Notice Of Annual General Meeting

General Announcement Reference No RP-060809-53398

Company Name	:	RELIANCE PACIFIC BERHAD
Stock Name	:	RPB
Date Announced	:	09/08/2006

Type	:	Announcement
Subject	:	Notice of Annual General Meeting

Contents :



NOTICE IS HEREBY GIVEN that the 14th Annual General Meeting of Reliance Pacific Berhad will be held at the Cempaka Room, Reliance Pacific Berhad, Block A Unit A-9-4, Megan Avenue II, 12 Jalan Yap Kwan Seng, 50450 Kuala Lumpur on Tuesday, 29 August 2006 at 3.00 p.m. to transact the following business:-

AGENDA 1. To receive and adopt the Audited Financial Statements together with the Reports of the Directors and the Auditors for the financial year ended 31 March 2006. (Resolution 1)

2. To declare a first and final dividend of 5% less 28% income tax for the financial year ended 31 March 2006. (Resolution 2)

3. To re-elect the following directors who retire in accordance with Article 91 of the Company's Articles of Association.

(a) Dato' Gan Eng Kwong (Resolution 3) (b) Dato' Abdul Rahim Bin Osman (Resolution 4) 4. To re-appoint Tan Sri Dato' Seri Abdul Rahim Bin Dato' Tak, a Director who retires under Section 129(6) of the Companies Act, 1965 to hold office until the conclusion of the next Annual General Meeting. (Resolution 5)

5. To approve directors' fees for the financial year ended 31 March 2006. (Resolution 6)

6. To re-appoint Messrs AljeffriDean as Auditors and that authority be and is hereby given for the Directors to determine their remuneration. (Resolution 7)

7. AS SPECIAL BUSINESS

To consider and, if thought fit, pass the following Ordinary Resolutions:-
7.2 Proposed Renewal of Shareholders' Mandate and Proposed New Shareholders' Mandate on Recurrent Related Party Transactions of a Revenue or Trading Nature.

"THAT subject to the Companies' Act, 1965, the Memorandum and Articles of Association of the Company, the requirements of the Bursa Malaysia Securities Berhad and all relevant authorities, approval be and is hereby given to the Company and its subsidiaries, to enter and give effect to specified recurrent related party transactions of a revenue or trading nature and with specified classes of the related parties as stated in Section 2.1 of the Circular to shareholders dated 7 August 2006 which are necessary for the Group's day-to-day operations subject further to the following:-

i) the transactions are in the ordinary course of business and are on terms not more favourable to the related parties other than those generally available to the public and are not to the detriment of the minority shareholders; and

ii) the Mandate is subject to annual renewal which shall only continue to be in force until:-

(a) the conclusion of the first annual general meeting of the Company following the general meeting at which such Mandate was passed, at which time it will lapse, unless by a resolution passed at the meeting, the authority is renewed;

(b) the expiration of the period within which the next annual general meeting after that date is required to be held pursuant to section 143(1) of the Companies' Act, 1965 ("CA") (but shall not extend to such extension as may be allowed pursuant to section 143(2) of CA); or

(c) revoked or varied by resolution passed by the shareholders in general meeting,

whichever is the earlier.

AND THAT the Directors be and are hereby empowered to do all acts and things to give effect to the General Mandate on Recurrent Related Party Transactions. (Resolution 9)

8. To consider any other business of an Annual General Meeting.

NOTICE OF DIVIDEND ENTITLEMENT AND PAYMENT

NOTICE IS HEREBY GIVEN that a First and Final Dividend of 5% less Malaysian Income Tax of 28% in respect of the financial year ended 31 March 2006, if approved by members at the forthcoming Annual General Meeting to be held on 29 August 2006 will be payable on 27 November 2006 to Depositors whose names appear in the Record of Depositors as at 31 October 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 31 October 2006 in respect of 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

Tan Bee Leng
(MAICSA No. 7009994)
Secretary

Kuala Lumpur
Date: 7 August 2006

NOTE 1

Every member is entitled to appoint a proxy or in the case of a corporation, to appoint a representative to attend and vote in his stead. A proxy need not be a member of the Company. The Form of Proxy must be signed by the appointer or by his attorney duly authorised in writing or if the appointer is a corporation, either under seal or under hand of an officer or attorney duly authorised. If no name is inserted in the space for the name of your proxy, the Chairman of the Meeting will act as your proxy.

The Proxy Form must be deposited at the Registered Office of the Company at Block A Unit A-5-3, Megan Avenue II, 12 Jalan Yap Kwan Seng, 50450 Kuala Lumpur, Malaysia, not less than forty-eight (48) hours before the time set for holding the Meeting or any adjournment thereof.

NOTE 2

The proposed Ordinary Resolution 8 in relation to authority to allot shares pursuant to Section 132D of the Companies' Act, 1965, if passed will empower the Directors to issue shares up to an aggregate amount not exceeding 10% of the issued share capital of the Company for the time being, for such purposes as the Directors consider would be in the interests of the Company. This would avoid any delay and cost involved in convening a general meeting to approve such issue of shares. This authority, unless revoked or varied at a general meeting, will expire at the next Annual General Meeting of the Company.


NOTE 3

The proposed Ordinary Resolution 9, if passed, will empower the Directors from the date of the 14th Annual General Meeting, to deal with the related party transactions involving recurrent transactions of revenue or trading nature which are necessary for its day-to-day operations. These Recurrent Related Party Transactions are in the ordinary course of business and are on terms not more favourable to the related party than those generally available to the public. This authority, unless revoked or varied at a general meeting, will expire at the next Annual General Meeting of the Company. Please refer to the Circular to Shareholders dated 7 August 2006 with regard to the Ordinary Resolution 9.