Resolutions Passed At The Extraordinary General Meeting ("EGM") Of Reliance Pacific Berhad ("RPB")

General Announcement Reference No RP-040426-38046

Company Name	:	RELIANCE PACIFIC BERHAD
Stock Name	:	RPB
Date Announced	:	29/04/2004

Type	:	Announcement
Subject	:	RESOLUTIONS PASSED AT THE EXTRAORDINARY GENERAL MEETING ("EGM") OF RELIANCE PACIFIC BERHAD ("RPB")

Contents :

On behalf of the Board of Directors of RPB, we are pleased to announce that at the EGM held today, all the resolutions including the following resolutions were confirmed carried:-

ORDINARY RESOLUTION 1 - PROPOSED BONUS ISSUE OF SHARES

"THAT, subject to the approvals of the relevant authorities being obtained and contingent upon the passing of Ordinary Resolution 2 below, the Directors be and are hereby authorised to effect the proposed bonus issue as approved by an ordinary resolution passed at the extraordinary general meeting of the Company held on Tuesday, 19 December 2000, to be contingent upon the passing of Ordinary Resolution 2 below and to capitalise the sum of up to RM31,204,514 from the share premium account of the Company as at 31 March 2003 and apply such sums towards making payment in full at par by way of a bonus issue for up to 31,204,514 new ordinary shares of RM1.00 each ("Bonus Shares") in the share capital of the Company, such Bonus Shares to be credited as fully paid and distributed to the shareholders of the Company whose names appear in the Record of Depositors of the Company at the close of business on a date to be determined by the Directors in their discretion, in the proportion of one (1) Bonus Share for every four (4) existing ordinary shares of RM1.00 each held ("the Proposed Bonus Issue"), subject always that all fractional entitlements shall be disregarded and dealt with in such manner as the Directors may deem fit in the interest of the Company and THAT the Bonus Shares shall, upon issue and allotment, rank pari passu in all respect with the then existing ordinary shares of RM1.00 each of the Company, save and except for any dividends or other form of distributions which may be declared, made or paid in respect of the financial year ended 31 March 2004 or any dividend or any other forms of distribution that may be declared before the allotment of the Bonus Shares, and save and except that the holders of the Bonus Shares shall not be entitled to the Proposed Two-Call Rights Issue in Ordinary Resolution 2 below and THAT the Directors be and are hereby authorised to give effect to and implement the Proposed Bonus Issue with full power to assent to any conditions, modifications, variations and/or amendments in any manner as may be required or permitted by the relevant authorities, and that the shareholders hereby note that, the Proposed Bonus Issue was contingent upon a proposed rights issue with warrants which the Company had proposed to replace with the Proposed Two-Call Rights Issue as set out in Ordinary Resolution 2 below".

ORDINARY RESOLUTION 2 - PROPOSED TWO-CALL RIGHTS ISSUE

"THAT subject to the approvals of the relevant authorities being obtained and contingent upon the passing of Ordinary Resolution 1 above:

1. the Directors be and are hereby authorised to allot by way of a two-call rights issue, of up to 62,409,028 new ordinary shares of RM1.00 each ("Rights Shares") at an indicative issue price of RM1.00 per ordinary share payable by a first call of RM0.65 cash per Rights Share and a second call of RM0.35 per Rights Share payable out of the Company's share premium account and to offer such shares by way of rights to the shareholders of the Company whose names appear in the Record of Depositors of the Company at the close of business on a date to be determined by the Directors in their discretion, in the proportion of one (1) Rights Share for every two (2) existing ordinary shares of RM1.00 each held ("the Proposed Two-Call Rights Issue"), subject always that all fractional entitlements together with any shares not taken up for any reason, shall be dealt with in such manner as the Directors may deem fit in the interest of the Company; 2. the Rights Shares shall, upon allotment and issue, rank pari passu in all respects with the then existing ordinary shares of RM1.00 each of the Company save and except for any dividends or other form of distributions that may be declared, made or paid in respect of the financial year ended 31 March 2004 or any dividend or any other form of distribution that may be declared before the allotment of the Rights Shares and save and except that the holders of the Rights Shares shall not be entitled to the Proposed Bonus Issue in Ordinary Resolution 1 above;

3. the Directors be and are hereby authorised to apply an aggregate sum of up to RM21,843,159.80 out of the Company's share premium account towards paying in full the second call of RM0.35 per Rights Share immediately before the issue of the Rights Share; and

4. the Directors be and are hereby authorised to give effect to and implement the Proposed Two-Call Rights Issue with full power to assent to any conditions, modifications, variations and/or amendments in any manner as may be required or permitted by the relevant authorities and to take steps to enter into agreements including underwriting agreements to give effect to the Proposed Two-Call Rights Issue.




cc. Securities Commission