AwanBiru Technology Berhad - Annual Report 2021
8. Explanatory Note on Special Business :- (i) Additional payment of Directors’ fees The Company had at the Tenth Annual General Meeting (“ 10 th AGM ”) held on 25 November 2020 sought the shareholders’ approval on Directors’ fees of RM450,000.00 for the financial year ended 30 June 2021. However, the proposed amount was insufficient due to the change in the Board of Directors members with additional Directors appointed during the financial year. This resolution is to facilitate the shortfall payment of the Directors’ fees of RM44,129.00 for the financial year ended 30 June 2021. (ii) Additional payment of Directors’ benefits The Company had at the 10 th AGM held on 25 November 2020 sought the shareholders’ approval on Directors’ benefits up to an amount of RM153,000.00 from 26 November 2020 until the next Annual General Meeting of the Company. However, the proposed amount was insufficient due to the change in the Board of Directors members with additional Directors appointed during the financial year. This resolution is to facilitate the shortfall payment of the Directors’ benefits of RM50,000.00. (iii) Approval for the payment of Directors’ benefits The proposed Directors’ benefits payable comprises allowances and other benefits. The total estimated amount of Directors’ benefits payable is calculated based on the number of scheduled Board and Board Committees meetings for the period from 25 November 2021 until the next Annual General Meeting and other benefits. This authority, unless revoked or varied by the Company in a general meeting, will expire at the conclusion of the next Annual General Meeting of the Company. (iv) Authority to issue shares pursuant to the Companies Act 2016 The Company wishes to renew the mandate on the authority to issue shares pursuant to the Companies Act 2016 at the 11 th AGM of the Company (hereinafter referred to as the “ General Mandate ”). The Company had been granted an increase in general mandate to not more than 20% (“ 20% General Mandate ”) by its shareholders at the 10 th AGM of the Company held on 25 November 2020 (hereinafter referred to as the “ Previous Mandate ”). Bursa Malaysia Securities Berhad (“ Bursa Securities ”) vide its letter dated 16 April 2020 granted several additional relief measures to listed issuers, amongst others, listed issuers are allowed to seek a higher general mandate under Paragraph 6.03 of the Bursa Securities Main Market Listing Requirements of not more than 20% of the total number of issued shares (excluding treasury shares) for issue of new securities until 31 December 2021 and thereafter, the 10% general mandate will be reinstated. The Previous Mandate granted by the shareholders had not been utilised and hence no proceeds were raised therefrom. The purpose to seek the General Mandate is to enable the Directors of the Company to issue and allot shares at any time to such persons in their absolute discretion without convening a general meeting provided that the aggregate number of the shares issued does not exceed 10% of the total number of issued shares of the Company for the time being. The General Mandate, unless revoked or varied by the Company in a general meeting, will expire at the conclusion of the next Annual General Meeting of the Company. The General Mandate will enable the Directors to take swift action for allotment of shares for any possible fundraising activities, including but not limited to further placing of shares, for the purpose of funding future investment project(s), working capital and/or acquisition(s) and to avoid delay and cost in convening general meetings to approve such issue of shares. Accountability | Awantec Annual Report 2021 253
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