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FOCAL AIMS HOLDINGS BERHAD ("FOCAL") -NOTICE OF THE THIRTY-SECOND ANNUAL GENERAL MEETING ("32ND AGM")

FOCAL AIMS HOLDINGS BERHAD

Type

Announcement
SubjectFOCAL AIMS HOLDINGS BERHAD ("FOCAL")
-NOTICE OF THE THIRTY-SECOND ANNUAL GENERAL MEETING ("32ND AGM")

Contents :

We act for and on behalf of FOCAL.


We wish to inform that the 32nd AGM of FOCAL will be held at Ballroom 1, Hyatt Regency Johor Bahru, Jalan Sungai Chat, 80720 Johor Bahru, Johor Darul Ta'zim on Monday, 27 February 2006 at 11.00 a.m.. We attach herewith the Notice of the aforesaid Meeting for your attention:-

FOCAL AIMS HOLDINGS BERHAD

(Company No. 17777-V)
(Incorporated in Malaysia)

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT the Thirty-Second Annual General Meeting of Focal Aims Holdings Berhad will be held at Ballroom 1, Hyatt Regency Johor Bahru, Jalan Sungai Chat, 80720 Johor Bahru, Johor Darul Ta’zim on Monday, 27 February 2006 at 11.00 a.m. for the following purposes:-
A G E N D A
1.To receive the Directors’ Report and Audited Financial Statements for the financial year ended 30 September 2005 together with the Auditors’ Report thereon.
(Resolution 1)
2.To approve the Directors’ Fees for the financial year ended 30 September 2005.
(Resolution 2)
3.To approve the declaration of a final dividend of 0.7% less income tax for the financial year ended 30 September 2005.
(Resolution 3)
4.To re-elect the following Directors who are retiring in accordance with Article 80 of the Articles of Association of the Company:-
    (a) Tan Sri Datuk Mohd Razali bin Abdul Rahman
    (b) Datuk Che Mokhtar bin Che Ali
    (c) Mr. Tee Boon Hin
    (Resolution 4)
    (Resolution 5)
    (Resolution 6)
    5.To re-appoint Messrs. Ernst & Young as Auditors of the Company until the conclusion of the next Annual General Meeting and to authorise the Directors to fix their remuneration.
    (Resolution 7)
    6.As Special Business
    To consider and, if thought fit, to pass the following resolution:-
    Ordinary Resolution
    - Authority to issue and allot shares
    “That subject always to the Companies Act, 1965, the Articles of Association of the Company and the approvals of the relevant governmental/regulatory authorities, the directors be and are hereby authorised, pursuant to Section 132D of the Companies Act, 1965 to issue and allot shares in the Company at any time until the conclusion of the next Annual General Meeting and upon such terms and conditions and for such purposes as the directors may, in their absolute discretion, deem fit provided that the aggregate number of shares to be issued does not exceed 10 per centum of the issued share capital of the Company for the time being.”
    (Resolution 8)
    7.To transact any other ordinary business for which due notice has been given.
    NOTICE OF DIVIDEND ENTITLEMENT

    NOTICE IS ALSO HEREBY GIVEN that the Record of Depositors of the Company will be closed at 5.00 p.m. on 28 March 2006 for the purpose of determining shareholders’ entitlement to the final dividend of 0.7% less income tax in respect of the financial year ended 30 September 2005.

    The dividend, if approved, will be paid on 25 April 2006 to shareholders whose names appear in the Record of Depositors on 28 March 2006.

    A Depositor shall qualify for entitlement only in respect of:-

    (a) Shares transferred into the Depositor’s Securities Account before 4.00 p.m. on 28 March 2006 in respect of ordinary transfers; and

    (b) Shares bought on the Bursa Malaysia Securities Berhad on a cum entitlement basis according to the Rules of the Bursa Malaysia Securities Berhad.


    By Order of the Board


    Chua Siew Chuan
    Lim Yew Heang
    Company Secretaries

    Kuala Lumpur
    27 January, 2006

    Explanatory Note to Special Business:

    The proposed adoption of the Ordinary Resolution is primarily to give flexibility to the Board of Directors to issue and allot shares at any time in their absolute discretion without convening a general meeting.

    Notes:-

    1. A member entitled to attend and vote at the Meeting is entitled to appoint more than one proxy to attend and vote in his stead. A proxy may but does not need to be a member of the Company and the provisions of Section 149 (1)(b) of the Companies Act, 1965 need not be complied with. Where a member appoints more than one proxy, the appointments shall be invalid unless he specifies the proportions of his shareholdings to be represented by each proxy.

    2. In the case of a corporate member, the instrument appointing a proxy must be either under its common seal or under the hand of its officer or attorney duly authorised.

    3. The instrument appointing a proxy must be deposited at the Company’s Registered Office, Suite 338, 3rd Floor, Johor Tower, Jalan Gereja, 80100 Johor Bahru not less than 48 hours before the time for holding the Meeting or any adjournment thereof.
      Statement accompanying the Notice of Annual General Meeting

      The Directors standing for re-election at the Thirty-Second Annual General Meeting of the Company to be held at Ballroom 1, Hyatt Regency Johor Bahru, Jalan Sungai Chat, 80720 Johor Bahru, Johor Darul Ta’zim on Monday, 27 February 2006 at 11.00 a.m. are as follows:-

      1. Tan Sri Datuk Mohd Razali bin Abdul Rahman (Article 80 of the Company’s Articles of Association)
      2. Datuk Che Mokhtar bin Che Ali (Article 80 of the Company’s Articles of Association)
      3. Mr. Tee Boon Hin (Article 80 of the Company’s Articles of Association)

      Their particulars can be found on page 4-5 of the Annual Report. Their shareholdings in the Company are stated on page 72 of the Annual Report.
      Information on Board Meetings

      The information on Board Meetings and attendance of the Directors can be found on page 22 of the Annual Report.


      Announcement Info

      Company NameFOCAL AIMS HOLDINGS BERHAD  
      Stock Name FOCAL    
      Date Announced26 Jan 2006  
      CategoryGeneral Announcement
      Reference NoCS-060126-6A71D



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