Reliance Pacific Berhad (i). Proposed Share Split; And (ii). Proposed Amendments To The Memorandum & Articles Of Association
BackNov 29, 2007
At an EGM of the Company held on 29 November 2007, the Company has obtained approval from its shareholders for the following resolutions:-ORDINARY RESOLUTION
PROPOSED SHARE SPLIT INVOLVING THE SUBDIVISION OF EVERY ONE (1) EXISTING ORDINARY SHARE OF RM1.00 EACH IN RPB INTO FIVE (5) ORDINARY SHARES OF RM0.20 EACH ("PROPOSED SHARE SPLIT")
"THATsubject to the passing of Special Resolution, approval be and is hereby given to the Directors of the Company to subdivide every one (1) existing ordinary share of RM1.00 each in the issued and fully paid-up capital of the Company, held by the registered shareholders of the Company whose names appear in the Register of Depositors at the close of business on a date to be determined by the Directors of the Company, into five (5) ordinary shares of RM0.20 each in the share capital of the Company ("Split Shares"), which will be fully paid-up;
THATthe Split Shares shall, upon allotment and issue, rank pari passu in all respects with each other.
AND THATthe Directors of the Company be and are hereby empowered, authorised and directed to do all such acts and things and take such steps, execute such documents as they may deem fit, necessary, expedient and/or appropriate in order to implement, finalise and/or give effect to the Proposed Share Split with full powers to assent to any terms, modifications, conditions, variations and/or amendments as may be agreed to/required by the relevant regulatory authorities or as a consequence of any such requirement or as may be deemed necessary and/or expedient in the best interests of the Company."
SPECIAL RESOLUTION
PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION OF RPB TO FACILITATE THE PROPOSED SHARE SPLIT ("PROPOSED M&A AMENDMENTS")
"THAT, subject to the passing of the Ordinary Resolution, approval be and is hereby given to the Directors of the Company to:
(a) delete the existing Clause 5 of the Memorandum of Association of the Company in its entirety and substituting in its place thereof the following new Clause 5 prior to the implementation of the Proposed Share Split:
"The capital of the Company is RM500,000,000.00 divided into 2,500,000,000 ordinary shares of RM0.20 each with power for the Company to increase or reduce such capital and to vary or abrogate the rights attached to any class of shares in the Company and to issue any part of its capital, original or increased, with or without any preference, priority or special privilege, or subject to any postponement of rights, or to any conditions or restrictions; and so that, unless the conditions of issue shall otherwise expressly declare, every issue of shares, whether declared to be preference or otherwise shall be subject to the power hereinbefore contained."
(b) delete the existing Article 3 of the Articles of Association of the Company in its entirety and substituting in its place thereof the following new Article 5 prior to the implementation of the Proposed Share Split:
"The authorised share capital of the Company is Ringgit Five Hundred Million (RM500,000,000.00) divided into 2,500,000,000 ordinary shares of RM0.20 each."
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