve the payment of fees and benefits payable by the subsidiaries to the NEDs of the Company from 31 January 2017 until the next Annual

General Meeting.

(Ordinary Resolution 9)

8.

To re-appoint Messrs PricewaterhouseCoopers having consented to act as the Auditors of the Company for the financial year ending

31 December 2017 and to authorise the Directors to fix their remuneration.

(Ordinary Resolution 10)

AGM INFORMATION